Attached files
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| EX-99.2 - UV FLU TECHNOLOGIES INC | v210450_ex99-2.htm |
| EX-99.1 - UV FLU TECHNOLOGIES INC | v210450_ex99-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
AMENDMENT
NO. 1
TO
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported): January 24,
2011
UV
FLU TECHNOLOGIES, INC.
(Exact
Name of Registrant as Specified in its Charter)
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Nevada
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000-53306
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98-0496885
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||
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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1694 Falmouth Road, Suite 125
Centerville, Massachusetts
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02632-2933
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (780) 691-1188
Former
name or Former Address, if Changed Since Last Report:
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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EXPLANATORY
NOTE
This
Current Report on Form 8-K/A amends the Current Report on Form 8-K, dated
January 24, 2011, filed by UV Flu Technologies, Inc. (the “Company”) on January
28, 2011 (the “Original Report”). The Original Report was filed to
report the completion of the Company’s acquisition of RxAir Industries, LLC, a
Nevada limited liability company (“RxAir”). In response to parts (a)
and (b) of Item 9.01 of the Original Report, the Company stated that it would
file the required financial information by amendment, as permitted by Items
9.01(a)(4) and 9.01(b)(2) of Form 8-K. The Company hereby amends the
Original Report in order to provide the required financial
information.
SECTION
9 - FINANCIAL STATEMENTS AND EXHIBITS
Item
9.01 Financial
Statements and Exhibits.
(a) Financial
Statements of Business Acquired.
The
historical financial statements of RxAir for the year ended December 31, 2009,
and for the nine-month period ended September 30, 2010, are filed herewith as
Exhibit 99.1 and are incorporated herein by reference.
(b) Pro
Forma Financial Information.
The
unaudited pro forma consolidated condensed combined financial statements of the
Company for the year ended September 30, 2010, giving effect to the acquisition
of RxAir are filed herewith as Exhibit 99.2 and are incorporated herein by
reference.
(c) Shell
Company Transactions.
Not
applicable.
(d) Exhibits.
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Exhibit No.
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Exhibit Description
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99.1
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The
historical audited financial statements of RxAir Industries, LLC for the
year ended December 31, 2009 and for the nine-month period ended September
30, 2010
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99.2
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The
unaudited pro forma consolidated condensed combined financial statements
of UV Flu Technologies, Inc. for the year ended September 30, 2010, giving
effect to the acquisition of RxAir Industries,
LLC
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2
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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UV
FLU TECHNOLOGIES, INC.
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a
Nevada Corporation
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Dated: February
7, 2011
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/s/ John J. Lennon
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John
J. Lennon
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President,
Chief Executive Officer and Chief Financial
Officer
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3