SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 8-K
 
CURRENT REPORT
 
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of earliest event reported): March 21, 2011 (March 17, 2011)
 
NETWORK 1 FINANCIAL GROUP, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
001-14753
11-3423157
(State or other jurisdiction of
(Commission File No.)
(IRS Employer Identification
incorporation)
 
No.)

2 Bridge Avenue, 4th Floor
07701
Red Bank, NJ
(Zip Code)
(Address of principal executive offices)
 

 
Registrant’s telephone number, including area code: (732) 758-9001
 
N/A
(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.
 
o
 
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
o
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
 
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
 
 
                Network 1 Financial Group, Inc. (formerly known as International Smart Sourcing, Inc.), a Delaware corporation (the “Company”) acknowledges that this Current Report on Form 8-K as well as other filings with the Securities and Exchange Commission (“SEC”) and the Company’s releases issued to the public contain various statements relating to future results, including certain projections and business trends. These statements constitute “Forward-Looking Statements.”
 
                Forward-looking statements include statements concerning plans, objectives, goals, strategies, expectations, future events or performance and underlying assumptions and other statements that are other than statements of historical facts. Certain statements contained herein are forward-looking statements and, accordingly, involve risks and uncertainties that could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements. The Company’s expectations, beliefs and projections are expressed in good faith and are believed by the Company to have a reasonable basis, including without limitations, management’s examination of historical operating trends, data contained in the Company’s records and other data available from third parties, but there can be no assurance that management’s expectations, beliefs or projections will be achieved or accomplished. Certain risks and uncertainties may cause actual results to be materially different from projected results contained in forward-looking statements in this Current Report and in other disclosures. Finally, the Company’s future results will depend upon various other risks and uncertainties, including, but not limited to, those detailed in the Company’s other filings with the SEC. Actual results may differ materially from those expressed or implied by forward-looking statements.
 
Item 1.02       Termination of a Material Definitive Agreement

On January 28, 2011, as disclosed in the Form 8-K filed on February 2, 2011, Network 1 Financial Group, Inc. (the “Company”) entered into an agreement with an individual, whereby the individual agreed to give the Company 1,000,000 shares of common stock of Solar Thin Films, Inc. (Ticker: SLTZ), a publicly-traded company, in exchange for 1,000,000 shares of $0.001 par value Company common stock.

On March 17, 2011, pursuant to the terms of the agreement between the Company and the individual, the Board of Directors of the Company agreed to rescind the agreement to exchange Company shares for shares of Solar Thin Films, Inc.  No share exchange has occurred or will occur.  No additional shares of Company Common stock were issued in connection with this transaction, and the number of shares of Company Common Stock outstanding as of the date hereof is unchanged.
 
 
 

 

SIGNATURES

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.

Date: March 21, 2011

 
NETWORK 1 FINANCIAL GROUP, INC.
   
 
By /s/ Damon Testaverde
 
Damon Testaverde
 
President