SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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) April 21, 2003
AMERICAN MILLENNIUM CORPORATION, INC.
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(Exact name of registrant as specified in its charter)
New Mexico 0-10841 85-0273340
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
110 North Rubey Drive, Suite 100A, Golden, CO 80403
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (303) 279-2002
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No Change
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(Former name or former address, if changed since last report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Effective April 21, 2003, American Millennium Corporation, Inc. ("AMCi")
acquired 100% of the issued and outstanding capital stock of Lightfoot Precision
Control, Inc. ("Precision"), a Texas corporation which is located at 700 SW
Mustang Drive, Andrews, Texas 79714. As a result, AMCi thereby acquired control
of all of the assets of Precision and Precision has become a wholly-owned
subsidiary of AMCi.
AMCi purchased all of the outstanding capital stock of Precision from its
stockholders in exchange for 2,750,000 restricted shares of the Common Stock of
AMCi, based upon the book value of the Precision stock and upon the expected
future prospects of the business of Precision. The selling stockholders of
Precision were Jerry Green, Minda Green, Cliff Lightfoot, Mark Malone, Edna
Subia and Rene Subia. Prior to the acquisition, there were no material
relationships between AMCi, or with any officer or director of AMCi, and the
selling stockholders of Precision.
As part of the Agreement and Plan of Reorganization the selling shareholders of
Precision were granted a Common Stock Purchase Warrants to purchase up to
1,000,000 shares of AMCi common stock at a price of $0.25 per share if the
warrants are exercised during the first Warrant year, $0.50 per share if
exercised during the second Warrant year and $.75 per share of exercised during
the third Warrant year.
Precision develops and markets electrical controls and automation equipment for
a number of energy and other companies. AMCi intends to continue with
Precision's business and to expand and integrate its operations with AMCi.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired.
(b) Pro Form Financial Information.
As it is impracticable to provide the required financial statements of the
business acquired and pro forma financial information at the time this Current
Report on Form 8-K is filed with the Securities and Exchange Commission (the
"Commission"), the Company will file the same within 60 days after the date this
Current Report on Form 8-K is required to be filed with the Commission.
(c) Exhibits
2.1 Agreement and Plan of Reorganization between American Millennium
Corporation, Inc. and Lightfoot Precision Control, Inc. dated April
7, 2003.
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.
AMERICAN MILLENNIUM CORPORATION, INC.
Registrant
By: /s/ Ronald J. Corsentino
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Name: Ronald J. Corsentino
Title: Chief Financial Officer
and Controller
Dated: April 28, 2003