UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
AMENDMENT NO. 3 TO
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 10, 2003
INDUSTRIES INTERNATIONAL, INCORPORATED
(Exact name of Registrant as specified in charter)
NEVADA 0-32053 87-05222115
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification Number)
4/F., WONDIAL BUILDING, KEJI SOUTH 6 ROAD
SHENZHEN HIGH-TECH INDUSTRIAL PARK, SHENNAN ROAD
SHENZHEN, CHINA
(Address of principal executive offices)
Registrant's telephone number, including area code: 011-86-755-2693856
NOT APPLICABLE
(Former name or former address, if changed since last report)
FORWARD LOOKING STATEMENTS
This Amendment No. 3 to Form 8-K and other reports filed by Registrant
from time to time with the Securities and Exchange Commission (collectively the
"Filings") contain or may contain forward looking statements and information
that are based upon beliefs of, and information currently available to,
Registrant's management as well as estimates and assumptions made by
Registrant's management. When used in the Filings the words "anticipate:,
"believe", "estimate", "expect", "future", "intend", "plan" or the negative of
these terms and similar expressions as they relate to Registrant or Registrant's
management identify forward looking statements. Such statements reflect the
current view of Registrant with respect to future events and are subject to
risks, uncertainties, assumptions and other factors relating to Registrant's
industry, Registrant's operations and results of operations and any businesses
that may be acquired by Registrant. Should one or more of these risks or
uncertainties materialize, or should the underlying assumptions prove incorrect,
actual results may differ significantly from those anticipated, believed,
estimated, expected, intended or planned.
Although Registrant believes that the expectations reflected in the
forward looking statements are reasonable, Registrant cannot guarantee future
results, levels of activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States, Registrant
does not intend to update any of the forward-looking statements to conform these
statements to actual results.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
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This Amendment No. 3 to Form 8-K relates to the acquisition (the
"Acquisition") by Industries International, Incorporated, a Nevada corporation
(the "Company") of 100% equity interest in Li Sun Power International Limited
("Li Sun"), effective May 14, 2003 and previously reported on Form 8-K (SEC File
No. 000-32053) on May 15, 2003.
This Amendment No. 3 is filed for the purpose of providing pro forma
financial statements in connection with the Acquisition.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED.
The Li Sun audited consolidated financial statements for the
years ended December 31, 2001 and 2002 were filed as part of Exhibit 10.1 of
Amendment No. 2 to Form 8-K (SEC File No. 000-32053) filed with the Securities
and Exchange Commission on May 19, 2003 and incorporated by reference herein.
(b) PRO FORMA FINANCIAL INFORMATION
The pro forma financial information taking into account the
purchase of Li Sun for the three months ended March 31, 2003 and for the year
ended December 31, 2002 is filed with this Report in Exhibit 99.1.
(c) EXHIBITS
Exh. No. Description
-------- -----------
99.1 The pro forma financial statements for Industries
International, Incorporated and Li Sun Power
International Limited.
(d) DOCUMENTS INCORPORATED BY REFERENCE
Amendment No. 2 to Form 8-K filed by the Registrant with the
Securities and Exchange Commission on May 19, 2003 which includes the Li Sun
audited consolidated financial statements for the years ended December 31, 2001
and 2002.
Amendment No. 1 to Form 8-K filed by the Registrant with the
Securities and Exchange Commission on May 13, 2003.
Form 8-K filed by the Registrant with the Securities and
Exchange Commission on March 25, 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.
Date: July 28, 2003 INDUSTRIES INTERNATIONAL, INCORPORATED
By: /s/ Weijang Yu
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Weijang Yu
President
EXHIBITS FILED WITH THIS REPORT
Exh. No. Description
-------- -----------
99.1 The pro forma financial statements for Industries International,
Incorporated and Li Sun Power International Limited.