Unassociated Document
UNITED
STATES
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): March 19,
2009
WATERPURE
INTERNATIONAL, INC.
(Exact
name of registrant as specified in its charter)
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Florida
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333-135783
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20-3217152
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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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525
Plymouth Road, Suite 310, Plymouth Meeting, PA 19462
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (954) 728-2405
Copy
of correspondence to:
James M.
Turner, Esq.
Sichenzia
Ross Friedman Ference LLP
61
Broadway
New York,
New York 10006
Tel: (212)
930-9700 Fax: (212) 930-9725
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):
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
ITEM
5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal
Year
On March
19, 2009, WaterPure International, Inc., a Florida corporation (the “Company”),
amended its Articles of Incorporation, as amended, to increase the number of
authorized shares of its common stock, par value $.0001 per share, to
250,000,000 shares and authorized 1,000,000 shares of blank-check preferred
stock, $.001 par value per share, and filed Articles of Amendment to the
Articles of Incorporation (the “Articles of Amendment”) with the Secretary of
State of Florida to effectuate such amendment. The Articles of Amendment,
effective March 19, 2009, is attached to this Form 8-K as Exhibit 3.1 and is
incorporated by reference. The Articles of Amendment was authorized by the
Board of Directors pursuant to a unanimous consent in lieu of a meeting, and was
approved by a majority of the stockholders of the Company pursuant to written
consents in lieu of a special meeting on December 23, 2008.
Item
7.01 Regulation FD Disclosure.
In connection with the Articles of
Amendment, on March 20, 2009, the Company mailed notice to all shareholders as
required pursuant to Section
607.0704 of the Florida Business Corporation Act. A copy of the letter to
shareholders is furnished herewith as Exhibit 99.1.
The information in this Item 7.01 of
this Form 8-K is being furnished and shall not be deemed “filed” for the
purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise
subject to the liabilities of that section. The information in this Item 7.01 of
this Form 8-K also shall not be deemed to be incorporated by reference into any
filing under the Securities Act of 1933, as amended, or the Securities Exchange
Act of 1934, except to the extent that the Company specifically incorporates it
by reference. This report under Item 7.01 is not deemed an admission as to the
materiality of any information in this report that is required to be disclosed
solely by Regulation FD.
ITEM
9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit
Number
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|
Description
|
| |
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|
| 3.1 |
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Articles
of Amendment to the Articles of Incorporation, dated as March 18,
2009. |
| |
|
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| 99.1 |
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Copy
of letter to shareholders from the Company, dated March 20,
2009. |
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.
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WATERPURE
INTERNATIONAL, INC.
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March
20, 2009
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By:
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/s/ PAUL
S. LIPSCHUTZ |
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Paul
S. Lipschutz |
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Chief
Executive Officer
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