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: March 31, 2008
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AcuNetx, Inc.
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(Exact name of registrant as specified in its charter)
Nevada 0-27857 88-0249812
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2301 W. 205th Street, Suite 205
Torrance, CA 90501
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(Address of principal executive offices)
The Company's telephone number, including area code:
(310) 328-0477
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
See response to Item 2.03 below.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
On March 31, 2008, AcuNetx, Inc., executed a Promissory Note for $150,000
in favor of S&S Health Products, Inc. ("S&S"), representing a loan from S&S. The
loan is for three years, maturing on April 1, 2011. The note provides for
monthly payments of interest only at the rate of 10% per annum, and may be
prepaid at any time, in whole or in part, without penalty.
The Note provides that if, on the second anniversary of the date of the
Note, AcuNetx has not set aside at least $100,000 for repayment of the Note upon
maturity, the principal of S&S has the right to compel AcuNetx to conduct a
private offering to raise the funds necessary to repay the Note. The Note also
provides that if AcuNetx is unable to pay the balance at maturity, S&S is
entitled to a penalty equal to 10% of the principal balance of the Note, payable
monthly until fully paid.
The Note also provides that S&S will be the exclusive provider of
interpretation service for the videonystagmography products of AcuNetx through
2020, that AcuNetx will not compete with the "Interpra" service of S&S, and that
AcuNetx will recommend the "Interpra" service to its customers.
In addition, the Note provides that S&S will have the right to purchase up
to twenty IntelliNetx I systems for $9,500 per unit and up to twenty IntelliNetx
DX Screener systems, at a price of $3,000 per unit, for a period of five years.
The Note further provides that S&S will assist AcuNetx in the marketing of
its HawkEye system to law enforcement agencies, and will receive a commission of
12% on sales of these products by AcuNetx with the direct assistance of S&S.
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, thereunto duly authorized.
Signatures
AcuNetx, Inc., a Nevada corporation
By: /s/ Ronald A. Waldorf
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Ronald A. Waldorf, President
Date: April 2, 2008
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