8-K 1 tfcy8k.txt FORM 8-K DATED 04-26-05 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): April 26, 2005 ___________________________ 21st Century Technologies, Inc. ______________________________________________________ (Exact name of registrant as specified in its charter) Nevada 000-29209 48-1110566 ________________________________________________________________________________ (State or other jurisdiction (Commission (IRS Employer Of incorporation) File Number) Identification No.) 2700 W. Sahara Ave., Suite 440, Las Vegas, NV 89102 _____________________________________________ __________ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (702) 248-1588 __________________________ Not Applicable ______________________________________________________________ (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 (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)) SECTION 2 - FINANCIAL INFORMATION ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS. On April 26, 2005 21st Century Technologies, Inc. (the "Company") sold Paramount MultiServices, Inc. ("Paramount"), one of the wholly-owned subsidiary companies in its portfolio to The Romney Group, Inc. ("Romney Group"), a privately-held company. The Romney Group is controlled by the Company's former President, Chief Executive Officer and director, Kevin Romney. Mr. Romney served as Chief Executive Officer and director of the Company from April 2004 to November 2004. In addition, Mr. Romney was the majority owner of Paramount prior to the Company acquisition of it in 2003. Paramount is an inbound/outbound blended call center specializing in the sale of products for Fortune 100 financial institutions as well the sale and service of other products and lines of business. As consideration for transferring 100% of the stock of Paramount to the Romney Group, the Company received a Promissory Note (the "Note") from Paramount for $252,000.00. The Note is payable over four years on a monthly basis, with two balloon payments of $15,000.00 each during the first year of the Note. The Note bears interest at the rate of 6 1/2% per annum. The sale amount was primarily a recouping of a significant portion of cash advances made by the Company to Paramount since its acquisition by the Company in 2003. Further details are disclosed in the press release attached as Exhibit 99.1 and the Agreement with Respect to Paramount as Exhibit 99.2 to this report. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements of businesses acquired. Not applicable. (b) Pro forma financial information. Not applicable. (c) Exhibits. Exhibit 99.1 - Press Release Dated April 27, 2005 Exhibit 99.2 - Agreement with Respect to Paramount 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. 21ST CENTURY TECHNOLOGIES, INC. (Registrant) By: /s/ JOHN R. DUMBLE ___________________________ Date: May 2, 2005 John R. Dumble Its: Chief Executive Officer