UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
____________________
FORM
8-K/A
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
____________________
Date of
Report (Date of earliest event reported): May 23, 2005
CENUCO,
INC.
(Exact
name of registrant as specified in its charter)
|
Delaware |
|
033-25900 |
|
75-2228820 |
|
(State
or Other Jurisdiction of Incorporation) |
|
Commission
File Number) |
|
IRS
Employer Identification No.) |
6421
Congress Avenue, Boca Raton, Florida 33487
(Address
of Principal Executive Offices)
561-994-4446
(Registrant’s
Telephone Number, including Area Code)
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:
|
¨ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425) |
|
x |
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
140.14d-2(b)) |
|
¨ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
__________________
Item
7.01 Regulation FD Disclosure
On May
23, 2005, Cenuco, Inc. (the “Issuer”) issued a press release announcing the
consummation of the merger between Hermes Acquisition Company I LLC and Hermes
Holdings Company, Inc., a wholly owned subsidiary of the Issuer. A copy of the
press release is furnished and attached hereto as Exhibit 99.2 and is
incorporated herein by reference.
In
accordance with General Instruction B.2 of Form 8-K, the information in Exhibit
99.2 attached hereto is being furnished and is not deemed to be “filed” for
purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange
Act") and is not otherwise subject to the liabilities of that section.
Accordingly, the information in Exhibit 99.2 attached hereto will not be
incorporated by reference into any filing made by the Issuer under the
Securities Act of 1933 or the Exchange Act unless specifically identified
therein as being incorporated therein by reference.
Item
9.01 Financial Statements and Exhibits
| |
Number |
Description
of Exhibit |
| |
99.2 |
Press
Release dated May 23, 2005 (1) |
________________________
SIGNATURE
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:
May 23, 2005 |
CENUCO,
INC. |
|
|
|
|
|
By: |
/s/ Joseph A.
Falsetti |
| |
Joseph
A. Falsetti |
| |
President
and Chief Executive Officer |