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
May
18, 2005 (May 18, 2006)
Date
of
Report (Date of earliest event reported)
INNOFONE.COM,
INCORPORATED
(Exact
name of registrant as specified in its charter)
|
Nevada
|
0-31949
|
98-0202313
|
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File No.)
|
(IRS
Employer
Identification
No.)
|
1431
Ocean Ave., Suite 1100
Santa
Monica, CA 90401
(Address
of principal executive offices, including zip code)
Registrant's
telephone number, including area code: (310)
458-3233
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligations of the registrant under any of the following
provisions (see General Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Statements
in this Current Report on Form 8-K (including the exhibit) that are not purely
historical facts, including statements regarding Innofone's beliefs,
expectations, intentions or strategies for the future, may be "forward-looking
statements" under the Private Securities Litigation Reform Act of 1995. All
forward-looking statements involve a number of risks and uncertainties that
could cause actual results to differ materially from the plans, intentions
and
expectations reflected in or suggested by the forward-looking statements. Such
risks and uncertainties include, among others, introduction of products in
a
timely fashion, market acceptance of new products, cost increases, fluctuations
in and obsolescence of inventory, price and product competition, availability
of
labor and materials, development of new third-party products and techniques
that
render Innofone’s products obsolete, delays in obtaining regulatory approvals,
potential product recalls and litigation. Risk factors, cautionary statements
and other conditions which could cause Innofone's actual results to differ
from
management's current expectations are contained in Innofone's filings with
the
Securities and Exchange Commission. Innofone undertakes no obligation to update
any forward-looking statement to reflect events or circumstances that may arise
after the date of this filing.
ITEM
8.01 OTHER EVENTS
On
May
18, 2006, Innofone.com, Inc. (the “Company”) issued a press release announcing
its agreement in principle to acquire InfoWeapons, Inc., a leading provider
of
Ipv6 network hardware and solutions.
A
copy of
the press release is attached hereto as Exhibit 99.1.
On
May
18, 2006, Innofone.com, Inc. (the “Company”) issued a press release announcing
its agreement in principle to acquire Las Vegas based Mobile Technology Group, LLC,
a
cutting edge provider of mobile messaging, transactions and content
delivery.
A
copy of
the press release is attached hereto as Exhibit 99.2.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this Current Report on Form 8-K to be signed on
its
behalf by the undersigned thereunto duly authorized.
| |
|
INNOFONE.COM,
INCORPORATED
|
|
|
By:
|
/s/
Alex
Lightman
Chief
Executive Officer and President
|
May
18,
2006
EXHIBIT
INDEX
|
EXHIBIT
NUMBER
|
|
DESCRIPTION
|
|
99.1
|
|
Press
Release issued by Innofone.com, Incorporation, dated May 18, 2006,
entitled “Innonfone.com to Acquire InfoWeapons, Inc. to Meet Demands for
Evolving New Internet Market.”
|
|
99.2
|
|
Press
Release issued by Innofone.com, Incorporation, dated May 18, 2006,
entitled “Mobile Technology Group Acquisition by Innofone.com Provides
Access to Demanding Las Vegas and Related Markets.”
|