SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
December 11, 2003
________________________________________________
Date of Report (Date of earliest event reported)
NANOPIERCE TECHNOLOGIES, INC.
_____________________________________________________
(Exact name of Registrant as specified in its charter)
Nevada 33-19598-D 84-0992908
____________________________________________________________________
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification Number)
370 17th Street, Suite 3640
Denver, Colorado 80202
________________________________________________________
(Address of principal executive offices) (Zip Code)
(303) 592-1010
______________________________________________________
(Registrant's telephone number, including area code)
ITEM 5 OTHER EVENTS AND REGULATION FD DISCLOSURE
On December 11, 2003 NanoPierce Technologies, Inc. (the "Registrant")
signed an Investment Agreement (the "Agreement") with TagStar Systems, GmbH
("TagStar") of Dietramszell, Germany. The Agreement provides for an investment
of $98,000.00 to be made in the Registrant's wholly owned subsidiary,
ExypnoTech, GmbH ("ExypnoTech"). In return for the investment, TagStar will
receive Fifty-Two Thousand shares of the capital of ExypnoTech, making it a 51%
owner of ExypnoTech. The Registrant will retain a 49% ownership interest in
ExypnoTech.
At the time of closing, Michael Kober, Managing Director of TagStar will
become a Managing Director of ExypnoTech. Paul H. Metzinger, the current
Managing Director of ExypnoTech will maintain his position until February 28,
2004. Mr. Kober is a former employee of ExypnoTech.
Further, in accordance with the Agreement, the Registrant will assign its
Provisional Patent Application for Ultrasonic Bonding of Electronic Devices and
the Trademark Application, SmartPaper to ExypnoTech.
In addition, TagStar has agreed to release the Registrant from any and all
liabilities that may arise from the subsidies granted by the province of
Thuringia, Germany.
For a more complete description of the transaction refer to Item 7
Exhibits, below.
ITEM 2 ACQUISITION OR DISPOSITION OF ASSETS
On December 11, 2003, the Registrant's wholly owned subsidiary, NanoPierce
Card Technologies, GmbH ("NanoPierce Card"), as part of its self-liquidation,
signed an Asset Purchase Agreement (the "Purchase Agreement") with TagStar. For
a purchase price of 42,581 Euros (approximately $52,100.00 U.S.), TagStar agreed
to purchase all of the assets of NanoPierce Card. Registrant will not receive
any portion of the payment, which instead will be paid to the landlord of the
premises leased by NanoPierce Card.
ITEM 7 EXHIBITS
1. Investment Agreement, dated December 11, 2003, by and between TagStar
Systems, GmbH, NanoPierce Technologies, Inc. and ExypnoTech, GmbH.
2. Asset Purchase Agreement, dated December 11, 2003, by and between
Prof. Dr. Gerd Lederer, NanoPierce Card Technologies, GmbH and TagStar
Systems, GmbH.
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.
Date: December 15, 2003 NANOPIERCE TECHNOLOGIES, INC.
/s/ Paul H. Metzinger
------------------------------------
Paul H. Metzinger, President &
Chief Executive Officer