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): February 13, 2009
KOLORFUSION INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
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Colorado
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0-28351
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84-1317836
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(State or other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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16075 E. 32nd Ave. Suite A
Aurora, CO.
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80011
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(303)
340-9994
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Not Applicable
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(Former name or former address if changed since last report.)
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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:
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Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule
14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements for Certain Officers.
Kolorfusion International, Inc. (the “Company”)
filed two Form 8-K reports by which it erroneously reported the purported February 11, 2009, removal of Thomas
Gerschman as a director of the Company and the purported February 12, 2009 appointment of Arnold Tinter as a
director of the Company. In both cases, the actions were ineffective to remove Mr. Gerschman or to appoint
Mr. Tinter. Consequently, Thomas Gerschman has been and remains a director of the Company and Mr. Tinter is
not, and never has been, a director of the Company.
On February 13, 2009, the Board of Directors of the
Company removed Stephen Nagel as president and chief executive officer of the Company, and removed Kenneth Bradley as
Secretary of the Company, and in each case from any and all other offices with the Company that they hold. At that
meeting, Thomas Gerschman was appointed chief executive officer of the Company and Thomas Lefort was appointed chief
financial officer of the Company. Mr. Nagel remains a director of the Company.
Mr. Gerschman has been a director and the chairman of the
Company’s Board of Directors since 1999. Mr. Gerschman has assisted in corporate finance and strategic
European relationships. Mr. Gerschman has an extensive background in investment banking having worked with Warburg
Pariba Becker, Inc. (Geneva and New York) in the early 1980s and continuing with Mount Keen & Co., Inc. (New York)
as managing director. Additionally, Mr. Gerschman has had experience in plastic manufacturing as president of
Plastic Technologies Co. (Atlanta) and Summore Plastics, Inc. (Tampa) from 1990.
Mr. LeFort has been a director since 2004.
Mr. LeFort provides the Company with marketing expertise. He was the former vice president of marketing for
Doublet SA France (1993-1996), which is a large provider of format printing goods and event related equipment in
Europe. He was also the president and chief executive officer of Doublet Mfg. Inc. based in San Francisco, California,
a subsidiary of Doublet SA until 2003. Mr. LeFort is currently a partner in the food industry in San Francisco
providing various products in William-Sonoma and operating two restaurants located in San Francisco and New York City.
Mr. LeFort graduated from Ecole Superieure de Commerce de Reims (CESEM degree), a leading French business school.
He also has a Bachelor of Arts in European Business Administration from Middlesex Business School in London.
Item 8.01 Other Events
Stephen R. Nagel, the former president of the Company remains
as a director of the Company. Notwithstanding his removal as an officer of the Company, Mr. Nagel has refused to
advise the board of directors and new officers of the Company as to the current status of filing the Form 10-Q for the
quarter ended December 31, 2008 (which was initially due on February 17, 2009 and by extension is now due on
February 23, 2009). Mr. Nagel has also refused to provide the board of directors and new officers a copy of
any current draft of the Form 10-Q, the Company’s financial statements, or other relevant information. The
Company cannot offer any assurance that it will be able to file its quarterly report on Form 10-Q for the quarter ended
December 31, 2008, within the extended time period.
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