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): March 8, 2007
BIOMETRX,
INC.
(Exact
name of registrant as specified in its Charter)
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Delaware
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0-15807
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31-1190725
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(State
or other jurisdiction
of
incorporation)
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(Commission
File No.)
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(IRS
Employer
Identification
No.)
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500
North Broadway, Suite 204,
Jericho,
New York
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11753
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(Address
of principal executive offices)
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(Zip
Code)
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(516)
937-2828
(Registrant’s
telephone number, including area code)
N/A
(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:
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
240.24d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.23e-4(c))
Item
1.01
Entry
into A Material Definitive Agreement
BioMETRX,
Inc. (“bioMETRX”) entered into an agreement with Robert Jacobs (the
“Developer”), dated as of March 6, 2007 to acquire a Patent (Patent # 6,644,557)
that encompasses biometric security for thermostat and HVAC controllers. The
Patent covers all forms of biometric technology that can be used to limit access
to, and/or control temperature settings of a thermostat and other HVAC
controllers.
Pursuant
to the Agreement, bioMETRX issued to the Developer 150,000 shares of its Common
Stock and agreed to pay a royalty of $5.00 per unit sold utilizing the
intellectual property covered by the Patent until November 11, 2010, the
expiration date of the Patent.
A
copy of
the Assignment of Intellectual Property Rights Technology Purchase Agreement
is
filed herewith as an exhibit to this Current Report.
Item
7.01
Regulation
FD Disclosure
On
March
8, 2007, bioMETRX issued a press release announcing that it had entered into
an
Agreement to acquire the Patent on biometric security for thermostat and HVAC
controllers. A copy of the press release is filed herewith.
Item
9.01
Financial
Statements and Exhibits
(c) Exhibits.
10.1 Assignment
of Intellectual Property Technology Purchase Agreement dated as of March 6,
2007;
99.1 Press
Release dated March 8, 2007
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.
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BIOMETRX,
INC. |
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| Date: March
16, 2007 |
By: |
/s/ Mark
Basile |
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Mark
Basile, CEO and President |
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