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) May 24, 2007
ADVANCE TECHNOLOGIES, INC.
______________________________________________________
(Exact name of registrant as specified in its charter)
NEVADA 0-27175 95-4755369
________________________________________________________________________________
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
15 N. Longspur Drive
The Woodlands, TX, 77380
___________________________________________________
(Address of principal executive offices) (Zip Code)
(310) 213-2143
__________________________________________________
Registrant's telephone number, including area code
_____________________________________________________________
(Former name or former address, if changed since last report)
Check the appropriate box below of 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)
{ } 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 240.14d-2(b))
{ } Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
________________________________________________________________________________
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On May 24, 2007 Advance Technologies, Inc. entered into a Share Purchase and
Merger Agreement with American SXAN Biotech, Inc., Huakang Zhou, Gary Ball and
Wendy Ball. The agreement contemplates that at a closing to occur after
satisfaction of certain conditions precedent, Advance Technologies, Inc. will
purchase all of the outstanding shares of capital stock of American SXAN
Biotech, Inc. American SXAN Biotech, Inc. is a recently organized corporation
that owns all of the registered capital of Tieli XiaoXingAnling Forest Frog
Breeding Co., Ltd. ("TXFF"), a corporation organized under the laws of The
People's Republic of China that is engaged in the business of manufacturing and
marketing wines and tonics derived from forest frogs.
The agreement contemplates that at the closing Huakang Zhou, who is an affiliate
of American SXAN Biotech, Inc., will purchase 57,143,302 shares of Advance
Technologies common stock for $325,000. At the same time, Advance Technologies
will acquire American SXAN Biotech by issuing 100,000 shares of Series B
Preferred Stock that will be convertible into 900,000,000 shares of common stock
when additional shares are authorized.
The agreement further contemplates that at the same closing, all of the current
assets and liabilities of Advance Technologies plus the $325,000 received from
Mr. Zhou will be assigned to a wholly-owned subsidiary that will be managed
after the closing by Gary Ball, the current CEO of Advance Technologies. At a
future date, after approval of a prospectus by the Securities and Exchange
Commission, the stock of the subsidiary will be distributed to the common stock
holders of Advance Technologies.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
EXHIBITS
10.1 Share Purchase and Merger Agreement dated May 24, 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.
Dated: May 29, 2007 ADVANCE TECHNOLOGIES, INC.
By: /s/ GARY E. BALL
______________________
Gary E. Ball
President and Director