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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 25, 2007
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CirTran Corporation
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(Exact Name of Registrant as Specified in Its Charter)
Nevada
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(State of Other Jurisdiction of Incorporation)
0-26059 68-0121636
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(Commission File Number) (IRS Employer Identification No.)
4125 South 6000 West, West Valley City, Utah 84128
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(Address of Principal Executive Offices) (Zip Code)
801-963-5112
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
Item 1.01 Entry into a Material Definitive Agreement
On May 25, 2007, CirTran Beverage Corp., a Utah corporation ("CBC"),
entered into an Exclusive Manufacturing, Marketing, and Distribution Agreement
(the "Agreement") with Play Beverages, LLC, a Delaware limited liability company
("PlayBev").
By way of background, PlayBev is engaged in the business of marketing
and distributing beverages, including energy drinks and flavored water
beverages, and related merchandise with the Playboy and rabbit head logo (the
"Products") pursuant to a license agreement ("License Agreement") from Playboy
Enterprises, Inc. ("Playboy"). CBC was formed by CirTran Corporation, a Nevada
corporation ("CirTran"), to arrange for the manufacture, marketing and
distribution of the Products through various distribution channels, including
traditional retail channels as well as catalogs, internet, live shopping and
other channels.
Pursuant to the Agreement, PlayBev granted to CBC the exclusive rights
during the term of the Agreement to manufacture, market, distribute and sell the
Products through all distribution channels in the United States. CBC will be the
exclusive manufacturer of all the Products for PlayBev to be sold in the United
States. The initial Products under the Agreement will consist of an energy drink
and flavored or unflavored water beverage (the "Initial Products"). Additionally
under the Agreement, CBC shall be the exclusive master distributor for PlayBev
for all Products to be sold in the United States.
For its manufacturing services rendered under the Agreement, CBC shall
receive from PlayBev an amount equal to 20% of the cost of goods sold ("COGS"),
as defined in the Agreement, for the Products sold. For its distribution
services rendered under the Agreement, CBC shall receive from PlayBev 6% of the
gross sales ("Gross Sales"), as defined in the Agreement, of all Products in the
United States.
The initial term of the Agreement runs through December 31, 2010, and
the agreement provides for automatic renewal for up to two renewal terms of
three years each unless PlayBev notifies CBC or CBC notifies PlayBev in writing
of its intent not to renew at least three, but not more than 12, months prior to
the termination of the initial term or the then-current renewal term.
During the term of the Agreement, both parties agreed that they will
not sell or distribute in the United States the Product or any products that are
confusingly or substantially similar or directly competitive to the Product
other than as set forth in the Agreement.
The foregoing summary of the terms and conditions of the Agreement does
not purport to be complete and is qualified in its entirety by reference to the
full text of the Agreement attached as an exhibit hereto, and which is hereby
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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99.1 Exclusive Manufacturing, Marketing, and Distribution
Agreement, dated as of May 25, 2007.
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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.
CirTran Corporation
Date: June 1, 2007 By: /s/ Iehab Hawatmeh
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Iehab J. Hawatmeh, President
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