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
September 23, 2005
__________________________________________________
Date of Report (Date of earliest event reported)
EYI INDUSTRIES, INC.
_____________________________________________________
(Exact name of registrant as specified in its charter)
NEVADA
(State or other jurisdiction of incorporation)
000-29803
(Commission File Number)
88-0407078
(IRS Employer Identification No.)
7865 Edmonds Street, Burnaby, BC Canada
(Address of principal executive offices)
V3N 1B9
(Zip Code)
604-759-5031
Registrant's telephone number, including area code
NOT APPLICABLE
(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:
____ 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 September 23, 2005, Essentially Yours Industries (Hong Kong)
Limited ("EYI HK"),a wholly owned subsidiary of EYI Industries,
Inc. ("EYI") entered itno an agency agreement (the "Agency
Agreement") with Guangzhou Zhongdian Enterprises (Group) Co.
Ltd. ("GZE") and China Electronics Import and Export South China
Corporation ("CEIEC").Pursuant to the terms of the Agency
Agreement, EYI HK granted to CEIEC and its wholly owned
subsidiary GZE, the exclusive right to distribute EYI's Code
BlueTM water filtration systems (the "Water Filtration
Systems") in China for a period of two years subject to, among
other things, the following conditions:
(i) CEIEC purchasing a minimum of 4,000,000 Water Filtration
Systems in each year commencing in 2006;
(ii) EYI HK issuing an exclusive agency certificate to CEIEC
confirming the grant of agency rights;
(iii) EYI HK guaranteeing the safety of its products to be
sold on the Chinese market and that the packaging specifications
will meet the product safety standard and packaging standards
as required in China;
(iv) CEIEC committing to the purchase of the amount of Water
Filtration Systems outlined in the following purchase plan
(the "Purchase Plan"):
Year 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter Total
2006 $700,000 $2,800,000 $14,000,000 $24,500,000 $42,000,000
2007 $31,500,000 $38,500,000 $45,500,000 $52,500,000 $168,000,000
(v) If, in any year CEIEC purchases fewer than 4,000,000
Water Filtration Systems in the Purchase Plan it will cease
to have the exclusive agency rights to the Water Filtration
Systems but continue to be non-exclusive agents of EYI HK;
(vi) If, in any year CEIEC purchases fewer than one-half of
the Water Filtration Systems in the Purchase Plan, EYI HK may at
its option adjust the price of the Water Filtration Systems
supplied to CEIEC under the Purchase Plan; and
(vii) CEIEC agree to obtain all required regulatory approvals
in China relating to the marketing and distribution of the Water
Filtration Systems.
Pursuant to the terms of the Agency Agreement, CEIEC reserves the
right, upon reasonable
notice to EYI HK, to increase, or decrease the number of Water Filtration
System units that it purchases under the Purchase Plan, based on its
evaluation of market demand in China, and agreed to commence purchases
under the Purchase Plan in October 2005, and place subsequent purchase
orders on a quarterly basis. The parties agreed that CEIEC may upon
reasonable notice to EYI HK, assign its interest in the Agency Agreement
to its nominee company, but remains a party to the agreement
notwithstanding any such assignment.
The foregoing summary is qualified in its entirety by reference to the
Agency Agreement and the September 26, 2005 press release announcing EYI's
entry into the Agency Agreement which are filed as Exhibit 10.1 and Exhibit
99.1, respectively, to this Current Report.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits
10.1 China Agency Agreement between Essentially Yours Industries
(Hong Kong) Litmed, Guangzhou Zhongdian Enterprises (Group) Co. Ltd.
and China Electronics Import and Export South China Corporation dated as
of September 15, 2005.
99.1 News Release issued by EYI Industries, Inc. dated September 26, 2005.
SIGNATURE
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.
EYI INDUSTRIES, INC.
Date: September 27, 2005
By: /s/ Dori O'Neill
Dori O'Neill
Executive Vice President, COO, Secretary and Treasurer