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| DOMK.OB > SEC Filings for DOMK.OB > Form 8-K on 23-Jul-2008 | All Recent SEC Filings |
23-Jul-2008
Entry into a Material Definitive Agreement, Financial Statements and Ex
On July 16, 2008, we closed a agreement with JAVACO, Inc,., an Ohio corporation ("Javaco") and Judith Vazquez (the "Agreement"), whereby pursuant to the terms and conditions of that Agreement we completed the purchase of all the issued and outstanding shares of Javaco. Judith Vazquez is the sister-in-law of R. Thomas Kidd, our Chief Executive Officer. The Closing of the transaction occurred on July 18, 2008 (the "Closing").
As consideration for all the issued and outstanding shares of Javaco, we issued the shareholders of Javaco, seven hundred and fifty thousand shares of our common stock, and common stock purchase warrants as follows: 20,000 common stock purchase warrants at an exercise price of $3.00 per share, expiring on December 31, 2008; 20,000 common stock purchase warrants at an exercise price of $4.00
per share, expiring on 40,000 common stock purchase warrants at an exercise price of $5.00 per share, expiring on December 31, 2010.
The issuance of the securities above were effected in reliance on the exemptions for sales of securities not involving a public offering, as set forth in Rule 506 promulgated under the Securities Act of 1933, as amended (the "Securities Act") and in Section 4(2) and Section 4(6) of the Securities Act and/or Rule 506 of Regulation D.
(a) Financial statements of business acquired.
The financial statements required by this Item 9.01(a).
(b) Pro Forma financial information
The pro forma financial information required by this Item 9.01(b).
(d) Exhibits
10.1 Agreement by and between Domark International, Inc., Javaco, Inc. and Judith Vasquez, dated July 15, 2008.
99.1 Javaco, Inc. Audited Balance Sheet as of December 31, 2007 and 2006 and the related (audited) consolidated statements of operations, changes in stockholders' equity, and cash flows.
99.2 Unaudited Pro Forma Combined Financial Statements of Domark International, Inc. and Javaco, Inc
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