SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): July 8, 2007
DESTINATION TELEVISION, INC. |
|
(Exact name of registrant as specified in its charter) |
Delaware | | 000-29921 | | 65-0494581 |
| |
| |
|
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (I.R.S. Employer
Identification No.) |
530 North Federal Highway
Fort Lauderdale, Florida | | 33301 |
| |
|
(Address of principal executive offices) | | (Zip Code) |
Registrant's telephone number, including area code: (954) 332-6600
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 July 8, 2007, Destination Television, Inc. ("Destination Television" or "we") entered into a purchase agreement, which is attached as Exhibit 10.1 hereto and incorporated herein by reference, with American Broadcast Group LLC ("ABG"), a privately held Florida based digital signage advertising sales organization, and ABG's sole member, Fred Durham ("the Seller"). Under the terms of the purchase agreement, we will purchase from the Seller all of ABG's issued and outstanding member's interests in exchange for 3,520,000 shares of our common stock.
Completion of the proposed transaction is subject to various conditions that are set forth in the purchase agreement. Although we and the other parties to the stock purchase agreement anticipate a closing on or about August 1, 2007, there is no assurance that the conditions for closing will be met and consequently there can be no assurance that the transaction will be completed.
Press Release
On July 9, 2007, we issued a press release, which is attached as Exhibit 99.1 hereto and incorporated herein by reference, regarding our executing the purchase agreement referred to above.
Item 9.01 - Financial Statements and Exhibits
| | (c) Exhibits |
| | |
| | 10.1 - Purchase Agreement among Destination Television, Inc., Fred Durham, and American Broadcast Group LLC, dated July 8, 2007 |
| | |
| | 99.1 - Press Release, dated July 9, 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.
Date: | | July 9, 2007 |
| | | |
| | | Destination Television, Inc. |
| | |
|
| | | Registrant |
| | | |
By: | | /s/ Gordon Scott Venters |
| | |
|
| | | President |
