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: February 21, 2008
EXPLORATIONS GROUP, INC.
(Name of Registrant as specified in its charter)
Delaware | 000-49864 | 65-1089222 | ||
| (State or other jurisdiction of incorporation or organization) | (Commission File No.) | (IRS Employer Identification No.) |
34 Fifteenth Street
Brooklyn, NY 11215
(718) 788-0066
(Address and telephone number of principal executive offices)
Item 3.02 - Unregistered Sales of Equity Securities
On February 21, 2008, the Registrant sold 4,509,667 shares of the Registrant’s common stock to the Registrant’s President, at a price of $0.015 per share, in exchange for the cancellation of the amount of $67,645.00 owed to the President for accrued but unpaid compensation.
On February 21, 2008, the Registrant sold 2,000,000 shares of the Registrant’s common stock to an employee of the Registrant, at a price of $0.015 per share, in exchange for the cancellation of the amount of $30,000.00 owed to such employee for accrued but unpaid compensation.
On February 21, 2008, the Registrant sold 2,532,600 shares of the Registrant’s common stock to two affiliated entities, at a price of $0.015 per share, in exchange for the cancellation of aggregate debt in the amount of $37,989 owed to such entities by the Registrant.
The sales were made in reliance on Section 4(2) of the Securities Act and were made without general solicitation or advertising. The purchasers were sophisticated investors with access to all relevant information necessary to evaluate these investments, and who represented to the Company that the shares were being acquired for investment.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Explorations Group, Inc. | ||
| /s/Eric Brown | ||
| By: Eric Brown, President | ||