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
April 30, 2002
Date of Report
(Date of Earliest Event Reported)
SILK BOTANICALS.COM, INC.
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(Exact name of Registrant as Specified in its Charter)
975 S. CONGRESS AVENUE
SUITE 102
DELRAY BEACH, FLORIDA 33445
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(Address of Principal Executive Offices)
(561) 265-3600
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(Registrant's Telephone Number)
FLORIDA 0-21725 65-0886132
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On February 8, 2002 Capital Equities Group, Inc. ("CEGI"), a Nevada
corporation, and its shareholders entered into a Stock Purchase Agreement
("Agreement") with Silk Botanicals.Com, Inc. ("Registrant") regarding the
exchange of 100% of the outstanding shares of CEGI and payment of $610,000
of cash to Registrant in exchange for an aggregate 10,000,000 shares of
Registrant common stock. The transaction, which closed on April 30,
2002, provides for the Registrant to deliver to the CEGI shareholders
1,000,00 shares at closing; (a) an additional 4,000,000 shares to be
delivered to the CEGI shareholders subject to receipt of $190,000 of
additional cash, written confirmation of a CEGI investment, confirmation
of and approval by Registrant of confirmation of closing of a real estate
transaction and licensing agreement related to CEGI's vacation rental and
time-share business; and (b) an additional 5,000,000 shares to be delivered
to the CEGI shareholders based upon CEGI's performance in providing up to
$50,000,000 in net cash proceeds or assets to the Registrant over 24 months
as further described in the Agreement.
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The purchase price was arrived at through negotiation between CEGI and the
Registrant.
Prior to the consummation of the Acquisition, neither CEGI nor any of its
affiliates, officers or directors owned, directly or indirectly, any of the
voting securities of Registrant
The foregoing summary of the terms of the Stock Purchase Agreement does
not purport to be complete and is qualified in its entirety by reference
to the full text of the Stock Purchase Agreement, a copy of which is filed
as Exhibit 2.5 hereto, and incorporated herein by reference. Also filed as
Exhibit 99.8 hereto and incorporated herein by reference is a copy of
Registrant's April 30, 2002 press release concerning acquisition of CEGI.
Prior to the consummation of the acquisition, Registrant did not own,
directly or indirectly, any of the voting securities of Capital Equities
Group, Inc.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS.
(a) Financial Statements of Business Acquired. It is
impractical to provide financial statements related to the transactions
described herein at the time. If required, such financial statements will
be filed within sixty (60) days of the latest required date of the filing
of this Form 8-K Current Report.
(b) Pro Forma Financial Information. If required, such pro
forma financial statements will be filed within sixty (60) days of the
latest required date of the filing of this Form 8-K Current Report.
(c) Exhibits.
2.5 Stock Purchase Agreement dated as of February
8, 2002 between Capital Equities Group, Inc,
and Registrant.
99.8 Press Release dated April 30, 2002.
THE REGISTRANT UNDERTAKES TO FURNISH SUPPLEMENTALLY TO THE COMMISSION UPON
REQUEST A COPY OF ANY EXHIBIT OR SCHEDULE TO THE STOCK PURCHASE AGREEMENT.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
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Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SILK BOTANICALS.COM, INC.
BY: /s/ JOSEPH R. BERGMANN, PRESIDENT
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DATE: May 14, 2002
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