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 (Date of earliest event reported): August 29, 2000
SYMPHONY TELECOM INTERNATIONAL, INC.
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(Exact name of registrant as specified in its charter)
UTAH 87-0378892
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
347 Bay Street, Suite 502, Toronto, Canada M5H 2R7
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 416-366-5221
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(Former name, former address and former fiscal year,
if changed since last report)
Item 5 Other Events
Placement Agreement
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The Company has signed a Placement Agreement with a firm authorizing the
placement of up to $100 million dollars of common stock of the Company on a best
efforts basis over the next 60 days, renewable monthly. A copy is attached. The
firm, Geek Securities, Inc. (www.geeksecurities.com ), an on-line registered
NASD Broker/Dealer, has already placed stock for the Company.
The Agreement is subject to numerous representations, and conditions, believed
to be customary for such placement transactions.
In summary, the Agreement provides, among other things, for the placement, from
time to time over the next 60 days, renewable monthly, of common stock of the
Company, at a price to be agreed to by the Company and the subscribers, as
"restricted securities," with registration rights for later this year. The
placement is being done as a private offering. The subscribers are "accredited
investors" within the meaning of Rule 501(c) of Regulation D.
Symphony Telecom International, Inc. is a business to business broadband telecom
solutions provider dedicated to delivering all the benefits of the
Next-Generation Global Network to it's valued customers. Symphony Telecom
International has positioned itself to become North America's first
international Next-Generation Telco, leveraging emerging technologies into a
coherent, sophisticated, and user-friendly array of services that are
increasingly global and a high speed Internet that continues to evolve in
quality and expand in size.
INFORMATION HEREIN CONTAINS "FORWARD-LOOKING STATEMENTS." THESE STATEMENTS
INVOLVE RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY. THERE IS NO ASSURANCE THE ABOVE-DESCRIBED EVENTS WILL BE COMPLETED.
THERE CAN BE NO ASSURANCE OF THE ABILITY OF THE COMPANY TO ACHIEVE SALES GOALS,
OBTAIN CONTRACTS OR FINANCING, CONSUMMATE ACQUISITIONS OR ACHIEVE PROFITABILITY
IN THE FUTURE.
Item 7 Financial Statements and Exhibits
Exhibits
(99) Placement Agreement between the Company and the Placement Agent
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, thereunto duly authorized.
SYMPHONY TELECOM INTERNATIONAL, INC. (Registrant)
By: /s/ Gilles A. Trahan , C.E.O.
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Gilles A. Trahan , C.E.O.
(Principal Executive Officer)
By: /s/ Gilles A. Trahan, Chief Financial Officer
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Gilles A. Trahan, Chief Financial Officer
(Principal Financial Officer)
Date: 08/29/2000