UNITED STATES 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): APRIL 9TH, 2003 HUBEI PHARMACEUTICAL GROUP, LTD. -------------------------------- (Exact name of registrant as specified in its charter) Nevada 0-25553 88-0419476 - -------------------------------- ----------------- ------------------------- State or other jurisdiction (Commission I.R.S. employer of incorporation or organization File Number) identification number 410 PARK AVENUE, 15TH FLOOR NEW YORK, NY, USA 10222 ------------------------------------------- ---------------------- (Address of principal executive offices) Zip Code Issuer's telephone number (604) 881-2899 Pan Asia Communications Corp. Suite 1001, 1166 Alberni Street Vancouver, B.C. Canada NEW YORK, NY, USA 10222 ------------------------------------- ------------ (Former name and former address if Zip Code changed since last filing)) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. 1.) Yes [X] No [ ] 2.). Yes [X] No [ ] ITEM 1. CHANGES IN CONTROL OF REGISTRANT No events to report. ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS No events to report. ITEM 3. BANKRUPTCY OR RECEIVERSHIP No events to report. ITEM 4. CHANGES IN REGISTRANTS CERTIFYING ACCOUNTANT No events to report. ITEM 5. OTHER EVENTS APPOINTMENT OF DIRECTOR - Mr. Lixen (Clint) Cheng was appointed as a director on April 9th, 2003 PRIVATE PLACEMENT - On May 30th, 2003 Hubei Pharmaceutical Group, Ltd. (the "Company") closed on a private placement of 2,366,324 shares of the Company's common stock at a price of $0.15 per share with a small group of accredited investors. In an earlier private placement with a single accredited investor the Company also closed on May 30th, 2003 a private placement of initially 80,000 shares of the Company's common stock at a price of $0.15 and warrants to purchase an aggregate of 200,000 shares of common stock, exercisable at $0.20 per share and expiring six months following the closing date. In total, the Company received approximately US$366,948 less approximately US$16,895.00 in finder's fees. In connection with the above private placements, the Company will issue 43,500 units consisting of one share of its common stock and 12,000 units consisting of once share and 2.5 purchase warrants to purchase an aggregate of 30,000 shares of the Company's common stock. All investors and recipients of finder's fees were arms length from the Company at the time of the investment. These shares will be issued in reliance on exemptions from registration under the Securities Act of 1933, as amended. As a result, all shares of the Company issued with respect to the private placements are subject to restrictions on transfer under the applicable provisions of the securities act and carry a legend reflecting such restrictions. ITEM 6. RESIGNATION OF REGISTRANTS DIRECTOR No events to report. ITEM 7. FINANCIAL STATEMENTS No events to report. ITEM 8. CHANGE IN FISCAL YEAR No events to report. EXHIBITS: - --------- 1. Minutes of a Meeting of the Board of Directors of the Company held on April 9th, 2003. 2. Minutes of a Meeting of the Board of Directors of the Company held on May 30th, 2003 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. HUBEI PHARMACEUTICAL GROUP, LTD. /s/ Reid Li --------------------------------------- Reid Li, President June 25th, 2003 - ----------------- DATE