===================================================
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
August 30, 2002
(Date of Earliest Event Reported)
THE NEW YORK NETWORKS, INC.
- -----------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
3663 East Sunset Road
Suite 104
Las Vegas, Nevada 89120
----------------------------------------
(Address of principal executive offices)
(702) 212 8798
------------------------------
(Registrant's telephone number)
Delaware 0-29703 52-2217571
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
JUBILEE ACQUISITION CORPORATION
1504 R Street, N.W.
Washington, D.C. 20009
--------------------------------
(Former name and former address of Registrant)
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
(a) On August 30, 2002, pursuant to an Agreement and Plan of
Reorganization ("Reorganization Agreement") between Jubilee
Acquisition Corporation ("Jubilee"), a Delaware corporation, The New
York Network, Inc., a Nevada corporation ("NYN Nevada"), and the
owner of the outstanding shares of NYN Nevada, Jubilee acquired all
the outstanding shares of common stock of NYN Nevada thereof in
exchange for an aggregate of 42,795,000 shares of common stock of
Jubilee (the "Acquisition"). By virtue of the Acquisition, NYN Nevada
became a wholly-owned subsidiary of Jubilee.
The Acquisition is intended to qualify as a reorganization within
the meaning of Section 368(a)(1)(B) of the Internal Revenue Code of
1986, as amended.
In connection with the Acquisition, Jubilee repurchased at par
value 4,750,000 shares of its 5,000,000 outstanding shares of common
stock, the prior officer and director of Jubilee resigned, a new officer
and director of the company was appointed and elected, and Jubilee
changed its name to The New York Networks, Inc. ("NYN Delaware").
A copy of the Reorganization Agreement is filed as an exhibit to
this report and is incorporated in its entirety herein. The foregoing
description is modified by such reference.
The forgoing transactions resulted in a change in control of the
Registrant.
(b) The following table contains information regarding the
shareholdings of NYN Delaware's current directors and executive
officers and those persons or entities who beneficially own more than
5% of its common stock (giving effect to the exercise of any warrants
held by each such person or entity which are exercisable within 60 days
hereof):
Number of Shares Percent of
of Common Stock Common Stock
Beneficially Beneficially
Name Owned (1) Owned (2)
David E. Walsh,
President,
Secretary, Director 42,795,000 99.4%
All executive officers
and directors of the
company as a group
(1 person) 42,795,000 99.4%
(1) Includes any options and warrants which are exercisable within 60
days of the date of this report.
(2) Based upon 43,045,000 shares outstanding as of the date of this report.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
(a) The consideration exchanged pursuant to the Reorganization
Agreement was negotiated between Jubilee, NYN Nevada and the
shareholder of NYN Nevada. In evaluating the Acquisition, Jubilee
used criteria such as NYN Nevada's ability to compete in the market
place, its current and anticipated business operations, and its
management experience and business plan. Jubilee had no assets or
liabilities and in evaluating Jubilee, NYN Nevada and its shareholder
placed a primary emphasis on Jubilee's status as a reporting company
under Section 12(g) of the Securities Exchange Act of 1934, as
amended.
(b) The Company intends to actively develop the business
strategies and operations of its wholly-owned subsidiary, NYN Nevada,
as well as to pursue other opportunities as they may arise.
NYN Nevada is primarily focused on the entertainment industry,
and is developing a group of television programs, live entertainment
events, and consumer products and services to be marketed and
distributed. By virtue of its networking of these events and products,
the Company intends to enhance operating and cost efficiencies with
broad-based national and international distribution potential.
There is currently no trading market for the Company's
securities. The Company intends to file a registration statement on
Form S-1, or such other form as may be required, to register certain of
the securities held by its shareholders and such other securities as it
may deem advisable.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 5. OTHER EVENTS
Not applicable.
ITEM 6. RESIGNATIONS OF DIRECTORS AND EXECUTIVE OFFICERS
The sole officer and director of Jubilee resigned effective upon
the Acquisition.
ITEM 7. FINANCIAL STATEMENTS
Requirement to File Audited Financial Statements
No financial statements are filed herewith. The Registrant is
required to file audited financial statements no later than 60 days
after the date that this report must be filed.
ITEM 8. CHANGE IN FISCAL YEAR
Not applicable.
EXHIBITS
2.0 Agreement and Plan of Reorganization
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this Current Report to be signed
on its behalf by the undersigned hereunto duly authorized.
THE NEW YORK NETWORKS, INC.
By: /s/ David E. Walsh, President
Date: August 30, 2002