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:
January 19, 1998
(Date of earliest event reported)
Playstar Corporation
(Exact name of registrant as specified in its charter)
Delaware 0-22443 51-0378588
(State of Incorporation)(Commission File No.) (IRS Employer Identification No.)
1 East North East
Dover, DE 19901
(Address of principal executive offices)(Zip Code)
(416) 360-4531
(Registrant's telephone number)
<PAGE>
Item 5. Other Events
On January 19, 1998, the Registrant closed an offering to two investors of
1,250,000 shares of the Registrant's Common Stock at a price of $.40 per share,
resulting in gross proceeds of $500,000. The shares were issued in reliance on
an exemption from registration pursuant to Section 4(2) under the Securities Act
of 1933, as amended (the "Act"), and Regulation D promulgated under the Act. No
underwriter or placement agent was retained in connection with the offering and
no fees or commissions were paid in connection therewith.
Item 7. Sales of Equity Securities Pursuant to Regulation S.
On January 19, 1998, the Registrant closed an offering to 12 foreign
investors 1,009,244 shares of the Registrant's Common Stock at a price of $.50
per share, resulting in gross proceeds of $504,637. The shares were issued in
reliance on an exemption from registration pursuant to Regulation S under the
Act. No underwriter or placement agent was retained in connection with the
offering and no fees or commissions were paid in connection therewith.
Signature
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.
Date: January 26, 1998 PLAYSTAR CORPORATION
By: /s/
Name:Julius Patta
Title: President