SYMPHONY TELECOM INTERNATIONAL INC
8-K, 2000-08-29
CRUDE PETROLEUM & NATURAL GAS
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                       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.
            ---------------------------------------------------------
             (Exact name of registrant as specified in its charter)

             UTAH                                          87-0378892
-------------------------------                  -------------------------------
(State or other jurisdiction of                        (I.R.S. Employer
 incorporation or organization)                         Identification No.)

347 Bay Street, Suite 502, Toronto, Canada                    M5H 2R7
------------------------------------------                 -------------
(Address of principal executive offices)                     (Zip Code)

Registrant's telephone number, including area code: 416-366-5221
                                                    ------------



             ------------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)



<PAGE>

Item 5 Other Events

Placement Agreement
-------------------

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




<PAGE>


                                   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.
   ------------------------------
    Gilles A. Trahan , C.E.O.
   (Principal Executive Officer)


By: /s/ Gilles A. Trahan, Chief Financial Officer
   ----------------------------------------------
    Gilles A. Trahan, Chief Financial Officer
   (Principal Financial Officer)

Date: 08/29/2000







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