SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): April 22, 1997
LOTTOWORLD, INC.
(Exact Name of Registrant as Specified in its Charter)
FLORIDA
(State or Other Jurisdiction of Incorporation)
0-25624 65-0399794
(Commission File No.) (IRS Employer Identification No.)
Suite 200, 2150 Goodlette Road, Naples, Florida 34102
(Address of Principal Executive Offices) (Zip Code)
(941) 643-1677
(Registrant's Telephone Number, Including Area Code)
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ITEM 5. OTHER EVENTS
The Company is filing a Current Report on Form 8-K to summarize all the
transactions to equity which have occurred subsequent to December 31, 1996.
These transactions of the Company, some of which were itemized in the Annual
Report on Form 10-KSB for the year ended December 31, 1996 are:
In January 1997 the Company exchanged 56,000 shares of its common stock in
payment of rent on its executive offices for a period of four months. The rent
for this period would be $56,000. In a series of transactions with individuals,
the Company sold 178,188 shares of the Company's common stock for an aggregate
amount of $163,000. In March 1997, the Company exchanged 200,000 shares of its
common stock for printing services worth an estimated $101,000.
On April 9, 1997, the Company acquired 4,000,000 shares of the common
stock of Sound Money Investors, Inc. ("SMI")with a market value of $500,000 in
exchange for 516,129 shares of common stock of the Company.
Holders of 41,667 shares of the Company's Series A Redeemable Convertible
Preferred Stock(with a redeemable value of $250,000) converted those shares into
307,052 shares of the common stock, $.001 par value per share, of the Company.
The following table sets forth at December 31, 1996; (i) the total assets
and the capitalization of the Company; and (ii) the pro-forma capitalization to
give effect to the subsequent transactions:
December 31, 1996
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Actual Pro-forma
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Total assets $ 2,436,000 $ 3,140,700
Long-Term Debt, less current maturities 8,000 8,000
Redeemable convertible preferred stock 1,000,000 750,000
Common Shareholders' Equity
Common stock 6,100 7,400
Additional paid-in capital 12,492,000 13,560,900
Accumulated deficit (12,248,300) (12,248,300)
Less, treasury stock (34,100) (34,100)
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$ 215,700 $ 1,285,900
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
LOTTOWORLD, INC.
By: s/ Stuart Dubow
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Stuart Dubow
Chief Financial Officer and
Senior Vice President
Date: April 23, 1997
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