Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
CITC.OB > SEC Filings for CITC.OB > Form 8-K on 12-Dec-2007All Recent SEC Filings

Show all filings for CHILDRENS INTERNET INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for CHILDRENS INTERNET INC


12-Dec-2007

Entry into a Material Definitive Agreement, Financial Statements and Exhib


Item 1.01 Entry into a Material Definitive Agreement

On December 6, 2007, The Children's Internet, Inc. ("TCI") entered into Amendment No. 1 (the "Amendment") to the Definitive Stock Purchase Agreement (the "DSPA") with Shadrack Films, Inc. ("Shadrack"), The Children's Internet Holding Company, LLC ("TCI Holding"), Richard J. Lewis III ("Lewis"), and Sholeh Hamedani. Under the Amendment, the date upon which the parties are permitted to terminate the DSPA if the closing of the DSPA has not occurred was extended from December 31, 2007 to January 31, 2008. A copy of the Amendment is attached hereto as Exhibit 1.1.

On December 6, 2007, TCI also issued a Warrant (the "Warrant") to purchase 128,040,988 shares of TCI common stock (the "Warrant Shares") at an exercise price of $0.0625 per share (the "Exercise Price") to TCI Holding. The Warrant may only be exercised after the closing of the DSPA, and then, only until April 30, 2008. The Warrant provides for adjustment in the Exercise Price and the Warrant Shares in case TCI engages in a recapitalization, authorizes dividends or distributions, or engages in a reorganization. A copy of the Warrant is attached hereto as Exhibit 1.2.

On December 6, 2007, TCI entered into a Services Agreement (the "Services Agreement") with Two Dog Net, Inc., a Utah corporation ("TDN"), which was made effective as of October 19, 2007. Under the Services Agreement, TDN will provide TCI certain services until the closing of the DSPA. In consideration for the services, TCI will make monthly payments to TDN that will be pro rated based on days elapsed for any partial months. The aggregate monthly payment for the services is $9,961.00. TCI Holding is a third party beneficiary to the rights of TCI and a guarantor of the payments to be made by TCI under the Services Agreement. A copy of the Services Agreement is attached hereto as Exhibit 1.3.



Item 9.01 Financial Statements and Exhibits

(c)  Exhibits

 Exhibit No.   Description

     1.1       Amendment No. 1 to the Definitive Stock
               Purchase Agreement dated December 6, 2007 by
               and among The Children's Internet, Inc.,
               Shadrack Films, Inc., The Children's Internet
               Holding Company, LLC, Richard Lewis, and Sholeh
               Hamedani.

     1.2       Warrant to Purchase Common Stock of The
               Children's Internet, Inc. dated December 6,
               2007 issued by The Children's Internet, Inc. to
               The Children's Internet Holding Company, LLC

     1.3       Services Agreement entered into on December 6,
               2007, but made effective as of October 19,
               2007, by and between The Children's Internet,
               Inc. and Two Dog Net, Inc.


  Add CITC.OB to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for CITC.OB - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2008 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.