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| CITC.OB > SEC Filings for CITC.OB > Form 8-K on 12-Dec-2007 | All Recent SEC Filings |
12-Dec-2007
Entry into a Material Definitive Agreement, Financial Statements and Exhib
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.
(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.
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