Item 3.02 Unregistered Sales of Equity Securities.

(a) The Board of Directors of MediaNet Group Technologies, Inc. has authorized a debt financing for a minimum of $100,000 and a maximum of $300,000. As of January 5, 2009, the Company executed promissory notes with 4 investors in the aggregate principal amount of $100,000. Each Note bears interest at the rate of 11% per annum and both principal and interest are due on July 29, 2009.

(b) The Notes carry a convertibility provision that the Lender, at its sole discretion, may accept repayment in cash or in the Company's shares of common stock at $0.16 per share.

(c) The Company will issue Warrants to the Lenders on the basis of four warrants for each dollar represented by the Note, i.e. 100,000 warrants for each $25,000 loan. The warrants are of two year duration and are exercisable at $0.25 per share.

(d) The exemption from registration provided by Section 4(2) of the Securities Act of 1933 was relied upon by the Company as the securities were acquired for investment purposes only.

(e) The proceeds received were used for working capital purposes.