8-K 1 v198635_8k.htm Unassociated Document

 
UNITED STATES
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): September 24, 2010


TECHMEDIA ADVERTISING, INC.
(Exact name of registrant as specified in its charter)


 
Commission File Number 000-52945
 
     
Nevada
 
98-0540833
(State or other jurisdiction
of incorporation)
 
(I.R.S. Employer
Identification No.)

c/o 62 Upper Cross Street, #04-01
Singapore  058353
(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code:  011-65-65323001

N/A
(Former name or former address, if changed since last report)
 

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 


ITEM 3.02.
UNREGISTERED SALES OF EQUITY SECURITIES
 
On September 24, 2010, we issued 68,371 shares of our common stock to five individuals due to the closing of our private placement at $1.75 per share for total gross proceeds of $119,649.25.  We believe that the issuances are exempt from registration under Regulation S promulgated under the Securities Act of 1933, as amended, as the securities were issued to the individuals through offshore transactions which were negotiated and consummated outside of the United States.

The proceeds from the above transactions have been or will be used for general corporate purposes.


ITEM 9.01.
FINANCIAL STATEMENTS AND EXHIBITS
   
   (d)
Exhibits

Exhibit No.
Description of Exhibit
 
     
99.1
Form of Subscription Agreement


 
 
 
 


SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 

Date: October 6, 2010
   
 
TECHMEDIA ADVERTISING, INC.
     
 
By:
/s/ Johnny Lian              
 
Name:
Johnny Lian
 
Title:
President and Director
 

 
 
 
 
EXHIBIT INDEX

Exhibit No.
Description of Exhibit
Page Number
99.1
Form of Subscription Agreement
5