-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NIe4sy/1nR/R9Hw7ijVeaH7LRh1bBZpVm0CnbW9svuNGZ6U439vgOpcBRi3mUpB8 fdYMsQMErZnt91rqi7orjg== 0001193125-07-067204.txt : 20070328 0001193125-07-067204.hdr.sgml : 20070328 20070328153641 ACCESSION NUMBER: 0001193125-07-067204 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070328 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070328 DATE AS OF CHANGE: 20070328 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DREAMS INC CENTRAL INDEX KEY: 0000810829 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-HOBBY, TOY & GAME SHOPS [5945] IRS NUMBER: 870368170 STATE OF INCORPORATION: UT FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30310 FILM NUMBER: 07724127 BUSINESS ADDRESS: STREET 1: 2 SOUTH UNIVERSITY DRIVE STREET 2: SUITE 325 CITY: PLANTATION STATE: FL ZIP: 11111 BUSINESS PHONE: 9543770002 FORMER COMPANY: FORMER CONFORMED NAME: STRATAMERICA CORP DATE OF NAME CHANGE: 19920703 8-K 1 d8k.htm FORM 8-K Form 8-K

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) March 28, 2007

 


DREAMS, INC.

(Exact name of registrant as specified in its charter)

 

Utah   000-30310   87-0368170

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

2 South University Drive, Plantation, Florida   33324
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (954) 377-0002

Registrant’s facsimile number, including area code: (954) 475-8785

Not Applicable

(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 7.01 Regulation FD Disclosure.

On March 28, 2007, the Company issued a press release. The purpose of the press release was to clarify information disclosed under Form 8-K/A on March 12, 2007 and Form 8-K on March 23, 2007.

A copy of the press release is filed as an exhibit herewith.

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1    Press Release dated March 28, 2007


SIGNATURES

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

 

Date: March 28, 2007     DREAMS, INC.
      BY:   /s/ ROSS TANNENBAUM
        Chief Executive Officer


Exhibit Index

 

Exhibit No.   

Description

99.1    Press Release dated March 28, 2007
EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

DREAMS RESPONDS TO QUESTIONS CONCERNING ITS

TWO MOST RECENT 8K FILINGS

Plantation, FL: March 28, 2007 Dreams, Inc. (DRMN.OB) stated today that the Company has received numerous calls from shareholders over the past several days concerning the Company’s Form 8-K/A filed on March 12, 2007 “Unregistered Sales of Equity Securities” and its Form 8-K filed on March 23, 2007 “Change in Registrant’s Certifying Accountants”

“There has been confusion regarding our most recent 8-K filings, said Ross Tannenbaum, president and CEO of Dreams, Inc. The concern was the number of shares issued in our Pro-Stars acquisition. The filing stated that the purchase price included nine million shares which were “pre-reverse split shares”, as the deal was consummated on 12-26-06 before our one for six reverse-split. Pro-Stars actually received 1,500,000 shares, or approximately 4% of our total shares. Additionally, the financial results to date have confirmed our conviction that these properties have added value to our company.

“In our Form 8-K filing dated March 23, 2007, Dreams announced the change of the independent registered public accounting firm responsible for the auditing of the Company’s financial statements. Our concern was that the reader inadvertently read the (A) through (D) bullet points out of context as existing issues. The Company had no disagreements with Grant Thornton on any matter of accounting principles. This change was a Board of Directors decision that was prompted by the benefits available to the Company by associating with a smaller, but highly-regarded accounting firm.”

Dreams, Inc. is a vertically integrated licensed sports products firm. It is the public holding company of several operating divisions with some of the strongest and most recognized brands in the field. They include Mounted Memories™, Field of Dreams®, FansEdge™, ProSportsmemorabilia.com, The Greene Organization and Malcolm Farley Art.

# # #

Statements contained in this press release, which are not historical facts, are forward looking statements. The forward-looking statements in this press release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements made herein contain a number of risks and uncertainties that could cause actual results to differ materially. These risks and uncertainties include, but are not limited to, specific factors impacting the Company’s business including increased competition; the ability of the company to expand its operations and attract and retain qualified personnel, the uncertainty of consumer’s desires for sports and celebrity memorabilia; the availability of product; availability of financing; the ability to sell additional franchises; and general economic conditions.

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