-----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, NmXOQh/QRUjg1upSYrKBcGAdLU9hUrEGMfb12QpIj3VH71nfB6fwosvmSohQGiAM CVcPDWnnW392toDLaoBxdg== 0001098278-06-000008.txt : 20061129 0001098278-06-000008.hdr.sgml : 20061129 20061129115121 ACCESSION NUMBER: 0001098278-06-000008 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20061129 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20061129 DATE AS OF CHANGE: 20061129 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PLATINA ENERGY GROUP INC. CENTRAL INDEX KEY: 0001098278 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 841080043 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28335 FILM NUMBER: 061244204 BUSINESS ADDRESS: STREET 1: 200 W. 17TH ST. STREET 2: SUITE 240 CITY: CHEYENNE STATE: WY ZIP: 82001 BUSINESS PHONE: (307) 637-3900 MAIL ADDRESS: STREET 1: 200 W. 17TH ST. STREET 2: SUITE 240 CITY: CHEYENNE STATE: WY ZIP: 82001 FORMER COMPANY: FORMER CONFORMED NAME: FEDERAL SECURITY PROTECTION SERVICES INC DATE OF NAME CHANGE: 20020325 FORMER COMPANY: FORMER CONFORMED NAME: WEB4BOATS COM INC DATE OF NAME CHANGE: 19991103 8-K 1 eightk.txt 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 November 16, 2006) Platina Energy Group Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 000-28335 84-1080043 - ------------------------------ ---------------- ------------------- (State or other Jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 1807 Capital Avenue, Suite 101 I Cheyenne, Wyoming 82001 - -------------------------------------------------------------------------- (Address of principal executive offices) (307) 637-3900 - -------------------------------------------------------------------------- (Issuer's telephone number) 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: [ ] 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 1.01. Entry into a Material Definitive Agreement. On November 16, 2006, Platina Energy Group, Inc. (the "Company") entered into an Agreement in the form of an Order Form (the "Agreement") with Wallstreet Direct Inc. ("Wallstreet"). Pursuant to the Agreement, Wallstreet has agreed to provide to the Company investor relations services valued at $350,000 in the form of 1,250,000 shares of the Company's restricted common stock. Item 3.02 Unregistered Sales of Equity Securities. As consideration for the Agreement with Wallstreet to provide investor relations service to the Company, described in Item 1.01 above, we are issuing 1,250,00 restricted shares of our common stock to Wallstreet Direct Inc. We believe that the issuance of the shares will be exempt from the registration and prospectus delivery requirements of the Securities Act of 1933 by virtue of Section 4(2) and/or Regulation D. The shares will be issued directly by us and does not involve a public offering or general solicitation. The recipient of the shares was afforded an opportunity for effective access to files and records of our company that contained the relevant information needed to make its investment decision. We reasonably believe that the recipient, immediately prior to its investment decision, had such knowledge and experience in our financial and business matters that it was capable of evaluating the merits and risks of its investment. The recipient had the opportunity to speak with our management on several occasions prior to their investment decision. There were no commissions paid on the issuance and sale of the shares. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Platina Energy Group Inc. Date: November 29, 2006 / s/ Blair Merriam Blair Merriam, Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----