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): AUGUST 17, 2004
ZONE4PLAY, INC.
(Exact name of registrant as specified in its charter)
Nevada 333-91356 98-0374121
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
103 Foulk Road, Suite 202, Wilmington, Delaware 19803
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(Address of principal executive offices and Zip Code)
4526 Neville Street, Burnaby, B.C. V5J 2G8
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(Former address of principal executive offices and Zip Code)
Registrant's telephone number, including area code (302) 691-6177
ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE.
On August 17, 2004, the Registrant issued a press release announcing
that it had closed a $1 million private placement of common stock and warrants.
The private placement consisted of Units offered at a price of $1.00 per Unit,
with each Unit comprised of one share of the Registrant's common stock and two
common stock purchase warrants. One warrant is exercisable for 24 months at a
price of $2.00 per share and one warrant is exercisable for 36 months at a price
of $2.50 per share.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Not applicable.
(b) Not Applicable.
(c) Exhibits:
Exhibit Number Description
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99.1 Press Release of Zone4Play, Inc. dated
August 17, 2004.
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.
ZONE4PLAY, INC.
/s/ Uri Levy
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Uri Levy
Chief Financial Officer
Date: August 18, 2004