___________________________________________

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): January 18, 2012

 

 

FUELSTREAM, INC.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware 333-14477 87-0561426
(State of Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
     

510 Shotgun Road, Suite 110

Fort Lauderdale, Florida

 

33326

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (801) 816-2510

 

11650 South State Street, Suite 240, Draper, UT 84020

(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

 

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 

 

 

 
 

 

 

Item 2.01 Completion of Acquisition or Disposition of Assets

 

On January 18, 2012, Fuelstream, Inc. (the “Company”) completed the acquisition of Aviation Fuel International, Inc., a Florida corporation (“AFI”). AFI is a purchaser and reseller of aviation fuel for commercial and private aircraft. The consideration for the acquisition of AFI consisted of 7,400,000 shares of restricted common stock.

 

 

Item 3.02 Unregistered Sales of Equity Securities

 

On January 18, 2012, in connection with the completion of the acquisition of AFI, the Company issued 7,400,000 shares of common stock. No solicitation was made and no underwriting discounts were given or paid in connection with this transaction. The Company believes that the issuance of shares in connection with the acquisition of AFI as described above was exempt from registration with the Securities and Exchange Commission pursuant to Section 4(2) of the Securities Act of 1933.

 

 
 

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.

 

 

  Fuelstream, Inc.
Date: January 18, 2012  
  By:  /s/ Russell Adler
    Russell Adler
Chief Executive Officer