UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
___________________
FORM 8-K/A
___________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (date of earliest event reported): May 22, 2014
DYNAMIC
APPLICATIONS CORP.
(Exact Name of
Registrant as Specified in its Charter)
Commission File No.: 0-54856
| Delaware | 98-0573566 |
| (State of Incorporation) | (I.R.S. Employer Identification No.) |
| 14 Menachem Begin Street, Ramat Gan, Israel | 52700 |
| (Address of Registrant's Office) | (ZIP Code) |
Registrant's Telephone Number, including area code: 972-3-752-3922
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.
During the periods set forth in the table below, Dynamic Applications Corp.
(the "Registrant") issued and/or sold restricted shares of its common stock to
named individuals and entities. The Registrant, through inadvertence, failed to
file Forms 8-K for the issuance and sale of unregistered securities within 4
days of February 28, 2014, March 11, 2014, March 31, 2014 and April 15, 2014.
The purpose of this amended Form 8-K filing is to correct certain disclosure in
the Forms 8-K filed on May 22, 2014.
The following table sets forth
information regarding the issuance/sale of unregistered securities (shares of
common stock) by the Registrant from January 1, 2014 to through April 30, 2014,
at which date the Registrant had a total of 48,534,082 shares of common stock
issued and outstanding. Included in the table are shares issued upon the
conversion of convertible notes inclusive of interest at 15% per annum, shares
issued for services valued at $.01 per share and shares issued for cash
consideration at a subscription price of $0.005 per share:
| Name of Issuee | Date of Issuance | Bases for Issuance | Amount of Note(s) | Shares Issued |
| Amir Uziel | 2/28/14 | Conversion of Notes | $6,954 and $2,186 | 913,000 |
| Tena Holdings GmbH (1) | 2/28/14 | Conversion of Notes | $1,738 and $1,755 | 349,300 |
| Lavi Krasney | 2/28/14 | Conversion of Note | $6,885 | 688,500 |
| Akiva Shonfeld | 2/28/14 | Conversion of Notes | $2,412 and $1,253 | 366,500 |
| Amita S.A. (2) | 2/28/14 | Conversion of Note | $5,929 | 592,900 |
| L&L Holdings (3) | 2/28/14 | Conversion of Notes | $1,514 and $22,317 | 2,383,100 |
| Asher G. Mediouni | 2/28/14 | Conversion of Notes | $13,901, $5,589 and $9,990 | 2,947,000 |
| Ofliam L.L.C. (4) | 2/28/14 | Conversion of Notes | $6,111 and $30,466 | 3,657,100 |
| Kfir Silbrman | 2/28/14 | Conversion of Notes | $999 and $1,953 | 295,200 |
| IMWT Holdings Ltd. (5) | 3/11/14 | Services valued at $20,000 | N/A | 2,000,000 |
| KE Zurich Capital | 3/11/14 | Services valued at $20,0001 | N/A | 2,000,000 |
| Tzvika Borodizki | 3/11/14 | Services valued at $10,000 | N/A | 1,000,000 |
| Asaf Itschaik | 3/11/14 | Services valued at $10,000 | N/A | 1,000,000 |
| L&L Holdings | 3/31/14 | Conversion of Note | $5,294 | 529,400 |
| L&L Holdings | 3/31/14 | Services valued at $14,700 | N/A | 1,470,600 |
| Bransville Investment Ltd. (6) | 3/31/14 | Conversion of Note | $3,620 | 362,000 |
| Bransville Investment Ltd. (6) | 3/31/14 | Services valued at 16,380 | N/A | 1,638,000 |
| Short Trade Ltd (7) | 4/15/14 | Subscription at $.005 | N/A | 500,000 |
| Ben-Zion Weiner | 4/15/14 | Subscription at $.005 | N/A | 1,250,000 |
| Yoel Yogev | 4/15/14 | Subscription at $.005 | N/A | 500,000 |
| Ariela Krasney | 4/15/14 | Subscription at $.005 | N/A | 2,000,000 |
| Oded Gilboa | 4/15/14 | Subscription at $.005 | N/A | 150,000 |
| David Massas | 4/15/14 | Subscription at $.005 | N/A | 300,000 |
Total Unregistered Shares Issued |
26,892,000 |
(2) Amit SA is controlled by Haem Arusi, a resident of Israel.
(3) L&L Holdings is controlled by Ruiz Diaz Rolon Rosa, a resident of Argentina.
(4) Ofliam LLC is controlled by Patric Sasun Resident of Luxembourg
(5) IMWT is controlled by John Shafat, a resident of Austria
(6) Branseville Investments is controlled by Albert Oliverio, a resident of Gibraltar.
(6) Short Trade Ltd is controlled by Shlomo Noyman, a resident of Israel.
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 hereunto duly authorized.
| DYNAMIC APPLICATIONS CORP. | ||
| By: | /s/ Eli Gonen | |
| Name: | Eli Gonen | |
| Title: | CEO |
Date: May 27, 2014