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
July 10, 2018
Date of Report
(Date of Earliest Event Reported)
EMAGINOS, INC.
(Exact Name of Registrant as Specified in its Charter)
FOREST SOUND ACQUISITION CORPORATION
(Former Name of Registrant as Specified in its Charter)
Delaware 000-55736 81-4664656
(State or other (Commission File Number) (IRS Employer
jurisdiction Number)
of incorporation)
13428 Maxella Avenue, #144
Marina Del Rey, California 90292
(Address of principal executive offices) (zip code)
571-921-4200
(Registrant's telephone number, including area code)
9545 Wilshire Boulevard
Beverly Hills, California 90212
(Former Address of Principal Executive Offices)
ITEM 3.02 Unregistered Sales of Equity Securities
On July 11, 2018, Emaginos, Inc. (formerly Forest Sound
Acquisition Corporation) (the "Registrant" or the "Company")
issued shares of its common stock pursuant to Section 4(a)(2)
of the Securities Act of 1933 at par representing 99% of the total
outstanding 67,382,308 shares of common stock as follows:
Scott Taub 60,000,000
Allan C. Jones 6,000,000
Keith Larik 440,000
Robert James 400,000
Paula Mandel 19,231
Daniel Cynamon 23,077
With the issuance of the stock and the redemption of 19,500,000
shares of stock (discussed below), the Company effected a change in
its control and the new majority shareholder(s) elected new management
of the Company. The Company changed its name as part of the change in
control. If the Company makes any acquisitions, mergers or other
business combination, the Company will file a Form 8-K but until such
time the Company effects any business combination or takes other
steps, it remains a shell company
ITEM 5.01 Changes in Control of Registrant
On July 10, 2018, the following events occurred which resulted
in a change of control of the Registrant:
1. The Registrant cancelled an aggregate of 19,500,000 of the
then 20,000,000 shares of outstanding stock valued at par.
2. The then current officers and directors resigned.
3. New officer(s) and director(s) were appointed and elected.
The disclosure required by Item 5.01(a)(8) of Form 8-K was
previously filed with the Securities and Exchange Commission on
Form 10-12G filed on January 18, 2017 as amended and supplemented
by the information contained in this report.
The Registrant is designed to make a profit while simultaneously
making improvements in the national public education system. The
Company intends to provide complete technology and telecommunications
infrastructure, the curriculum, professional development and other
associated resources and services to school districts for
approximately 5% of the current per-pupil cost.
ITEM 5.02 Departure of Directors or Principal Officers;
Election of Directors
On July 10, 2018, the following events occurred:
James M. Cassidy resigned as the Registrant's president,
secretary and director. James McKillop resigned as the
Registrant's vice president and director.
The following persons were named as directors of the
board of directors of the Registrant:
Scott Taub
Allan C. Jones
The following person(s) were named to the offices
appearing next to their names below:
Scott Taub Chief Executive Officer
Allan C. Jones President, Chief Financial Officer
Scott Taub serves as a director and the Chief Executive Officer
of the Registrant. Mr. Taub has experience as a technical consultant
for largevcompanies which services include assistance in establishing
policies andvprocedures, managing budgets and training employees in
the policies andvprocedures. Mr. Taub began his technical support
experience with his father's company, "The Source" which evolved into
America Online. Mr. Taub's experience working with his father at The
Source and on other business endeavors has given him experience and
knowledge on working with startup companies. Mr. Taub's father
started developing Emaginos and upon his death, Mr. Taub took over
development. Working with Emaginos, Mr. Taub has been running the
day-to-day operations for Emaginos and funding it with technical
contracts.
Allan C. Jones serves as a director and the President and Chief
Financial Officer of the Registrant. Mr. Jones co-founded
"Intelligent Education" a company that provided virtual, online high-
school courses to students nationwide with faculty members drawn from
across the country. Mr. Jones taught high school mathematics for
seven years and computer courses for three years. In addition, Mr.
Jones ran the computer center for the Oxford, Massachusetts School
District. From 1983 to 1993, Mr. Jones worked in corporate research
at Digital Equipment Corporation. Subsequently he worked as a senior
researcher and planning consultant for the Center for Educational
Leadership and Technology (CELT) where he assisted schools, districts
and states with technology planning. He also spent three years as
Director of Information Systems at The Westminster Schools (an
independent day school in Atlanta, Georgia).
He has designed and implemented education programs that have
received national recognition and validation by the U.S. Department
of Education including Project COFFEE, founded in the late 1970s
which became a national model for helping school dropouts to return
to school. The program continues in operation. For his service, he
received a letter of recognition from President Reagan. While at
Digital Equipment Corporation, he advised institutions such as MIT
and the National Science Foundation on developing and implementing
industry/university research relationships. Mr. Jones is a career
educator and his education experience ranges from the high school
classroom to elementary school computer vacation camps, teaching
college courses, and roles in administration and school boards.
Mr. Jones received a Bachelor of Science degree in Mechanical
Engineering from the United States Naval Academy in 1967, a Masters
of Arts in Education from Assumption College, Worcester,
Massachusetts in 1978 and a certificate in computer learning from
Central New England College of Technology in 1981.
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 hereunder duly authorized.
EMAGINOS, INC.
Date: July 11, 2018
/s/ Scott Taub
Chief Executive Officer
