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): |
|
April
11, 2005 |
Speedemissions,
Inc.
(Exact
name of registrant as specified in its charter)
|
Florida
(State
or other
jurisdiction
of incorporation) |
|
000-49688
(Commission
File
Number) |
|
33-0961488
(I.R.S.
Employer
Identification
No.) |
| |
|
|
|
|
| |
|
|
|
|
|
1139
Senoia Road, Suite B
Tyrone,
Georgia 30290
(Address
of principal executive offices) (zip code) |
| |
|
|
|
|
| |
|
|
|
|
|
(770)
306-7667
(Registrant’s
telephone number, including area code) |
| |
|
|
|
|
| |
|
|
|
|
|
(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:
o Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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
On April
11, 2005, we issued a total of 250,000 shares of our common stock, restricted in
accordance with Rule 144, to Calabria Advisors, LLC, an entity controlled by Mr.
Richard A. Parlontieri, our President and a Director. Calabria Advisers, LLC
provides us with consulting services. The issuances were exempt from
registration pursuant to Section 4(2) of the Securities Act of 1933, and the
shareholder is a sophisticated investor and familiar with our
operations.
EXHIBITS
None.
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.
| Dated:
April 15, 2005 |
|
|
| |
Speedemissions,
Inc.,
|
|
|
|
| Date: |
By: |
/s/
Richard A. Parlontieri |
| |
By:
Richard
A. Parlonteiri |
| |
Its: President |