Attached files
| file | filename |
|---|---|
| EX-10.2 - Green Technology Solutions, Inc. | v205233_ex10-2.htm |
| EX-10.3 - Green Technology Solutions, Inc. | v205233_ex10-3.htm |
United
States Securities And Exchange Commission
Washington,
DC 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): December 10,
2010
(November
8, 2010)
GREEN
TECHNOLOGY SOLUTIONS, INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
001-11248
|
84-0938688
|
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
2880
Zanker Road, Suite 203
San Jose,
CA 95134
(Address
of principal executive offices) (Zip Code)
(408)
432-7285
(Registrant's
telephone number)
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
1.01. Entry into a Material Definitive Agreement.
On
November 8, 2010, the Company paid $250,000 to acquire the rights of Innovative
Energy Systems, Inc., a Wyoming company, to a joint venture agreement dated
November 3, 2010 with Bio Pulp Works, LLC, a manufacturer of products made from
recycled paper products. Under the terms of the joint venture
agreement, the Company owns 49% of the joint venture’s profits, losses and
allocations. The purpose of the joint venture is to expand the sales
of Bio Pulp Works’ products into new markets or to develop new recycled products
which will be manufactured by Bio Pulp Works. The Company has agreed
to contribute $10,000 per month for a term of six months to fund the operations
of the joint venture.
Item
3.02. Unregistered Sales of Equity Securities
On
November 22, 2010, the holder of the Company’s 10% Subordinated Convertible Note
Payable assigned note principal in the amount of $150,000 to Paradigm Capital
Corporation. On that date, Paradigm Capital Corporation elected to
convert the assigned note into 15,000,000 shares of common stock of the
Company.
Item
5.01. Changes in Control of Registrant
On
November 22, 2010, Paradigm Capital Corporation elected to convert $150,000 of
principal under a 10% Subordinated Convertible Note dated May 23, 2010 in the
original principal amount of $297,567 issued by the Company into 15,000,000
shares of common stock of the Company, pursuant to the terms of such
Note. Paradigm Capital Corporation is a Marshall Islands company that
is beneficially owned by Juergen Krause, a German citizen.
Prior to
the issuance(s) of stock described above, there were approximately 133,740
shares of common stock outstanding. The newly issued 15,000,000
shares represent approximately 99% of the outstanding shares and resulted in a
change in control of the Company.
Prior to
the issuance of the shares to Paradigm Capital Corporation, a majority of the
Company’s outstanding common stock was owned by Cambridge Securities of Panama,
a Panama company (“Cambridge Securities”) which is owned by Luis Hernandez
Garcia of San Antonio, Texas.
|
Item
9.01
|
Financial
Statements and Exhibits
|
|
10.2
|
Sale
and Assignment of Rights Under Joint Venture Agreement by and between
Green Technology Solutions, Inc. and Innovative Energy Systems, Inc. dated
November 8, 2010
|
|
10.3
|
Joint
Venture Agreement by and between Innovative Energy Systems, Inc. and Bio
Pulp Works, LLC dated November 3,
2010
|
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: December
10, 2010
|
Green
Technology Solutions, Inc.
|
||
|
a
Delaware corporation
|
||
|
By:
|
/s/ John Shearer
|
|
|
John
Shearer, CEO
|
||