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): March 1, 2011
UV FLU TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
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Nevada
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000-53306
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98-0496885
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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1694 Falmouth Road, Suite 125
Centerville, Massachusetts
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02632-2933
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (508) 362-5455
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 (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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SECTION 3 - SECURITIES AND TRADING MARKETS
Item 3.02. Unregistered Sales of Equity Securities.
On March 1, 2011, the Company entered into agreements to issue 9,946,198 shares of its common stock at a price of $0.07 per share in unregistered sales to investors. The proceeds were used to pay down the Company’s outstanding debt. The Company offered and sold the securities in reliance on Rule 506 of Regulation D and/or Regulation S of the Securities Act of 1933, as amended, and comparable exemptions for sales to “accredited” investors under state securities laws.
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SIGNATURE
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.
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UV FLU TECHNOLOGIES, INC.
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a Nevada Corporation
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Dated: March 7, 2011
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/s/ John J. Lennon
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John J. Lennon
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President, Chief Executive Officer and Chief Financial Officer
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