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): January 9, 2012
SAVWATT USA, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-52402 | 27-2478133 | ||
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
IdentificationNumber)
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1100 Wicomico Street, Suite 700, Baltimore, Maryland 21224
(Address of Principal Executive Offices) (Zip Code)
6801 Eastern Avenue, Suite 203, Baltimore, Maryland 21224
(Former Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (866) 641-3507
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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o
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Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.133-4(c))
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ITEM 3.02. UNREGISTERED SALES OF EQUITY SECURITIES.
Since January 3, 2011, the Company has issued the following securities without registration under the Securities Act of 1933:
Common Stock Issued:
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Date of Issuance
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Shares
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Consideration
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Reason for Issuance
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January 9, 2012
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106,060,606 | $ | 17,500.00 |
Debt Conversion
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January 10, 2012
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98,290,599 | $ | 11,500.00 |
Debt Conversion
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January 13, 2012
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73,000,000 | $ | 7,300.00 |
Debt Conversion
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(1 | ) | |||||
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January 13, 2012
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48,000,000 | $ | 4,800.00 |
Debt Conversion
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(1 | ) | |||||
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January 20, 2012
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150,000,000 | $ | 15,000.00 |
Debt Conversion
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(1 | ) | |||||
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January 23, 2012
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133,333,333 | $ | 20,000.00 |
Debt Conversion
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________________
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(1)
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Represents same entity.
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No broker or underwriter was involved in any of the above transactions. Management believes the above shares of Common Stock were issued pursuant to the exemption from registration under Section 4(2) of the Securities Act of 1933, as amended.
As of January 26, 2012, there are 3,800,763,018 outstanding shares of the Registrant's Common Stock, $0.0001 par value
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SAVWATT USA, INC. | |||
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DATED: January 27, 2012
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By:
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/s/ Isaac H Sutton | |
| Isaac H. Sutton | |||
| Chief Executive Officer | |||
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