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): June 6, 2012
SKY POWER SOLUTIONS CORP.
[Missing Graphic Reference]
(Exact Name of Registrant as Specified in Its Charter)
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Nevada
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000-24459
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90-0314205
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(State or Other Jurisdiction
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(Commission
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(I.R.S. Employer
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of Incorporation)
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File Number)
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Identification No.)
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420 N. Nellis Blvd., Suite A3-146, Las Vegas, Nevada 89110
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (702) 940-9940
(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):
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
The following table sets forth the sales of unregistered securities since the Company’s last report filed under this item.
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Date
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Title and Amount
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Purchaser
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Principal
Underwriter
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Total Offering Price/
Underwriting Discounts
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June 11, 2012
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4,750,000 shares of common stock issued in conversion of $86,154.95 principal amount of debt.
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Eurolink Corporation.
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NA
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$0.01813 per share/NA
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June 11, 2012
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4,750,000 shares of common stock issued in conversion of $86,154.95 principal amount of debt.
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Heritage Asset Management.
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NA
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$0.01813 per share/NA
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June 11, 2012
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4,750,000 shares of common stock issued in conversion of $86,154.95 principal amount of debt.
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Kisumu S.A.
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NA
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$0.01813 per share/NA
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June 11, 2012
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9,500,000 shares of common stock issued in conversion of $172,309.89 principal amount of debt.
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Starglow Asset, Inc.
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NA
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$0.01813 per share/NA
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June 11, 2012
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34,450,000 shares of common stock issued in conversion of $624,850.09 principal amount of debt.
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Domino Developments Inc.
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NA
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$0.01813 per share/NA
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June 11, 2012
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9,400,000 shares of common stock issued in conversion of $170,496.11 principal amount of debt.
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Honeycomb Developments LLC
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NA
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$0.018136 per share/NA
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June 11, 2012
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7,400,000 shares of common stock issued in conversion of $134,220.34 principal amount of debt.
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Legend International LLC
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NA
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$0.01813 per share/NA
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(1) The issuances to lenders, consultants and investors are viewed by the Company as exempt from registration under the Securities Act of 1933, as amended (“Securities Act”), alternatively, as transactions either not involving any public offering, or as exempt under the provisions of Regulation D, Regulation S or Rule 701 promulgated by the SEC under the Securities Act.
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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.
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SKY POWER SOLUTIONS CORP.
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Dated: June 12, 2012
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By:
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/s/ Mehboob Charania
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Mehboob Charania, President
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