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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported) May 24, 2005
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AMARU, INC.
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(exact name of registrant as specified in its charter)
Nevada
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(State or other jurisdiction of incorporation)
000-32695 88-0490089
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Commission File Number IRS Employer Identification Number
112 Middle Road, #08-01 Middland House, Singapore 188970
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(Address of principal executive offices)
Registrant's telephone number, including area code: (65) 6332 9287
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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):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| 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.
As of May 24, 2005, the Company sold in its private placement of up to
$15,000,000, a total of 1,848,000 shares of its common stock, par value $0.001
per share, at a purchase price of $3.00 per share for a total purchase price of
$5,544,000 to accredited investors only. Said total purchase amount up to date
includes the previously reported sales in the months of March and April, 2005.
The Company paid estimated 10% for the total consulting fees and commissions
in connection with the placement. The private placement commenced in February,
2005. The shares were offered and sold by the Company in reliance on Section
506 of the Regulation D and/or Regulation S of the Securities Act of 1933.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act or 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: May 31, 2005 AMARU, INC.
By: /s/ Colin Binny
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Colin Binny
President