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): October 30, 2009
MobiClear Inc. | ||||
(Exact name of registrant as specified in its charter) | ||||
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Pennsylvania |
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0-10822 |
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25-1229323 |
(State or other jurisdiction of |
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(Commission File Number) |
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(IRS Employer |
incorporation or organization) |
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Identification No.) |
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U-1407, 14/F, Pacific Star Building |
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Makati Avenue, Makati City |
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Metro Manila, Philippines |
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1200 | ||
(Address of principal executive offices) |
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(Zip code) | ||
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Registrants telephone number, including area code: |
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632-856-1630 | ||
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N/A | ||||
(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:
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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)) |
ITEM 3.02UNREGISTERED SALES OF EQUITY SECURITIES
On October 30, 2009, Mobiclear Inc. issued 1,075,650 shares of common stock to two purchasers upon the conversion of $880,062.68 in promissory notes. The note holders confirmed to Mobiclear that they were not residents of the United States and acknowledged in writing that these securities constituted restricted securities and would bear restrictive legends. These transactions were made in reliance on Regulation S.
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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MOBICLEAR INC. Registrant | |
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Date: November 4, 2009 |
By: |
/s/ Kenneth G.C. Telford |
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Kenneth G.C. Telford |
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Chief Financial Officer |