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 5, 2010
ENTECH SOLAR, INC.
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(Exact Name of Registrant as specified in charter)
Delaware 0-16936 33-0123045
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
13301 Park Vista Boulevard, Suite 100, Fort Worth, Texas 76177
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 817/ 224-3600
N/A
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(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:
(__) 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
On December 15, 2009, The Quercus Trust ("QUERCUS") and Entech Solar, Inc.
(the "REGISTRANT") entered into a Stock Purchase Agreement (the "STOCK PURCHASE
AGREEMENT"), pursuant to which Quercus is entitled to purchase up to 16,250,000
shares of the Registrant's common stock at $0.08 per share. The Stock Purchase
Agreement was first disclosed in Amendment No. 4 of the Registration Statement
on Form S-1 filed by the Registrant with the Securities and Exchange Commission
on December 16, 2009 (File No. 333-160575). On January 5, 2010, Quercus
completed the purchase of all 16,250,000 shares for an aggregate purchase price
of $1,300,000.
The transactions described in the Stock Purchase Agreement did not involve
any underwriters or any public offerings. These transactions were exempt from
registration under the Securities Act of 1933, as amended (the "SECURITIES
ACT"), pursuant to Section 4(2) of the Securities Act or Regulation D
promulgated thereunder, as transactions by an issuer not involving a public
offering.
SIGNATURES
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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.
ENTECH SOLAR, INC.
By: /s/ Frank W. Smith
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Frank W. Smith
Chief Executive Officer
Dated: January 6, 2010
