Attached files
| file | filename |
|---|---|
| EX-10.2 - EXHIBIT 10.2 - SHAMIKA 2 GOLD, INC. | ex102.htm |
| EX-10.1 - EXHIBIT 10.1 - SHAMIKA 2 GOLD, INC. | ex101.htm |
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)
|
January
11, 2010
|
|
AULTRA
GOLD, INC.
|
|
(Exact
Name of Registrant as Specified in Its
Charter)
|
|
Nevada
|
333-126748
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98-0448154
|
|
(State
or Other Jurisdiction of Incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
|
120
North 5th Street
P.O.
Box 1049
Jacksonville
OR
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97530
|
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
|
|
(541)
821-0760
|
|
(Registrant's
Telephone Number, Including Area
Code)
|
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))
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Item
1.01.
|
Entry
into a Material Definitive
Agreement
|
Acquisition
of Aultra Gold, Inc.’s Assets
On
January 6, 2010, Aultra Gold, Inc. (the “Company” or the “Registrant”) entered
into an Asset Purchase Agreement (the “Agreement”) with Dutch Gold Resources,
Inc. (“Dutch Gold”), a Nevada corporation, and DGRI ADGI Acquisition Corporation
(the “Purchaser”), effective as of December 31, 2009. Pursuant to the
Agreement, the Company sold substantially all of its assets to the Purchaser,
who is a wholly owned subsidiary of Dutch Gold (the “Transaction”). As
consideration for these assets, Dutch Gold issued 9,614,667 shares of its common
stock, par value $0.001 per share, to the Company.
In
accordance with the transaction, Dutch Gold acquired substantially all of the
assets related to the Company’s gold and mineral business, including inventory,
accounts receivable, certain supply and distribution and other vendor contracts,
good will and other various assets and intangibles. The parties made customary
representations, warranties and indemnities that are typical and consistent for
a transaction of this size and scope.
Acquisition
of Control of Aultra Gold, Inc.
Also, on
December 31, 2009, pursuant to a Stock Purchase Agreement by and among Dutch
Gold, Rauno Perttu, Strategic Minerals Inc., a Nevada corporation, and Aultra
Gold Capital Inc., a Turks and Caicos corporation, Dutch Gold acquired
controlling interest of the Company for a purchase price of One Million
newly-issued shares of Dutch Gold’s common stock, par value 0.001 per
share.
|
Item
2.01
|
Completion
of Acquisition or Disposition of
Assets.
|
The
disclosures set forth under Item 1.01 are incorporated by reference into this
Item 2.01.
|
Item
5.01.
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Change
in Control of Registrant
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The
disclosures set forth under Item 1.01 are incorporated by reference into this
Item 5.01.
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Item
9.01
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Financial
Statements and Exhibits.
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d) Exhibits: The disclosures set
forth under Item 9.01 (a) and (b) are incorporated by reference into this Item
9.01 (d).
|
Exhibit
#
|
Description
|
|
|
10.1
|
Form
of Asset Purchase Agreement by and among Aultra Gold, Inc., Dutch Gold
Resources, Inc. and DGRI AGDI Acquisition Corporation.
|
|
|
10.2
|
Form
of Stock Purchase Agreement by and among Dutch Gold Resources, Inc., Rauno
Perttu, Strategic Minerals Inc., and Aultra Gold Capital
Inc.
|
2
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 THEREUNTO
DULY AUTHORIZED.
|
AULTRA
GOLD, INC.
|
|||
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Date:
January 11, 2010
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By:
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/s/
Rauno Perttu
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|
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Rauno
Perttu
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|||
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President
and
Chief
Executive Officer
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|||
3
Exhibit
Index
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Exhibit
#
|
Description
|
|
|
10.1
|
Form
of Asset Purchase Agreement by and among Aultra Gold, Inc., Dutch Gold
Resources, Inc. and DGRI AGDI Acquisition Corporation.
|
|
|
10.2
|
Form
of Stock Purchase Agreement by and among Dutch Gold Resources, Inc., Rauno
Perttu, Strategic Minerals Inc., and Aultra Gold Capital
Inc.
|
4