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EX-10 - EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT - GreenPlex Services, Inc.exhibit101_gpssecuritiespurc.htm



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):  02/11/2011

Commission file number: 000-54046



(Exact name of small business issuer as specified in its charter)





(State or other jurisdiction


(IRS Employer

of incorporation or organization)


Identification No.)


10183 North Aero Drive, Suite 2

Hayden, ID 83835

(Address of principal executive offices)

(208) 591-3281

(Registrant’s telephone number)


(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(17CFR240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act(17CFR240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17CFR240.13e-4(c))


Items to be Included in this Report

Item 1.01.

Entry into a Material Definitive Agreement.

On February 11, 2011, GreenPlex Services, Inc. (the “Company”) entered into a definitive and isolated agreement relating to the private placement of $10,000 of its securities through the sale of 125,000 shares of its common stock at $0.08 per share.  The purchaser in the private placement was accredited individual Val Holms.

In conjunction with the private placement, there were no fees, commissions, or professional fees for services payable.  The placement was undertaken by the officers of the company.  The private placement of these securities was exempt from registration under pursuant to Section 4(2) of the Securities Act of 1933, as amended.  The proceeds from these sales of unregistered securities were used to fund company operations.

Item 3.02.

Unregistered Sales of Securities.

See disclosure under Item 1.01 of this Report.

The private placements of the securities referenced under Item 1.01 of this Report is exempt from registration under the Securities Exchange Act of 1933, as amended (the “Act”), pursuant to Section 4(2) thereof.  The offer and sale did not involve a public offering and there was no general solicitation or general advertising involved in the offer or sale and no fees were paid in connection with the transaction.  The proceeds from these sales of unregistered securities were used to fund company operations.

Item 9.01.

Financial Statements and Exhibits.






Securities Purchase Agreement, entered into by the Company on February 11, 2011.


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.

Dated:  February 17, 2011



/s/  Kyle W. Carlson

Kyle W. Carlson

President, Treasurer, CEO, & CFO