SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of The
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 23,
UNIONTOWN ENERGY INC.
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction of
||(Commission File Number)
||(IRS Employer |
||Identification No.) |
|1859 Whitney Mesa Dr., Henderson, NV 89014
|(Address of principal executive offices) (Zip Code)
|Registrants telephone number, including area code
||(702) 583-5533 Ext.803
314 837 West Hastings Street, Vancouver, BC V6C
(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))
- 2 -
Item 1.01 Entry into Material
Item 3.02 Unregistered
Sales of Equity Securities
On March 23, 2011, Uniontown Energy Inc., (the Company, we,
us our) entered into a subscription agreement with one non-US investor for
the sale of 1,000,000 shares of the Companys common stock at $2.50 per share
for aggregate proceeds of $2,5000,000.
On April 27, 2011 the Company closed the agreement through the
issuance of 1,000,000 restricted shares of its common stock to the investor. The
shares were issued pursuant to an exemption from registration found in
Regulation S of the Securities Act of 1933, as amended. A form of the
subscription agreement is attached hereto as Exhibit 10.1.
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.
UNIONTOWN ENERGY INC.
|/s/ Darren R.
|Darren R. Stevenson
|President and Director
|Date: May 1, 2011