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
January 20, 2012
(Date of Report: Date of earliest event reported)
Calibrus, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 000-53548 | 86-0970023 |
| (State or other jurisdiction | (Commission File Number) | (IRS Employer ID No.) |
| of incorporation) |
1225 W. Washington Street, Suite 213, Tempe AZ 85281
(Address of principal executive office)
Registrant's telephone number, including area code: (602) 778-7516
NA
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This document contains forward-looking statements, which reflect our views with respect to future events and financial performance. These forward-looking statements are subject to certain uncertainties and other factors that could cause actual results to differ materially from such statements. These forward-looking statements are identified by, among other things, the words “anticipates,” “believes,” “estimates,” “expects,” “plans,” “projects,” “targets” and similar expressions. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Important factors that may cause actual results to differ from those projected include the risk factors specified below.
ITEM 8.01Other Events
ITEM 3.02 Unregistered Sale of Equity Securities
On January 20, 2011 the Company (Calibrus, Inc.) converted $1,540,000 of principle balance convertible debentures along with $204,120 of accrued interest into shares of the Company’s common stock. The amounts were converted at $.25 per share resulting in the issuance of 6,976,480 shares of common stock. The effective date of the conversion was October 31, 2011. Prior to the conversion the Company had 6,832,100 shares issued and outstanding. Following the conversion the Company has 13,808,580 shares issued and outstanding.
SIGNATURES
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 hereunder duly authorized.
| Calibrus | |||
|
Date: February 21, 2012
|
By:
|
/s/ Kevin Asher | |
| Kevin Asher, CFO | |||