-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TK8eKFqPSAhU0tnOUSQ+91fHU2RpauZIu+tJ5HrxWE+qtKx8vIRgKa90GUK2+6sN bjev9LaEsviAbLe5dKY8yg== 0001117768-10-000054.txt : 20100311 0001117768-10-000054.hdr.sgml : 20100311 20100311092100 ACCESSION NUMBER: 0001117768-10-000054 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100309 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20100311 DATE AS OF CHANGE: 20100311 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMAZON GOLDSANDS LTD. CENTRAL INDEX KEY: 0001045929 STANDARD INDUSTRIAL CLASSIFICATION: OIL AND GAS FIELD EXPLORATION SERVICES [1382] IRS NUMBER: 980425310 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51203 FILM NUMBER: 10672525 BUSINESS ADDRESS: STREET 1: 200 SOUTH VIRGINIA STREET STREET 2: 8TH FLOOR CITY: RENO STATE: NV ZIP: 89501 BUSINESS PHONE: 775-398-3005 MAIL ADDRESS: STREET 1: 200 SOUTH VIRGINIA STREET STREET 2: 8TH FLOOR CITY: RENO STATE: NV ZIP: 89501 FORMER COMPANY: FORMER CONFORMED NAME: Finmetal Mining Ltd. DATE OF NAME CHANGE: 20070124 FORMER COMPANY: FORMER CONFORMED NAME: GONDWANA ENERGY LTD / NY DATE OF NAME CHANGE: 19970910 8-K 1 mainbody.htm MAINBODY mainbody.htm
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
 
Date of Report (Date of earliest event reported):  March 9,  2010
 
Amazon Goldsands Ltd.
(Exact name of registrant as specified in its charter)
 
Nevada
000-51203
98-0425310
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

Jiron Caracas 2226, Jesús María, Lima 11, Peru
________
(Address of principal executive offices)
(Zip Code)
 
Registrant’s telephone number, including area code:   (51 1) 989 184706
 
_______________________________________________
(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:
 
   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))



 
 
 

Item 3.02  Unregistered Sales of Equity Securities.
 
Amazon Goldsands Ltd. (the “Company”) entered into a Mineral Rights Option Agreement (the “Option Agreement”) with Temasek Investments Inc. (“Temasek”) on September 18, 2008, as amended and supplemented by Amendment No. 1 dated May 12, 2009 (“Amendment No. 1”) and Amendment No. 2 dated February 3, 2010 (“Amendment No. 2”), in order to acquire four separate options from Temasek, each providing for the acquisition of a twenty-five percent interest in certain mineral rights (the “Mineral Rights”) in certain properties in Peru, potentially resulting in the Company's acquisition of one hundred percent of the Mineral Rights.
 
In accordance with the terms of the Option Agreement, as amended by Amendment No. 1 and Amendment No. 2, on March 9, 2010, the Company issued a total of 5,000,000 shares of common stock to Temesek and its designees as partial consideration for the exercise of the third, twenty-five percent option to acquire an aggregate seventy-five percent interest in the Mineral Rights.

 
 

 
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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 hereunto duly authorized.
 
Date:  March 11, 2010
     
 
   
   
Amazon Goldsands Ltd.
     
By:
   /s/ Kenneth Phillippe                                                     
Name:
  
Kenneth Phillippe
Title:
  
Chief Executive Officer, Chief Financial Officer ,
Secretary & Treasurer


 
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