-----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, LKpyIoNYeB13+TE5M511/Ac8CpMp9ynisDlsYa/FzUNtN5HZppi3YKDmhwW9deyw 4djxqowuqTFoxrZTv7ZjNQ== 0001096906-11-000053.txt : 20110112 0001096906-11-000053.hdr.sgml : 20110112 20110112170818 ACCESSION NUMBER: 0001096906-11-000053 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101230 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20110112 DATE AS OF CHANGE: 20110112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENSURGE INC CENTRAL INDEX KEY: 0000789879 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 870431533 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 033-03275-D FILM NUMBER: 11525975 BUSINESS ADDRESS: STREET 1: 2825 EAST COTTONWOOD PARKWAY STREET 2: SUITE 500 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 BUSINESS PHONE: 801-673-2953 MAIL ADDRESS: STREET 1: 2825 EAST COTTONWOOD PARKWAY STREET 2: SUITE 500 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 FORMER COMPANY: FORMER CONFORMED NAME: ISHOPPER COM INC DATE OF NAME CHANGE: 20000301 FORMER COMPANY: FORMER CONFORMED NAME: SUNWALKER DEVELOPMENT INC DATE OF NAME CHANGE: 19920703 8-K/A 1 esgi8ka20101230.htm ENSURGE, INC. FORM 8-K/A DECEMBER 30, 2010 esgi8ka20101230.htm

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


FORM 8-K/A

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of earliest event reported: December 30, 2010


ENSURGE, INC.
(Exact name of registrant as specified in charter)

NEVADA
33- 03275
87-0431533
(State or other jurisdiction
(Commission
(IRS employer
of incorporation)
file number)
identification no.)


2825 E. Cottonwood Parkway, Suite 500
               Salt Lake City, Utah 84121             
(Address of Principal Executive Offices)

Registrant’s telephone number, including area code (801) 990-3457
 

 
 
 

The Company is amending the 8-K date December 30, due to the need to change the description of how many warrants were being purchased was not consistent.  The number of warrants stated in word format that the Company was issuing four million warrants, which was not correct, while in the number format showing 1,600,000 warrants being issued, which was correct.  The corrected language is set within the following paragraph.


Item 3.02 Unregistered Sale of Equity Securities

Effective December 30, 2010, the Company accepted private placement funds from an institutional investor.  A total of $800,000 was received in exchange for warrants exercisable for the right to purchase one million six hundred thousand (1,600,000) shares of the Company’s common stock.  No additional consideration is required to exercise the warrants.  The Company has approximately 29 million shares common stock issued and outstanding. If the entire warrant for 1,600,000 were excised the outstanding would be approximately 32 million shares of common stock issued and outstanding.  The Company believes the conversions are exempt from registration, pursuant to Section 4(2) of the Securities Act of 1933 (as amended), as a private transaction not involving a public offering.



 
 
 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 
ENSURGE, INC.
   
   
   
Date: January 12, 2011
By  /s/ Jeff A. Hanks              
 
Jeff A. Hanks
 
Chief Financial Officer

 

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