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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported) April 23, 2007
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AMARU, INC.
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(exact name of registrant as specified in its charter)
Nevada
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(State or other jurisdiction of incorporation)
000-32695 88-0490089
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Commission File Number IRS Employer Identification Number
112 Middle Road, #08-01 Middland House, Singapore 188970
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(Address of principal executive offices)
Registrant's telephone number, including area code: (65) 6332 9287
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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 (SEE General Instruction A.2. below):
|_| 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))
Item 1.01 Entry Into a Material Definitive Agreement.
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On April 23, 2007, M2B World Holdings Limited ("M2B World"), a British
Virgin Islands corporation entered into a sale and purchase agreement (the
"Agreement") with P T Agis TBK, a company incorporated in Indonesia ("Agis") to
sell to Agis certain assets, including the domain name under which the IPTV
business will operate in Indonesia and the transfer and license of IPTV platform
(collectively, the "Assets"). M2B World is a wholly-owned subsidiary of M2B
World Asia Pacific Pte Ltd. which is a 81.7% owned by Amaru Holdings Limited.
Amaru Holdings Limited is a wholly-owned subsidiary of Amaru Inc., a Nevada
corporation (the "Company"). Agis is trading on the Indonesia Stock Exchange.
The Agreement provides for the consideration of US$15 million for the sale of
the Assets based on the mutually agreed valuation of such Assets. Such
consideration is to be provided through the issuance of 75 million of Agis
shares at an agreed price of IDR 1300 per share, and such number of shares of a
to be formed investment holding wholly-owned subsidiary of Agis that shall equal
to 50% of beneficial holdings of such subsidiary. The sale is contemplated to be
completed by June 30, 2007.
The Agreement is subject to certain additional terms and conditions as
set forth in the
Following the completion of the transaction, the Company would hold
4% of the shares of Agis. The Company believes that prior to entering into the
Agreement, there were no material relationships between or among M2B World, the
Company or any of its affiliates, officers or directors, or associates of any
such officers or directors, on the one hand, and the shareholders or their
respective affiliates of Agis, on the other.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS.
NUMBER DESCRIPTION
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10.2 Sale and Purchase Agreement dated April 23, 2007.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act or 1934,the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: May 2, 2007 AMARU, INC.
By: /s/ Colin Binny
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Colin Binny
President