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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) December 20, 2005
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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 Midland 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 8.01 .OTHER EVENTS
On December 20, 2005, M2B World Pte Ltd.("M2B World"), a Singapore
corporation and a wholly-owned subsidiary of Amaru, Inc., a Nevada corporation
(the "Company") entered into a Sale and Purchase Agreement (the "Agreement")
with Auston International Group Limited ("Auston"), a Singapore company listed
on the Singapore Stock Exchange, whereby Auston will acquire an 81% beneficial
ownership in M2B Game World Pte. Ltd. (M2B Game World), a wholly-owned
subsidiary of M2B World, in exchange for 71.4 million of Auston shares valued at
$2.9 million USD (5,000,000 Singapore Dollars). Following the share exchange
transaction and the completion of the placement of an additional 40 million new
shares by Auston, M2B World will hold 27% of Auston's outstanding Shares.
The Agreement further provides that M2B World will continue to manage
M2B Game World under a 3-year management contract for a management fee equal to
30% of the company's consolidated pre-tax profits. The Agreement also provides
certain guarantees for profit for fiscal 2006 for M2B Game World.
The transaction was closed on December 31, 2005.
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: January 3, 2006 AMARU, INC.
By: /s/ Colin Binny
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Colin Binny
President