Form 8-K for PATRIOT SCIENTIFIC CORP
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17-Mar-2006
Unregistered Sale of Equity Securities
Item 3.02 Unregistered Sale of Equity Securities.
On February 23, 2006, the Company issued 20,877,430 shares of its Common Stock to Swartz Private Equity, LLC. The issuance occurred as a consequence of the conversion by Swartz Private Equity, LLC of $109,842 of accrued interest on, and the principal amount of, a $723,167 debenture issued by the Company to Swartz Private Equity, LLC on March 23, 2004. The conversion was made in accordance with the terms of the debenture. The Company relied on Section 4(2) of the Securities Act (the Act) for an exemption from the registration requirements of the Act with regard to this issuance.
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