Item
1.01 Entry into a Material Definitive Agreement.
On
January 30, 2007, the Registrant entered into that certain First Amendment
to
Stock Purchase Agreement (the “Amendment”), by and among the Registrant, Darin
and Michelle Oreman (the “Shareholders”), Lowprice.com, Inc., an Arizona
corporation d/b/a RedCat Motors (the “Company”) and Hexagon Financial, LLC, an
Arizona limited liability company (“Hexagon”). The Amendment amended that
certain Stock Purchase Agreement dated December 28, 2006, by and between the
Registrant, the
Shareholders
and Hexagon, whereby the Registrant shall purchase 100% of the common stock
of
the Company from the Shareholders for an aggregate purchase price of $1.00.
Thereafter, the Registrant shall make a capital contribution to the Company
of
$1,000,000 in cash upon the Closing, the issuance to Hexagon of 400,000 shares
of the common stock of the Registrant upon the Closing, and $200,000 in cash
which shall be paid on or before February 28, 2007.
Item
2.01 Completion of Acquisition or Disposition of Assets.
On
January 30, 2007, the Registrant completed the acquisition of one hundred
percent (100%) of the issued and outstanding common stock of Lowprice.com,
Inc.,
an Arizona corporation d/b/a RedCat Motors (the “Company”) pursuant to a Stock
Purchase Agreement, as amended (the “Agreement”) by and among the Registrant,
(the Shareholders), the Company and Hexagon. We purchased 100% of the common
stock of the Company from the Shareholders for an aggregate purchase price
of
1.00. Further, the Registrant made a capital contribution to the Company
consisting of $1,000,000 in cash, which was paid to the Company upon the
Closing. The Registrant further issued to Hexagon 400,000 shares of the common
stock of the Registrant for the settlement of debt. The Registrant is obligated
to make an additional $200,000 capital contribution in cash on or before
February 28, 2007.
Hexagon
is entitled to registration rights for the 400,000 shares of common stock issued
to it, and the Registrant is obligated to complete an effective registration
statement with the Securities and Exchange Commission no later than ninety
(90)
days from the Closing Date.
Item
2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement.
Pursuant
to the Agreement, we are obligated to pay the sum of $200,000 in cash to the
Company as an additional capital contribution on or before February 28,
2007.
Item
3.02 Unregistered sales of Equity Securities.
On
January 30, 2007, the Board of Directors of the Registrant authorized the
issuance of 400,000 shares of the Registrant’s common stock to Hexagon
Financial, LLC, an Arizona limited liability company, pursuant to the Agreement.
We relied upon Section 4(2) and Regulation D of the Securities Act of 1933,
as
amended (the "Act"). Our officers and directors determined the sophistication
of
our investor, as the investor was an accredited investors. The investor
certified that it was purchasing the shares for its own account, with investment
intent. This offering was not accompanied by general advertisement or general
solicitation and the shares were issued with a Rule 144 restrictive legend.
a)
Financial Statements
None
b)
Exhibits
10.1
First Amendment to Stock Purchase Agreement
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.
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TANK
SPORTS, INC.
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Date: 2/02/2007
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By:
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/s/ Jing
Jing Long
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Jing
Jing Long
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Title:
Principal Executive Officer
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