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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
____________________
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): November 6, 2009
SUBAYE,
INC.
(Exact
name of registrant as specified in its charter)
349
Dabeilu, Shiqiao, Panyu,
Guangzhou,
Guangdong,
China 511400
(Address
of principal executive offices) (Zip Code)
(86)
20-3999-0266
Registrant’s
telephone number, including area code
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):
Item 1.01. Entry into a
Material Definitive Agreement.
On November 6, 2009, Subaye, Inc. (the
“Company”) entered into a Share Exchange Agreement with certain shareholders of
its subsidiary, Subaye.com, Inc., a Delaware corporation (“Subaye”). Pursuant to
the terms of the Share Exchange, the Company issued 3,408,852 shares of its
common stock in exchange for all outstanding shares of common stock of Subaye
the Company did not already own (the “Share Exchange”). As a result of the Share
Exchange, Subaye became a wholly-owned subsidiary of the Company.
The press release announcing the Share
Exchange is attached as Exhibit 99.1 on this Current Report on Form
8-K.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
SIGNATURE
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.
Dated: November
6, 2009
EXHIBIT
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