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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 13, 2006


IRISH MAG, INC.

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(Exact Name of Registrant as Specified in Charter)

Florida

     

333-132119

     

59-1944687

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

646 First Avenue South

St. Petersburg, Florida 33701

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(Address of Principal Executive Offices)


Registrant's telephone number, including area code: (866) 821-9004



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):


o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



 

 

 


 



 

ITEM 2.01 COMPLETION OF ACQUISITION OF DISPOSITION OF ASSETS


On November 13, 2006 the Company closed the Software License Agreement that was entered into on October 20, 2006 between its wholly owned subsidiary Bo Hai Wen Technology (Shenzhen) Company Limited (“Bo Hai Wen”) and Shenzhen iASPEC Software Engineering Company Limited (“iASPEC”) and iASPEC’s shareholders. According to the terms of the Software License Agreement, iASPEC has transferred to Bo Hai Wen the right to use certain software owned by iASPEC for a term of thirty years in exchange for total consideration of $9,801,254, paid in shares of the Company’s common stock at a price of $0.58 per share, which equates to 16,898,714 shares of the Company’s common stock issued to iASPEC’s shareholders.  All due diligence has been completed and the Software License Agreement has closed.


ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS


The Software License Agreement is incorporated by reference and attached hereto as Exhibit 2.1.


 

 


 


SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

 

Irish Mag, Inc.

 
 

 
 

 
 

Dated: November 13, 2006

By:  

/s/ Michael Woo

 


Michael Woo

Director