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SECTION 3. Securities and Trading Markets
ITEM 3.02. Unregistered Sales of Equity Securities.
In the last Form 10-Q quarterly report of Unico, Incorporated (“Unico”) filed on January 14, 2010, Unico stated that as of January 12, 2010 it had 1,218,000,643 shares of its common stock, $0.001 par value per share, issued and outstanding. Since then, Unico has had the following sales of unregistered securities:
(1)
48,200,000 shares on January 13, 2010;
(2)
53,333,333 shares on January 14, 2010;
(3)
48,300,000 shares on January 15, 2010;
(4)
51,391,667 shares on January 19, 2010;
(5)
75,000,000 shares on January 22, 2010;
(6)
51,000,000 shares on January 25, 2010;
(7)
62,500,000 shares on January 26, 2010;
(8)
50,000,000 shares on January 27, 2010;
(9)
49,000,000 shares on January 28, 2010;
(10)
99,500,000 shares on January 29, 2010;
(11)
87,500,000 shares on February 1, 2010;
(12)
49,400,000 shares on February 2, 2010;
(13)
80,000,000 shares on February 3, 2010;
(14)
83,333,333 shares on February 5, 2010;
(15)
49,900,000 shares on February 8, 2010;
(16)
52,000,000 shares on February 9, 2010;
(17)
175,500,000 shares on February 10, 2010;
(18)
96,000,000 shares on February 12, 2010;
(19)
97,000,000 shares on February 16, 2010;
(20)
115,000,000 shares on February 19, 2010;
(21)
110,000,000 shares on February 22, 2010;
All of the shares in the twenty one (21) stock issuances described above were issued to holders of convertible debentures of Unico, and they acquired the shares through converting amounts due and owing under the convertible debentures held by them at a conversion price equal to 50% of the bid price of Unico’s common stock on each date of conversion. There were no underwriting discounts or commissions paid in connection with the conversion of securities.
In each transaction, Unico relied upon Section 4(2) of the Securities Act of 1933 for transactions not involving any public offering, in issuing the shares. The shares issued in each transaction are restricted securities for purposes of Rule 144, except to the extent that such securities could be issued without a restricted legend in reliance upon Rule 144(b)(1).
Following the issuance of shares of Unico’s common stock described above, Unico has a total of 2,801,858,976 shares of its common stock issued and outstanding as of February 22, 2010.
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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.
UNICO INCORPORATED
Date: February 22, 2010
/s/ Mark A. Lopez
Mark A. Lopez, Chief Executive Officer
SEC/1056.1
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