Item 3.02 Unregistered Sales of Equity Securities.

On April 15, 2009, Sunovia Energy Technologies, Inc. (the "Company") entered into Amendment No. 1 to the Amended and Restated Research, Development and Supply Agreement (the "EPIR Agreement"), dated January 24, 2008, by and between the Company and EPIR Technologies, Inc. ("EPIR") (the "EPIR Amendment"). Pursuant to the terms of the EPIR Amendment, the parties agreed to amend the terms of the scheduled payments due under the EPIR Agreement such that Company shall now have the ability to make the schedule payments due to EPIR on August 1, 2009, October 1, 2009, December 1, 2009 and March 1, 2010 either by
(1) payment in cash or (2) the issuance of such number of restricted shares of common stock of the Company equal to the quotient of One Million Dollars ($1,000,000) divided by the Conversion Price (as defined below). For purposes of the EPIR Amendment, the "Conversion Price" shall be an amount equal to the seventy-five percent (75%) of the average closing price of the Company's common stock as quoted on the Over-the-Counter Bulletin Board for the twenty (20) trading days prior to the date a scheduled payment is due under the EPIR Agreement.

In consideration for the changes to the EPIR Agreement set forth above, the Company agreed to make the June 1, 2009 scheduled payment of $1,000,000 within 72 hours of execution of the Amendment and agreed to issue EPIR a warrant (the "Warrant") to purchase 25,000,000 shares of the Company's common stock at an exercise price equal to $0.10 per share. The Warrant shall be exercisable until the 5th anniversary of the date of issuance. At any while the Warrant is outstanding, the Company may, upon 30 day written notice, require EPIR to exercise the Warrant provided that the closing price of the Company's common stock on the Over-the-Counter Bulletin Board for any 20 consecutive trading days exceeds $0.25.

The issuance of the Warrant was made in reliance upon exemptions from registration pursuant to Section 4(2) under the Securities Act of 1933.

The foregoing information is a summary of each of the agreements involved in the transactions described above, is not complete, and is qualified in its entirety by reference to the full text of those agreements, each of which is attached an exhibit to this Current Report on Form 8-K. Readers should review those agreements for a complete understanding of the terms and conditions associated with this financing transaction.

Item 9.01 Financial Statements and Exhibits.

Exhibit Description Number 4.1 Warrant, dated April 15, 2009, issued in the name of EPIR Technologies, Inc. 10.1 Amendment No. 1 to the Amended and Restated Research, Development and Supply Agreement, dated April 15, 2009, by and between Sunovia Energy Technologies, Inc. and EPIR Technologies, Inc.

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