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newmedman

01/08/14 10:01 AM

#623 RE: Sone #622

The S-1 took effect yesterday and apparently some are wasting no time bailing out...
http://www.sec.gov/Archives/edgar/data/1289636/000103883814000002/form424b3.htm

PROSPECTUS


PROFIRE ENERGY, INC.

2,172,405 SHARES OF COMMON STOCK

__________________________

This prospectus relates to the sale, transfer or distribution of up to 2,172,405 shares of the common stock, par value $0.001 per share, of Profire Energy, Inc. by the selling stockholders described herein. The price at which the selling stockholders may sell the shares will be determined by the prevailing market price for the shares or in negotiated transactions. We will not receive any proceeds from the sale or distribution of the common stock by the selling stockholders.

Our common stock is quoted on the OTC Bulletin Board and OTCQB under the trading symbol “PFIE.” On January 6, 2014, the closing price of our common stock was $3.60 per share.

We issued the 2,172,405 of the shares covered by this prospectus in a private placement completed on November 18, 2013 (the “Private Placement”) pursuant to the terms of a purchase agreement dated as of November 12, 2013 (the “Purchase Agreement”) by and among us and the investors referred to therein. Additional information about the Private Placement, including the Purchase Agreement, is provided in the section entitled “Prospectus Summary”.

__________________________

The shares of common stock offered or sold under this prospectus involve a high degree of risk. You should carefully consider the risk factors beginning on page 9 of this prospectus before purchasing any of the shares of common stock offered under this prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense.

__________________________


The date of this prospectus is January 7, 2014