BIOFLAMEX CORP Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2023-06-01: Form 8-K; Period of report 2023-06-01; Description 8.01 Other Events.
- 2023-05-17: Form 8-K; Period of report 2023-05-10; Description 2.01 Completion of Acquisition or Disposition of Assets; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 2.01.
- 2023-03-24: Form 8-K/A; Period of report 2023-03-15; Description 8.01 Other Events; Details 8.01.
- 2023-03-24: Form 8-K; Period of report 2023-03-15; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2023-06-01 | 8-K | 2023-06-01 | 8.01 Other Events | cann_8k.htm | |
| 2023-05-17 | 8-K | 2023-05-10 | 2.01 Completion of Acquisition or Disposition of Assets; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.01 On May 10, 2023, the Company completed the acquisition of Red Sand Health, LLC, d/b/a Liberty Health Plus as a wholly owned subsidiary of the Company. 5.02 On May 10, 2023, the Company appointed Michael G. Kramer as a Director of the Company. | cann_8k.htm |
| 2023-03-24 | 8-K/A | 2023-03-15 | 8.01 Other Events | 8.01 On February 01, 2023, and effective March 15, 2023, the Company entered into an Agreement with Adam Scherr to act as a brand ambassador to the Company and Prodigy Stem Cell, LLC for a period of 12 months from the effective date. | cann_8ka.htm |
| 2023-03-24 | 8-K | 2023-03-15 | 8.01 Other Events | 8.01 On February 01, 2023, and effective March 15, 2023, the Company entered into an Agreement with Adam Scherr to act as a brand ambassador to the Company and Prodigy Stem Cell, LLC for a period of 12 months from the effective date. | cann_8k.htm |
| 2023-03-16 | 8-K | 2023-01-30 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 2.01 On March 1, 2023, the Company completed the acquisition of Prodigy Stem Cell, LLC as a wholly owned subsidiary. 5.02 On March 1, 2023, the Company appointed Peter Caruso as a Director of the Company. | cann_8k.htm |
| 2023-02-06 | 8-K | 2023-02-01 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 1, 2023, Jason Black resigned as director and from all offices of the Company. | cann_8k.htm |
| 2023-01-27 | 8-K | 2023-01-10 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On January 10, 2023, the Company engaged BF Borgers CPA PC to act as the Company's auditor. | cann_8k.htm |
| 2023-01-25 | 8-K | 2022-12-23 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 23, 2022, the Company effected an action whereby the previous change of control was rescinded, and the parties were returned to as they were on October 30, 2022. | cann_8k.htm |
| 2022-11-02 | 8-K | 2022-10-31 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 31, 2022, Jason Black resigned as a director and officer of the Company. | cann_8k.htm |
| 2022-10-24 | 8-K | 2022-10-21 | 4.01 Changes in Registrant's Certifying Accountant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 4.01 On October 21, 2022, the Company dismissed Michael Gillespie & Associates, PLLC as the Company's auditor. 5.02 On October 21, 2022, and effective on October 31, 2022, the Company accepted the resignation of Bradley Hanger as a Director of the Company. | cann_8k.htm |
| 2021-12-27 | 8-K | 2021-12-23 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On December 23, 2021 the company engaged Michael Gillespie & Associates, PLLC as the company's auditor. | cannamerican_8k.htm |
| 2019-05-10 | 8-K | 2013-01-28 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.02 On 01/28/2013 Billy V. Ray Jr. resigned as the company’s CFO. 5.03 On 02/20/2013 The company was re-domiciled to Wyoming from Nevada. | form8_k.htm |
| 2013-01-02 | 8-K | 2012-12-28 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On December 28, 2012, FINRA approved a 40:1 Reverse Stock Split with the Announcement date of 12/28/2012 and the Market effective date of 12/31/2012. | f8k123112_8k.htm |
| 2013-01-02 | 8-K | 2012-10-16 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On October 16, 2012, Weaver Martin & Samyn, LLC (the “Former Accountant”) was dismissed as the Company’s accountant. | f8k123112_8k.htm |
| 2012-10-29 | 8-K | 2012-10-22 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 22, 2012, the board of directors appointed Mr. Billy Ray to act as our Chief Financial Officer. | mainbody.htm |
| 2012-10-24 | 8-K/A | 2012-07-16 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 On July 16, 2012, Bioflamex Corporation, a Nevada corporation (the “Company”), executed an Agreement and Plan of Merger (the “Merger Agreement”) by and between the Company and its wholly owned subsidiary, Bioflamex Merger Sub, Inc., a Nevada corporation (“Subsidiary”) on the one hand, and Terra Asset Management, Inc., a Delaware corporation (“TAM”), on the other hand. 1.02 The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the termination of material definitive agreements is incorporated by reference into this Item 1.02. 2.01 The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the completion of acquisition of assets is incorporated by reference into this Item 2.01. 3.02 The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the unregistered sales of equity securities is incorporated by reference into this Item 3.02. 5.01 The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to a change in control of the Company is incorporated by reference into this Item 5.01. 5.02 The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the appointment of directors, election of officers, departure of officers and directors, and certain compensatory arrangements is incorporated by reference into this Item 5.02. | mainbody.htm |
| 2012-10-17 | 8-K | 2012-10-11 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On October 16, 2012, Weaver Martin & Samyn, LLC (the “Former Accountant”) was dismissed as the Company’s accountant. | mainbody.htm |
| 2012-10-17 | 8-K | 2012-10-15 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of certain Officers. | mainbody.htm |
| 2012-10-10 | 8-K | 2012-10-04 | 8.01 Other Events | 8.01 As previously reported, on July 16, 2012, Bioflamex Corporation, a Nevada corporation (the “Company”), executed an Agreement and Plan of Merger (the “Merger Agreement”) by and between the Company and its wholly owned subsidiary, Bioflamex Merger Sub, Inc., a Nevada corporation (“Subsidiary”) on the one hand, and Terra Asset Management, Inc., a Delaware corporation (“TAM”), on the other hand. | mainbody.htm |
| 2012-07-24 | 8-K | 2012-07-16 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 On July 16, 2012, Bioflamex Corporation, a Nevada corporation (the “Company”), executed an Agreement and Plan of Merger (the “Merger Agreement”) by and between the Company and its wholly owned subsidiary, Bioflamex Merger Sub, Inc., a Nevada corporation (“Subsidiary”) on the one hand, and Terra Asset Management, Inc., a Delaware corporation (“TAM”), on the other hand. 1.02 The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the termination of material definitive agreements is incorporated by reference into this Item 1.02. 2.01 The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the completion of acquisition of assets is incorporated by reference into this Item 2.01. 3.02 The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the unregistered sales of equity securities is incorporated by reference into this Item 3.02. 5.01 The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to a change in control of the Company is incorporated by reference into this Item 5.01. 5.02 The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the appointment of directors, election of officers, departure of officers and directors, and certain compensatory arrangements is incorporated by reference into this Item 5.02. | mainbody.htm |
| 2012-07-10 | 8-K/A | 2012-06-21 | 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review | 4.02 On June 21, 2012, the board of directors of Bioflamex Corp. (the “Company”) determined, upon advice of management, that the Company’s financial statements and related disclosures included in the Company’s Annual Report on Form 10-K for the year ended February 28, 2011 and the Company’s Quarterly Reports on Form 10-Q for the periods ended May 31, 2011, August 31, 2011 and November 30, 2011 (the “Previously Issued Financial Statements”) should be restated because they contain errors as addressed in Financial Accounting Standards Board Accounting Standards Codification Topic 250, Accounting Changes and Error Corrections. | mainbody.htm |
| 2012-06-22 | 8-K | 2012-06-21 | 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review | 4.02 On June 21, 2012, the board of directors of Bioflamex Corp. (the “Company”) determined, upon advice of management, that the Company’s financial statements and related disclosures included in the Company’s Annual Report on Form 10-K for the year ended February 28, 2011 and the Company’s Quarterly Reports on Form 10-Q for the periods ended May 31, 2011, August 31, 2011 and November 30, 2011 (the “Previously Issued Financial Statements”) should be restated because they contain errors as addressed in Financial Accounting Standards Board Accounting Standards Codification Topic 250, Accounting Changes and Error Corrections. | mainbody.htm |
| 2012-05-30 | 8-K | 2012-05-29 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 5.02 The information contained in Item 1.01 above is herein incorporated by reference. | mainbody.htm |
| 2012-05-22 | 8-K | 2012-05-14 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | mainbody.htm |
| 2011-03-15 | 8-K | 2011-02-11 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 5.02 On March 14, 2011, the board of directors appointed Mr. Henrik Dahlerup to act as a member of our board of directors. 8.01 On March 11, 2010, we formed an advisory board. | mainbody.htm |
| 2011-03-04 | 8-K | 2011-03-04 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 4, 2011, the board of directors appointed Mr. Henrik Dahlerup to act as our Chief Operating Officer. | mainbody.htm |
| 2011-02-08 | 8-K | 2011-02-08 | 8.01 Other Events | 8.01 On February 8, 2011, we received notice from FINRA that our application for a name change has processed. | form8k.htm |
| 2011-01-28 | 8-K | 2011-01-25 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.06 Change in Shell Company Status | 1.01 The information contained in Item 2.01 below is incorporated by reference herein. 2.01 As used in this Current Report the terms “Company”, “our company”, “we”, “us” and “our” refer to Bioflamex Corporation, a Nevada corporation. 3.02 The information contained in Item 2.01 above is incorporated by reference herein. 5.01 The information contained in Item 2.01 above is incorporated by reference herein. 5.02 The information contained in Item 2.01 above is incorporated by reference herein. 5.03 On January 27, 2011, we filed Articles of Merger with the Secretary of State of Nevada in order to effectuate a merger whereby we merged with our wholly-owned subsidiary in a parent/ subsidiary merger with us as the surviving corporation. 5.06 Following the consummation of the Asset Purchase Agreement in Item 2.01 of this Current Report on Form 8-K, we believe that we are not a shell corporation as that term is defined in Rule 405 of the Securities Act and Rule 12b-2 of the Exchange Act. | form8k.htm |
| 2009-04-20 | 8-K | 2009-04-13 | 4.01 Changes in Registrant's Certifying Accountant | g3054.txt |