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BIOSTEM U.S. CORP Form 8-K: Current report

BIOSTEM U.S. CORP Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2013-07-18: Form 8-K; Period of report 2013-07-17; Description 9.01 Financial Statements and Exhibits.
  • 2013-03-06: Form 8-K; Period of report 2013-02-28; Description 1.02 Termination of a Material Definitive Agreement; Details 1.02.
  • 2013-02-22: Form 8-K; Period of report 2013-02-21; Description 1.02 Termination of a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events; Details 8.01.
  • 2012-11-08: Form 8-K; Period of report 2012-11-05; Description 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 5.03.
FiledFormPeriod of reportDescriptionDetailsDocument
2013-07-188-K2013-07-179.01 Financial Statements and Exhibitsbiostem_8k.htm
2013-03-068-K2013-02-281.02 Termination of a Material Definitive Agreement1.02 On February 28, 2013, Dr. Marina Pizarro resigned from her positions as Medical Director of the Company and from the Company’s Scientific and Medical Board of Advisors, and she provided the Company with notice of termination of the Biostem Medical Affiliate Agreement among the Company, Dr. Pizarro and Pizarro Hair Restoration Clinic, Inc., pursuant to which she served as the Company’s Medical Director and was authorized to use the Biostem Method in connection with her medical practice.biostem_8k.htm
2013-02-228-K2013-02-211.02 Termination of a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events8.01 On Friday, February 22, 2013, the Company’s CEO, Dwight Brunoehler, resigned as an officer and director of the Company, effective immediately, to pursue his defense in the recent Indictment filed in the United States District Court against him and the other defendants named therein.biostem_8k.htm
2012-11-088-K2012-11-055.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events5.03 Effective November 5, 2012 (the “Record Date”), the Company filed a Certificate of Change with the State of Nevada to effectuate a 1-for-1,000 reverse stock split of its authorized and issued and outstanding common stock.
8.01 Effective November 5, 2012 (the “Record Date”), the Company undertook a 1-for-1,000 reverse stock split of its authorized and issued and outstanding common stock, rounding up any fractional shares resulting from the split.
biostem_8k.htm
2012-05-248-K2012-05-231.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
3.02 The shares will be issued to Elco in reliance on exemptions from registration, including those provided by Section 4(2) the Securities Act of 1933 and Regulation D promulgated thereunder, as the sale does not involve a public offering.
bosm_8k.htm
2011-08-018-K2011-07-311.02 Termination of a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Effective July 31, 2011, Ron Sloma resigned a director and Chief Financial Officer of the Company, his employment agreement with the Company was terminated, and John Satino, the Company’s Vice President, was appointed as interim Chief Financial Officer.bosm_8k.htm
2011-06-168-K2011-06-101.01 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; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events1.01 On June 10, 2011, Biostem U.S. Corporation (the “Company”) entered into an employment agreement with Dwight C. Brunoehler, who is assuming the role of Chief Executive Officer of Biostem U.S. Corporation.
5.02 On June 10, 2011, the following individuals were appointed to the Company’s Board of Directors: Dwight Brunoehler, Scott Crutchield, John Satino, Ron Sloma and Stephen Beck.
5.03 The Corporation shall, to the full extent permitted by Nevada law, indemnify any person who is or was a director or officer of the Corporation or was serving at the request of the Corporation as a director or officer of another corporation, partnership, joint venture, trust or other enterprise.
5.07 On June 10, 2011, the Company received written consents in lieu of a special meeting of the shareholders from shareholders owning approximately 68% of all of the Company’s outstanding shares of common stock, voting in favor of, among other things, the following: (a) the employment agreements referenced in Item 1.01 above; (b) the medical affiliate agreement referenced in Item 1.01 above; (c) the lease referenced in Item 1.01 above; (d) the adoption of the Amended and Restated Bylaws and the amendment to the Company’s Articles of Incorporation referenced in Item 1.02 above and (e) the election of the directors referenced in Item 5.02 above.
8.01 On June 16, 2011, the Company issued the press release attached hereto as Exhibit 99.1.
bosm_8k.htm
2011-01-268-K/A2010-02-251.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosurebiostemamd8k.txt
2010-05-138-K2010-05-111.01 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; 7.01 Regulation FD Disclosure1.01 Reference is made to the disclosure made under Item 2.01 of this Current Report on Form 8-K, which is incorporated herein by reference.
2.01 On February 25, 2010, the Registrant made and entered into an Asset Purchase Agreement (the “Agreement”) with Biostem US L.L.C. (Biostem LLC”), a Florida limited liability company, pursuant to which the Registrant would acquire an assignment from Biostem LLC of certain proprietary medical processes, techniques and technical information (the “Intellectual Property”) in exchange for a quantity of newly issued common shares of the Registrant.
3.02 Reference is made to the disclosure made under Item 2.01 of this Current Report on Form 8-K, which is incorporated herein by reference.
5.01 Reference is made to the disclosure made under Item 2.01 of this Current Report on Form 8-K, which is incorporated herein by reference.
5.02 Reference is made to the disclosure made under Item 2.01 of this Current Report on Form 8-K, which is incorporated herein by reference.
7.01 On May 12, 2010, the Registrant issued a press release announcing that it had consummated the Asset Purchase Agreement described as the “Agreement” above.
bosm_8k.htm
2010-03-018-K2010-02-251.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure1.01 On February 25, 2010, the Registrant rescinded its prior Share Exchange Agreement (the “Prior Agreement”) with the stockholders of Biostem US Inc. (“Biostem Corporation”), a Nevada corporation, pursuant to which the Registrant had agreed to acquire all of the issued and outstanding shares of Biostem Corporation in exchange for a quantity of newly issued common shares of the Registrant.
7.01 On March 1, 2010, the Registrant issued a press release announcing that it had entered into the Asset Purchase Agreement described as the “New Agreement” above.
eqnx_8k.htm
2009-12-308-K2009-12-275.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.eqnx_8k.htm
2009-10-308-K2009-10-295.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.eqnx_8k.htm
2009-08-208-K2009-08-191.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.eqnx8k.htm