Advertisement
Screener

CannLabs, Inc. Form 8-K: Current report

CannLabs, Inc. Form 8-K: Current report

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

  • 2015-11-25: Form 8-K; Period of report 2015-11-24; Description 1.02 Termination of a Material Definitive Agreement; Details 1.02.
  • 2015-11-04: Form 8-K; Period of report 2015-11-03; Description 4.01 Changes in Registrant's Certifying Accountant; Details 4.01.
  • 2015-10-07: Form 8-K; Period of report 2015-08-05; Description 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 5.02.
  • 2015-10-02: Form 8-K; Period of report 2015-09-04; 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; Details 1.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2015-11-258-K2015-11-241.02 Termination of a Material Definitive Agreement1.02 On November 24, 2015, Carbon Bond Holdings, Inc. (“Carbon Bond”), which is a wholly owned subsidiary of CannLabs, Inc., a Nevada corporation (the “Company”) terminated the Administrative Services Agreement and the Technology License Agreement with CannLabs, Inc., a Colorado corporation (“CannLabs Colorado”) effective immediately.l11241508k.htm
2015-11-048-K2015-11-034.01 Changes in Registrant's Certifying Accountant4.01 On November 3, 2015, CannLabs, Inc. (the “Company”), after review and recommendation of the Company’s Audit Committee, appointed MaloneBailey LLP (“MaloneBailey”) as the Company’s new independent registered public accounting firm for and with respect to the year ending December 31, 2015, and dismissed Morison Cogen LLP (“Morison Cogen”) from that role.l1141508k.htm
2015-10-078-K2015-08-055.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 On August 5, 2015, Mark Rogers resigned his position as Chairman and as a director of CannLabs, Inc. (the “Company”).
8.01 October 6, 2015, the Company issued a press release regarding the the appointment of Mr. Mirken.
b1071518k.htm
2015-10-028-K2015-09-041.02 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 Officers1.02 The disclosure set forth in Item 5.02 of this Current Report on Form 8-K is incorporated by reference into this Item 1.02.
5.02 On September 4, 2015, the Board of Directors (the “Board”) of CannLabs, Inc. (the “Company”) terminated the employment agreement of Genifer Murray “For Cause” as such term is defined in her employment agreement.
c1021518k.htm
2015-07-228-K2015-07-165.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 16, 2015, Scott McPherson, Chief Executive Officer and Chief Financial Officer of CannLabs, Inc. (the “Company”), provided notice of his decision to resign from his positions as an officer of the Company effective immediately.s7221508k.htm
2015-03-248-K2015-03-231.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 The disclosure set forth in Item 5.02 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.
3.02 The disclosure set forth in Item 5.02 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02.
5.02 On March 23, 2015, CannLabs, Inc. (the “Company”) entered into an employment agreement with Genifer Murray (the “Murray Employment Agreement”), pursuant to which Ms. Murray agreed to serve as our President for a term of three years.
t81856_8k.htm
2015-01-228-K2015-01-155.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On January 15, 2015, Steve Kilts, Chief Technology Officer and Director of CannLabs, Inc. (the “Company”), provided notice of his decision to resign from his position of Chief Technology Officer and as a member of the Board of Directors of the Company.t81202_8k.htm
2014-12-238-K/A2014-06-122.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 4.01 Changes in Registrant's Certifying Accountant; 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 Officers2.01 On June 12, 2014, CannLabs, Inc. (the “Company”) entered into an Agreement of Merger and Plan of Reorganization (the “Merger Agreement”) with Carbon Bond Holdings, Inc., a privately held Colorado corporation (“Carbon Bond”), and CLB Acquisition Corp., the Company’s newly-formed wholly-owned subsidiary (“Acquisition Sub”).
3.02 See Item 2.01 of this Current Report which contains the disclosure incorporated herein by reference.
4.01 On August 5, 2014, the Company, after review and recommendation of the Company’s Audit Committee, appointed Morison Cogen LLP (“Morison Cogen”) as the Company’s new independent registered public accounting firm for and with respect to the year ending December 31, 2014, and dismissed Cutler & Co., LLC (“Cutler”) from that role.
5.01 As a result of the transactions contemplated under the Merger Agreement, a change of control of the Company occurred.
5.02 On June 12, 2014, concurrently with the closing of the Merger and in accordance with the terms of the Merger Agreement, Steve Kilts and Genifer Murray were appointed to the Company’s board of directors.
t81055_8ka.htm
2014-12-158-K2014-12-157.01 Regulation FD Disclosure7.01 On December 15, 2014, CannLabs, Inc. (the “Company”) hosted a corporate update conference call and webcast to provide investors with an update on recent corporate and business developments.t81003_8k.htm
2014-11-188-K/A2014-06-122.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 4.01 Changes in Registrant's Certifying Accountant; 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 Officers2.01 On June 12, 2014, CannLabs, Inc. (the “Company”) entered into an Agreement of Merger and Plan of Reorganization (the “Merger Agreement”) with Carbon Bond Holdings, Inc., a privately held Colorado corporation (“Carbon Bond”), and CLB Acquisition Corp., the Company’s newly-formed wholly-owned subsidiary (“Acquisition Sub”).
3.02 See Item 2.01 of this Current Report which contains the disclosure incorporated herein by reference.
4.01 On August 5, 2014, the Company, after review and recommendation of the Company’s Audit Committee, appointed Morison Cogen LLP (“Morison Cogen”) as the Company’s new independent registered public accounting firm for and with respect to the year ending December 31, 2014, and dismissed Cutler & Co., LLC (“Cutler”) from that role.
5.01 As a result of the transactions contemplated under the Merger Agreement, a change of control of the Company occurred.
5.02 On June 12, 2014, concurrently with the closing of the Merger and in accordance with the terms of the Merger Agreement, Steve Kilts and Genifer Murray were appointed to the Company’s board of directors.
t80690_8ka.htm
2014-11-148-K2014-11-142.02 Results of Operations and Financial Condition2.02 On November 14 2014, CannLabs, Inc. (the “Company”) issued a press release announcing its financial results for its third quarter of 2014.t80774_8k.htm
2014-11-078-K2014-11-078.01 Other Events8.01 On November 7, 2014, CannLabs, Inc. (the “Company”) issued a press release announcing that CannLabs – Nevada, Inc. had received licensing approval for a new laboratory in North Las Vegas, Nevada.t80700_8k.htm
2014-11-038-K2014-10-318.01 Other Events8.01 On October 31, 2014, an article appeared on Seeking Alpha, an online platform for investment research, featuring an interview with Mark Mirken, Chief Executive Officer of CannLabs, Inc. An excerpt of the article featuring the interview with Mr. Mirken is attached hereto as Exhibit 99.1 and is incorporated by reference herein.t80648_8k.htm
2014-10-108-K/A2014-06-122.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 4.01 Changes in Registrant's Certifying Accountant; 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 Officers2.01 On June 12, 2014, CannLabs, Inc. (the “Company”) entered into an Agreement of Merger and Plan of Reorganization (the “Merger Agreement”) with Carbon Bond Holdings, Inc., a privately held Colorado corporation (“Carbon Bond”), and CLB Acquisition Corp., the Company’s newly-formed wholly-owned subsidiary (“Acquisition Sub”).
3.02 See Item 2.01 of this Current Report which contains the disclosure incorporated herein by reference.
4.01 On August 5, 2014, the Company, after review and recommendation of the Company’s Audit Committee, appointed Morison Cogen LLP (“Morison Cogen”) as the Company’s new independent registered public accounting firm for and with respect to the year ending December 31, 2014, and dismissed Cutler & Co., LLC (“Cutler”) from that role.
5.01 As a result of the transactions contemplated under the Merger Agreement, a change of control of the Company occurred.
5.02 On June 12, 2014, concurrently with the closing of the Merger and in accordance with the terms of the Merger Agreement, Steve Kilts and Genifer Murray were appointed to the Company’s board of directors.
t80425_8ka.htm
2014-09-128-K/A2014-06-124.01 Changes in Registrant's Certifying Accountant4.01 On August 5, 2014, the Company, after review and recommendation of the Company’s Audit Committee, appointed Morison Cogen LLP (“Morison Cogen”) as the Company’s new independent registered public accounting firm for and with respect to the year ending December 31, 2014, and dismissed Cutler & Co., LLC (“Cutler”) from that role.t80262_8ka.htm
2014-08-158-K/A2014-06-122.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 4.01 Changes in Registrant's Certifying Accountant; 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 Officers2.01 On June 12, 2014, CannLabs, Inc. (the “Company”) entered into an Agreement of Merger and Plan of Reorganization (the “Merger Agreement”) with Carbon Bond Holdings, Inc., a privately held Colorado corporation (“Carbon Bond”), and CLB Acquisition Corp., the Company’s newly-formed wholly-owned subsidiary (“Acquisition Sub”).
3.02 See Item 2.01 of this Current Report which contains the disclosure incorporated herein by reference.
4.01 On August 5, 2014, the Company, after review and recommendation of the Company’s Audit Committee, appointed Morison Cogen LLP (“Morison Cogen”) as the Company’s new independent registered public accounting firm for and with respect to the year ending December 31, 2014, and dismissed Cutler & Co., LLC (“Cutler”) from that role.
5.01 As a result of the transactions contemplated under the Merger Agreement, a change of control of the Company occurred.
5.02 On June 12, 2014, concurrently with the closing of the Merger and in accordance with the terms of the Merger Agreement, Steve Kilts and Genifer Murray were appointed to the Company’s board of directors.
t79736_8ka.htm
2014-08-158-K2014-08-152.02 Results of Operations and Financial Condition2.02 On August 15, 2014, CannLabs, Inc. (the “Company”) issued a press release announcing the financial results for its second quarter of 2014.t80028_8k.htm
2014-07-158-K2014-07-141.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events1.01 The disclosure set forth in Item 5.02 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.
3.02 The disclosure set forth in Item 5.02 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02.
5.02 On July 14, 2014, Mark C. Mirken was appointed to the office of Chief Executive Officer of CannLabs, Inc. (the “Company,” “we” or “us”).
8.01 On July 14, 2014, we issued a press release announcing the appointments of Mr. Mirken, Ms. Murray and Mr. Rogers, a copy of which is attached as Exhibit 99.1 hereto and incorporated herein by reference.
t79746_8k.htm
2014-06-138-K2014-06-137.01 Regulation FD Disclosure7.01 As previously reported in a Current Report on Form 8-K dated June 13, 2014 filed by CannLabs, Inc. (the “Company”), the Company entered into an Agreement of Merger and Plan of Reorganization (the “Merger Agreement”) with Carbon Bond Holdings, Inc., a privately held Colorado corporation (“Carbon Bond”), and CLB Acquisition Corp., the Company’s newly-formed wholly-owned subsidiary (“Acquisition Sub”).t79548_8k.htm
2014-06-138-K2014-06-122.01 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 Disclosure2.01 On June 12, 2014, CannLabs, Inc. (the “Company”) entered into an Agreement of Merger and Plan of Reorganization (the “Merger Agreement”) with Carbon Bond Holdings, Inc., a privately held Colorado corporation (“Carbon Bond”), and CLB Acquisition Corp., the Company’s newly-formed wholly-owned subsidiary (“Acquisition Sub”).
3.02 The disclosure set forth in Item 2.01 of this Current Report on Form 8-K under the headings “Merger”, “Private Placement”, and “Note Purchase” are incorporated herein by reference.
5.01 The disclosures set forth in Item 2.01 of this Current Report on Form 8-K are incorporated herein by reference.
5.02 On June 12, 2014, concurrently with the closing of the Merger and in accordance with the terms of the Merger Agreement, Steve Kilts and Genifer Murray were appointed to the Company’s board of directors.
t79549_8k.htm
2014-06-138-K2014-06-065.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On June 6, 2014, SpeedSport Branding, Inc. (the “Company”) filed a Certificate of Amendment to its Articles of Incorporation (the “Certificate of Amendment”) in order to (i) change its corporate name to “CannLabs, Inc.” (ii) increase the number of shares of common stock that it is authorized to issue from 100,000,000 shares to 200,000,000 shares and (3) effect a forward split of all of its outstanding shares of common stock at a ratio of seven (7) for one (1).t79547_8k.htm
2014-06-068-K2014-05-305.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On May 30, 2014, Registrant appointed Roy Montgomery, the Chief Executive Officer of the Registrant, to the position of Interim Chief Financial Officer of the Registrant.speedsport_8k.htm
2013-11-148-K2013-11-134.01 Changes in Registrant's Certifying Accountant4.01 On November 8, 2013, the Registrant was informed by its independent registered public accounting firm, Borgers & Cutler CPAs PLLC ("Borgers"), that it would no longer be providing auditing services on an ongoing basis.speedsport_8k.htm
2013-03-128-K2013-03-114.01 Changes in Registrant's Certifying Accountant4.01 On February 18 , 2013, the Registrant was informed by its independent registered public accounting firm, Ronald R. Chadwick, P.C., that they decline continuation due to partner limitation.v337863_8k.htm
2012-01-098-K2011-12-228.01 Other Events8.01 On August 31, 2011, SpeedSport Branding, Inc. (the “Company”) entered into a Letter of Intent (the “LOI”) with ARC Holding, Inc. (“ARC”), an Atlanta, GA-based provider of preventative health programs and solutions for individuals and large employers.speedsport_8k-122211.htm
2011-09-098-K2011-08-318.01 Other Events8.01 On August 31, 2011, SpeedSport Branding, Inc. (the “Company”) entered into a Letter of Intent (the “LOI”) with ARC Holding, Inc. (“ARC”), an Atlanta, GA-based provider of preventative health programs and solutions for individuals and large employers.speedsport_8k-083111.htm