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CONTINUITYX SOLUTIONS, INC. Form 8-K: Current report

CONTINUITYX SOLUTIONS, INC. Form 8-K: Current report

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

  • 2013-02-12: Form 8-K; Period of report 2013-02-06; 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.
  • 2013-01-31: Form 8-K; Period of report 2013-01-18; 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.
  • 2012-12-21: Form 8-K; Period of report 2012-12-11; Description 7.01 Regulation FD Disclosure; Details 7.01.
  • 2012-12-13: Form 8-K; Period of report 2012-12-12; Description 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review; 8.01 Other Events; Details 4.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2013-02-128-K2013-02-065.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 On February 6, 2013, the Board of Directors of ContinuityX Solutions, Inc. (the “Company”) removed David Godwin from his position as a director of the Company for cause.
8.01 · David Godwin was instructed to preserve all documents related to the Company both at the Company’s headquarters and elsewhere.
f8k020613_continuityx.htm
2013-01-318-K2013-01-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 On January 30, 2013, prior to a meeting of the Board of Directors of ContinuityX Solutions, Inc. (the “Company”), David Helfry resigned as a director of the Company.
8.01 The Company has recently become aware through a number of verbal communications of the existence of substantial financial irregularities including, but not limited to, potential forgeries of purchase orders, emails and other documents.
f8k011813_continuityx.htm
2012-12-218-K2012-12-117.01 Regulation FD Disclosure7.01 ContinuityX Solutions, Inc. (the “Company”) is attaching as Exhibit 99.1 to this Current Report on Form 8-K a press release, dated December 11, 2012, in which the Company and Sidera Netorks, LLC (“Sidera”) jointly announced that Sidera is now providing high-performance network connectivity between the Company’s data center locations in New York, New Jersey, Chicago, Philadelphia and Toronto.f8k121112_continuityx.htm
2012-12-138-K2012-12-124.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review; 8.01 Other Events4.02 On December 13, 2012, the Audit Committee of the Board of Directors of the Company (the “Audit Committee”) and certain members of Management concluded that as a result of the notification to Management and the Audit Committee of the claims underlying the Lawsuit, there was a failure to disclose potential claims with respect to the Lawsuit which should have been disclosed as a subsequent event in the Annual Report on Form 10-K filed by the Company on September 28, 2012, which may require a restatement of the financial statements provided in such annual report and in the quarterly reports on Form 10-Q filed by the Company on February 15, 2012, May 15, 2012 and November 21, 2012.
8.01 On December 12, 2012, ContinuityX Solutions, Inc. (the “Company”) received notification from its registered agent in the State of Delaware that SBC Global Services, Inc. DBA AT&T Global Services (“AT&T”) had filed a complaint with the Clerk of the District Courts in Dallas County, Texas against ContinuityX, Inc., a wholly-owned subsidiary of the Company (the “Lawsuit”).
f8k121212_continuityx.htm
2012-10-268-K2012-10-161.01 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 Officers1.01 Entry into a Material Definitive Agreement.
5.02 On October 16, 2012, pursuant to action of our Board of Directors, David Helfrey, Michael Neiberg, Jerrold L. Sklar and James E. Tait were appointed as Directors of the Company.
f8k101612_continuityx.htm
2012-09-198-K2012-09-125.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On September 12, 2012, Mr. Anthony Roth resigned as an Executive Officer of ContinuityX Solutions, Inc. ("We", "Us", "Our" or the “Company”) from his positions as Executive Vice President, Treasurer and Corporate Secretary and as a director of the Company.f8k091212_continuityx.htm
2012-08-238-K2012-08-171.01 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 Officers1.01 Entry into a Material Definitive Agreement.
5.02 On August 17, 2012, Mr. Anthony Roth resigned from his position as CFO of the Company.
continuityx8k082112.htm
2012-07-038-K/A2011-11-081.01 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 Officers1.01 ContinutityX Solutions, Inc., formerly known as EDUtoons, Inc. ("We", "Us", "Our" or the "Company"), a Delaware corporation, entered into an acquisition agreement dated November 8, 2011 with Continuity X, Inc. (Continuity), a Delaware corporation, and the stockholders of Continuity.
2.01 On November 8, 2011, we executed an acquisition agreement dated November 8, 2011 (the “Acquisition Agreement”) with the shareholders of Continuity and simultaneously closed with respect to the Acquisition Agreement (the “Closing”).
3.02 The following sets forth information relating to all previous sales of our common stock, which sales were not registered pursuant to the Securities Act.
5.01 Pursuant to the Acquisition Agreement described in Item 2.01, on November 8, 2011 control of the Company has been transferred from Continuity to the stockholders of Continuity.
5.02 As disclosed in Item 2.01 of this Form 8-K, on November 1, 2011, Eileen Russell, President, CEO, Treasurer and a Director, appointed David Godwin and Anthony Roth as Directors of the Company.
continuityx8ka062812.htm
2012-05-098-K/A2011-11-081.01 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 Officers1.01 ContinutityX Solutions, Inc., formerly known as EDUtoons, Inc. ("We", "Us", "Our" or the "Company"), a Delaware corporation, entered into an acquisition agreement dated November 8, 2011 with Continuity X, Inc. (Continuity), a Delaware corporation, and the stockholders of Continuity.
2.01 On November 8, 2011, we executed an acquisition agreement dated November 8, 2011 (the “Acquisition Agreement”) with the shareholders of Continuity and simultaneously closed with respect to the Acquisition Agreement (the “Closing”).
3.02 The following sets forth information relating to all previous sales of our common stock, which sales were not registered pursuant to the Securities Act.
5.01 Pursuant to the Acquisition Agreement described in Item 2.01, on November 8, 2011 control of the Company has been transferred from Continuity to the stockholders of Continuity.
5.02 As disclosed in Item 2.01 of this Form 8-K, on November 1, 2011, Eileen Russell, President, CEO, Treasurer and a Director, appointed David Godwin and Anthony Roth as Directors of the Company.
v312268_8-ka.htm
2012-01-198-K2011-12-281.01 Entry into a Material Definitive Agreement; 4.01 Changes in Registrant's Certifying Accountant1.01 Changes in Registrant’s Name.
4.01 Changes in Registrant’s Certifying Accountant.
v245687_8k.htm
2011-11-238-K/A2011-11-082.01 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 Officers2.01 EDUtoons, Inc. (“EDUtoons”, "We", "Us", "Our" or the "Company"), a Delaware corporation, on November 8, 2011, simultaneously executed an Acquisition Agreement dated November 8, 2011 (the “Acquisition Agreement”) entered into with the shareholders of ContinuityX, Inc. (“Continuity”), a Delaware corporation and closed with respect to the Acquisition Agreement (the “Closing”).
3.02 The following sets forth information relating to all previous sales of our common stock, which sales were not registered pursuant to the Securities Act.
5.01 Pursuant to the Acquisition Agreement described in Item 2.01, on November 8, 2011 control of the Company has been transferred from ContinuityX, Inc. to the stockholders of Continuity.
5.02 As disclosed in Item 2.01 of this Form 8-K, on November 1, 2011, Eileen Russell, President, CEO, Treasurer and a Director, appointed David Godwin and Anthony Roth as Directors of the Company.
v240977_8-ka.htm
2011-11-158-K2011-11-082.01 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 Officers2.01 EDUtoons, Inc. (“EDUtoons”, "We", "Us", "Our" or the "Company"), a Delaware corporation, on November 8, 2011, simultaneously executed an Acquisition Agreement dated November 8, 2011 (the “Acquisition Agreement”) entered into with the shareholders of ContinuityX, Inc. (“Continuity”), a Delaware corporation and closed with respect to the Acquisition Agreement (the “Closing”).
3.02 The following sets forth information relating to all previous sales of our common stock, which sales were not registered pursuant to the Securities Act.
5.01 Pursuant to the Acquisition Agreement described in Item 2.01, on November 8, 2011 control of the Company has been transferred from ContinuityX, Inc. to the stockholders of Continuity.
5.02 As disclosed in Item 2.01 of this Form 8-K, on November 1, 2011, Eileen Russell, President, CEO, Treasurer and a Director, appointed David Godwin and Anthony Roth as Directors of the Company.
v240584_8-k.htm
2011-11-078-K2011-11-012.01 Completion of Acquisition or Disposition of Assets; 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 EDUtoons Inc. (“EDUtoons, “We”, “Us”, “Our” or the “Company”), a Delaware Corporation, on November 1, 2011, closed with respect to a Stock Purchase Agreement dated October 27, 2011 (the “Purchase Agreement”) entered into with ContinuityX, Inc. (“Continuity”), a Delaware corporation (the “Closing”).
5.01 As disclosed in Item 2.01 of this Form 8-K, on November 1, 2011, EDUtoons sold to Continuity three million two hundred and fifty thousand (3,250,000) shares of its common stock.
5.02 As disclosed in Item 5.01 of this Form 8-K, on November 1, 2011, Eileen Russell, President, CEO, Treasurer and sole Director of EDUtoons, appointed David Godwin and Anthony Roth as Directors of EDUtoons.
v239493_8k.htm
2011-06-248-K2011-06-215.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On June 21, 2011, Ms. Charlotte Veal resigned as the Vice-President and Secretary of EDUtoons, Inc. (the “Company”).v226981_8k.htm