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CURAXIS PHARMACEUTICAL CORP Form 8-K: Current report

CURAXIS PHARMACEUTICAL CORP Form 8-K: Current report

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

  • 2012-07-30: Form 8-K; Period of report 2012-07-30; Description 1.03 Bankruptcy or Receivership; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.03.
  • 2012-01-18: Form 8-K; Period of report 2012-01-18; Description 8.01 Other Events; Details 8.01.
  • 2011-06-30: Form 8-K; Period of report 2011-06-24; Description 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; Details 5.02.
  • 2010-11-19: Form 8-K; Period of report 2010-11-17; Description 8.01 Other Events; Details 8.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2012-07-308-K2012-07-301.03 Bankruptcy or Receivership; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.03 On July 30, 2012, Curaxis Pharmaceutical Corporation (the “Company”) filed a voluntary petition for relief under Chapter 7 of the United States Bankruptcy Code (the “Code”) in the United States Bankruptcy Court for the Eastern District of North Carolina (the” Bankruptcy Filing”).
2.04 Triggering Events that Accelerate or Increase a Direct Financial Obligation or and Obligation under and Off-Balance Sheet Arrangement.
5.02 With the installation of the chapter 7 trustee and concurrent with the Bankruptcy Filing, on July 30, 2012, the employment of Timothy R. Wright, Chairman and Interim Chief Executive Officer, and Judith S. T. Geaslen, Secretary and Vice President- Finance, was terminated.
curx_8k.htm
2012-01-188-K2012-01-188.01 Other Events8.01 On January 18, 2012, Curaxis Pharmaceutical Corporation (the “Company”) issued a letter to its shareholders.curx_8k.htm
2011-06-308-K2011-06-245.02 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 Year5.02 On June 24, 2011, Mr. Patrick Smith presented to the Board of Directors (the “Board”) of Curaxis Pharmaceutical Corporation (the “Company”) a letter of resignation whereby he resigned from his positions as President, Chief Executive Officer, Chairman of the Board and all other positions to which he has been assigned, regardless of whether Mr. Smith’s served in such capacity, of the Company, effective immediately.
5.03 On June 24, 2011, the Board adopted by resolution an amendment to the Bylaws of the Corporation (the “Bylaws”), to (i) increase the number of members allowed to serve on the Board from eight (8) to twelve (12) and (ii) update the Corporation’s name from “Auto Search Cars, Inc.” to “Curaxis Pharmaceutical Corporation.” The text of the Company’s Second Amended and Restated Bylaws is attached hereto as Exhibit 3.1.
asch_8k.htm
2010-11-198-K2010-11-178.01 Other Events8.01 On November 17, 2010, Curaxis Pharmaceutical Corporation (the “Company”) withdrew its registration statement on Form S-1 related to the Equity Credit Agreement entered into on September 16, 2010, by and between the Company and Southridge Partners II, LP (“Southridge”) (the “Equity Credit Agreement”).asch_8k.htm
2010-10-268-K2010-10-217.01 Regulation FD Disclosure7.01 On October 21, 2010, Curaxis Pharmaceutical Corporation (the "Company") presented a slideshow presentation to shareholders of the Company.asch_8k.htm
2010-10-018-K2010-09-291.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year1.01 On September 30, 2010, Curaxis Pharmaceutical Corporation, a Nevada Corporation (the “Company”), entered into a Series A Convertible Preferred Stock Purchase Agreement (the “Series A Agreement”), by and between the Company and C P Acquisition Partners LP (the “Purchaser”).
3.02 The Company is relying on an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), for the sale of our securities under the Series A Agreement and Series B Agreement pursuant to Section 4(2) of the Securities Act and/or Rule 506 of Regulation D promulgated thereunder.
5.03 On September 29, 2010, the Company amended its certificate of incorporation by filing a certificate of designation with Secretary of State of Nevada that designates a series of convertible preferred stock.
asch_8k.htm
2010-09-298-K2010-09-235.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On September 23, 2010, the Company amended its certificate of incorporation by filing a certificate of designation with Secretary of State of Nevada that designates a series of convertible preferred stock (the “Series A Convertible Preferred Stock”).asch_8k.htm
2010-09-218-K2010-09-161.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 On September 16, 2010, Curaxis Pharmaceutical Corporation, a Nevada Corporation (the “Company”) entered into a Private Equity Credit Agreement (the “Equity Credit Agreement”) with Southridge Partners II, LP (the “Investor”), a limited partnership organized and existing under the laws of the State of Delaware.
3.02 In addition, the Company is relying on an exemption from the registration requirements of the Act for the private placement of our securities under the Equity Credit Agreement pursuant to Section 4(2) of the Act and/or Rule 506 of Regulation D promulgated thereunder.
asch_8k.htm
2010-09-038-K/A2010-07-291.01 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 Year1.01 The information contained in Item 2.01 below is herein incorporated by reference into this Item 1.01.
5.02 Upon effectiveness of the Merger, Jonathan Martin, who presided as the sole director of the Corporation immediately prior to the Merger, ceased to be the sole director of the Corporation.
5.03 On July 30, 2010, the Corporation entered into the Short-Form Merger with Curaxis Pharmaceutical Corporation, a Nevada corporation.
asch_8ka.htm
2010-07-308-K2010-07-291.01 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; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year1.01 Entry into a Material Definitive Agreement.
2.01 On February 8, 2010, Curaxis Pharmaceutical Corporation, a Nevada Corporation, then known as Auto Search Cars, Inc. (the “Corporation”), entered into a merger agreement (the “Merger Agreement”), by and among the Corporation, Auto Search Cars Acquisition Corp., a Delaware Corporation (“Acquisition Corp.”) and Curaxis Pharmaceutical Corporation, a Delaware corporation (“Curaxis”) (the “Merger”).
5.02 Upon effectiveness of the Merger, Jonathan Martin, who presided as the sole director of the Corporation immediately prior to the Merger, ceased to be the sole director of the Corporation.
5.03 On July 30, 2010, the Corporation entered into the Short-Form Merger with Curaxis Pharmaceutical Corporation, a Nevada corporation.
crxs_8k-072910.htm
2010-02-098-K2010-02-081.01 Entry into a Material Definitive Agreement1.01 On February 8, 2010, Auto Search Cars, Inc., (the “Company”) entered into an Agreement and Plan of Merger and Plan of Reorganization (the “Merger Agreement”) with Auto Search Cars Acquisition Corp., a Delaware corporation wholly owned by the Company (“Acquisition Sub”) and Curaxis Pharmaceutical Corporation, a Delaware corporation (“Curaxis”), pursuant to which Acquisition Sub will be merged with and into Curaxis with Curaxis continuing as the surviving wholly-owned by the Company (the “Merger”).auto_8k-020810.htm
2009-11-208-K2009-11-175.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On November 17, 2009, at a special meeting of the board of directors (the “Directors”) of Auto Search Cars, Inc. (the “Company”), the Directors passed a resolution amending the By-Laws of the Company.auto_8k-112009.htm