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ITRACKR SYSTEMS INC Form 8-K: Current report

ITRACKR SYSTEMS INC Form 8-K: Current report

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

  • 2013-03-25: Form 8-K; Period of report 2013-03-22; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure; Details 5.02.
  • 2012-04-27: Form 8-K; Period of report 2012-04-27; Description 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; 7.01 Regulation FD Disclosure; Details 1.01.
  • 2012-03-07: Form 8-K; Period of report 2012-03-07; Description 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events; Details 1.01.
  • 2011-07-28: Form 8-K/A; Period of report 2011-07-28; Description 2.01 Completion of Acquisition or Disposition of Assets; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review; Details 2.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2013-03-258-K2013-03-225.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 Effective as of January 18, 2013, Mr. Jacobo Melcer resigned all positions with the Company, including Interim Chairman of the Board and Interim Chief Executive Officer of iTrackr Systems, Inc. Mr. Melcer's resignation was not due to any disagreements between him and the Company.
7.01 Except for the historical information presented in this document, the matters discussed in this Form 8-K, or otherwise incorporated by reference into this document, contain “forward-looking statements” (as such term is defined in the Private Securities Litigation Reform Act of 1995).
irys_8k.htm
2012-04-278-K2012-04-271.01 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; 7.01 Regulation FD Disclosure1.01 On April 25, 2012, contemporaneously with the resignation Mr. Rizzo as Chief Executive Officer, Chief Financial Officer and Chairman of the Company, the Company entered into an employment agreement with Jacobo Melcer ("Mr. Melcer") pursuant to which Mr. Melcer was appointed the Company’s Interim Chief Executive Officer and Interim Chairman.
5.02 On April 25, 2012, the Company received and accepted the resignation of Mr. Rizzo as an officer and Chairman of the Company and his concurrence to the mutual termination of his employment agreement with the Company.
7.01 Except for the historical information presented in this document, the matters discussed in this Form 8-K, or otherwise incorporated by reference into this document, contain “forward-looking statements” (as such term is defined in the Private Securities Litigation Reform Act of 1995).
itrackr_8k.htm
2012-03-078-K2012-03-071.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 On February 9, 2012 (the "Closing Date"), the Company entered into a financing agreement with Cornucopia Equity Management, LLC ("CEM") whereby CEM will purchase from $80,000 to $1,000,000 of the Company's restricted common stock at a purchase price of $0.40 per share between the Closing Date and the anniversary of the Closing Date.itrackr_8k.htm
2011-07-288-K/A2011-07-282.01 Completion of Acquisition or Disposition of Assets; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review2.01 On July 12, 2011, iTrackr Systems, Inc. (the “Company”) acquired 100% of the issued and outstanding membership interests (the “Units”) of RespondQ, LLC, a Florida limited liability company from Idamia, LLC, a Florida limited liability corporation (“Idamia”) and Iselsa II, LLC (“Iselsa”), a Delaware limited liability corporation.
4.02 On July 1, 2011, our auditors, Bedinger & Company notified us that the Public Company Oversight Board (“PCAOB”) had completed their triennial inspection of our auditors audit records relating to their work performed during the audit of our financial statements for the year ended December 31, 2010 and that the PCAOB had a single finding related to revenue recognition.
itrackr_8ka.htm
2011-07-158-K2011-07-132.01 Completion of Acquisition or Disposition of Assets; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review2.01 On July 12, 2011, iTrackr Systems, Inc. (the “Company”) acquired 100% of the issued and outstanding membership interests (the “Units”) of RespondQ, LLC, a Florida limited liability company from Idamia, LLC, a Florida limited liability corporation (“Idamia”) and Iselsa II, LLC (“Iselsa”), a Delaware limited liability corporation.
4.02 On July 1, 2011, our auditors, Bedinger & Company notified us that the Public Company Oversight Board (“PCAOB”) had completed their triennial inspection of our auditors audit records relating to their work performed during the audit of our financial statements for the year ended December 31, 2010 and that the PCAOB had a single finding related to revenue recognition.
itrackr_8k.htm
2011-06-208-K2011-06-205.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 On June 16, 2011, Ramesh Anad resigned as Chief Operating Officer of iTrackr Systems, Inc. (the “Company”) in order to pursue other opportunities.
7.01 Except for the historical information presented in this document, the matters discussed in this Form 8-K, or otherwise incorporated by reference into this document, contain “forward-looking statements” (as such term is defined in the Private Securities Litigation Reform Act of 1995).
itrackr_8k.htm
2011-05-238-K2011-05-205.01 Changes in Control of Registrant; 8.01 Other Events5.01 On May 21, 2011 the Company announced that David Baesler had tendered his resignation as a director.
8.01 On May 20, 2011, iTrackr, Inc. (the “Company”) announced that it had entered into a non-binding Letter of Intent to acquire Respond Q, LLC for stock and cash.
itrackr_8k.htm
2011-01-258-K2011-01-255.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On January 21, 2011, we filed a Restated Articles of Incorporation (the “Articles”) with the State of Florida.v208734_8k.htm
2010-09-228-K/A2010-09-214.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On August 27, 2008, iTrackr Systems, Inc. (the “Company”) filed Form 8-K under Item 4.01.v197157_8ka.htm
2010-09-148-K2010-09-144.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On August 27, 2008, iTrackr Systems, Inc. (the “Company”) filed Form 8-K under Item 4.01.v196666_8k.htm
2010-08-278-K2010-08-274.01 Changes in Registrant's Certifying Accountant4.01 Effective August 25, 2010, the client-auditor relationship between iTrackr Systems, Inc. (the "Company") and Traci J. Anderson, CPA (the "Former Auditor") was terminated upon the dismissal of the Former Auditor as the Company’s independent registered accounting firm.v195492_8k.htm
2010-03-318-K2010-03-315.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On February 1, 2010, the Board of Directors of Must Haves, Inc. (the “Company”) approved an amendment to the Company’s Articles of Incorporation to change the name of the Company to “iTrackr Systems, Inc.” (the “Amendment”).v179617_8k.htm
2010-01-198-K2010-01-121.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 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; 5.06 Change in Shell Company Status1.01 Entry into a Material Definitive Agreement.
2.01 On December 10, 2009, Must Haves, Inc. (“Registrant”), iTrackr Acquisition, Inc. (“Merger Sub”) and iTrackr, Inc., a Florida corporation (“iTrackr”), entered into an Agreement and Plan of Merger (the “Agreement”), which closed January 12, 2010.
2.03 The information set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated herein by this reference.
3.02 As disclosed under Item 2.01 above, in connection with the Merger we issued 17,725,698 shares of our common stock to the shareholders of iTrackr, Inc. The securities were issued in reliance on Rule 506 of Regulation D promulgated under Section 4(2) of the Securities Act.
5.01 The information set forth above in Items 1.01 and 2.01 of this Current Report on Form 8-K is incorporated herein by this reference.
5.02 Following the ten day period following the mailing of the information statement required by Rule 14f-1 under the Exchange Act: (1) Stella Gostfrand will resign as an officer and director of the Company; and (2) Michael Uhl, David Baesler and John Rizzo will be appointed to serve as members of the board of directors of the Company.
5.06 As a result of the Merger the Company is no longer a shell company.
d8k.htm
2009-12-168-K2009-12-108.01 Other Events8.01 On December 10, 2009, Must Haves, Inc., a Florida corporation (the “Company”) signed a Merger Agreement (the “Agreement”) with iTrackr, Inc., a Florida corporation (the “Purchaser”) and iTrackr Acquisition Inc. (the “Subsidiary”), a wholly-owned subsidiary of the Company.d8k.htm