CBBT / Cerebain Biotech Corp - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Cerebain Biotech Corp
US ˙ OTC
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
CIK 1453099
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cerebain Biotech Corp
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
January 27, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* CEREBAIN BIOTECH CORP (Name of Issuer) Common Stock $0.001 par value (Title of Class of Securities) (C

SC 13G/A 1 ea133924-13ga1emacerebain.htm AMENDMENT NO.1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* CEREBAIN BIOTECH CORP (Name of Issuer) Common Stock $0.001 par value (Title of Class of Securities) 15672M106 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing

February 13, 2020 SC 13G/A

CBBT / Cerebain Biotech Corp. / EMA Financial, LLC - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* CEREBAIN BIOTECH CORP (Name of Issuer) Common Stock $0.001 par value (Title of Class of Securities) 15672M106 (CUSIP Number) December 31st, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

October 1, 2019 NT 10-K

CBBT / Cerebain Biotech Corp. NT 10-K - - NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-54381 CUSIP NUMBER (Check one): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: June 30, 2019 ¨ T

July 23, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2019 CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State or other jurisdiction of incorporation) (Commission File

July 23, 2019 EX-17.1

Letter of Resignation of Mr. Wesley D. Tate

EXHIBIT 17.1 July 1, 2019 Board of Directors Cerebain Biotech, Inc. 600 Anton Blvd., Suite 1100 Costa Mesa, CA 92626 Dear Board of Directors, Please let this letter serve as my resignation as Director, CFO and COO of Cerebain Biotech, Inc. effective July 15, 2019. Thank you for the opportunities for professional and personal development that have been provided during the last six years. I will rel

May 20, 2019 10-Q

CBBT / Cerebain Biotech Corp. 10-Q - Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as speci

May 16, 2019 NT 10-Q

CBBT / Cerebain Biotech Corp. NT 10-Q NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-54381 CUSIP NUMBER (Check one): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: March 31, 2019 ¨

April 22, 2019 DEF 14C

CBBT / Cerebain Biotech Corp. DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ¨ Preliminary Information Statement ¨ Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) x Definitive Information Statement CEREBAIN BIOTECH CORP. (Name of Regi

April 5, 2019 EX-10.4

Form of Common Stock Purchase Warrant dated March 1, 2019, issued to Crown Bridge Partners, LLC

EXHIBIT 10.4 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE

April 5, 2019 EX-10.3

Form of Common Stock Purchase Warrant dated March 1, 2019, issued to Auctus Fund LLC

EXHIBIT 10.3 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE

April 5, 2019 EX-10.5

Form of Amendment to the Convertible Promissory Note issued March 26, 2019, to Auctus Fund LLC

EXHIBIT 10.5 FIRST AMENDMENT TO PROMISSORY NOTE THIS FIRST AMENDMENT TO PROMISSORY NOTE (the “Amendment”), dated as of March 26, 2019 (the “Effective Date”), is entered into by Cerebain Biotech Corp. (the “Company”) and Auctus Fund, LLC (“Holder”). WHEREAS, the Company issued to Holder a convertible promissory note in the original principal amount of $110,000 on February 15, 2018 (the “Promissory

April 5, 2019 EX-10.1

Form of Securities Purchase Agreement dated March 15, 2019, by and between Cerebain Biotech Corp. and Auctus Fund, LLC

EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 15, 2019, by and between CEREBAIN BIOTECH CORP., a Nevada corporation, with headquarters located at 600 Anton Blvd., Suite 1100, Costa Mesa, CA 92626 (the “Company”), and AUCTUS FUND, LLC, a Delaware limited liability company, with its address at 545 Boylston Street, 2nd Floor, Boston

April 5, 2019 EX-4.1

Form of 12% Convertible Promissory Note issued March 15, 2019, to Auctus Fund, LLC

EXHIBIT 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T

April 5, 2019 EX-3.1

Form Certificate of Designation dated March 29, 2019

EXHIBIT 3.1 1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A PREFERRED STOCK, $0.001 PAR VALUE PER SHARE Cerebain Biotech Corp., a corporation organized and existing under the laws of the State of Nevada (the “Corporation”), hereby certifies that the following resolution was adopted by the Board of Directors of the Corporation (the “Board”) on March 18, 2019 in accordance with the

April 5, 2019 EX-10.6

Form of Amendment to the Convertible Promissory Note issued February 14, 2018, to Crown Bridge Partners, LLC

EXHIBIT 10.6 AMENDMENT #1 TO THE CONVERTIBLE PROMISSORY NOTE ISSUED ON FEBRUARY 14, 2018 THIS AMENDMENT #1 TO THE CONVERTIBLE PROMISSORY NOTE ISSUED ON February 14, 2018 (the “Amendment”) is entered into by and between Cerebain Biotech Corp., a Nevada corporation (the “Company”), and Crown Bridge Partners, LLC, a New York limited liability company (the “Holder”) (collectively the “Parties”). BACKG

April 5, 2019 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 cbbt8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2019 CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State or other jurisdiction of incor

April 5, 2019 PRE 14C

CBBT / Cerebain Biotech Corp. PRE 14C

PRE 14C 1 cbbtpre14c.htm PRE 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement ¨ Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ¨ Definitive Information Statement CER

February 19, 2019 10-Q

CBBT / Cerebain Biotech Corp. FORM 10-Q (Quarterly Report)

10-Q 1 cbbt10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2018 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (E

February 15, 2019 NT 10-Q

CBBT / Cerebain Biotech Corp. NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: February 28, 2019 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-54381 CUSIP NUMBER (Check one): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: December 31, 2018

February 15, 2019 SC 13G

CBBT / Cerebain Biotech Corp. / EMA Financial, LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CEREBAIN BIOTECH CORP (Name of Issuer) Common Stock $0.001 par value (Title of Class of Securities) 15672M106 (CUSIP Number) February 12, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

December 26, 2018 EX-10.2

Convertible Promissory Note dated December 10, 2018

EXHIBIT 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

December 26, 2018 EX-10.1

Securities Purchase Agreement dated December 10, 2018

EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 10, 2018, by and between CEREBAIN BIOTECH CORP., a Nevada corporation, with headquarters located at 600 Anton Blvd., Suite 1100, Costa Mesa, California 92626 (the “Company”), and JEFFERSON STREET CAPITAL LLC, a New Jersey limited liability company (the “Buyer”). WHEREAS: A. The Com

December 26, 2018 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2018 CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State or other jurisdiction of incorporation) (Commission

November 14, 2018 10-Q

CBBT / Cerebain Biotech Corp. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as s

September 26, 2018 10-K

CBBT / Cerebain Biotech Corp. FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2018 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in i

May 15, 2018 EX-10.40

Amended and Restated Warrant Agreement with EMA Financial dated February 15, 2018

EXHIBIT 10.40 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS

May 15, 2018 10-Q

CBBT / Cerebain Biotech Corp. FORM 10-Q (Quarterly Report)

10-Q 1 cbbt10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exac

March 12, 2018 EX-10.9

Common Stock Purchase Warrant issued to EMA Financial, LLC dated February 12, 2018

EXHIBIT 10.9 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST

March 12, 2018 EX-10.7

Securities Purchase Agreement between Cerebain Biotech Corp. and EMA Financial, LLC dated February 12, 2018

EXHIBIT 10.7 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 12, 2018, is entered into by and between CEREBAIN BIOTECH CORP., a Nevada corporation (the “Company”), and EMA Financial, LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4

March 12, 2018 EX-10.2

Convertible Promissory Note, Warrant Agreement and Stock Purchase Agreement with Crown Bridge Partners dated March 2, 2018

EXHIBIT 10.2 NEITHER THE ISSUANCE NOR SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

March 12, 2018 EX-10.8

Convertible Promissory Note, Warrant Agreement and Stock Purchase Agreement with EMA Financial dated March 8, 2018

EXHIBIT 10.8 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

March 12, 2018 EX-10.3

Common Stock Purchase Warrant issued to Crown Bridge Partners, LLC dated February 14, 2018

EXHIBIT 10.3 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE

March 12, 2018 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2018 CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State or other jurisdiction of incorporation) (Commission File

March 12, 2018 EX-10.6

Common Stock Purchase Warrant issued to Auctus Fund, LLC dated February 15, 2018

EXHIBIT 10.6 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE

March 12, 2018 EX-10.5

Convertible Promissory Note, Warrant Agreement and Stock Purchase Agreement with Auctus Fund dated March 8, 2018

EXHIBIT 10.5 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

March 12, 2018 EX-10.4

Securities Purchase Agreement between Cerebain Biotech Corp. and Auctus Fund, LLC dated February 15, 2018

EXHIBIT 10.4 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 15, 2018, by and between CEREBAIN BIOTECH CORP., a Nevada corporation, with headquarters located at 600 Anton Blvd., Suite 1100, Costa Mesa, CA 92626 (the “Company”), and AUCTUS FUND, LLC, a Delaware limited liability company, with its address at 177 Huntington Avenue, 17th Floor,

March 12, 2018 EX-10.1

Form of Securities Purchase Agreement dated February 14, 2018, by and between Cerebain Biotech Corp. and Crown Bridge Partners, LLC

EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 14, 2018, by and between CEREBAIN BIOTECH CORP., a Nevada corporation, with headquarters located at 600 Anton Blvd., Suite 1100, Costa Mesa, CA 92626 (the “Company”), and CROWN BRIDGE PARTNERS, LLC, a New York limited liability company, with its address at 1173a 2nd Avenue, Suite 1

February 6, 2018 EX-10.34

Stock Purchase Agreement with Stockholder dated February 1, 2018

EXHIBIT 10.34 CEREBAIN BIOTECH CORP. SECURITIES PURCHASE AGREEMENT COMMON STOCK AT $0.50 PER SHARE 1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made and entered into effective as of the 1st day of February 2018 (the “Effective Date”) by and between Cerebain Biotech Corp., a Nevada corporation (the “Company”), and Charles Laba-Chedrawi, (the “Purchaser”).

February 6, 2018 EX-10.35

Employment Agreement with Eric Clemons dated February 1, 2018

EXHIBIT 10.35 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”) is made, entered into, and effective as of February 1, 2018 (“Effective Date”), by and between Cerebain Biotech Corp., a Nevada corporation (the “Company”), and Eric Clemons. RECITALS WHEREAS, COMPANY desires to benefit from Eric Clemons’s (the “Executive”) expertise and employ him as President and Chief Executive Officer a

February 6, 2018 10-Q

CBBT / Cerebain Biotech Corp. FORM 10-Q (Quarterly Report)

10-Q 1 cbbt10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2017 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (E

February 6, 2018 EX-10.36

Employment Agreement with Wesley Tate dated February 1, 2018

EXHIBIT 10.36 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”) is made, entered into, and effective as of February 1, 2018 (“Effective Date”), by and between Cerebain Biotech Corp., a Nevada corporation (the “Company”), and Wesley Tate. RECITALS WHEREAS, COMPANY desires to benefit from Wesley Tate’s (the “Executive”) expertise and employ him as Executive Vice President, Chief Financial

November 9, 2017 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as s

September 15, 2017 10-K

Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2017 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in i

August 5, 2017 8-K

Unregistered Sales of Equity Securities

cbbt8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2017 CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State or other jurisdiction of incorporation) (Com

May 11, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 ¨ TRANSITION REPORT PURSUANT TO

10-Q 1 cbbt10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exac

May 11, 2017 EX-10.33

$2,460,000 Amended and Consolidated Promissory Note date January 24, 2017

EXHIBIT 10.33 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETT

February 10, 2017 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as sp

February 10, 2017 EX-10.32

$2,410,000 Amended and Consolidated Promissory Note dated November 22, 2016

EXHIBIT 10.32 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETT

November 14, 2016 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as s

November 14, 2016 EX-10.31

$2,285,000 Amended and Consolidated Promissory Note dated August 1, 2016

EXHIBIT 10.31 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETT

September 27, 2016 10-K

Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2016 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in i

May 16, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as speci

April 22, 2016 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

cbbt8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2016 CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State or other jurisdiction of incorporation) (Com

April 22, 2016 EX-16.1

April 22, 2016

EX-16.1 2 cbbtex161.htm LETTER EXHIBIT 16.1 April 22, 2016 U.S. Securities and Exchange Commission Office of the Chief Accountant 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read Item 4.01 of Form 8-K, dated April 22, 2016, of Cerebain Biotech Corp. and agree with the statements concerning our Firm contained therein. Very truly yours, /s/ Hartley Moore Accountancy Corporation Ha

February 22, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2015 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as s

February 22, 2016 CORRESP

Cerebain Biotech ESP

cbbtcorresp.htm Law Offices of Craig V. Butler 300 Spectrum Center Drive, Suite 300 Irvine, California 92618 Telephone No. (949) 484-5667 ? Facsimile No. (949) 209-2545 www.craigbutlerlaw.com [email protected] February 22, 2016 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Craig Arakawa Re: Cerebain Biotech C

February 22, 2016 10-K/A

Annual Report - FORM 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2015 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registra

February 17, 2016 NT 10-Q

Cerebain Biotech NT 10-Q

NT 10-Q 1 cbbtnt10q.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File No: 000-54381 CUSIP No: 15672M106 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: December 31, 2015 ¨ Transition report on Form 10-K ¨ Transition report on Form 20-F ¨ Transition

November 16, 2015 EX-10.30

Employment Agreement with Wesley Tate dated October 1, 2015

EX-10.30 2 cbbtex1030.htm EMPLOYMENT AGREEMENT EXHIBIT 10.30 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT ("Agreement") is made, entered into, and effective as of October 1, 2015 ("Effective Date"), by and between Cerebain Biotech Corp., a Nevada corporation (the "Company" or "CBBT") , and Wesley Tate. RECITALS WHEREAS, COMPANY desires to benefit from Wesley Tate's expertise and employ Wesley Ta

November 16, 2015 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as s

September 22, 2015 10-K

Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in i

July 16, 2015 SC 13D/A

CBBT / Cerebain Biotech Corp. / Sandhu Teg S. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cerebain Biotech Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 15672M106 (CUSIP Number) Craig V. Butler, Esq. Law Offices of Craig V. Butler 300 Spectrum Center Drive, Suite 300 Irvine, CA 92618 (949) 484-5667 (Name, Address and Tele

July 16, 2015 EX-10.1

STOCK PURCHASE AGREEMENT

EXHIBIT 10.1 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this "Agreement") is made and entered into as of , 2015, by and between Teg S. Sandhu, an individual (the "Seller"), and Eric Clemons, an individual (the "Purchaser"). Each Seller and Purchaser is referred to herein as a "Party" and together as the "Parties." R E C I T A L S A. Seller owns shares of common stock of Cerebain Biote

May 13, 2015 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as speci

February 17, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2014 ¨ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as sp

November 12, 2014 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as s

August 11, 2014 EX-10.28

Stock Purchase Agreement with Wesley Tate from Conversion of Debt dated June 16, 2014

EXHIBIT 10.28 DEBT CONVERSION AND STOCK PURCHASE AGREEMENT This Debt Conversion and Stock Purchase Agreement (this “Agreement”) is made and entered into effective as of the 16th day of June, 2014 (the “Effective Date”) by and between Discount Dental Materials, Inc., a Nevada corporation (the “Company”), and Wesley Tate, an individual (the “Purchaser”). The Company and Purchaser shall each be refer

August 11, 2014 10-K

Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2014 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in i

August 11, 2014 EX-10.27

$1,345,000 Amended and Consolidated Promissory Note dated May 29, 2014

EXHIBIT 10.27 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETT

August 11, 2014 EX-21

Cerebain Biotech Corps. Domestic and International Subsidiaries

EXHIBIT 21 SUBSIDIARIES Cerebain Biotech Corp., a Nevada corporation, had the domestic and international subsidiaries shown below as of June 30, 2014. Name of Subsidiary Jurisdiction of Organization U.S. Subsidiaries: Cerebain Operating, Inc. Nevada

August 11, 2014 EX-13.2

CERTIFICATION OF PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

EXHIBIT 31.2 CERTIFICATION OF PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Wesley Tate, certify that: 1. I have reviewed this Annual Report on Form 10-K of Cerebain Biotech Corp. for the fiscal year ended June 30, 2014. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a materia

June 23, 2014 EX-99.1

DISCOUNT DENTAL MATERIALS, INC. CHANGES ITS NAME TO CEREBAIN BIOTECH CORP.

EXHIBIT 99.1 DISCOUNT DENTAL MATERIALS, INC. CHANGES ITS NAME TO CEREBAIN BIOTECH CORP. Dallas, TX, June 19, 2014 – Discount Dental Materials, Inc. (OTCBB: DDOOD), announced that it has changed its name to Cerebain Biotech Corp. (“Cerebain” or “the Company”). Cerebain’s President, Eric Clemons stated “Our shareholders and our company deserve a name that represents our mission. By taking on the Cer

June 23, 2014 8-K

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

8-K 1 ddoo8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 19, 2014 CEREBAIN BIOTECH CORP. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State or other jurisdiction of incor

June 11, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2014 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State or other jurisdiction of incorporation) (Commis

May 14, 2014 EX-10.25

$1,245,000 Amended and Consolidated Promissory Note dated February 25, 2014

EXHIBIT 10.25 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETT

May 14, 2014 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant

March 14, 2014 DEF 14A

2014 Cerebain Biotech Corp. Omnibus Stock Grant and Option Plan

DEF 14A 1 ddoodef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the SEC Only (as

March 3, 2014 PRE 14A

- PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the SEC Only (as permitted by Rule 14a-6(e)(2)) o

February 10, 2014 EX-10.22

$970,000 Amended and Consolidated Promissory Note dated October 15, 2013

EXHIBIT 10.22 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETT

February 10, 2014 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of registr

February 10, 2014 EX-10.21

Consulting Agreement with Superior Inc. dated October 15, 2013

EXHIBIT 10.21 CEREBAIN BIOTECH CORP. CONSULTING AGREEMENT This Consulting Agreement (this "Agreement"), made and entered into as of this 15th day of October, 2013 by and between Cerebain Biotech Corp., a Nevada corporation (the "Company") and Superior Inc. (the "Consultant"). RECITALS WHEREAS, Consultant possesses certain expertise and contacts in countries that are beneficial to the company; and

January 6, 2014 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2013 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State or other jurisdiction of incorporation) (Co

January 6, 2014 EX-10.2

Stock Purchase Agreement with Gerald DeCiccio from Conversion of Debt dated December 30, 2013

EXHIBIT 10.2 DEBT CONVERSION AND STOCK PURCHASE AGREEMENT This Debt Conversion and Stock Purchase Agreement (this “Agreement”) is made and entered into effective as of the 30th day of December, 2013 (the “Effective Date”) by and between Discount Dental Materials, Inc., a Nevada corporation (the “Company”), and Gerald A. DeCiccio, an individual (the “Purchaser”). The Company and Purchaser shall eac

January 6, 2014 EX-10.1

Stock Purchase Agreement with Eric Clemons from Conversion of Debt dated December 30, 2013

EXHIBIT 10.1 DEBT CONVERSION AND STOCK PURCHASE AGREEMENT This Debt Conversion and Stock Purchase Agreement (this “Agreement”) is made and entered into effective as of the 30th day of December, 2013 (the “Effective Date”) by and between Discount Dental Materials, Inc., a Nevada corporation (the “Company”), and Eric Clemons, an individual (the “Purchaser”). The Company and Purchaser shall each be r

November 12, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 o TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of regist

October 4, 2013 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2013 ___ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2013 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of reg

October 4, 2013 EX-10.18

Employment Agreement with Wesley Tate dated June 15, 2013

EXHIBIT 10.18 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (?Agreement?) is made, entered into, and effective as of June 15, 2013 (?Effective Date?), by and between Discount Dental Materials, Inc., a Nevada corporation (the ?Company? or ?DDOO?) , its subsidiary, Cerebain Biotech Corp. and Wesley Tate. RECITALS WHEREAS, COMPANY desires to benefit from Wesley Tate?s expertise and employ Wesley Tat

October 4, 2013 EX-10.19

Consulting Agreement with Gerald DeCiccio dated June 15, 2013

EXHIBIT 10.19 Consulting Agreement This consulting agreement (the ?Agreement?), entered into on June 1, 2013 and effective immediately, Discount Dental Materials, Inc. a Nevada corporation (together with any successor thereto, the ?Company? or ?DDOO?), and Gerald DeCiccio, an independent provider of services (the ?Contractor?). RECITALS A. The Company desires to assure itself of the services of th

October 4, 2013 EX-10.17

Employment Agreement with Eric Clemons dated June 15, 2013

EXHIBIT 10.17 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (?Agreement?) is made, entered into, and effective as of June 15, 2013 (?Effective Date?), by and between Discount Dental Materials, Inc., a Nevada corporation (the ?Company? or ?DDOO?), its subsidiary, Cerebain Biotech Corp. and Eric Clemons. RECITALS WHEREAS, COMPANY desires to benefit from Eric Clemons?s expertise and employ Eric Clem

October 4, 2013 EX-10.20

Consulting Agreement with IDC Consulting & Investors LLC dated April 15, 2013

EXHIBIT 10.20 CEREBAIN BIOTECH CORP. CONSULTING AGREEMENT This Consulting Agreement (this "Agreement"), made and entered into as of this 15th day of April, 2013 by and between Cerebain Biotech Corp., a Nevada corporation (the "Company") and IDC Consulting & Investors LLC (the "Consultant"). RECITALS WHEREAS, Consultant possesses certain expertise and contacts in countries that are beneficial to th

October 2, 2013 EX-10.20

CEREBAIN BIOTECH CORP. CONSULTING AGREEMENT

EXHIBIT 10.20 CEREBAIN BIOTECH CORP. CONSULTING AGREEMENT This Consulting Agreement (this "Agreement"), made and entered into as of this 15th day of April, 2013 by and between Cerebain Biotech Corp., a Nevada corporation (the "Company") and IDC Consulting & Investors LLC (the "Consultant"). RECITALS WHEREAS, Consultant possesses certain expertise and contacts in countries that are beneficial to th

October 2, 2013 EX-10.18

EMPLOYMENT AGREEMENT

EXHIBIT 10.18 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”) is made, entered into, and effective as of June 15, 2013 (“Effective Date”), by and between Discount Dental Materials, Inc., a Nevada corporation (the “Company” or “DDOO”) , its subsidiary, Cerebain Biotech Corp. and Wesley Tate. RECITALS WHEREAS, COMPANY desires to benefit from Wesley Tate’s expertise and employ Wesley Tat

October 2, 2013 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2013 ___ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2013 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as speci

October 2, 2013 EX-10.17

EMPLOYMENT AGREEMENT

EXHIBIT 10.17 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”) is made, entered into, and effective as of June 15, 2013 (“Effective Date”), by and between Discount Dental Materials, Inc., a Nevada corporation (the “Company” or “DDOO”), its subsidiary, Cerebain Biotech Corp. and Eric Clemons. RECITALS WHEREAS, COMPANY desires to benefit from Eric Clemons’s expertise and employ Eric Clem

October 2, 2013 EX-10.19

Consulting Agreement

EXHIBIT 10.19 Consulting Agreement This consulting agreement (the “Agreement”), entered into on June 1, 2013 and effective immediately, Discount Dental Materials, Inc. a Nevada corporation (together with any successor thereto, the “Company” or “DDOO”), and Gerald DeCiccio, an independent provider of services (the “Contractor”). RECITALS A. The Company desires to assure itself of the services of th

October 1, 2013 NT 10-K

- NT 10-K

NT 10-K 1 ddoont10k.htm NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File No: 000-54381 CUSIP No: 25467520 3 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2013 ¨ Transition report on Form 10-K ¨ Transition report on Form 20-F ¨ Transition re

September 30, 2013 EX-10.20

CEREBAIN BIOTECH CORP. CONSULTING AGREEMENT

EXHIBIT 10.20 CEREBAIN BIOTECH CORP. CONSULTING AGREEMENT This Consulting Agreement (this "Agreement"), made and entered into as of this 15th day of April, 2013 by and between Cerebain Biotech Corp., a Nevada corporation (the "Company") and IDC Consulting & Investors LLC (the "Consultant"). RECITALS WHEREAS, Consultant possesses certain expertise and contacts in countries that are beneficial to th

September 30, 2013 EX-10.19

Consulting Agreement

EXHIBIT 10.19 Consulting Agreement This consulting agreement (the ?Agreement?), entered into on June 1, 2013 and effective immediately, Discount Dental Materials, Inc. a Nevada corporation (together with any successor thereto, the ?Company? or ?DDOO?), and Gerald DeCiccio, an independent provider of services (the ?Contractor?). RECITALS A. The Company desires to assure itself of the services of th

September 30, 2013 EX-10.17

EMPLOYMENT AGREEMENT

EX-10.17 2 ex1017.htm EMPLOYMENT AGREEMENT EXHIBIT 10.17 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”) is made, entered into, and effective as of June 15, 2013 (“Effective Date”), by and between Discount Dental Materials, Inc., a Nevada corporation (the “Company” or “DDOO”), its subsidiary, Cerebain Biotech Corp. and Eric Clemons. RECITALS WHEREAS, COMPANY desires to benefit from Er

September 30, 2013 EX-10.18

EMPLOYMENT AGREEMENT

EX-10.18 3 ex1018.htm EMPLOYMENT AGREEMENT EXHIBIT 10.18 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”) is made, entered into, and effective as of June 15, 2013 (“Effective Date”), by and between Discount Dental Materials, Inc., a Nevada corporation (the “Company” or “DDOO”) , its subsidiary, Cerebain Biotech Corp. and Wesley Tate. RECITALS WHEREAS, COMPANY desires to benefit from We

September 30, 2013 10-K

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2013 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specifi

August 15, 2013 EX-10.1

Advertising Contract

EXHIBIT 10.1 Advertising Contract Company: Cerebain Biotech Date: August 12th , 2013 Contact Person: Eric Clemons Title: President Address: 13455 Noel Road Phone: 714-747-0500 City: Dallas State: TX Zip: 75240 Fax: 949-415-7478 Description of Deliverables This is a twelve (12) month campaign beginning on August 12th, 2013 and ending on August 12th, 2014 at a cost of $125,000.00 USD and 150,000 res

August 15, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2013 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State or other jurisdiction of incorporation) (Comm

May 16, 2013 NT 10-Q

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSIONSEC File No: 000-54381 Washington, D.

May 16, 2013 10-Q/A

Quarterly Report -

10-Q/A 1 discount10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC

May 3, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 £ TRANSITION REPORT PURSUANT TO

10-Q 1 discount10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (E

May 3, 2013 EX-10.16

$600,000 Amended and Consolidated Promissory Note dated March 14, 2013

Exhibit 10.16 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETT

March 21, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 ddoo8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) : March 20, 2013 ( March 19, 2013) DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State o

February 12, 2013 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2012 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of registran

February 12, 2013 EX-10.9

$235,000 Amended and Consolidated Promissory Note dated November 1, 2012

Exhibit 10.9 AMENDED AND CONSOLIDATED PROMISSORY NOTE $235,000 November 1, 2012 Irvine, CA For value received, Cerebain Biotech Corp., a Nevada corporation (the “Company”), promises to pay to Brad Vroom, an individual, or his assigns (the “Holder”) the principal sum of Two Hundred Thirty-Five Thousand Dollars ($235,000). The principal hereof and any unpaid accrued interest thereon shall be due and

January 24, 2013 EX-10.3

Termination Agreement and General Release with Paul Sandhu dated January 18, 2013

EX-10.3 4 ddooex103.htm TERMINATION AGREEMENT AND GENERAL RELEASE EXHIBIT 10.3 TERMINATION AGREEMENT AND GENERAL RELEASE This Termination Agreement and General Release (the “Agreement”) is made effective as of the 18th day of January, 2013 (the “Effective Date”), by and between Discount Dental Materials, Inc., a Nevada corporation (“DDOO”) on one hand, and Paul Sandhu, an individual (“Sandhu”), on

January 24, 2013 EX-10.6

Promissory Note Issued to Paul Sandhu dated January 18, 2013

EXHIBIT 10.6 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETTE

January 24, 2013 EX-10.2

Termination Agreement and General Release with Eric Clemons dated January 18, 2013

EXHIBIT 10.2 TERMINATION AGREEMENT AND GENERAL RELEASE This Termination Agreement and General Release (the “Agreement”) is made effective as of the 18th day of January, 2013 (the “Effective Date”), by and between Discount Dental Materials, Inc., a Nevada corporation (“DDOO”) on one hand, and Eric Clemons, an individual (“Clemons”), on the other hand. DDOO and Clemons are each referred to herein as

January 24, 2013 EX-16.1

Established 1926

EXHIBIT 16.1 Established 1926 Von Karman Towers 18201 Von Karman Ave., Suite 1060 Irvine, CA 92612 Tel: (949) 271-2600 Fax: (949) 660-5681 www.windes.com Other Offices: Long Beach Torrance Los Angeles January 18, 2013 U.S. Securities and Exchange Commission 100 F. Street, NE Washington, DC 20549-6010 Dear Ladies and Gentlemen: We have read Item 4.01, and are in agreement with the statements as the

January 24, 2013 EX-10.4

Promissory Note Issued to Gerald A. DeCiccio dated January 18, 2013

EXHIBIT 10.4 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETTE

January 24, 2013 EX-10.1

Termination Agreement and General Release with Gerald A. DeCiccio dated January 18, 2013

EXHIBIT 10.1 TERMINATION AGREEMENT AND GENERAL RELEASE This Termination Agreement and General Release (the “Agreement”) is made effective as of the 18th day of January, 2013 (the “Effective Date”), by and between Discount Dental Materials, Inc., a Nevada corporation (“DDOO”) on one hand, and Gerald A. DeCiccio, an individual (“DeCiccio”), on the other hand. DDOO and DeCiccio are each referred to h

January 24, 2013 EX-10.5

Promissory Note Issued to Eric Clemons dated January 18, 2013

EXHIBIT 10.5 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETTE

January 24, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2013 (January 18, 2013) DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) Nevada 000-54381 26-1974399 (State or other jurisdiction of

November 14, 2012 EX-10.8

$240,000 Principal Amount Convertible Promissory Note dated June 18, 2012

Exhibit 10.8 THIS CONVERTIBLE PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-

November 14, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 o TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of regist

September 28, 2012 EX-10.1

Letter Agreement with Sonos Models, Inc. dated September 24, 2012

PRODUCT DEVELOPMENT CONSULTANTS 17862 Metzler Lane Huntington Beach CA 92647 FAX: 714-842-6534 714-842-5564 Design Proposal September 24, 2012 F.

September 28, 2012 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 27, 2012 (September 24, 2012) DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 00

September 28, 2012 10-K

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2012 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as speci

May 15, 2012 10-Q

Quarterly Report - MARCH 31, 2012 10-Q

10-Q 1 f10q03311210q.htm MARCH 31, 2012 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 . TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT D

March 13, 2012 SC 13D

CBBT / Cerebain Biotech Corp. / Sandhu Harbans K. - SCHEDULE 13D Activist Investment

SC 13D 1 f13d031312hsandhusc13d.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.)* Discount Dental Materials, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 254657 109 (CUSIP Number) Craig V. Butler, Esq. The Lebrecht Group, APLC 9900 Research Drive Irvine, CA 92618 (949

March 13, 2012 SC 13D

CBBT / Cerebain Biotech Corp. / Sandhu Teg S. - SCHEDULE 13D Activist Investment

SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.)* Discount Dental Materials, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 254657 109 (CUSIP Number) Craig V. Butler, Esq. The Lebrecht Group, APLC 9900 Research Drive Irvine, CA 92618 (949) 635-1240 (Name, Address and Teleph

March 12, 2012 SC 13D

CBBT / Cerebain Biotech Corp. / Saini Surinder Singh - SCHEDULE 13D Activist Investment

Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.)* Discount Dental Materials, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 254657 109 (CUSIP Number) Craig V. Butler, Esq. The Lebrecht Group, APLC 9900 Research Drive Irvine, CA 92618 (949) 635-1240 (Name, Address and Teleph

March 9, 2012 SC 13D

CBBT / Cerebain Biotech Corp. / Vroom Brad - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.)* Discount Dental Materials, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 254657 109 (CUSIP Number) Craig V. Butler, Esq. The Lebrecht Group, APLC 9900 Research Drive Irvine, CA 92618 (949) 635-1240 (Name, Address and Telephone Number of

March 8, 2012 CORRESP

-

SEC Response Letter Discount Dental Materials, Inc. March 6, 2012 United States Securities and Exchange Commission Attn: Mr. Blaise A. Rhodes CF/AD 9 100 F Street N.E. Washington D.C. 20549-3561 Re: Discount Dental Materials, Inc. Form 8-K Filed February 10, 2012 File No. 000-54381 Dear Mr. Rhodes: We are providing this response to the above referenced letter that requested the following informati

March 8, 2012 8-K/A

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Second Amended Form 8-K/A Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2012 (February 10, 2012) DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorp

March 8, 2012 EX-16.1

March 6, 2012

Exhibit 16.1 Auditor Letter Exhibit 16.1 March 6, 2012 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington DC 20549 Commission File No. 000-54381 (Discount Dental Materials, Inc.) Ladies and Gentlemen: We have read Item 4.01 of Discount Dental Materials, Inc. Second Amended Form 8-K/A dated March 6, 2012, and are in agreement with the statements in Item 4.01 contained therein, as

February 24, 2012 SC 14F1

- SCHEDULE 14F-1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14f-1 Information Statement Pursuant to Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 promulgated thereunder February 24, 2012 Commission File Number: 000-54381 DISCOUNT DENTAL MATERIALS INC. (Name of Small Business Issuer in its charter) Nevada 26-1974399 (State or other jurisdiction of incorpor

February 24, 2012 EX-16.1

February 13, 2012

Exhibit 16.1 Auditor Letter Exhibit 16.1 February 13, 2012 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington DC 20549 Commission File No. 000-54381 (Discount Dental Materials, Inc.) Ladies and Gentlemen: We have read Item 4.01 of Discount Dental Materials, Inc. Form 8-K dated February 10, 2012, and are in agreement with the statements in Item 4.01 contained therein, as they rel

February 24, 2012 8-K/A

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - FORM 8-K/A CURRENT REPORT

Form 8-K/A Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 17, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2011 . TRANSITION REPORT PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2011 . TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of regis

February 14, 2012 NT 10-Q

- FORM 12B-25 NOTICE OF LATE FILING

FORM 12b-25 Notice of Late Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 10, 2012 EX-10.5

Stock Purchase Agreement by and between Cerebain Operating, Inc. and certain shareholders of Cerebain Biotech Corp. dated January 17, 2012

Exhibit 10.5 Stock Purchase Agreement Exhibit 10.5 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of the 17th day of January, 2012, by and between the persons and entities listed on the signature page hereof and on Exhibit A (collectively, the “Sellers”) who are the record or beneficial owners of shares of capital stock of Discount Dental Mater

February 10, 2012 EX-99.2

DISCOUNT DENTAL MATERIALS, INC. PROFORMA STATEMENT

Exhibit 99.2 PROFORMA STATEMENT Exhibit 99.2 DISCOUNT DENTAL MATERIALS, INC. PROFORMA STATEMENT June 30, June 30, 2011 2011 Cerebain Discount Dental Total Pro forma Adjustments Pro forma (unaudited) (unaudited) (unaudited) (unaudited) ASSETS Current assets: Cash and cash equivalents $ 746 $ 4,474 $ 5,220 $ (4,474) $ 746 Total current assets 746 4,474 5,220 (4,474) 746 Long-term assets: Computer eq

February 10, 2012 EX-10.6

Patent License Agreement by and between Cerebain Operating, Inc. and Dr. Surinder Singh Saini dated June 10, 2010

Exhibit 10.6 Patent License Agreement Exhibit 10.6 PATENT LICENSE AGREEMENT This Patent License Agreement (the “Agreement”) is hereby entered into effective as of June 10, 2010 (the “Effective Date”), by and between Cerebain Biotech Corp., a California corporation, (hereinafter “Cerebain”) located at 92 Corporate Park, C-141, Irvine, CA 92606, and Dr. Surinder Singh Saini, MD, an individual (herei

February 10, 2012 EX-99.1

CEREBAIN BIOTECH CORP. FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2011, JUNE 30, 2011 AND 2010 CEREBAIN BIOTECH CORP. Index to Financial Statements Page Report of Independent Registered Public Accounting Firm F-3 Balance Sheets F-4 Statements of Operat

Exhibit 99.1 FINANCIAL STATEMENTS Exhibit 99.1 CEREBAIN BIOTECH CORP. FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2011, JUNE 30, 2011 AND 2010 F-1 CEREBAIN BIOTECH CORP. Index to Financial Statements CONTENTS Page Report of Independent Registered Public Accounting Firm F-3 Balance Sheets F-4 Statements of Operations F-5 Statements of Changes in Stockholders’ Deficit F-6 Statements of Cash Flows F-7 N

February 10, 2012 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Completion of Acquisition or Disposition of Assets - FORM 8-K CURRENT REPORT

FORM 8-K Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 10, 2012 EX-10.4

Spinoff Agreement by and between Cerebain Biotech Corp. and R. Douglas Barton dated January 17, 2012

Exhibit 10.4 Assignment and Assumption Agreement Exhibit 10.4 ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement (the "Agreement") is effective as of the close of business on January 17, 2012, by and between Discount Dental Materials, Inc., a Nevada Corporation ("Assignor"), and R. Douglas Barton (the “Assignee”). RECITALS A. WHEREAS, pursuant to that certain Share Exchan

February 10, 2012 EX-10.3

Share Exchange Agreement by and between Cerebain Biotech Corp. and the shareholders of Cerebain Operating, Inc. dated January 17, 2012

EX-10.3 2 f8k020812ex10z3.htm EXHIBIT 10.3 SHARE EXCHANGE AGREEMENT Exhibit 10.3 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement (the “Agreement”) dated as of January 17, 2012, is made by and among Discount Dental Materials, Inc., a Nevada corporation (the “Corporation” or “DDOO”), R. Douglas Barton, an individual and officer, director and controlling shareholder of DDOO (“Barton”), Cerebai

January 12, 2012 10-K

Annual Report - NOVEMBER 30, 2011 10-K

UNITED STATES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) X . ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2011 . TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 333-156960

November 3, 2011 DEF 14A

- SCHEDULE 14A INFORMATION

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant X .

November 2, 2011 10-Q/A

Quarterly Report - AUGUST 31, 2011 10Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2011 . TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of small business issuer as

October 14, 2011 PRE 14A

- SCHEDULE 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant X .

October 12, 2011 10-Q

Quarterly Report - AUGUST 31, 2011 10Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2011 . TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of small business issuer as s

July 14, 2011 10-Q

Quarterly Report - MAY 31, 2011 10Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2011 . TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of small business issuer as spec

May 2, 2011 8-A12G

- FORM 8A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Discount Dental Materials, Inc.

April 12, 2011 10-Q

Quarterly Report - FEBRUARY 28, 2011 10Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2011 . TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of small business issuer as

February 1, 2011 10-K

Annual Report - NOVEMBER 30, 2010 10K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) X . ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2010 . TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 333-156960 DISCOUNT DENTA

October 5, 2010 10-Q

Quarterly Report - AUG. 31, 2010 10Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2010 . TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of small business issuer as s

August 16, 2010 424B3

1,200,000 SHARES COMMON STOCK DISCOUNT DENTAL MATERIALS, INC.

Filed pursuant to Rule 424(b)(3) Under the Securities Act of 1933, as amended Registration No.

August 16, 2010 424B3

1,200,000 SHARES COMMON STOCK DISCOUNT DENTAL MATERIALS, INC.

Filed pursuant to Rule 424(b)(3) Under the Securities Act of 1933, as amended Registration No.

August 10, 2010 CORRESP

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DISCOUNT DENTAL MATERIALS, INC., 4211 W. Magnolia Blvd., Burbank, CA 91505 August 10, 2010 United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Company: Discount Dental Materials, Inc. Form: S-1 Registration Statement – Acceleration Request File No.: File No.: 333-166508 Dear Sirs and/or Madam: This letter serves as our request, in accordance with Rule 461

August 5, 2010 S-1/A

- FORM S-1/A6 REGISTRATION STATEMENT

S-1/A 1 ddms1a6.htm FORM S-1/A6 REGISTRATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/PRE-EFFECTIVE AMENDMENT NO. 6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 5047 (Primary Standard

July 29, 2010 CORRESP

SUMMARY COMPENSATION TABLE

Gary B. Wolff, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] Mail Spot 3561 July 29, 2010 Erin Wilson U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Discount Dental Materials, Inc. (the ?Company? or ?Issuer?) File No.: 333-166508 Dear Ms. Wilson: As per our teleph

July 28, 2010 CORRESP

-

Gary B. Wolff, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] Mail Spot 3561 July 28, 2010 Via Facsimile 703-813-6963 Erin Wilson James Lopez U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Discount Dental Materials, Inc. (the ?Company? or ?Issuer?) File No.: 333-16

July 28, 2010 POS AM

- POST EFFECTIVE AMENDMENT NO 1

POS AM 1 ddmposam1072810.htm POST EFFECTIVE AMENDMENT NO 1 As filed with the Securities and Exchange Commission on July 28, 2010 Registration No. 333-156960 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 POST-EFFECTIVE AMENDMENT NO.1 TO THE FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified

July 22, 2010 CORRESP

-

GARY B. WOLFF, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] Mail Spot 3561 July 21, 2010 John Reynolds Assistant Director U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Discount Dental Materials, Inc. (the “Company” or “Issuer”) Registration Statement Form S1/ Pr

July 22, 2010 EX-10

Exhibit 10.1a

Exhibit 10.1a AGREEMENT AGREEMENT dated this 21 day of April 2010, as amended July 21, 2010 by and between DISCOUNT DENTAL MATERIALS, INC. (hereinafter ?DDM?), a Nevada Corporation, with offices located at 4211 w. Magnolia Blvd. Burbank, California 91505, R. Douglas Barton, President of DDM and Gary B. Wolff, P.C., counsel to DDM, with offices located at 488 Madison Avenue, Suite 1100, New York, N

July 22, 2010 S-1/A

- FORM S-1/A REGISTRATION STATEMENT

S-1/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/PRE-EFFECTIVE AMENDMENT NO. 5 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 5047 (Primary Standard Industrial Classification Code Number 26-1974399

July 20, 2010 10-Q/A

Quarterly Report - MAY 31, 2010 10Q/A QUARTERLY REPORT

FORM 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A X .. QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2010 .. TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of small busines

July 14, 2010 EX-10

Exhibit 10.3

Exhibit 10.3 AGREEMENT AGREEMENT dated this 10th day of July 2010, by and between DISCOUNT DENTAL MATERIALS, INC. (hereinafter "DDM"), a Nevada Corporation, with offices located at 4211 W. Magnolia Blvd. Burbank, California 91505 and R. Douglas Barton ("Barton"), President of DDM. WHEREAS DDM has filed a Registration Statement with the United States Securities and Exchange Commission (hereinafter

July 14, 2010 CORRESP

-

GARY B. WOLFF, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] Mail Spot 3561 July 13, 2010 John Reynolds Assistant Director U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Discount Dental Materials, Inc. (the “Company” or “Issuer”) Registration Statement Form S1/ Pr

July 14, 2010 S-1/A

- FORM S-1/A4 REGISTRATION STATEMENT

S-1/A4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/PRE-EFFECTIVE AMENDMENT NO. 4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 5047 (Primary Standard Industrial Classification Code Number 26-197439

July 7, 2010 10-Q

Quarterly Report - MAY 31, 2010 10-Q

10-Q 1 ddm10q053110.htm MAY 31, 2010 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2010 . TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (E

July 2, 2010 S-1/A

- FORM S-1/A3 REGISTRATION STATEMENT

S-1/A 1 ddms1a3.htm FORM S-1/A3 REGISTRATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/PRE-EFFECTIVE AMENDMENT NO. 3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 5047 (Primary Standard

July 2, 2010 CORRESP

-

GARY B. WOLFF, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] Mail Spot 3561 July 1, 2010 John Reynolds Assistant Director U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Discount Dental Materials, Inc. (the ?Company? or ?Issuer?) Registration Statement Form S1/ Pre

June 28, 2010 S-1/A

- FORM S-1/A2 REGISTRATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/PRE-EFFECTIVE AMENDMENT NO. 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 5047 (Primary Standard Industrial Classification Code Number 26-1974399 (I.R.

June 28, 2010 EX-4

Exhibit 4.1

Exhibit 4.1

June 28, 2010 CORRESP

-

SEC Response GARY B. WOLFF, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] Mail Spot 3561 June 25, 2010 John Reynolds Assistant Director U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Discount Dental Materials, Inc. (the “Company” or “Issuer”) Registration Stateme

June 9, 2010 CORRESP

-

GARY B. WOLFF, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] Mail Spot 3561 June 8, 2010 John Reynolds Assistant Director U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Discount Dental Materials, Inc. (the “Company” or “Issuer”) Registration Statement Form S1/ Pre

June 9, 2010 S-1/A

- FORM S-1/A REGISTRATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 /PRE-EFFECTIVE AMENDMENT NO. 1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 5047 (Primary Standard Industrial Classification Code Number 26-1974399 (I.R

June 9, 2010 EX-99

DISCOUNT DENTAL MATERIALS, INC. Subscription Agreement

Exhibit 99.1 DISCOUNT DENTAL MATERIALS, INC. Subscription Agreement 1. Investment: The undersigned (?Buyer?) subscribes for Shares of Common Stock of DISCOUNT DENTAL MATERIALS, INC. at $0.01 per share. Total subscription price ($0.01 times number of Shares): = $. PLEASE MAKE CHECKS PAYABLE TO: Gary B. Wolff, P.C. - Escrow Account, Escrow Agent f/b/o DISCOUNT DENTAL MATERIALS, INC. 2. Investor info

June 9, 2010 EX-99

ESCROW AGREEMENT

Exhibit 99.2 ESCROW AGREEMENT Agreement dated this 7th day of June 2010 by and between Discount Dental Materials, Inc. (hereinafter the ?Company?) located at 4211 W. Magnolia Blvd., Burbank, CA 91505 and Gary B. Wolff, P.C. (hereinafter ?Escrow Agent?) located at 488 Madison Avenue, Suite 1100, New York, New York 10022. WHEREAS, Escrow Agent warrants and represents that he has read and reviewed th

June 9, 2010 10-K/A

Annual Report - FORM 10K/A ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/Amendment 1 (Mark One) X . ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2009 . TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 333-156960 DI

June 9, 2010 EX-10

Exhibit 10.2

Exhibit 10.2 AGREEMENT AGREEMENT dated this 21st day of April 2010, by and between Discount Dental Materials, Inc. (hereinafter ?DDM?), a Nevada Corporation, with offices located at 4211 W. Magnolia Blvd., Burbank, CA 91505 and R. Douglas Barton, President of DDM. The parties hereto agree and acknowledge that by virtue of R. Douglas Barton?s other business activities as described in DDM?s Form S-1

May 4, 2010 EX-14

CODE OF ETHICS DISCOUNT DENTAL MATERIALS, INC.

Exhibit 14 Exhibit 14 CODE OF ETHICS of DISCOUNT DENTAL MATERIALS, INC. Discount Dental Materials, Inc. (the “Company”) has adopted a code of ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. The term ‘code of ethics’ means written standards that are reasonably designed to deter

May 4, 2010 EX-10

Exhibit 10.1

Exhibit 10.1 AGREEMENT AGREEMENT dated this 21 day of April 2010, by and between DISCOUNT DENTAL MATERIALS, INC. (hereinafter ?DDM?), a Nevada Corporation, with offices located at 4211 w. Magnolia Blvd. Burbank, California 91505, R. Douglas Barton, President of DDM and Gary B. Wolff, P.C., counsel to DDM, with offices located at 488 Madison Avenue, Suite 1100, New York, New York 10022. WHEREAS, DD

May 4, 2010 EX-10

EX-10

Converted by EDGARwiz

May 4, 2010 EX-3

ARTICLES OF INCORPORATION DISCOUNT DENTAL MATERIALS, INC.

Exhibit 3.1 Exhibit 3.1 ARTICLES OF INCORPORATION OF DISCOUNT DENTAL MATERIALS, INC. THE UNDERSIGNED, having associated ourselves together for the purpose of forming a corporation for the transaction of business and the promotion and conduct of the objects and purposes hereinafter stated, under the provisions of and subject to the requirements of the laws of the State of Nevada, do make, record an

May 4, 2010 EX-3

DISCOUNT DENTAL MATERIALS, INC. ARTICLE I

Exhibit 3.2 Exhibit 3.2 BYLAWS OF DISCOUNT DENTAL MATERIALS, INC. ARTICLE I OFFICES Section 1.01 Registered Office. The registered office shall be at such address as shall be set forth from time to time in the office of the Secretary of State of the State of Nevada. Section 1.02 Locations of Offices. The corporation may also have offices at such other places both within and without the state of Ne

May 4, 2010 S-1

Registration Statement - FORM S-1 REGISTRATION STATEMENT

FORM S-1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 5047 (Primary Standard Industrial Classification Code Number 26-1974399 (I.R.S. Employer Identific

May 4, 2010 EX-99

Exhibit 99.1

Exhibit 99.1 Exhibit 99.1 The undersigned has acquired shares (the "Shares") of the Company's Common Stock from . (the "Company") in a privately negotiated transaction. In that regard, I represent to you that I understand that the Company is permitting the acquisition of the Shares by me in reliance upon an exemption from registration contained in the Securities Act of 1933, as amended (the "Act")

April 29, 2010 AW

- REQUEST FOR WITHDRAWAL

AW 1 ddmaw042910.htm REQUEST FOR WITHDRAWAL Discount Dental Materials, Inc. 4211 W. Magnolia Blvd., Burbank, CA 91505 April 29, 2010 Re: Discount Dental Materials, Inc. Post Effective Amendment No. 1 on Form S-1 Filed with the Securities and Exchange Commission on March 11, 2010 (Registration No. 333-156960 Request for Withdrawal Ladies and Gentlemen: Pursuant to Rule 477 promulgated under the Sec

April 9, 2010 10-Q

Quarterly Report - FEBRUARY 28, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2010 . TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of small business issuer as

March 11, 2010 POS AM

- POST-EFFECTIVE AMENDMENT

Post-Effective Amendment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

March 3, 2010 10-K

Annual Report - NOVEMBER 30, 2009 10K

Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) X . ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2009 . TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 333-156960 DISC

February 23, 2010 NT 10-K

- FORM 12B-15 NOTIFICATION OF LATE FILING

Form 12b-25 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 333-156960 X Form 10-K Form 20-F Form 11-K Form 10-Q Form 10-D Form N-SAR Form N-CSR For period ended: November 30, 2009 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Fo

October 20, 2009 10-Q

Quarterly Report - FORM 10Q QUARTERLY REPORT

10-Q 1 ddm10q083109.htm FORM 10Q QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2009 . TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DISCOUNT DENTAL MATERIA

October 13, 2009 NT 10-Q

- FORM NT 10Q NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 333-156960 Form 10-K Form 20-F Form 11-K X Form 10-Q Form 10-D Form N-SAR Form N-CSR For period ended: August 31, 2009 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Form N-SAR For t

September 29, 2009 8-K

Current Report

8-K 1 ddm8k092809.htm FORM 8K CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) September 25, 2009 DISCOUNT DENTAL MATERIALS, INC. (Exact Name of Registrant as Specified in Its Charter) Nevada (State or Other Jurisdiction

September 29, 2009 EX-16

Seale and Beers, CPAs PCAOB & CPAB Registered Auditors 6490 WEST DESERT INN RD, LAS VEGAS, NEVADA 89146 (702) 253-7492 Fax: (702)253-7501

Exhibit 16.1 Exhibit 16.1 SEALE AND BEERS, CPAs PCAOB & CPAB REGISTERED AUDITORS www.sealebeers.com September 28, 2009 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: The firm of Seale and Beers, CPAs was previously principal accountant for Discount Dental Materials, Inc. (the "Company") and has never reviewed the financial statements for Discount Dental Materials,

September 10, 2009 8-K/A

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 27, 2009 - Discount Dental Materials, Inc.

September 1, 2009 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 27, 2009 Discount Dental Materials, Inc.

July 9, 2009 10-Q

Quarterly Report - FORM 10Q QUARTERLY REPORT

10Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2009 . TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of small business issuer as

April 14, 2009 10-Q

Quarterly Report - FORM 10Q QUARTERLY REPORT

10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2009 TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DISCOUNT DENTAL MATERIALS, INC. (Exact name of small business issuer a

January 27, 2009 EX-10

Agreement by and between Cerebain Biotech Corp. and R. Douglas Barton dated January 2, 2009

Exhibit 10.2 Exhibit 10.2 AGREEMENT AGREEMENT dated this 2 day of January 2009, by and between Discount Dental Materials, Inc. (hereinafter “DDM”), a Nevada Corporation, with offices located at 4211 W. Magnolia Blvd., Burbank, CA 91505 and R. Douglas Barton, President of DDM. The parties hereto agree and acknowledge that by virtue of R. Douglas Barton’s other business activities as described in DD

January 27, 2009 EX-14

Code of Ethics of Cerebain Biotech Corp.

Exhibit 14 Exhibit 14 CODE OF ETHICS of DISCOUNT DENTAL MATERIALS, INC. Discount Dental Materials, Inc. (the “Company”) has adopted a code of ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. The term ‘code of ethics’ means written standards that are reasonably designed to deter

January 27, 2009 S-1

Registration Statement - FORM S-1 REGISTRATION STATEMENT

S-1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DISCOUNT DENTAL MATERIALS, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 5047 (Primary Standard Industrial Classification Code Number 26-1974399 (I.R.S. Employer Identification

January 27, 2009 EX-3

Bylaws of Cerebain Biotech Corp., a Nevada corporation

Exhibit 3.2 Exhibit 3.2 BYLAWS OF DISCOUNT DENTAL MATERIALS, INC. ARTICLE I OFFICES Section 1.01 Registered Office. The registered office shall be at such address as shall be set forth from time to time in the office of the Secretary of State of the State of Nevada. Section 1.02 Locations of Offices. The corporation may also have offices at such other places both within and without the state of Ne

January 27, 2009 EX-3

Articles of Incorporation of Cerebain Biotech Corp., a Nevada corporation, filed with the Secretary of State for the State of Nevada on December 18, 2007

Exhibit 3.1 Exhibit 3.1 ARTICLES OF INCORPORATION OF DISCOUNT DENTAL MATERIALS, INC. THE UNDERSIGNED, having associated ourselves together for the purpose of forming a corporation for the transaction of business and the promotion and conduct of the objects and purposes hereinafter stated, under the provisions of and subject to the requirements of the laws of the State of Nevada, do make, record an

January 27, 2009 EX-10

Agreement by and between Cerebain Biotech Corp. and R. Douglas Barton dated January 2, 2009

Exhibit 10.1 Exhibit 10.1 AGREEMENT AGREEMENT dated this 2 day of January 2009, by and between DISCOUNT DENTAL MATERIALS, INC. (hereinafter “DDM”), a Nevada Corporation, with offices located at 4211 w. Magnolia Blvd. Burbank, California 91505, R. Douglas Barton, President of DDM and Gary B. Wolff, P.C., counsel to DDM, with offices located at 488 Madison Avenue, Suite 1100, New York, New York 1002

January 27, 2009 EX-99

DISCOUNT DENTAL MATERIALS, INC. Subscription Agreement

Exhibit 99.1 Exhibit 99.1 DISCOUNT DENTAL MATERIALS, INC. Subscription Agreement 1. Investment: The undersigned (“Buyer”) subscribes for Shares of Common Stock of DISCOUNT DENTAL MATERIALS, INC. at $0.01 per share. Total subscription price ($0.01 times number of Shares): = $. PLEASE MAKE CHECKS PAYABLE TO: Gary B. Wolff, P.C. - Escrow Account, Escrow Agent f/b/o DISCOUNT DENTAL MATERIALS, INC. 2.

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