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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 I-ON Digital 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.
| September 3, 2025 |
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 28, 2025 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Employ |
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| September 3, 2025 |
I-ON DIGITAL STRENGTHENS LEADERSHIP WITH KEY BOARD APPOINTMENTS OF PATRICK WHITE AND JOHN JUBILEE Exhibit 99.1 FOR IMMEDIATE RELEASE I-ON DIGITAL STRENGTHENS LEADERSHIP WITH KEY BOARD APPOINTMENTS OF PATRICK WHITE AND JOHN JUBILEE Industry Veterans Bring Expertise in Security Technology, Capital Markets, Health & Wellness, and Strategic Leadership to Support Growth in Real-World Asset Digitization CHICAGO, IL – September 2, 2025 – I-ON Digital Corp. (OTCQB: IONI), a leader in real-world asset |
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| August 14, 2025 |
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 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ 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: 000-54995 I-ON DIGITAL CORP. (E |
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| May 14, 2025 |
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 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ 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: 000-54995 I-ON DIGITAL CORP. ( |
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| May 2, 2025 |
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 May 2, 2025 Date of Report (Date of earliest event reported) I-ON Digital Corp. (Exact name of registrant as specified in its charter) Delaware 000-54995 46-3031328 (State of (Commission (I.R.S. Employer incorporation) File Number) I |
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| May 2, 2025 |
Exhibit 99.1 FOR IMMEDIATE RELEASE I-ON Digital Corp. Announces Departure of Director Stephen C. Aust from Board to Pursue Philanthropy and Family Commitments CHICAGO, IL – May 2, 2025 — I-ON Digital Corp. (OTCQB: IONI), a pioneering developer of gold digitization and real-world asset (RWA) tokenization technologies, today announced that Stephen C. Aust has stepped down from the company’s Board of |
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| April 14, 2025 |
Other Events, 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): April 14, 2025 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Employe |
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| April 14, 2025 |
Exhibit 99.1 I-ON Digital Corp (OTCQB: IONI) Uplisted to OTCQB Venture Market Amid Growing Demand for Digital Assets and Gold Tokenization CHICAGO, IL – April 14, 2025 – I-ON Digital Corp (OTCQB: IONI), a pioneering fintech company specializing in real-world asset (RWA) digitization and blockchain-based gold tokenization, today announced its successful uplisting from the OTC Pink Market to the OTC |
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| April 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ 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 000-54995 I-ON DIGITAL CORP. |
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| April 11, 2025 |
Exhibit 21.1 Subsidiaries None |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response............. 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended:December 31, 2024 ☐ Tr |
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| March 10, 2025 |
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 March 7, 2025 Date of Report (Date of earliest event reported) I-ON Digital Corp. (Exact name of registrant as specified in its charter) Delaware 000-54995 46-3031328 (State of (Commission (I.R.S. Employer incorporation) File Number) |
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| March 10, 2025 |
Exhibit 3.1 Certificate of Amendment to Certificate of Designation of Series C Convertible Preferred Stock of I-ON Digital Corp. I-ON Digital Corp (the “Company”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: FIRST: That the following resolutions were duly adopted by unanimous consent of the Board of Dire |
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| January 17, 2025 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED CERTIFICATE OF INCORPORATION OF I-ON DIGITAL CORP. a Delaware corporation Pursuant to Section 242 of the General Corporation Law of the State of Delaware (the “DGCL”), I-ON Digital Corp., a corporation organized and existing under the DGCL (the “Corporation”), hereby certifies as follows: A. On November 25, 2024, the Board of Directors of the Cor |
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| January 17, 2025 |
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 January 17, 2025 Date of Report (Date of earliest event reported) I-ON Digital Corp. (Exact name of registrant as specified in its charter) Delaware 000-54995 46-3031328 (State of (Commission (I.R.S. Employer incorporation) File Numb |
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| January 7, 2025 |
Exhibit 3.1 |
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| January 7, 2025 |
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 January 2, 2025 Date of Report (Date of earliest event reported) I-ON Digital Corp. (Exact name of registrant as specified in its charter) Delaware 000-54995 46-3031328 (State of (Commission (I.R.S. Employer incorporation) File Numbe |
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| December 2, 2024 |
DEFINITIVE INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| November 18, 2024 |
PRELIMINARY INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| November 15, 2024 |
Carson Knuth Joins I-ON Digital Corp to Help Drive Advanced Tokenization and Digital Asset Solutions Exhibit 99.1 FOR IMMEDIATE RELEASE Carson Knuth Joins I-ON Digital Corp to Help Drive Advanced Tokenization and Digital Asset Solutions Industry veteran brings expertise in blockchain and web3 tokenization strategies to the forefront of I-ON Digital’s industry-changing Digital Asset Solutions. Chicago, IL — November 15, 2024 – I-ON Digital Corp. (OTC: IONI) (“I-ON” or the “Company”), a market lead |
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| November 15, 2024 |
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 November 14, 2024 Date of Report (Date of earliest event reported) I-ON Digital Corp. (Exact name of registrant as specified in its charter) Delaware 000-54995 46-3031328 (State of (Commission (I.R.S. Employer incorporation) File Num |
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| November 12, 2024 |
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 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ 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: 000-54995 I-ON DIGITAL COR |
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| September 27, 2024 |
DEFINITIVE INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| September 19, 2024 |
I-ON Digital Corp. Announces Shareholder Update and Management Discussion Exhibit 99.1 FOR IMMEDIATE RELEASE I-ON Digital Corp. Announces Shareholder Update and Management Discussion Chicago, IL – September 18, 2024 – I-ON Digital Corp. (the “Company”) (OTC: IONI), a leading innovator in gold, precious metals, and RWA (real-world asset) digitization, tokenization and digital banking solutions, is pleased to announce the scheduling of a Shareholder Update and Management |
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| September 19, 2024 |
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 September 18, 2024 Date of Report (Date of earliest event reported) I-ON Digital Corp. (Exact name of registrant as specified in its charter) Delaware 000-54995 46-3031328 (State of (Commission (I.R.S. Employer incorporation) File Nu |
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| September 17, 2024 |
PRELIMINARY INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| September 9, 2024 |
Exhibit 16.1 June 21, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by I-ON Digital Corp. under Item 4.01 of its Form 8-K dated June 21, 2024. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of I-ON Digital Corp. contained therein. |
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| September 9, 2024 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year 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 September 4, 2024 Date of Report (Date of earliest event reported) I-ON Digital Corp. (Exact name of registrant as specified in its charter) Delaware 000-54995 46-3031328 (State of (Commission (I.R.S. Employer incorporation) File Num |
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| September 9, 2024 |
Certificate of Elimination of Series A Convertible Preferred Stock Exhibit 3.1 |
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| September 9, 2024 |
Certificate of Amendment to Certificate of Designation of Series A Convertible Preferred Stock Exhibit 3.2 |
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| August 13, 2024 |
Certificate of Designations of Rights and Preferences for Series C Convertible Preferred Stock. Exhibit 3.3 |
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| August 13, 2024 |
Certificate of Designations of Rights and Preferences for Series A Convertible Preferred Stock Exhibit 3.1 |
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| August 13, 2024 |
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 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ 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: 000-54995 I-ON DIGITAL CORP. (E |
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| August 13, 2024 |
Certificate of Designations of Rights and Preferences for Series B Convertible Preferred Stock. Exhibit 3.2 |
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| July 12, 2024 |
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 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ 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: 000-54995 I-ON DIGITAL CORP. ( |
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| June 21, 2024 |
Letter from Kreit & Chiu CPA LLP dated June 21, 2024 Exhibit 16.1 June 21, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by I-ON Digital Corp. under Item 4.01 of its Form 8-K dated June 21, 2024. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of I-ON Digital Corp. contained therein. |
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| June 21, 2024 |
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 June 18, 2024 Date of Report (Date of earliest event reported) I-ON Digital Corp. (Exact name of registrant as specified in its charter) Delaware 000-54995 46-3031328 (State of incorporation) (Commission File Number) (I.R.S. Employer |
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| June 6, 2024 |
Exhibit 21.1 Subsidiaries Orebits Corporation, a Delaware corporation |
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| June 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ 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 000-54995 I-ON DIGITAL CORP. |
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| June 6, 2024 |
Exhibit 19.1 I-ON Digital, Inc. Insider Trading Policy (Adopted April 2024) I. Purpose Anyone who has knowledge of material nonpublic information may be considered an “Insider” for purposes of the federal securities laws prohibiting insider trading. As an officer, director, or employee of I-ON Digital, Inc. (the “Company”) you may be in a position to profit financially from buying, selling or deal |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report |
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| April 29, 2024 |
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 26, 2024 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Employe |
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| April 16, 2024 |
Other Events, 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): April 15, 2024 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Employe |
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| April 16, 2024 |
Chicago, IL | April 15, 2024 05:15 PM, Eastern Exhibit 99.1 I-ON Digital Corp. Announces Delay in Annual Report Filing NEWS RELEASE BY I-ON Digital Corp. Chicago, IL | April 15, 2024 05:15 PM, Eastern I-ON Digital Corp. (OTC: IONI), a company engaged in institutional-level asset digitization and securitization solutions, today announced that it is continuing to finalize the review and audit of its financial statements for the year ended Decemb |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response............. 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended:December 31, 2023 ☐ Tr |
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| December 18, 2023 |
Exhibit 3.1 CERTIFICATE OF DESIGNATION OF SERIES C CONVERTIBLE PREFERRED STOCK OF I-ON DIGITAL CORP. Pursuant to Section 151 of the General Corporation Law of the State of Delaware, I-ON Digital Corp., a Delaware corporation (the “Company”), does hereby certify: FIRST: That pursuant to authority expressly vested in it by the Certificate of Incorporation of the Company, the Board of Directors of th |
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| December 18, 2023 |
Exhibit 99.1 I-ON Digital Corp. Acquires Controlling Interest in Orebits Corp. and Secures Significant Gold-Backed Digital Asset Holdings I-ON Digital Corp. (OTC: IONI) (“I-ON Digital” or the “Company”) announced the completion of its previously announced Contribution and Exchange Agreement with Orebits Acquisition Group, LLC (“OAG”), by which I-ON Digital has acquired a controlling interest in Or |
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| December 18, 2023 |
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 15, 2023 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Empl |
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| November 20, 2023 |
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 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ 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: 000-54995 I-ON DIGITAL COR |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Re |
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| October 30, 2023 |
Exhibit 99.1 I-ON Digital Corp. Enters into Agreement to Finalize Acquisition of Controlling Stake of Orebits Corp. and its Patented Gold-Digitization Technology CHICAGO, IL - I-ON Digital Corp. I-ON Digital Corp. (OTC: IONI), a pioneering force in institutional-level asset digitization and securitization solutions, proudly announced a significant milestone. Today, the Company has entered into a C |
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| October 30, 2023 |
Contribution and Exchange Agreement, dated October 30, 2023 Exhibit 2.1 CONTRIBUTION AND EXCHANGE AGREEMENT THIS CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of October 30, 2023 by and between I-ON Digital Corp., a Delaware corporation (“ION”), and Orebits Acquisition Group, LLC, a Wyoming limited liability company (“OAG”). RECITALS A. OAG owns 910,000 shares of common stock, par value $0.00001 per share, of Orebits Co |
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| October 30, 2023 |
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): October 30, 2023 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Emplo |
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| August 21, 2023 |
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 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ 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: 000-54995 I-ON DIGITAL CORP. (E |
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| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report |
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| June 28, 2023 |
Exhibit 99.1 I-ON Digital Corp. ONBOARDS gold-backed ION.au onTO company’s NEW BLOCKCHAIN and Announces Agreement in Principle to Acquire OREBITS CORP. PARENT I-ON Digital Corp. (OTC: IONI) today announced an agreement in principle to purchase all of the outstanding membership interests of Orebits Acquisition Group, LLC, which is the majority stockholder of Orebits Corp. This agreement marks a sig |
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| June 28, 2023 |
Other Events, 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): June 28, 2023 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Employer |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ 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: 000-54995 I-ON DIGITAL CORP. ( |
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| May 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT 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): May 12, 2023 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Employer |
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| May 19, 2023 |
EXHIBIT 99.1 I-ON Digital Corp Builds Corporate Board to Launch Revolutionary Asset Digitization and Securitization Offerings I-ON Digital Corp (OTC: IONI) has added three proven executives and market strategists to its Board of Directors as the company gears up to launch its revolutionary gold digitization and asset-backed securitization offerings. In anticipation of the market launch of the comp |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER FORM 12b-25 CUSIP NUMBER NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transi |
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| April 28, 2023 |
Exhibit 21.1 Subsidiaries Ownership I-ON Communications Co., Ltd., (Korean Company) 100% |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ 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 000-549995 I-ON DIGITAL CORP |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54995 NOTIFICATION OF LATE FILING Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR ☐ For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transi |
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| March 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ 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: 000-54 |
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| February 2, 2023 |
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): February 1, 2023 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Emplo |
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| January 23, 2023 |
Changes in Control of Registrant, Completion of Acquisition or Disposition of Assets 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 20, 2023 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Emplo |
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| January 20, 2023 |
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 20, 2023 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Emplo |
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| January 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ 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: 000-54995 I-ON DIGITAL COR |
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| December 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ 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: 000-54995 I |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54995 NOTIFICATION OF LATE FILING Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR ☐ For Period Ended: September 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Trans |
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| October 7, 2022 |
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): October 7, 2022 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Employ |
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| October 5, 2022 |
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 28, 2022 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Emp |
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| October 5, 2022 |
Exhibit 10.4 STOCK PLEDGE AND ESCROW AGREEMENT THIS STOCK PLEDGE AND ESCROW AGREEMENT (this ?Agreement?), dated as of September 28, 2022 is made by and between the signatories set forth on the signature page hereof (the ?Pledgors?) and I-ON Communications, Ltd., a Korean company (the ?Company?). All capitalized terms used herein without definitions shall have the respective meanings ascribed to th |
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| October 5, 2022 |
Exhibit 10.2 CONTRIBUTION AGREEMENT This Contribution Agreement (this ?Agreement?) is dated as of September 28, 2022, by and between I-ON Digital Corp., a Delaware corporation (the ?Company?), and the Purchasers set forth on the signature page hereto (the ?Purchasers?, and together with the Company, the ?Parties?). WHEREAS, subject to the terms and conditions set forth in this Agreement and pursua |
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| October 5, 2022 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of September 28, 2022, by and between I-ON Digital Corp., a Delaware corporation (the ?Company?), and the I-ON Acquisition Corp., a Florida corporation (the ?Purchaser?, and together with the Company, the ?Parties?). WHEREAS, subject to the terms and conditions set forth in this Agreement a |
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| October 5, 2022 |
Exhibit 10.3 PROMISSORY NOTE Issuance Date: September 28, 2022 I-ON Acquisition Corp., a Florida corporation, (the ?Maker?), for value received, hereby promises to pay to I-ON Communications, Ltd., a Korean Company (the ?Holder? and collectively with the Maker, the ?Parties?) the principal amount of Two Hundred Fifty Thousand Dollars ($250,000.00), as provided herein. 1. Payment of Principal; Matu |
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| October 5, 2022 |
Exhibit 10.5 EQUITY TRANSFER AGREEMENT EQUITY TRANSFER AGREEMENT, dated as of September 29, 2022 (this ?Agreement?), by and among I-On Digital Corp., a Delaware corporation (the ?Company?), JFJ Digital Corp., a Delaware corporation (the ?Buyer?), Jae Cheol h, as representative of the certain shareholders of the, Company set forth on Schedule I hereto (the ?Shareholders?) and I?On Communications Co |
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| August 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ 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: 333-206745 I-ON DIGITAL CORP. ( |
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| August 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54995 NOTIFICATION OF LATE FILING 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, 2022 ? 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 |
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| May 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? 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: 333-206745 I-ON DIGITAL CORP. |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 NT 10-Q 1 brhc10037775nt10q.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54995 NOTIFICATION OF LATE FILING Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☒ Form 10-D ☐ Form N-SAR ☐ Form N-CSR ☐ For Period Ended: March 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tr |
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| April 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? 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 000-549995 I-ON DIGITAL CORP |
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| April 8, 2022 |
Exhibit 21.1 Subsidiaries Ownership I-ON Communications Co., Ltd., (Korean Company) 100% |
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| March 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54995 NOTIFICATION OF LATE FILING Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR ? For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transi |
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| February 1, 2022 |
Submission of Matters to a Vote of Security Holders 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 27, 2022 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 000-54995 46-3031328 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| January 6, 2022 |
DEFM14A 1 ny20000730x2defm14a.htm DEFM14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only |
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| January 4, 2022 |
AMENDMENT NO. 3 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION Exhibit 10.1 AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This Amendment No. 3 to Agreement and Plan of Merger and Reorganization (this ?Amendment?) is made and entered into as of December 28, 2021, by and among I-ON DIGITAL CORP., a Delaware corporation (the ?Company?), CDI ACQUISITION CORP., a Delaware corporation (?Acquisition?) and CARDIO DIAGNOSTICS, INC., a Delaware cor |
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| January 4, 2022 |
Entry into a Material Definitive Agreement, 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 28, 2021 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Empl |
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| December 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement |
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| December 17, 2021 |
PRE 14A 1 brhc10029425pre14a.htm PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ☐ 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: 333-206745 I-ON DIGITAL CO |
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| November 15, 2021 |
Exhibit 10.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This Amendment No. 1 to Agreement and Plan of Merger and Reorganization (this ?Amendment?) is made and entered into as of August 29, 2021, by and among I-ON DIGITAL CORP., a Delaware corporation (the ?Company?), CDI ACQUISITION CORP., a Delaware corporation (?Acquisition?) and CARDIO DIAGNOSTICS, INC., a Delaware corpo |
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| November 15, 2021 |
Exhibit 10.2 AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This Amendment No. 2 to Agreement and Plan of Merger and Reorganization (this ?Amendment?) is made and entered into as of October 11, 2021, by and among I-ON DIGITAL CORP., a Delaware corporation (the ?Company?), CDI ACQUISITION CORP., a Delaware corporation (?Acquisition?) and CARDIO DIAGNOSTICS, INC., a Delaware corp |
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| August 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? 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: 333-206745 I-ON DIGITAL CORP. ( |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? 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: 333-206745 I-ON DIGITAL CORP. |
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| May 4, 2021 |
Entry into a Material Definitive Agreement, 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): April 28, 2021 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State of Organization) (Commission File Number) (I.R.S. Employe |
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| May 4, 2021 |
Exhibit 10.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This Agreement and Plan of Merger and Reorganization (this ?Agreement?) is entered into as of April , 2021 by and among I-ON DIGITAL CORP., a corporation organized under the laws of the State of Delaware (the ?Company?), CDI ACQUISITION CORP., a Delaware corporation (?Acquisition?), CARDIO DIAGNOSTICS, INC., a corporation organized under |
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| March 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? 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 000-549995 I-ON DIGITAL CORP |
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| March 26, 2021 |
Exhibit 21.1 Subsidiaries Ownership I-ON Communications Co., Ltd., (Korean Company) 100% |
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| November 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ? 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: 333-206745 I-ON DIGITAL CO |
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| August 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ 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: 333-206745 I-ON DIGITAL CORP. ( |
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| May 13, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ 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: 333-206745 I-ON DIGITAL CORP. |
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| March 24, 2020 |
Exhibit 21.1 Subsidiaries Ownership I-ON Communications Co., Ltd., (Korean Company) 100% |
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| March 24, 2020 |
IONI / I-ON Communications Corp. 10-K - Annual Report - 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 ☐ 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 000-549995 I-ON DIGITAL CORP |
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| January 13, 2020 |
1100 N. Tustin Avenue, Suite 200 Exhibit 16.1 1100 N. Tustin Avenue, Suite 200 Anaheim, CA 92807 Office (714) 238-0000 Fax (714) 238-0080 www.bycpas.com January 7, 2020 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 RE: I-ON Digital Corp. File No: 000-54995 We have read the statements under Item 4.01 of the Current Report on Form 8-K to be filed with the Securities and Exchange Commission on Janua |
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| January 13, 2020 |
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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 7, 2020 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 |
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| November 12, 2019 |
IONI / I-ON Communications Corp. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ 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: 333-206745 I-ON DIGITAL CO |
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| August 21, 2019 |
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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 19, 2019 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 |
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| August 14, 2019 |
IONI / I-ON Communications Corp. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ 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: 333-206745 I-ON DIGITAL CORP. ( |
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| May 14, 2019 |
IONI / I-ON Communications Corp. 10-Q Quarterly Report 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or ☐ 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: 333-206745 I-ON DIGITAL CORP. |
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| April 22, 2019 |
EXHIBIT 3.1 CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF I-ON COMMUNICATIONS, CORP. (Under Section 242 of the General Corporation Law) It is hereby certified that: 1. The name of the corporation is I-ON Communications Corp. (hereinafter referred to as the “Corporation”). 2. The Certificate of Incorporation of the Corporation is hereby amended by striking out Article FIRST thereo |
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| April 22, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 2, 2019 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) |
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| April 16, 2019 |
IONI / I-ON Communications Corp. 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year 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 Commission File Number 000-549995 I-ON DIGITAL CORP |
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| April 16, 2019 |
Exhibit 21.1 Subsidiaries Ownership I-ON Communications Co., Ltd., (Korean Company) 100% |
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| April 3, 2019 |
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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 2, 2019 I-ON DIGITAL CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 4 |
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| April 3, 2019 |
EXHIBIT 3.1 CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF I-ON COMMUNICATIONS, CORP. (Under Section 242 of the General Corporation Law) It is hereby certified that: 1. The name of the corporation is I-ON Communications Corp. (hereinafter referred to as the “Corporation”). 2. The Certificate of Incorporation of the Corporation is hereby amended by striking out Article FIRST thereo |
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| March 29, 2019 |
IONI / I-ON Communications Corp. NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54995 NOTIFICATION OF LATE FILING Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR ☐ For Period Ended: December 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transi |
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| November 14, 2018 |
IONI / I-ON Communications Corp. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 or ☐ 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: 333-206745 I-ON COMMUNICAT |
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| August 28, 2018 |
Exhibit 4.1 SIGNING DEBENTURE NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT AS PERMITTED UNDER THE ACT PURSU |
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| August 28, 2018 |
Exhibit 10.2 EQUITY PURCHASE AGREEMENT This equity purchase agreement is entered into as of August 7, 2018 (this "Agreement"), by and between I-On Communications Corp., a Delaware corporation (the "Company"), and Peak One Opportunity Fund, L.P., a Delaware limited partnership (the "Investor"). WHEREAS, the parties desire that, upon the terms and subject to the conditions contained herein, the Comp |
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| August 28, 2018 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 13, 2018, is entered into by and between I-ON COMMUNICATIONS CORP., a Delaware corporation, (the “Company”) and PEAK ONE OPPORTUNITY FUND, L.P., a Delaware limited partnership (the “Buyer”). WITNESSETH: WHEREAS, the Company and the Buyer are executing and delivering this Agreement in |
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| August 28, 2018 |
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 22, 2018 I-ON COMMUNICATIONS, CORP. (Exact name of registrant as specified in its charter) (Formerly known as Evans Brewing Company Inc.) Delaware 000-54995 46-3031328 (State o |
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| August 28, 2018 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 7, 2018, by and between I-ON COMMUNICATIONS CORP., a Delaware corporation (the "Company"), and PEAK ONE OPPORTUNITY FUND, L.P., a Delaware limited partnership (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the |
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| August 28, 2018 |
Exhibit 4.2 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 REG |
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| August 20, 2018 |
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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 10, 2018 I-ON COMMUNICATIONS, CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 0 |
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| August 14, 2018 |
IONI / I-ON Communications Corp. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 or ☐ 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: 333-206745 I-ON COMMUNICATIONS |
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| June 28, 2018 |
IONI / I-ON Communications Corp. / Bb Winks Llc Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) I-ON Communications Corp. (Name of Issuer) COMMON (Title of Class of Securities) 299113 100 (CUSIP Number) Craig Fischer 1926 Hollywood Blvd. Suite 212, Hollywood FL 33020 786.375.0556 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Commu |
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| June 21, 2018 |
ALES / Evans Brewing Co Inc 10-Q/A (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 or ☐ 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: 333-206745 |
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| June 19, 2018 |
ALES / Evans Brewing Co Inc 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 or ☐ 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: 333-206745 I-ON COMMUNICATIONS |
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| June 12, 2018 |
EXHIBIT 16.1 Kenne Ruan, CPA, P.C. Phone: (203) 824-0441 Fax: (203) 413-6486 PO Box 4078, Woodbridge, CT 06525 Email: [email protected] June 12, 2018 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Dear Sirs/Madams: The undersigned, Kenne Ruan, CPA, P.C., previously acted as independent accountants to audit the financial statements of I- |
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| June 12, 2018 |
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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 11, 2018 I-ON COMMUNICATIONS, CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 000 |
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| June 8, 2018 |
ALES / Evans Brewing Co Inc 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year 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 Commission File Number 000-549995 I-ON COMMUNICATIO |
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| June 8, 2018 |
Exhibit 21.1 Subsidiaries Ownership I-ON Communications Co., Ltd., (Korean Company) 100% |
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| May 15, 2018 |
ALES / Evans Brewing Co Inc NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54995 NOTIFICATION OF LATE FILING Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☒ Form 10-D ☐ Form N-SAR ☐ Form N-CSR ☐ For Period Ended: March 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transitio |
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| May 7, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2018 I-ON COMMUNICATIONS, CORP. (formerly known as Evans Brewing Co., Inc.) |
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| May 7, 2018 |
I-ON Communications Co., Ltd And Subsidiary b Exhibit 99.1 I-ON Communications Co., Ltd And Subsidiary I-ON Communications Co., Ltd and Subsidiary Table of Contents REPORTS OF INDEPENDENT REGISTERED ACCOUNTING FIRMS 3 Consolidated Financial Statements Consolidated Balance Sheets 4 Consolidated Statements of Income and Comprehensive Income 5 Consolidated Statements of Stockholders’ Equity 6 Consolidated Statements of Cash Flows 7 Notes to Co |
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| May 7, 2018 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following supplemental pro forma information of I-ON Communications Corp., f/k/a Evans Brewing Company, Inc. (“Evans”) is presented for informational purposes only, as an aid to understanding the combined financial results of I-ON Communications Co, Ltd. and Evans Brewing Company, Inc. This unaudited pro forma condensed |
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| March 30, 2018 |
ALES / Evans Brewing Co Inc NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54995 NOTIFICATION OF LATE FILING Form 10-K T Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR ☐ For Period Ended: December 31, 2017 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transi |
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| February 1, 2018 |
Exhibit 2.2 SPIN-OFF AGREEMENT, dated as of December , 2017 (this ? Agreement?), by and among Evans Brewing Company Inc., a Delaware corporation (? Seller?), and Michael Rapport (? Buyer?), and [Ales Split Corp.], a corporation (the ? Spin-Off Subsidiary?). RECITALS: WHEREAS, Spin-Off Subsidiary is a wholly-owned subsidiary of Seller which will acquire the business assets and liabilities previousl |
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| February 1, 2018 |
ARTICLES OF INCORPORATION I-ON Communications Co., Ltd. CHAPTER 1. GENERAL RULES Exhibit 3.2 ARTICLES OF INCORPORATION I-ON Communications Co., Ltd. CHAPTER 1. GENERAL RULES Article 1 (Corporate name): The Company will be called I-ON Communications Co., Ltd. (?The Company?) Article 2 (Scope of Business): The Company's line-of-business will encompass, but may not be limited to the following: 1. Development and distribution of software 2. Database (data build-up) services 3. Dev |
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| February 1, 2018 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF EVANS BREWING COMPANY INC. (Under Section 242 of the General Corporation Law) It is hereby certified that: 1. The name of the corporation is Evans Brewing Company Inc. (hereinafter referred to as the ?Corporation?). 2. The Certificate of Incorporation of the Corporation is hereby amended by striking out Article FIRST there |
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| February 1, 2018 |
Exhibit 99.3 Company Profile I-ON Communications Co., Ltd. 01 I-ON in a nutshell 02 What we do 03 Where we are 04 Milestone 05 Partners & Customers Table of Contents Challenges we address 06 Market opportunity 07 Our offerings 08 I-ON in a nutshell 1999 2002 Korea?s first-to-market WCM Global recognition 2014 Red Herring ?Gartner Distributorship partner in Japan No.1 Market sharein Japan packaged |
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| February 1, 2018 |
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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2018 EVANS BREWING CO., INC. (Exact Name of Registrant as Specified in its Charter) Delaware 000 |
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| January 10, 2018 |
ALES / Evans Brewing Co Inc AMENDMENT NO. 1 TO QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q/A (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2017 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. |
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| December 26, 2017 |
Exhibit 10.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION This Agreement and Plan of Merger and Reorganization (this ?Agreement?) is entered into as of December 8, 2017 by and among EVANS BREWING COMPANY, INC., a publicly-owned Delaware corporation (the ?Company?), I-ON ACQUISITION CORP., a Delaware corporation (?Acquisition?), and I-ON COMMUNICATIONS, LTD., a company organized under the laws o |
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| December 26, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Act of 1934 December 22, 2017 (Date of Report) EVANS BREWING COMPANY, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 000-54995 46-3031328 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) |
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| November 14, 2017 |
ALES / Evans Brewing Co Inc NT 10-Q UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| November 14, 2017 |
ALES / Evans Brewing Co Inc QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2017 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. ( |
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| August 14, 2017 |
ALES / Evans Brewing Co Inc QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2017 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. (Forme |
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| August 4, 2017 |
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 2, 2017 EVANS BREWING COMPANY, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-54995 46-3031328 (State or Other Jurisdiction (Commission (IRS Employer of I |
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| July 17, 2017 |
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 10, 2017 EVANS BREWING COMPANY, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-54995 46-3031328 (State or Other Jurisdiction (Commission (IRS Employer of In |
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| July 13, 2017 |
Submission of Matters to a Vote of Security Holders 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 10, 2017 EVANS BREWING COMPANY, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-54995 46-3031328 (State or Other Jurisdiction (Commission (IRS Employer of In |
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| June 1, 2017 |
Evans Brewing DEFINITIVE PROXY STATEMENT DEF 14A 1 evansdef14a.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confide |
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| May 22, 2017 |
Evans Brewing QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2017 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. (Form |
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| May 15, 2017 |
Evans Brewing NOTIFICATION OF LATE FILING UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| April 17, 2017 |
Evans Brewing ANNUAL REPORT (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. ( |
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| March 31, 2017 |
Evans Brewing NOTIFICATION OF LATE FILING UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| February 13, 2017 |
Termination of a Material Definitive Agreement, 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): February 7, 2017 EVANS BREWING COMPANY, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-54995 46-3031328 (State or Other Jurisdiction (Commission File Number) (IR |
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| November 22, 2016 |
Unregistered Sales of Equity Securities 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): November 17, 2016 EVANS BREWING COMPANY, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-54995 46-3031328 (State or Other Jurisdiction (Commission (IRS Employer o |
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| November 21, 2016 |
Evans Brewing QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2016 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. ( |
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| November 14, 2016 |
Evans Brewing NOTIFICATION OF LATE FILING UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| October 28, 2016 |
EVANS BREWING COMPANY, INC. 425,000 Shares of Common Stock Filed Pursuant to 424(b)(3) Registration No. 333-213815 PROSPECTUS EVANS BREWING COMPANY, INC. 425,000 Shares of Common Stock This Prospectus relates to the resale of up to 425,000 shares of common stock, par value $0.0001 (the ?Common Stock?), of Evans Brewing Company, Inc., a Delaware corporation, by Kodiak Capital Group, LLC, a Nevada limited liability company (?Kodiak? or the ?Selling Stockhol |
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| October 21, 2016 |
October 21, 2016 VIA EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Mr. John Reynolds and Mr. Jonathan Burr Re: Evans Brewing Company, Inc. Registration Statement on Form S-1 (File No. 333-213815) Acceleration Request Requested Date: October 25, 2016 Requested Time: 4:00 p.m. (Eastern Time) Ladies and Gentlemen: Pursuant to Rule 461 of the General Rul |
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| October 21, 2016 |
As filed with the Securities and Exchange Commission on October 21, 2016 As filed with the Securities and Exchange Commission on October 21, 2016 Registration No. |
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| October 19, 2016 |
October 19, 2016 Via EDGAR Securities and Exchange Commission 100 F Street, NE Mail Stop 3561 Washington, D. |
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| October 6, 2016 |
Evans Brewing AMENDMENT NO. 1 REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on October 6, 2016 Registration No. |
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| October 3, 2016 |
Exhibit 10.1 September 29, 2016 Evans Brewing Company Inc. 3815 S. Main Street Santa Ana, CA 92707 Re: Indemnification Agreement for Closing Date Liabilities Gentlemen: Reference is made to that certain Stock Purchase Agreement dated December 10, 2015 by and among Evans Brewing Company Inc., a Delaware Corporation (the ?Company?), EBC Public House Inc., a California corporation (?Public House?) an |
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| October 3, 2016 |
Evans Brewing CURRENT REPORT (Current Report/Significant Event) 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 29, 2016 EVANS BREWING COMPANY, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-54995 46-3031328 (State or Other Jurisdiction (Commission (IRS Employer |
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| September 27, 2016 |
As filed with the Securities and Exchange Commission on September 27, 2016 As filed with the Securities and Exchange Commission on September 27, 2016 Registration No. |
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| September 27, 2016 |
EXHIBIT 14.1 EVANS BREWING COMPANY INC. Code of Ethics and Business Conduct I. INTRODUCTION AND GENERAL POLICY Evans Brewing Company Inc. (the “Company”) is committed to the highest standards of legal and ethical business conduct, and seeks to foster an environment of awareness where the prompt reporting of any unethical or illegal behavior or any violations of our corporate policies is encouraged |
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| September 19, 2016 |
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 16, 2016 EVANS BREWING COMPANY, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-54995 46-3031328 (State or Other Jurisdiction (Commission File Number) ( |
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| September 19, 2016 |
AMENDED AND RESTATED EQUITY PURCHASE AGREEMENT Exhibit 10.1 AMENDED AND RESTATED EQUITY PURCHASE AGREEMENT THIS AMENDED AND RESTATED EQUITY PURCHASE AGREEMENT entered into as of the 16th day of September, 2016 (this ?AGREEMENT?), by and between KODIAK CAPITAL GROUP, LLC, a Delaware limited liability company (?INVESTOR?), and EVANS BREWING COMPANY, INC., a Delaware corporation (the ?COMPANY?). WHEREAS, the parties desire that, upon the terms an |
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| August 23, 2016 |
Evans Brewing REGISTRATION WITHDRAWAL REQUEST August 23, 2016 VIA EDGAR Securities and Exchange Commission 100 F Street, NE Mail Stop 3561 Washington, D. |
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| August 23, 2016 |
Evans Brewing REGISTRATION WITHDRAWAL REQUEST August 23, 2016 VIA EDGAR Securities and Exchange Commission 100 F Street, NE Mail Stop 3561 Washington, D. |
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| August 17, 2016 |
Evans Brewing QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2016 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. (Forme |
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| August 15, 2016 |
Evans Brewing NOTIFICATION OF LATE FILING UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| August 15, 2016 |
Evans Brewing NOTIFICATION OF LATE FILING UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| July 29, 2016 |
As filed with the Securities and Exchange Commission on July 29, 2016 As filed with the Securities and Exchange Commission on July 29, 2016 Registration No. |
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| July 29, 2016 |
EVANS BREWING COMPANY INC. Code of Ethics and Business Conduct EXHIBIT 14.1 EVANS BREWING COMPANY INC. Code of Ethics and Business Conduct I. INTRODUCTION AND GENERAL POLICY Evans Brewing Company Inc. (the “Company”) is committed to the highest standards of legal and ethical business conduct, and seeks to foster an environment of awareness where the prompt reporting of any unethical or illegal behavior or any violations of our corporate policies is encouraged |
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| July 28, 2016 |
EVANS BREWING COMPANY, INC. UNSECURED PROMISSORY NOTE Exhibit 10.1 EVANS BREWING COMPANY, INC. UNSECURED PROMISSORY NOTE $250,000 July 27, 2016 Santa Ana, California For value received, the undersigned, EVANS BREWING COMPANY, INC a Delaware Corporation (the “Company”), promises to pay Michael J. Rapport (“Lender”) the principal sum of TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000), together with all accrued and unpaid interest thereon, in legal tender |
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| July 28, 2016 |
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 27, 2016 EVANS BREWING COMPANY, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-54995 46-3031328 (State or Other Jurisdiction (Commission (IRS Employer of In |
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| July 11, 2016 |
Evans Brewing CURRENT REPORT (Current Report/Significant Event) 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 11, 2016 EVANS BREWING COMPANY, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-54995 46-3031328 (State or Other Jurisdiction (Commission (IRS Employer of In |
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| June 29, 2016 |
Evans Brewing CURRENT REPORT (Current Report/Significant Event) 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 24, 2016 EVANS BREWING COMPANY, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-54995 46-3031328 (State or Other Jurisdiction of Incorporation) (Commission F |
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| June 29, 2016 |
Evans Brewing Company Announces $1 Million Equity Purchase Agreement with Kodiak Capital Group, LLC Exhibit 99.1 Press Release Source: Evans Brewing Company Evans Brewing Company Announces $1 Million Equity Purchase Agreement with Kodiak Capital Group, LLC Proceeds expected to secure a new brewery location and implement additional growth strategies (Crossed the newswire on June 29, 2016 at 9:25 am Eastern) IRVINE, CA-(via Marketwired-Jun. 29, 2016)-Evans Brewing Company (OTCBB: ALES), a producer |
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| June 29, 2016 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement ("Agreement"), dated June 24, 2016, is made by and between EVANS BREWING COMPANY, INC., a Delaware corporation ("Company"), and KODIAK CAPITAL GROUP, LLC a Delaware limited liability company (the "Investor"). RECITALS WHEREAS, upon the terms and subject to the conditions of the Equity Purchase Agreement ("Purchase Agreem |
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| June 29, 2016 |
EX-10.1 2 f8k062416ex10ievans.htm FORM OF EQUITY PURCHASE AGREEMENT DATED AS OF JUNE 24, 2016 Exhibit 10.1 EQUITY PURCHASE AGREEMENT THIS EQUITY PURCHASE AGREEMENT entered into as of the 24th day of June, 2016 (this "AGREEMENT"), by and between KODIAK CAPITAL GROUP, LLC, a Delaware limited liability company ("INVESTOR"), and EVANS BREWING COMPANY, INC., a Delaware corporation (the "COMPANY"). WHER |
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| June 1, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549-1004 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): May 26, 2016 EVANS BREWING COMPANY, INC (Exact name of registrant as specified in its charter) DELAWARE 000-54995 46-3031328 (State or other jurisdiction of Incorporation) (Comm |
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| May 24, 2016 |
Evans Brewing DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 1 |
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| May 20, 2016 |
Evans Brewing QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2016 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. (Formerl |
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| May 16, 2016 |
Evans Brewing NOTIFICATION OF LATE FILING UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| April 19, 2016 |
IONI / I-ON Communications Corp. 10-K - Annual Report - ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. ( |
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| March 31, 2016 |
Evans Brewing NOTIFICATION OF LATE FILING NT 10-K 1 extf10k2015evansbrewingcomp.htm NOTIFICATION OF LATE FILING UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Expires: October 31, 2018 Washington, D.C. 20549 Estimated average burden Hours per response 2.50 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 Perio |
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| March 16, 2016 |
EVANS BREWING COMPANY INC. 2015 STOCK OPTION AND STOCK AWARD PLAN Exhibit 4.1 EVANS BREWING COMPANY INC. 2015 STOCK OPTION AND STOCK AWARD PLAN 1. Establishment, Purpose and Term of Plan. 1.1 Establishment. This Evans Brewing Company Inc. 2015 Stock Option and Stock Award Plan (the ?Plan?) shall become effective upon the date that it is approved by the stockholders of Evans Brewing Company Inc. (the ?Company?). 1.2 Purpose. The purpose of the Plan is to advance |
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| March 16, 2016 |
Evans Brewing REGISTRATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EVANS BREWING COMPANY INC. (Exact name of registrant as specified in its charter) Delaware 46-3031328 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 3815 S. Main St., Santa Ana, CA 92707 (Address of Principal Executive Offices) ( |
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| January 5, 2016 |
IONI / I-ON Communications Corp. / Chiang Richard - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under The Securities Exchange Act of 1934 Evans Brewing Company Inc., F/K/A ALPINE 3 Inc. (Name of Issuer) Common Stock, $0.0001 Par Value Per Share (Title of Class of Securities) Applied For (CUSIP Number) Richard Chiang 460 Brannan Street, Suite 78064 San Francisco, CA 94107 Telephone: (415) 713 6957 Email: rchi |
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| January 5, 2016 |
IONI / I-ON Communications Corp. / Chiang Richard - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 1) Under The Securities Exchange Act of 1934 Evans Brewing Company Inc. F/K/A ALPINE 3 Inc. (Name of Issuer) Common Stock, $0.0001 Par Value Per Share (Title of Class of Securities) Applied For (CUSIP Number) Richard Chiang 460 Brannan Street, Suite 78064 San Francisco, CA 94107 Telephone: (415) 7 |
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| December 15, 2015 |
GENERAL ASSIGNMENT AND BILL OF SALE Exhibit 99.2 GENERAL ASSIGNMENT AND BILL OF SALE THIS GENERAL ASSIGNMENT AND BILL OF SALE (this ?Assignment?) is made as of the 10th day of December, 2015, by and between Evans Brewing Company Inc., a Delaware corporation (?Assignee?), and Bayhawk Ales Inc., a Delaware corporation (?Assignor?). The Assignor and Assignee may each be referred to herein as a ?Party? and collectively as the ?Parties.? |
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| December 15, 2015 |
Exhibit 3.1 CERTIFICATE OF DESIGNATION OF RIGHTS AND PREFERENCES FOR SERIES A CONVERTIBLE PREFERRED STOCK OF EVANS BREWING COMPANY INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware, Evans Brewing Company Inc., a Delaware corporation (the "Company"), does hereby certify: FIRST: That pursuant to authority expressly vested in it by the Certificate of Incorporation o |
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| December 15, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549-1004 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, 2015 EVANS BREWING COMPANY INC (Exact name of registrant as specified in its charter) DELAWARE 000-54995 46-3031328 (State or other jurisdiction of Incorporation) ( |
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| December 15, 2015 |
Exhibit 99.5 STOCK PURCHASE AGREEMENT among EVANS BREWING COMPANY INC., a Delaware corporation, and Michael J. Rapport, Shareholder of EBC PUBLIC HOUSE, INC., a California corporation Dated as of December 10th, 2015 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this ?Agreement?) is entered into as of December 10th, 2015, by and among Evans Brewing Company Inc., a Delaware corporation (th |
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| December 15, 2015 |
GENERAL ASSIGNMENT AND ASSUMPTION OF LIABILITIES AND CONTRACTS Exhibit 99.3 EXHIBIT C GENERAL ASSIGNMENT AND ASSUMPTION OF LIABILITIES AND CONTRACTS THIS GENERAL ASSIGNMENT AND ASSUMPTION OF LIABILITIES AND CONTRACTS ("Assignment") is made as of December 10th, 2015 (the ?Effective Date?), by and between BAYHAWK ALES, INC., a Delaware corporation ("Assignor") and EVANS BREWING COMPANY, INC., a Delaware corporation or its assignee ("Assignee"). The Assignor and |
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| December 15, 2015 |
Evans Brewing AMENDMENT NO. 4 TO TENDER OFFER STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (AMENDMENT NO. 4) BAYHAWK ALES, INC. (Name of Subject Company (Issuer)) EVANS BREWING COMPANY INC. (OFFEROR) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) NONE (CUSIP Number of Class of Securit |
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| November 25, 2015 |
Filed Pursuant to Rule 424(b)(3) and (c) File Number 333-201771 Prospectus Supplement No. |
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| November 17, 2015 |
Filed Pursuant to Rule 424(b)(3) and (c) File Number 333-201771 Prospectus Supplement No. |
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| November 16, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2015 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. (Exa |
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| October 23, 2015 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF EVANS BREWING COMPANY INC. Evans Brewing Company Inc. (the ?Corporation?), a corporation organized and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows: 1. This Certificate of Amendment (the ?Certificate of Amendment?) amends the provisions of the Corporation's Certificate of |
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| October 23, 2015 |
Evans Brewing CURRENT REPORT (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549-1004 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): October 20, 2015 EVANS BREWING COMPANY INC (Exact name of registrant as specified in its charter) DELAWARE 000-54995 46-3031328 (State or other jurisdiction of Incorporation) (C |
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| September 22, 2015 |
Exhibit 99.1 Journalists please direct inquiries and interview requests to: Andrew Beyer Advance PR Group, LLC 714-443-0099 [email protected] Press Release Source: Evans Brewing Company Bayhawk Ales Stockholders Vote to Approve Acquisition by Evans Brewing Company Ninety-nine percent of Bayhawk?s independent stockholders vote ?Yes? to a proposal for the acquisition of Bayhawk Ales assets, pavi |
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| September 22, 2015 |
3815 Main St. Santa Ana, CA 92707 Exhibit (a)(1)(B) 3815 Main St. Santa Ana, CA 92707 September 19, 2015 Bayhawk Ales, Inc. Shareholder, I am pleased to announce that the vote for the asset purchase transaction, where Evans Brewing Company Inc. (?Evans Brewing?) will purchase the assets of Bayhawk Ales, Inc. (?Bayhawk?) has been completed and that a whopping 99% of all votes were in favor of the asset purchase transaction. It is i |
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| September 22, 2015 |
Evans Brewing AMENDMENT NO.3 TO TENDER OFFER STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (AMENDMENT NO. 3) BAYHAWK ALES, INC. (Name of Subject Company (Issuer)) EVANS BREWING COMPANY INC. (OFFEROR) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) NONE (CUSIP Number of Class of Securit |
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| September 22, 2015 |
Evans Brewing CURRENT REPORT (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549-1004 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 17, 2015 EVANS BREWING COMPANY, INC (Exact name of registrant as specified in its charter) DELAWARE 000-54995 46-3031328 (State or other jurisdiction of Incorporation) |
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| September 10, 2015 |
Exhibit 16.1 September 10, 2015 U.S. Securities and Exchange Commission Office of the Chief Accountant 100F Street Northeast Washington, DC 20549-2000 RE: EVANS BREWING COMPANY, INC. File No. 000-54995 Dear Sir or Madam: We have read Item 4.01 of Form 8-K dated September 10, 2015 of EVANS BREWING COMPANY, INC. (?the Registrant?) and are in agreement with the statements contained therein as it pert |
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| September 10, 2015 |
Evans Brewing FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549-1004 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 4, 2015 EVANS BREWING COMPANY, INC (Exact name of registrant as specified in its charter) DELAWARE 000-54995 46-3031328 (State or other jurisdiction of Incorporation) |
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| August 25, 2015 |
ASSET PURCHASE TRANSACTION AND SHARE EXCHANGE PROPOSED—YOUR VOTE IS VERY IMPORTANT Filed Pursuant to Rule 424(b)(3) Registration No. 333-201771 PROSPECTUS ASSET PURCHASE TRANSACTION AND SHARE EXCHANGE PROPOSED?YOUR VOTE IS VERY IMPORTANT Dear Shareholders: Each of the boards of directors of Evans Brewing Company Inc., a Delaware corporation (?EBC?), and Bayhawk Ales Inc., a Delaware corporation (?Bayhawk?) has approved an asset purchase and share exchange agreement, whereby EBC |
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| August 25, 2015 |
Filed Pursuant to Rule 424(b)(3) and (c) File Number 333-201771 Prospectus Supplement No. |
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| August 25, 2015 |
Filed Pursuant to Rule 424(b)(3) and (c) File Number 333-201771 Prospectus Supplement No. |
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| August 12, 2015 |
10-Q 1 f10q0615evansbrewing.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2015 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file nu |
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| August 6, 2015 |
Brian McAllister John Archfield David Orlic Office of Mergers and Acquisitions Ruairi Regan Brigitte Lippmann United States Securities and Exchange Commission 100 F. |
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| July 29, 2015 |
Brian McAllister John Archfield David Orlic Office of Mergers and Acquisitions Ruairi Regan Brigitte Lippmann United States Securities and Exchange Commission 100 F. |
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| July 14, 2015 |
As filed with the Securities and Exchange Commission on July 13, 2015 As filed with the Securities and Exchange Commission on July 13, 2015 Registration No. |
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| July 14, 2015 |
Evans Brewing AMENDMENT NO. 2 TO TENDER OFFER STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (AMENDMENT NO. 2) BAYHAWK ALES, INC. (Name of Subject Company (Issuer)) EVANS BREWING COMPANY INC. (OFFEROR) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) NONE (CUSIP Number of Class of Securit |
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| July 13, 2015 |
Brian McAllister John Archfield David Orlic Office of Mergers and Acquisitions Ruairi Regan Brigitte Lippmann United States Securities and Exchange Commission 100 F. |
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| June 22, 2015 |
As filed with the Securities and Exchange Commission on June 19, 2015 Registration No. |
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| June 22, 2015 |
Evans Brewing AMENDMENT NO. 1 TO TENDER OFFER STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (AMENDMENT NO. 1) BAYHAWK ALES, INC. (Name of Subject Company (Issuer)) EVANS BREWING COMPANY INC. (OFFEROR) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) NONE (CUSIP Number of Class of Securit |
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| June 19, 2015 |
Brian McAllister John Archfield David Orlic Office of Mergers and Acquisitions Ruairi Regan Brigitte Lippmann United States Securities and Exchange Commission 100 F. |
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| June 17, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K AMENDMENT NO. 1 (Mark One) ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWIN |
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| May 18, 2015 |
Evans Brewing NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 2015 ? 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 F |
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| May 18, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2015 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. (Formerl |
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| May 6, 2015 |
Exhibit 10.2 |
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| May 6, 2015 |
Exhibit 10.3 |
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| May 6, 2015 |
As filed with the Securities and Exchange Commission on May 5, 2015 As filed with the Securities and Exchange Commission on May 5, 2015 Registration No. |
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| May 6, 2015 |
Exhibit 10.1 |
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| April 30, 2015 |
As filed with the Securities and Exchange Commission on April 29, 2015 As filed with the Securities and Exchange Commission on April 29, 2015 Registration No. |
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| April 30, 2015 |
Exhibit 10.1 |
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| April 30, 2015 |
Exhibit 10.3 |
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| April 30, 2015 |
Exhibit 10.2 |
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| April 29, 2015 |
Brian McAllister John Archfield David Orlic Office of Mergers and Acquisitions Ruairi Regan Brigitte Lippmann United States Securities and Exchange Commission 100 F. |
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| April 9, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54995 EVANS BREWING COMPANY INC. ( |
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| March 31, 2015 |
NT 10-K 1 ext10k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-54995 CUSIP NUMBER 299113100 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, |
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| March 26, 2015 |
Evans Brewing CURRENT REPORT (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549-1004 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, 2015 EVANS BREWING COMPANY, INC (Exact name of registrant as specified in its charter) DELAWARE 000-54995 46-3031328 (State or other jurisdiction of Incorporation) (Co |
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| February 26, 2015 |
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): February 19, 2015 Evans Brewing Company Inc. (Exact name of registrant as specified in its charter) Delaware 000-54995 46-3031328 (State or other jurisdiction of incorporation) (Commi |
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| February 6, 2015 |
IONI / I-ON Communications Corp. SC TO-T - - TENDER OFFER STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 BAYHAWK ALES, INC. (Name of Subject Company (Issuer)) EVANS BREWING COMPANY INC. (OFFEROR) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) NONE (CUSIP Number of Class of Securities) C. Parkinson |
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| January 30, 2015 | ||
| January 30, 2015 |
APPENDIX B SHARE EXCHANGE ELECTION FORM If you would like to receive shares of common stock of Evans Brewing Company, Inc. |
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| January 30, 2015 | ||
| January 30, 2015 |
EX-99 6 exh991.htm EXHIBIT 99.1 APPENDIX A WRITTEN CONSENT BAYHAWK ALES, INC. (COMMON STOCK) This Written Consent is solicited by the Board of Directors of Bayhawk Ales, Inc. Please return this consent no later than 3:00 pm (Mountain time) on , 2015. Your shares will be tabulated and voted to approve or disapprove the proposal as you indicate below. Any Written Consent returned without indicating |
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| January 30, 2015 |
As filed with the Securities and Exchange Commission on January 29, 2015 Registration No. |
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| January 21, 2015 |
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 21, 2015 Evans Brewing Company Inc. (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER) Delaware 000-54995 46-3031328 (STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZAT |
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| January 21, 2015 |
EX-16 .1 Kenne Ruan, CPA, P.C. Phone: (203) 824-0441 Fax: (203) 413-6486 40 Hemlock Hollow Road, Woodbridge, CT 06525 Web: [email protected] January 21, 2015 Office of the Chief Accountant Securities and Exchange Commission 100F Street, NE Washington, D.C. 20549 Dear Sir/Madam: We have read the statements made by Evans Brewing Company Inc. (the Company), which were provided to us and which we und |
