Mga Batayang Estadistika
| CIK | 836937 |
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 UPD Holding 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.
| April 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2022 ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-13621 UPD HOLDING CORP. (Exact name of Regis |
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| April 5, 2023 |
Subsidiaries of the Registrant EXHIBIT 21.1 SUBSIDIARIES OF UPD HOLDING CORP., A NEVADA CORPORATION Entity Jurisdiction of Incorporation or Organization % Ownership Vital Behavioral Health Inc. Nevada 100% iMetabolic Corp. Nevada 100% United Product Development Corp. Nevada 100% SUBSIDIARIES OF VITAL BEHAVIORAL HEALTH INC., A NEVADA CORPORATION Entity Jurisdiction of Incorporation or Organization % Ownership VBH Kentucky Inc. N |
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| January 6, 2023 |
Mutual Release and Settlement Agreement dated December 31, 2022 Exhibit 10.4 MUTUAL RELEASE AND SETTLEMENT AGREEMENT This Mutual Release and Settlement Agreement (this ?Agreement?) is entered into as of December 31, 2022 (the ?Effective Date?) by, between, and among, and for the benefit of each of, the following parties: i. UPD Holding Corp., a Nevada corporation (?UPDC?); ii. Vital Behavioral Health Inc., a Nevada corporation (?VBHI?, together with UPDC, the |
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| January 6, 2023 |
Secured Promissory Note dated December 30, 2022 EX-10.2 3 ex102.htm EXHIBIT 10.2 Exhibit 10.2 SECURED PROMISSORY NOTE $2,500,000 January 1, 2023 (Two Million Five Hundred Thousand Dollars) State of Nevada FOR VALUE RECEIVED, United Product Development Corp. (“Borrower”), a Nevada corporation having its principal place of business at 75 Pringle Way, 8th Floor, Suite 804, Reno, NV 89502 (“Borrower’s Address”), hereby promises to pay to Hall Globa |
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| January 6, 2023 |
Assignment of Stock dated December 31, 2022 EX-10.7 8 ex107.htm EXHIBIT 10.7 Exhibit 10.7 ASSIGNMENT OF STOCK This Assignment of Stock (this “Assignment”) is entered into as of December 31, 2022 (the “Effective Date”), by and between Vital Behavioral Health Inc., a Nevada corporation (“Assignor”), and USR Holdings LLC, a Florida limited liability company (“Assignee”). Each of Assignor and Assignee may be referred to herein as a “Party” or c |
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| January 6, 2023 |
Assignment of Stock dated December 31, 2022 Exhibit 10.6 ASSIGNMENT OF STOCK This Assignment of Stock (this ?Assignment?) is entered into as of December 31, 2022 (the ?Effective Date?), by and between Vital Behavioral Health Inc., a Nevada corporation (?Assignor?), and Afgin Investments, LLC, a Florida limited liability company (?Assignee?). Each of Assignor and Assignee may be referred to herein as a ?Party? or collectively as the ?Parties |
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| January 6, 2023 |
Exhibit 99.1 UPD HOLDING CORP. ANNOUNCES RE-ENTRY INTO BEVERAGE BUSINESS, APPOINTMENT OF NEW DIRECTOR, AND CANCELLATION OF CERTAIN DEBT January 6, 2022 - Reno, NV ? UPD Holding Corp. (OTC:UPDC) (the ?Company? or ?UPDC?), a publicly traded holding company in the health and wellness industry, is pleased to announce that it is re-entering the beverage business with a focus on specialty waters and fun |
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| January 6, 2023 |
Mutual Release and Settlement Agreement dated December 31, 2022 Exhibit 10.5 MUTUAL RELEASE AND SETTLEMENT AGREEMENT This Mutual Release and Settlement Agreement (this ?Agreement?) is entered into as of December 31, 2022 (the ?Effective Date?) by, between, and among, and for the benefit of each of, the following parties: i. UPD Holding Corp., a Nevada corporation (?UPDC?); ii. Vital Behavioral Health Inc., a Nevada corporation (?VBHI?, together with UPDC, the |
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| January 6, 2023 |
Asset Purchase Agreement dated December 30, 2022 EX-10.1 2 ex101.htm EXHIBIT 10.1 Exhibit 10.1 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this “Agreement”) is entered into as of December 30, 2022 (the “Effective Date”), by Hall Global, LLC, a Texas limited liability company (“Seller”), and United Product Development Corp., a Nevada corporation (“Purchaser”). Each of Seller and Purchaser may be referred to hereinafter as a “Party” or |
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| January 6, 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 30, 2022 UPD HOLDING CORP. (Exact Name of Company as Specified in Charter) Nevada 001-10320 81-4397205 (State or Other Jurisdiction (Commission File Number) (IRS Employer of |
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| January 6, 2023 |
Security Agreement dated December 30, 2022 Exhibit 10.3 SECURITY AGREEMENT This Security Agreement is effective as of January 1, 2022, by and between Hall Global, LLC, a Texas limited liability company (?Lender?), and United Product Development Corp., a Nevada corporation (the ?Borrower?). WHEREAS, Lender and Borrower entered into an Asset Purchase Agreement, dated as of the same date hereof, for the purchase and sale of certain assets tha |
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| November 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): o Form 10-K o Form 20-F x Form 10-Q o Form 10-D o Form N-SAR For Period Ended: September 30, 2022 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form |
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| September 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): x Form 10-K o Form 20-F o Form 10-Q o Form 10-D o Form N-SAR For Period Ended: June 30, 2022 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q |
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| May 16, 2022 |
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 þ 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 o 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: 001-13621 UPD HOLDING CORP. (E |
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| February 16, 2022 |
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 þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 OR o 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: 001-13621 UPD HOLDING CORP. |
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| February 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): ? Form 10-K ? Form 20-F x Form 10-Q ? Form 10-D ? Form N-SAR 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 1 |
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| November 22, 2021 |
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 þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal quarter ended September 30, 2021 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-13621 UPD HOLDING CORP. (Exact na |
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| November 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): ? Form 10-K ? Form 20-F x Form 10-Q ? Form 10-D ? Form N-SAR For Period Ended: September 30, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form |
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| October 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2021 ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-13621 UPD HOLDING CORP. (Exact name of Regis |
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| October 13, 2021 |
Subsidiaries of the Registrant EX-21.1 3 ex211.htm EXHIBIT 21.1 EXHIBIT 21.1 SUBSIDIARIES OF UPD HOLDING CORP., A NEVADA CORPORATION Entity Jurisdiction of Incorporation or Organization % Ownership Vital Behavioral Health Inc. Nevada 100% iMetabolic Corp. Nevada 100% United Product Development Corp. Nevada 100% SUBSIDIARIES OF VITAL BEHAVIORAL HEALTH INC., A NEVADA CORPORATION Entity Jurisdiction of Incorporation or Organizatio |
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| October 13, 2021 |
Frankfurt, Kentucky Lease dated November 18, 2020 Exhibit 10.1 OFFICE LEASE THIS OFFICE LEASE (the "lease") made as of November 18, 2020, between KELL PROPERTIES, LLC, a Kentucky limited liability company ("Landlord"), and VBH FRANKFORT LLC, a Nevada limited liability company ("Tenant"). ARTICLE I Term (A) Premises Landlord hereby leases to Tenant and Tenant hereby leases from Landlord that certain portions of the building known and designated as |
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| September 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): x Form 10-K ? Form 20-F ? Form 10-Q ? Form 10-D ? Form N-SAR For Period Ended: June 30, 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 |
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| September 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): x Form 10-K ? Form 20-F ? Form 10-Q ? Form 10-D ? Form N-SAR For Period Ended: June 30, 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 |
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| August 31, 2021 |
August 19, 2021 Loan Agreement with Corey Shader EX-10.1 2 ex101.htm EXHIBIT 10.1 Exhibit 10.1 LOAN AGREEMENT This Loan Agreement (this “Agreement”) is entered into by and between UPD Holding Corp., a Nevada corporation (“Borrower”), and Corey Shader, a resident of the State of Florida (“Lender”), as of August 19, 2021 (the “Effective Date”). Each of Borrower and Lender may be referred to hereinafter as a “Party” or, collectively, as the “Partie |
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| August 31, 2021 |
August 19, 2021 Promissory Note with Corey Shader EX-10.2 3 ex102.htm EXHIBIT 10.2 Exhibit 10.2 EXHIBIT A PROMISSORY NOTE August 19, 2021 Reno, Nevada FOR VALUE RECEIVED, the undersigned, UPD HOLDING CORP., a Nevada corporation (the “Maker” or the “Borrower”), hereby promises to pay to the order of COREY SHADER (the “Holder” or the “Lender”), the sum of Five Hundred Thousand and No/100 Dollars ($500,000.00) on the date hereof. Principal and inter |
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| August 31, 2021 |
Exhibit 99.1 UPD HOLDING CORP. ANNOUNCES APPROVAL OF A LICENSE TO PROVIDE SUBSTANCE USE DISORDER OUTPATIENT TREATMENT SERVICES IN KENTUCKY AND ADDITIONAL FUNDING August 31, 2021 - Reno, NV – UPD Holding Corp. (OTC:UPDC) (the “Company” or “UPDC”), a publicly traded holding company in the health and wellness industry, is pleased to announce the August 26, 2021 approval of its first license to operat |
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| August 31, 2021 |
August 19, 202 Warrant Agreement with Corey Shader Exhibit 10.3 EXHIBIT D THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPAN |
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| August 31, 2021 |
8-K 1 s8302108k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 26, 2021 UPD HOLDING CORP. (Exact Name of Company as Specified in Charter) Nevada 001-10320 81-4397205 (State or Other Jurisdiction (Commission File Number) |
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| May 21, 2021 |
Mutual Termination Agreement Dated May 20, 2021 Exhibit 10.1 MUTUAL TERMINATION AGREEMENT This Mutual Termination Agreement (this ?Agreement?) is made and entered into as of May 20, 2021 (the ?Effective Date?), by and between Athens Commons, LLC, a Kentucky limited liability company (?Landlord?), and VBH Kentucky Inc., a Nevada corporation (?Tenant?). Each of Landlord and Tenant may be referred to herein as a ?Party? and collectively as the ?Pa |
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| May 21, 2021 |
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, 2021 OR o 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: 001-13621 UPD HOLDING CORP. (E |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): ? Form 10-K ? Form 20-F x Form 10-Q ? Form 10-D ? Form N-SAR For Period Ended: March 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 |
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| May 4, 2021 |
VITAL BEHAVIORAL HEALTH INC. TABLE OF CONTENTS Exhibit 99.1 VITAL BEHAVIORAL HEALTH INC. TABLE OF CONTENTS Page No. Independent Auditors Report 2 Consolidated Balance Sheet 3 Consolidated Statement of Operations 4 Consolidated Statement of Changes in Stockholders? Equity 5 Consolidated Statement of Cash Flows 6 Notes to Consolidated Financial Statements 7 1 INDEPENDENT AUDITORS' REPORT To the Board of Directors Vital Behavioral Health, Inc. Re |
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| May 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 16, 2021 UPD HOLDING CORP. (Exact Name of Company as Specified in Charter) Nevada 001-10320 81-4397205 (State or Other Jurisdiction (Commission File Number) (IRS Employer o |
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| May 4, 2021 |
UPD Holding Corp. Pro Forma Condensed Combined Financial Statements EX-99.2 3 ex992.htm EXHIBIT 99.2 Exhibit 99.2 UPD Holding Corp. Pro Forma Condensed Combined Financial Statements (Unaudited) In February 2021, through a Stock Exchange Agreement (“Exchange Agreement”) in which 100% of the outstanding shares of Vital Behavioral Health Inc were acquired via the issuance of 16,840,000 shares of restricted common stock, the Company acquired the assets and assumed the |
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| February 22, 2021 |
Consulting Agreement, dated February 16, 2021, between UPD Holding Corp. and Robin Opp. EX-10.2 4 ex102.htm EXHIBIT 10.2 Exhibit 10.2 CONSULTING AGREEMENT This consulting agreement (this “Agreement”) is entered into by and between the undersigned issuer (the “Issuer”) and consultant (the “Consultant”) as of February 16, 2021 (the “Effective Date”). Each of Issuer and Consultant may be referred to hereinafter as a “Party” or, collectively, as the “Parties”. WHEREAS, Consultant is in t |
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| February 22, 2021 |
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 16, 2021 UPD HOLDING CORP. (Exact Name of Company as Specified in Charter) Nevada 001-10320 81-4397205 (State or Other Jurisdiction (Commission File Number) (IRS Employer of |
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| February 22, 2021 |
EX-10.1 3 ex101.htm EXHIBIT 10.1 Exhibit 10.1 AGREEMENT OF SHARE EXCHANGE This Share Exchange Agreement (this “Exchange Agreement”) is made and entered into as of February 16, 2021 (the “Effective Date”), by, between, and among UPD Holding Corp., a Nevada corporation (“UPD”) and Vital Behavioral Health Inc., a Nevada limited liability company (“Vital”), and Vital’s shareholders as listed in Schedu |
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| February 16, 2021 |
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 December 31, 2020 OR o 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: 001-13621 UPD HOLDING CORP. |
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| January 20, 2021 |
EX-99.1 3 ex991.htm EXHIBIT 99.1 Exhibit 99.1 UPD HOLDING CORP. ANNOUNCES EXECUTION OF LEASE AND INTENT TO OPEN A RESIDENTIAL DETOX AND SUBSTANCE ABUSE TREATMENT CENTER IN LEXINGTON, KENTUCKY January 20, 2021 - Reno, NV – UPD Holding Corp. (OTC:UPDC) (the “Company” or “UPDC”), a publicly traded holding company with a concentration in the health and wellness industry, is pleased to announce that on |
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| January 20, 2021 |
8-K 1 g1192108k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 14, 2021 UPD HOLDING CORP. (Exact Name of Company as Specified in Charter) Nevada 001-10320 81-4397205 (State or Other Jurisdiction (Commission File Number |
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| January 20, 2021 |
Commercial Lease, dated as of January 14, 2021 Exhibit 10.1 COMMERCIAL LEASE This Commercial Lease (“Lease”) has an effective date of January 14, 2021 (which shall be the date the last party signs) (the “Effective Date") and is entered into by and between Athens Commons, LLC, a Kentucky limited liability company, whose address is 1890 Starshoot Pkwy, Ste 170-309, Lexington, KY 40509 (hereinafter called “Landlord"), and United Product Developme |
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| January 7, 2021 |
EX-10.3 5 ex103.htm EXHIBIT 10.3 Exhibit 10.3 CONSULTING AGREEMENT This consulting agreement (this “Agreement”) is entered into by and between the undersigned issuer (the “Issuer”) and consultant (the “Consultant”) as of December 31, 2020 (the “Effective Date”). Each of Issuer and Consultant may be referred to hereinafter as a “Party” or, collectively, as the “Parties”. WHEREAS, Consultant is in t |
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| January 7, 2021 |
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 31, 2020 UPD HOLDING CORP. (Exact Name of Company as Specified in Charter) Nevada 001-10320 81-4397205 (State or Other Jurisdiction (Commission File Number) (IRS Employer of |
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| January 7, 2021 |
Exhibit 10.1 ASSUMPTION AGREEMENT This Assumption Agreement (this “Agreement”) is entered into as of December 31, 2020 (the “Effective Date”) by, between, and among: i. UPD Holding Corp., a Nevada corporation (“UPD”); ii. Record Street Brewing Co., a Nevada corporation (“RSB”); and iii. Jesse Corletto, a Nevada resident (“Corletto”). Each of UPD, RSB, and Corletto may hereinafter be referred to in |
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| January 7, 2021 |
EX-10.2 4 ex102.htm EXHIBIT 10.2 Exhibit 10.2 MUTUAL RELEASE AND SETTLEMENT AGREEMENT This Mutual Release and Settlement Agreement (this “Agreement”) is entered into as of December 31, 2020 (the “Effective Date”) by, between, and among, and for the benefit of each of, the following parties: i. UPD Holding Corp., a Nevada corporation (“UPD”); ii. Property Resource Associates LLC, a Florida limited |
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| November 19, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 j111820010q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ 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 o 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: 001 |
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| November 16, 2020 |
NT 10-Q 1 p1114200nt10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): ¨ Form 10-K ¨ Form 20-F x Form 10-Q ¨ Form 10-D ¨ Form N-SAR For Period Ended: September 30, 2020 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K |
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| August 14, 2020 |
Subsidiaries of the Registrant EXHIBIT 21.1 SUBSIDIARIES OF UPD HOLDING CORP., A NEVADA CORPORATION Entity Jurisdiction of Incorporation or Organization % Ownership Record Street Brewing Company Nevada 100% iMetabolic Corp. Nevada 100% United Product Development Corp. Nevada 100% |
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| August 14, 2020 |
10-K 1 p81320010k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2020 ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-13621 UPD HOLDING CORP |
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| July 10, 2020 |
EX-99.1 5 ex991.htm EXHIBIT 99.1 Exhibit 99.1 DocuS|gn Envelope ID: ADE1A613-EF06-4E17-A22F-75D15051DCAC LICENSE AGREEMENT This License Agreement (this “Agreen'lent”) is rnade as of June 10, 2020 (the “Execution Date”), by and between Record Street Brewing C0., a Nevada corporation (“Licensor”), and Alpine Group Inc., a Nevada corporation (“Licensee”). Each of Licensor and Licensee may hereinafter |
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| July 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ 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 o 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: 001-13621 UPD HOLDING CORP. (E |
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| July 10, 2020 |
Exhibit 99.1 DocuS|gn Envelope ID: ADE1A613-EF06-4E17-A22F-75D15051DCAC LICENSE AGREEMENT This License Agreement (this “Agreen'lent”) is rnade as of June 10, 2020 (the “Execution Date”), by and between Record Street Brewing C0., a Nevada corporation (“Licensor”), and Alpine Group Inc., a Nevada corporation (“Licensee”). Each of Licensor and Licensee may hereinafter be referred to each as a “Ply” a |
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| July 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ 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 o 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: 001-13621 UPD HOLDING CORP |
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| July 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ 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 o 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: 001-13621 UPD HOLDING CORP. (E |
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| July 10, 2020 |
Exhibit 99.1 DocuS|gn Envelope ID: ADE1A613-EF06-4E17-A22F-75D15051DCAC LICENSE AGREEMENT This License Agreement (this “Agreen'lent”) is rnade as of June 10, 2020 (the “Execution Date”), by and between Record Street Brewing C0., a Nevada corporation (“Licensor”), and Alpine Group Inc., a Nevada corporation (“Licensee”). Each of Licensor and Licensee may hereinafter be referred to each as a “Ply” a |
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| March 17, 2020 |
Subsidiaries of the Registrant EXHIBIT 21.1 SUBSIDIARIES OF UPD HOLDING CORP., A NEVADA CORPORATION Entity Jurisdiction of Incorporation or Organization % Ownership Record Street Brewing Company Nevada 100% iMetabolic Corp. Nevada 100% United Product Development Corp. Nevada 100% |
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| March 17, 2020 |
UPDC / UPD Holding Corp. 10-K - Annual Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2019 ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-13621 UPD HOLDING CORP. (Exact name of Regis |
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| October 21, 2019 |
16.1 Letter to the Commission from Malone Bailey, LLP. Exhibit 16.1 October 17, 2019 U.S. Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 RE: UPD Holdings Corp. File No.: 001-13621 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 October 17, 2019 regarding the change of auditors. We agree with all statements pertaining to us. We have |
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| October 21, 2019 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 8-K 1 p10211948k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2019 UPD HOLDING CORP. (Exact name of registrant as specified in its charter) Nevada 001-13621 81-4397205 (State or other jurisdiction (Commission ( |
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| November 16, 2018 |
8-K 1 c10301808k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 16, 2018 UPD HOLDING CORP. (Exact Name of Registrant as Specified in Charter) Nevada 001-10320 81-4397205 (State or Other Jurisdiction (Commission File N |
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| September 28, 2018 |
ESWB / Esio Water and Beverage Development Corp. NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): x Form 10-K ¨ Form 20-F ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR For Period Ended: June 30, 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 |
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| June 4, 2018 |
ESWB / Esio Water and Beverage Development Corp. 10-Q (Quarterly Report) 10-Q 1 upd51018110q.htm 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: 001-13 |
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| May 14, 2018 |
ESWB / Esio Water and Beverage Development Corp. NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): ☐ Form 10-K ☐ Form 20-F ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR 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 |
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| February 23, 2018 |
ESWB / Esio Water and Beverage Development 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 December 31, 2017 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: 001-13621 UPD HOLDING CORP. |
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| February 14, 2018 |
ESWB / Esio Water and Beverage Development Corp. 0-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): ?Form 10-K ? Form 20-F ? Form 10-Q ? Form 10-D ? Form N-SAR 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 |
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| January 6, 2018 |
Exhibit 2.1 AGREEMENT OF SHARE EXCHANGE AND PLAN OF REORGANIZATION THIS AGREEMENT made and entered into as of the 31st day of December 2017, by and between UPD Holding Corp., a Nevada corporation (hereinafter called "UPD"), and Record Street Brewing Co., a Nevada corporation (hereinafter called "RSB"). WITNESSETH THAT: A. UPD is a company whose common stock may be publicly traded. B. RSB is a priv |
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| January 6, 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): December 31, 2017 UPD HOLDING CORP. (Exact Name of Registrant as Specified in Charter) Nevada 001-10320 13-3465289 (State or Other Jurisdiction (Commission File Number) (IRS Employer |
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| November 14, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 d111017410q.htm 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, 2017 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: 001 |
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| October 13, 2017 |
Subsidiaries of the Registrant EXHIBIT 21.1 SUBSIDIARIES OF UPD HOLDING CORP., A NEVADA CORPORATION Entity Jurisdiction of Incorporation or Organization % Ownership iMetabolic Corp. Nevada 100% Net Edge Devices, LLC Arizona 100% |
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| October 13, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 10-K 1 u101117110k.htm Table of Contents Index to Consolidated Financial Statements UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2017 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition per |
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| September 25, 2017 |
Esio Water and Beverage Development 0-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-10320 CUSIP NUMBER 0000836937 (Check One): ? Form 10-K ? Form 20-F ? Form 10-Q ? Form 10-D ? Form N-SAR For Period Ended: June 30, 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 |
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| May 15, 2017 |
Esio Water and Beverage Development (Quarterly Report) 10-Q 1 l5917110q.htm 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, 2017 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: 001-13621 |
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| February 14, 2017 |
ESWB / Esio Water and Beverage Development Corp. 10-Q - Quarterly Report - 10-Q 1 p21017210q.htm 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 December 31, 2016 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: 001-1 |
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| November 14, 2016 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 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: 001-1362 |
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| October 13, 2016 |
Table of Contents Index to Financial Statements UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 13, 2016 |
SUBSIDIARIES UPD HOLDING CORP., A NEVADA CORPORATION EXHIBIT 21.1 SUBSIDIARIES OF UPD HOLDING CORP., A NEVADA CORPORATION Entity Jurisdiction of Incorporation or Organization % Ownership iMetabolic Corp. Nevada 100% Net Edge Devices, LLC Arizona 100% |
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| September 28, 2016 |
Esio Water and Beverage Development JUNE 30, 2016 10-K EXTENSION 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: June 30, 2016 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on For |
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| May 9, 2016 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 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: 001-13621 UP |
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| February 12, 2016 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2015 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: 001-13621 |
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| January 22, 2016 |
EX-2.1 2 p0121ex2-1.htm ARTICLES OF MERGER EXHIBIT 2.1 ARTICLES OF MERGER |
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| January 22, 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): December 30, 2015 UPD HOLDING CORP. (Exact Name of Registrant as Specified in Charter) Nevada 001-10320 13-3465289 (State or Other Jurisdiction (Commission File Number) (IRS Employer |
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| January 22, 2016 |
EXHIBIT 2.2 AGREEMENT OF MERGER BETWEEN ESIO WATER AND BEVERAGE DEVELOPMENT CORP. AND UPD HOLDING CORP. AGREEMENT OF MERGER made as of the 28th day of December 2015, by and between Esio Water And Beverage Development Corp, a Nevada corporation (hereinafter "ESIO"), and UPD Holding Corp, a Nevada corporation (hereinafter "UPDH"). ESIO and UPDH are sometimes hereinafter collectively referred to as t |
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| November 12, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 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: 001-1362 |
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| October 13, 2015 |
SUBSIDIARIES ESIO WATER & BEVERAGE DEVELOPMENT CORP., A NEVADA CORPORATION EXHIBIT 21.1 SUBSIDIARIES OF ESIO WATER & BEVERAGE DEVELOPMENT CORP., A NEVADA CORPORATION Entity Jurisdiction of Incorporation or Organization % Ownership iMetabolic Corp. Nevada 100% Net Edge Devices, LLC Arizona 100% |
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| October 13, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents Index to Financial Statements UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 28, 2015 |
Esio Water and Beverage Development FORM 10-K EXTENSION 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: June 30, 2015 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on For |
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| May 20, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 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: 001-13621 ES |
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| May 15, 2015 |
Esio Water and Beverage Development EXTENSION FOR 3-31-2015 10-Q 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 þ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: March 31, 2015 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Fo |
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| March 20, 2015 |
Esio Water & Beverage Development Corp. Pro Forma Condensed Consolidated Financial Statements Basis of Presentation (Unaudited) The following unaudited pro forma combined financial statements are provided for informational purposes only and do not purport to represent what the actual combined results of operations or the combined financial position of the combined company would be had the Agreemen |
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| March 20, 2015 |
iMetabolic Corp Balance Sheets (Unaudited) December 31, June 30, 2014 2014 ASSETS Current assets: Cash and cash equivalents $ 9,375 $ 5,912 Total current assets 9,375 5,912 Total Assets $ 9,375 $ 5,912 LIABILITIES AND STOCKHOLDERS? EQUITY (DEFICIT) Current Liabilities: Accounts payable $ 18,000 $ 12,000 Total current liabilities 18,000 12,000 Total Liabilities $ 18,000 $ 12,000 Commitments: ? ? Stockholders? equity (deficit): Common stock, $. |
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| March 20, 2015 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors iMetabolic Corp. |
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| March 20, 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): March 16, 2015 Esio Water & Beverage Development Corp. (Exact name of registrant as specified in its charter) Nevada 001-10320 13-3465289 (State or other jurisdiction (Commission (IRS |
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| March 20, 2015 |
Exhibit 2.1 AGREEMENT OF SHARE EXCHANGE AND PLAN OF REORGANIZATION THIS AGREEMENT made and entered into as of the 31st day of December 2014, by and between Esio Water & Beverage Development Corp., a Nevada corporation (hereinafter called ?ESIO?), and iMetabolic, Corp., a Nevada corporation (hereinafter called ?IMET?). WITNESSETH THAT: A. ESIO is a company whose common stock may be publicly traded. |
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| March 18, 2015 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2014 o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-10320 Esio Water & Beverage Develo |
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| March 18, 2015 |
March 18, 2015 Mr. Patrick Gilmore Accounting Branch Chief United States Securities and Exchange Commission Washington, D.C. 20549 Re: Response to comment letter dated March 6, 2015 Dear Mr. Gilmore: We are in receipt of your comment letter dated March 6, 2015 and have the following responses: Form 10-K for the Year Ended June 30, 2014 Item 9.A Controls and Procedures Internal Control Over Financi |
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| February 17, 2015 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2014 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Esio Water & Beverage Development Corp. (Exact name of registra |
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| February 17, 2015 |
AGREEMENT OF SHARE EXCHANGE AND PLAN OF REORGANIZATION EX-10 2 ex10-1.htm AGREEMENT OF SHARE EXCHANGE AND PLAN OF REORGANIZATION Exhibit 10.1 AGREEMENT OF SHARE EXCHANGE AND PLAN OF REORGANIZATION THIS AGREEMENT made and entered into as of the 31st day of December 2014, by and between Esio Water & Beverage Development Corp., a Nevada corporation (hereinafter called “ESIO”), and iMetabolic, Corp., a Nevada corporation (hereinafter called “IMET”). WITNE |
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| November 14, 2014 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Esio Water & Beverage Development Corp. (Exact name of registr |
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| October 14, 2014 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2014 o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-10320 Esio Water & Beverage Development Corp. (Name of |
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| September 30, 2014 |
ESWB / Esio Water and Beverage Development Corp. NT 10-K - - FORM 12B-25 (NT 10-K) FOR 06-30-2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-10320 CUSIP NUMBER: (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Repo |
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| May 20, 2014 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Esio Water & Beverage Development Corp. (Exact name of registrant |
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| May 16, 2014 |
- FORM 12B-25 (NT 10-Q) FOR 03-31-2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-10320 CUSIP NUMBER: (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Rep |
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| March 6, 2014 |
ESIO WATER AND BEVERAGE DISTRIBUTION CORP. 2014 DIRECTOR STOCK OPTION AGREEMENT Exhibit 10.1 ESIO WATER AND BEVERAGE DISTRIBUTION CORP. 2014 DIRECTOR STOCK OPTION AGREEMENT THIS OPTION is granted on February 3, 2014 (the “Date of Grant”) by Esio Water and Beverage Corp., a Nevada corporation ( the “Company”) to (the “Optionee”) upon the following terms and conditions. 1. Grant of Option. The Company hereby grants to the Optionee an Option to purchase, on the terms and conditi |
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| March 6, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 form8-k.htm FORM 8-K FOR 03-03-2014 U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2014 Esio Water & Beverage Development Corp. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State o |
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| February 12, 2014 |
Esio Water and Beverage Development FORM 10-Q QUARTERLY REPORT FOR 12-31-2013 (Quarterly Report) 10-Q 1 form10-q.htm FORM 10-Q QUARTERLY REPORT FOR 12-31-2013 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2013 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 E |
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| November 18, 2013 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Esio Water & Beverage Development Corp. (Exact name of registr |
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| November 14, 2013 |
- FORM 12B-25 (NT 10-Q) FOR 09-30-2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-10320 CUSIP NUMBER: (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition |
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| October 15, 2013 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2013 o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-10320 Esio Water & Beverage Development Corp. (Name of |
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| October 1, 2013 |
- FORM 12B-25 (NT 10-K) FOR 06-30-2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-10320 CUSIP NUMBER: (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Repo |
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| August 30, 2013 |
U.S. 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 26, 2013 Esio Water & Beverage Development Corp. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or |
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| May 20, 2013 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Esio Water & Beverage Development Corp. (Exact name of registrant |
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| May 16, 2013 |
- FORM 12B-25 (NT 10-Q) FOR 03-31-2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-10320 CUSIP NUMBER: (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Rep |
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| February 28, 2013 |
Other Events - FORM 8-K FOR 02-22-2013 U.S. 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 22, 2013 Esio Water and Beverage Development Corp. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporatio |
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| February 14, 2013 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2012 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Esio Water & Beverage Development Corp. (Exact name of registra |
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| December 6, 2012 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Tempco, Inc. (Exact name of registrant as sp |
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| November 19, 2012 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Tempco, Inc. (Exact name of registrant as specified in its cha |
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| November 14, 2012 |
- FORM 12B-25 (NT 10-Q) FOR 09-30-2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-10320 CUSIP NUMBER: (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2012 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition |
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| November 7, 2012 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2012 o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-10320 Tempco, Inc. (Name of small bu |
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| November 7, 2012 |
SECOND AMENDMENT TO REGIONAL DEVELOPER DEPOSIT AGREEMENT Exhibit 10.1 SECOND AMENDMENT TO REGIONAL DEVELOPER DEPOSIT AGREEMENT This Second Amendment to Regional Developer Deposit Agreement (“FA”), dated November 1, 2012 (“Effective Date”) by and between ESIO Franchising, LLC, a Delaware Limited Liability Company (“EFC”) and Tempco, Inc. a Nevada Corporation (“TEMO”) (collectively the “Parties”) shall amend that Regional Developer Deposit Agreement (“Dep |
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| November 7, 2012 |
U.S. 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 1, 2012 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or organization) (Commission |
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| October 15, 2012 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2012 o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-10320 Tempco, Inc. (Name of small business issuer in i |
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| October 1, 2012 |
- FORM 12B-25 (NT 10-K) FOR 06-30-2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-10320 CUSIP NUMBER: (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2012 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Repo |
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| August 20, 2012 |
U.S. 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 14, 2012 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or organization) (Commission |
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| August 20, 2012 |
EX-10 2 ex10-1.htm REGIONAL DEVELOPER AGREEMENT Exhibit 10.1 REGIONAL DEVELOPER AGREEMENT ESIO FRANCHISING, LLC DEVELOPER AGREEMENT TABLE OF CONTENTS SECTION PAGE 1. GRANT OF RIGHTS. 1 2. DEVELOPER’S OBLIGATIONS. 2 3. DEVELOPER RIGHTS. 6 4. TERM. 8 5. ADDITIONAL OBLIGATIONS OF COMPANY AND DEVELOPER. 8 6. DEVELOPMENT FEE. 10 7. PAYMENTS TO DEVELOPER. 10 8. RETURN OF COMMISSIONS TO FRANCHISOR. 11 9. |
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| August 20, 2012 |
ESIO Franchising, LLC FRANCHISE AGREEMENT Exhibit 10.2 ESIO Franchising, LLC FRANCHISE AGREEMENT ESIO – Franchise Agreement 04/2012 B-1 FRANCHISE AGREEMENT TABLE OF CONTENTS ARTICLE PAGE 1. INTRODUCTION 1 2. GRANT OF FRANCHISE 1 2.1 Grant of Franchise 1 2.2 Term 1 2.3 Full Term Performance; Minimum Requirements 2 2.4 Grant of Franchise 2 2.5 Term 2 2.6 Full Term Performance; Minimum Requirements 2 2.7 Protected Territory. 2 2.8 Franchisor |
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| August 7, 2012 |
U.S. 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, 2012 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or organization) (Commission F |
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| August 7, 2012 |
Exhibit 16.1 SEALE and BEERS, CPAs PCAOB & CPAB REGISTERED AUDITORS www.sealebeers.com August 7, 2012 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Dear Sir/Madam: We have read the statements included under Item 4.01 in the Form 8-K dated August 2, 2012 of Tempco, Inc. (the “Company”) to be filed with the Securities and Exchange Commissio |
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| August 2, 2012 |
Exhibit 99.1 For Immediate Release TEMPCO, INC. PROVIDES CORPORATE UPDATE TO INVESTORS COMPANY EXPECTS TO ACQUIRE FIRST OF 11 OPTIONED ESIO REGIONAL TERRITORIES FOR DEVELOPMENT OF FRANCHISES IN MID-AUGUST ADDITIONAL POPULAR BEVERAGE BRANDS TO BE AVAILABLE WHEN ESIO BEVERAGE COMPANY INTRODUCES COUNTERTOP BEVERAGE DISPENSING SYSTEM IN RETAIL STORES THIS FALL SCOTTSDALE, Arizona – August 2, 2012 – Te |
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| August 2, 2012 |
U.S. 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, 2012 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or organization) (Commission F |
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| May 21, 2012 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Tempco, Inc. (Exact name of registrant as specified in its charter |
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| May 15, 2012 |
- FORM 12B-25 (NT 10-Q) FOR 03-31-2012 NT 10-Q 1 form12b-25.htm FORM 12B-25 (NT 10-Q) FOR 03-31-2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-10320 CUSIP NUMBER: (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2012 o Transition Report on Form 10-K o Transition Report |
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| April 18, 2012 |
Exhibit 10.1 REGIONAL DEVELOPER DEPOSIT AGREEMENT This Regional Developer Deposit Agreement (“Agreement’) is entered into between ESIO Franchising, LLC, a Delaware Limited Liability Company (“ESIO”) and Tempco, Inc., a Nevada Corporation (“TEMO”) as of April 12, 2012 (“Effective Date”). The parties have agreed as follows: 1. RECITALS. 1.1 ESIO Business. ESIO holds a license for the manufacture and |
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| April 18, 2012 |
U.S. 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 12, 2012 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or organization) (Commission F |
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| February 14, 2012 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2011 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Tempco, Inc. (Exact name of registrant as specified in its char |
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| January 24, 2012 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2012 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or organization) (Commission |
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| January 24, 2012 |
TEMPCO, INC. ANNOUNCES CANCELLATION OF LETTER OF INTENT OF A BUSINESS COMBINATION Exhibit 99.1 TEMPCO, INC. ANNOUNCES CANCELLATION OF LETTER OF INTENT OF A BUSINESS COMBINATION SCOTTSDALE, Arizona – (Marketwire) January 24, 2012 - Tempco, Inc. (Tempco) (OTC.BB TEMO.OB), a shell company, announced today that because the conditions to the previously announced proposed “reverse merger” with Esio Franchise, Inc. (previously announced on December 28, 2010) could not be met, all effo |
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| November 14, 2011 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Tempco, Inc. (Exact name of small business issuer as specified |
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| November 14, 2011 |
Exhibit 3.1.12 - 1 - - 2 - |
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| October 5, 2011 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2011 o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-10320 Tempco, Inc. (Name of small business issuer in i |
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| September 7, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Definitive Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [X] Definitive Information Statement TEMPCO, INC. (Name |
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| July 20, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Preliminary Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitive Information Statement TEMPCO, INC. (Name |
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| May 24, 2011 |
U.S. 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 18, 2011 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or organization) (Commission Fil |
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| May 16, 2011 |
U.S. 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 11, 2011 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or organization) (Commission Fil |
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| May 3, 2011 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Tempco, Inc. (Exact name of small business issuer as specified in |
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| February 3, 2011 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2010 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Tempco, Inc. (Exact name of small business issuer as specified |
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| December 28, 2010 |
U.S. 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, 2010 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or organization) (Commissio |
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| November 12, 2010 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2010 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Tempco, Inc. (Exact name of small business issuer as specified |
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| October 13, 2010 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2010 o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-10320 Tempco, Inc. (Name of small business issuer in i |
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| September 3, 2010 |
TEMPCO, INC. PUBLIC ANNOUNCEMENT OF CHANGED CIRCUMSTANCES OF PROPOSED MERGER Exhibit 99 TEMPCO, INC. PUBLIC ANNOUNCEMENT OF CHANGED CIRCUMSTANCES OF PROPOSED MERGER SCOTTSDALE, Arizona ? (Marketwire) September 3, 2010 - Tempco, Inc. (Tempco) (OTC.BB TEMO.OB) announced today that the circumstances of its proposed merger with Program, LLC, of Mesa, Arizona had materially changed. Tempco and Program had been engaged in various discussions and due diligence activities relative |
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| September 3, 2010 |
U.S. 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 31, 2010 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or organization) (Commission |
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| July 29, 2010 |
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 the Registrant [X] 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)) [X] Definitive P |
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| July 20, 2010 |
- SCHEDULE 14A PRELIMINARY REVISED PROXY STATEMENT 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 the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive P |
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| July 20, 2010 |
July 19, 2010 Maryse Mills-Apenteng, Special Counsel Division of Corporate Finance Securities and Exchange Commission 101 F Street, N. |
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| July 20, 2010 |
July 19, 2010 Maryse Mills-Apenteng, Special Counsel Division of Corporate Finance Securities and Exchange Commission 101 F Street, N. |
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| June 16, 2010 |
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 the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive P |
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| May 25, 2010 |
U.S. 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 25, 2010 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation or organization) (Commission Fil |
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| January 27, 2009 |
AGREEMENT OF ACCORD AND SATISFACTION OF A LIQUIDATED AND UNDISPUTED DEBT Exhibit 99.1 AGREEMENT OF ACCORD AND SATISFACTION OF A LIQUIDATED AND UNDISPUTED DEBT This Agreement Of Accord And Satisfaction Of A Liquidated And Undisputed Debt (?Agreement?) is in reference to that certain Unsecured Promissory Note dated February 4, 2008 in the amount of Two Hundred Thousand dollars ($200,000.00 USD) and marked for identification as document ?SD\1782985.1? which note was execu |
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| October 20, 2008 |
Table of Contents U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2008 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Tempco, Inc. (Exact name of small business |
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| September 29, 2008 |
Forward-Looking Information General U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB x ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JUNE 30, 2007 o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-10320 Tempco, Inc. (Formerly NETtime Solutions, Inc.) (Nam |
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| August 1, 2008 |
Exhibit 16.1 SEMPLE, MARCHAL & COOPER, LLP CERTIFIED PUBLIC ACCOUNTANTS AND CONSULTANTS 2700 NORTH CENTRAL AVENUE, NINTH FLOOR, PHOENIX, ARIZONA 85004 ? TEL 602-241-1600 ? FAX 602-234-1867 July 29, 2008 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Commissioners: We have read the statements made by Tempco, Inc., which we understand will be filed with the Commissi |
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| August 1, 2008 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2008 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer i |
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| July 18, 2008 |
INDEPENDENT MEMBER OF THE BDO SEIDMAN ALLIANCE Exhibit 16.1 SEMPLE, MARCHAL & COOPER, LLP CERTIFIED PUBLIC ACCOUNTANTS AND CONSULTANTS 2700 NORTH CENTRAL AVENUE, NINTH FLOOR, PHOENIX, ARIZONA 85004 · TEL 602-241-1600 · FAX 602-234-1867 July 17, 2008 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Commissioners: We have read the statements made by Tempco, Inc., which we understand will be filed with the Commissi |
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| July 18, 2008 |
U.S. 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 14, 2008 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer inc |
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| July 2, 2008 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2008 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Tempco, Inc. (Exact name of small business issuer as specifi |
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| May 20, 2008 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2008 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 Tempco, Inc. (Exact name of small business issuer as specified |
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| May 15, 2008 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2008 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on F |
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| April 30, 2008 |
U.S. 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: April 30, 2008 (Date of earliest event reported): April 15, 2008 TEMPCO, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of (Commission File Number) (I. |
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| February 15, 2008 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: February 15, 2008 (Date of earliest event reported): February 4, 2008 NETTIME SOLUTIONS, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of (Commissio |
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| February 15, 2008 |
ARTICLES OF INCORPORATION NETTIME SOLUTIONS, INC., a Nevada corporation Exhibit 99.1 AMENDMENT TO ARTICLES OF INCORPORATION OF NETTIME SOLUTIONS, INC., a Nevada corporation Pursuant to the provisions of N.R.S. Section 78.030 et. seq., the undersigned Corporation hereby adopts the following amendment to its Articles of Incorporation (“Articles of Incorporation”): 1. The name of the Corporation is NETtime Solutions, Inc. 2. Pursuant to N.R.S. Section 78.030, on February |
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| February 14, 2008 |
Liquidity and Capital Resources Subsequent Events FORWARD-LOOKING INFORMATION U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2007 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 NETtime Solutions, Inc. (Exact name of small business issue |
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| February 8, 2008 |
Exhibit 99 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this ?Agreement?), is entered into as of February 4, 2007, by and between NETtime Solutions, LLC, an Arizona limited liability company (?NETtime Solutions?), and NETtime Solutions, Inc. |
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| February 8, 2008 |
U.S. 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 4, 2008 NETTIME SOLUTIONS, INC. (Name of Small Business Issuer as Specified in Its Charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of (Commission File Number) (I.R.S |
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| January 10, 2008 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6 |
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| December 17, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2007 NETTIME SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Nevada 000-10320 13-3465289 (State or other jurisdiction (Commission (IRS Employer of |
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| December 7, 2007 |
PREM14A 1 a07-308911prem14a.htm PREM14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Com |
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| December 7, 2007 |
DLA Piper US LLP 4141 Parklake Avenue, Suite 300 Raleigh, North Carolina 27612-2350 www. |
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| November 14, 2007 |
Liquidity and Capital Resources Subsequent Events FORWARD-LOOKING INFORMATION U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 NETtime Solutions, Inc. (Exact name of small business issu |
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| October 26, 2007 |
October 25, 2007 Securities and Exchange Commission Division of Corporate Finance 100 F Street, N. |
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| October 22, 2007 |
United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14C/A (Amendment No. 1) (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Confidential, for use of the commission only (as permitted by Rule 14c-5(d)(2)) o Definitive Informatio |
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| October 22, 2007 |
DLA Piper US LLP 2415 East Camelback Road, Suite 700 Phoenix, Arizona 85016-4245 www. |
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| October 15, 2007 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB x ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JUNE 30, 2007 o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-10320 NETTIME SOLUTIONS, INC. (Formerly TIME AMERICA, INC. |
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| October 15, 2007 |
CONFIDENTIAL DRAFT FOR DISCUSSION PURPOSES ONLY MASTER AGREEMENT Exhibit 10.46 CONFIDENTIAL DRAFT FOR DISCUSSION PURPOSES ONLY MASTER AGREEMENT THIS MASTER AGREEMENT (this “Agreement”) is made and entered into as of the day of June, 2007, by and between Synel Industries Ltd., a corporation organized under the laws of Israel and having an office located at 2 Hamada Street, Yokneam, Israel, 20692 (“Synel”), and Paychex, Inc., located at 911 Panorama Trail South, |
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| September 28, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number 1-10320 NOTIFICATION OF LATE FILING (Check one): x Form 10-KSB o Form 20-F o Form 11-K o Form 10-QSB o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2007 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on |
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| September 27, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Confidential, for use of the commission only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Statement NETTIME |
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| September 10, 2007 |
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 4, 2007 NETTIME SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Nevada 001-10320 13-3465289 (State or other jurisdiction (Commission (IRS Employer of |
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| June 25, 2007 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 19, 2007 NETTIME SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Nevada 001-10320 13-3465289 (State or other jurisdiction (Commission (IRS Employer of inco |
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| May 15, 2007 |
Liquidity and Capital Resources Subsequent Events FORWARD-LOOKING INFORMATION U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File number 001-10320 NETtime Solutions, Inc. (Exact name of small business issuer a |
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| May 11, 2007 |
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 10, 2007 NETTIME SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Nevada 001-10320 13-3465289 (State or other jurisdiction (Commission (IRS Employer of incor |
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| May 11, 2007 |
Exhibit 3.1 Amendment to Articles of Incorporation of Time America, Inc., a Nevada corporation Effective as of May 10, 2007 Article 1 is hereby amended by deleting such Article 1 in its entirety and replacing the deleted Article 1 with the following: 1. The name of the corporation is: NETtime Solutions, Inc. |
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| May 2, 2007 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: May 2, 2007 (Date of earliest event reported): January 22, 2007 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 001-10320 13-3465289 (State or other jurisdiction (Commission (IRS Emp |
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| April 20, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) x Definitive Information Statement TIME AMERICA, INC. (Name of Reg |
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| April 20, 2007 |
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 16, 2007 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 001-10320 13-3465289 (State or other jurisdiction (Commission (IRS Employer of incorpor |
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| April 11, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: x Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Statement TIME AMERICA, INC. (Name of Reg |
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| February 14, 2007 |
Subsequent Events FORWARD-LOOKING INFORMATION U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2006 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File number 001-10320 Time America, Inc. (Exact name of small |
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| February 14, 2007 |
Exhibit 10.1 ASSET PURCHASE AGREEMENT BETWEEN SYNEL INDUSTRIES LTD. AND TIME AMERICA, INC. (Delaware Corporation) AND TIME AMERICA, INC. (Nevada Corporation) AND TIME AMERICA, INC. (Arizona Corporation) AND NETEDGE DEVICES, LLC January 16, 2007 TABLE OF CONTENTS Page Section 1. Definitions 1 Section 2. Basic Transaction 4 Section 3. Sellers’ Representations, Warranties and Declarations. 5 Section |
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| January 22, 2007 |
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 16, 2007 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 33-58694 13-3465289 (State or other jurisdiction (Commission (IRS Employer of incorpo |
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| December 14, 2006 |
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 11, 2006 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 33-58694 13-3465289 (State or other jurisdiction (Commission (IRS Employer of incorp |
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| December 1, 2006 |
Exhibit 10.1 *TEXT OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION Pursuant to a Request for Confidential Treatment Under 17 C.F.R. Section 200.80(B)(4), 200.83 and 240.24b-2 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (herein referred to as the ?Agreement?), dated the 12th day of April, 2006, is entered into by and between Unitime Systems, Inc., a Delaware corp |
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| December 1, 2006 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A (Amendment No. 2) U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A (Amendment No. 2) x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2006 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File number 001-10320 Time America, Inc. (Exa |
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| November 14, 2006 |
Liquidity and Capital Resources FORWARD-LOOKING INFORMATION U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2006 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File number 001-10320 Time America, Inc. (Exact name of small |
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| November 13, 2006 |
Exhibit 99.1 CONTACT: Thomas J. Klitzke Time America, Inc. (800) 561-6366 x409 [email protected] FOR IMMEDIATE RELEASE TIME AMERICA ANNOUNCES FISCAL FIRST QUARTER RESULTS SCOTTSDALE, Ariz, November 9, 2006 – Time America, Inc. (OTCBB: TMAM), a leading developer and marketer of time and labor management solutions, today announced unaudited financial results for its fiscal first quarter ended Sep |
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| November 13, 2006 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 9, 2006 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 001-10320 13-3465289 (State or other jurisdiction (Commission (IRS Employer of incorp |
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| October 10, 2006 |
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 5, 2006 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 33-58694 13-3465289 (State or other jurisdiction (Commission (IRS Employer of incorpor |
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| September 28, 2006 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB x ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JUNE 30, 2006 o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 33-58694 TIME AMERICA, INC. (Name of small business issuer in |
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| August 10, 2006 |
TIME AMERICA, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS Exhibit 99.1 CONTACT: Craig Smith Time America, Inc. (800) 561-6366 x442 [email protected] TIME AMERICA ANNOUNCES FOURTH FISCAL QUARTER AND YEAR-END 2006 RESULTS SCOTTSDALE, Ariz, August 10, 2006 ? Time America, Inc. (OTCBB: TMAM), a leading developer and marketer of time and labor management solutions, today announced unaudited financial results for its fourth fiscal quarter and year ended J |
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| August 10, 2006 |
Results of Operations and Financial Condition, 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): August 10, 2006 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 001-10320 13-3465289 (State or other jurisdiction (Commission (IRS Employer of incorpo |
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| August 8, 2006 |
LIQUIDITY AND CAPITAL RESOURCES As filed with the Securities and Exchange Commission on August 8, 2006 Registration No. |
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| July 31, 2006 |
Liquidity and Capital Resources FORWARD-LOOKING INFORMATION U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Amendment No. 1) x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2006 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File number 001-10320 Time America, Inc. (Exact |
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| May 15, 2006 |
Exhibit 10.1 *TEXT OMITTED AND FILED SEPARATELY Confidential Treatment Requested Under 17 C.F.R. Section 200.80(B)(4), 200.83 and 240.24b-2 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (herein referred to as the “Agreement”), dated the 12th day of April, 2006, is entered into by and between Unitime Systems, Inc., a Delaware corporation (“Buyer”), and Time America, Inc., a Nevada corporat |
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| May 15, 2006 |
Liquidity and Capital Resources FORWARD-LOOKING INFORMATION U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB ý QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2006 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File number 001-10320 Time America, Inc. (Exact name of small bus |
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| May 12, 2006 |
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 9, 2006 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 12, 2006 |
TIME AMERICA, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS Exhibit 99.1 CONTACT: Craig Smith Time America, Inc. (800) 561-6366 x442 [email protected] FOR IMMEDIATE RELEASE TIME AMERICA ANNOUNCES THIRD QUARTER FISCAL 2006 RESULTS SCOTTSDALE, Ariz, May 9, 2006 – Time America, Inc. (OTCBB: TMAM), a leading developer and marketer of time and labor management solutions, today announced unaudited financial results for its third quarter ended March 31, 2006 |
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| April 26, 2006 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS As filed with the Securities and Exchange Commission on April 26, 2006 Registration No. |
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| April 18, 2006 |
Entry into a Material Definitive Agreement 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 12, 2006 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 33-58694 13-3465289 (State or other jurisdiction of incorporation) (Commission File Num |
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| March 1, 2006 |
Exhibit 10.46 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRA |
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| March 1, 2006 |
EX-10.44 3 a06-59401ex10d44.htm MATERIAL CONTRACTS Exhibit 10.44 AMENDED AND RESTATED STOCK PLEDGE AGREEMENT STOCK PLEDGE AGREEMENT (the “Agreement”) dated this 22nd day of March, 2004, and amended and restated this 23rd day of June, 2005, made by and among Time America, Inc., a Nevada corporation (the “Company”), and each of the other undersigned parties (other than the Noteholder (as defined bel |
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| March 1, 2006 |
Exhibit 10.47 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRA |
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| March 1, 2006 |
Exhibit 10.48 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRA |
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| March 1, 2006 |
Subsidiaries of the Registrant Exhibit 21 Subsidiaries of the Registrant The following are wholly-owned subsidiaries of the registrant, Time America, Inc., a Nevada corporation: Name of Subsidiary State or Jurisdiction of Incorporation or Organization Time America, Inc. Arizona NetEdge Devices, LLC Arizona |
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| March 1, 2006 |
EX-10.45 4 a06-59401ex10d45.htm MATERIAL CONTRACTS Exhibit 10.45 GRANT OF SECURITY INTEREST IN PATENTS AND TRADEMARKS THIS GRANT OF SECURITY INTEREST (“Grant”), effected as of June 23, 2005, is executed by Time America, Inc., a Nevada corporation (the “Grantor”), in favor of Laurus Master Fund, Ltd. (the “Secured Party”). A. Pursuant to (i) a Master Security Agreement dated as of March 22, 2004 (a |
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| March 1, 2006 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS As filed with the Securities and Exchange Commission on March 1, 2006 Registration No. |
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| February 14, 2006 |
AMENDED AND RESTATED SUBORDINATION AGREEMENT Exhibit 10.6 AMENDED AND RESTATED SUBORDINATION AGREEMENT This AMENDED AND RESTATED SUBORDINATION AGREEMENT (this “Amended and Restated Agreement”) is made as of the 30 day of January 3, 2006, by and among JOSEPH L. SIMEK (“Mr. Simek”), FRANCES L. SIMEK (“Mrs. Simek” and together with Mr. Simek, the “Subordinated Lenders”), TIME AMERICA, INC., a Nevada corporation (“Time America-Nevada”), TIME AME |
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| February 14, 2006 |
Liquidity and Capital Resources FORWARD-LOOKING INFORMATION U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB ý QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2005 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File number 001-10320 Time America, Inc. (Exact name of small |
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| February 14, 2006 |
EX-10.2 3 a06-49891ex10d2.htm MATERIAL CONTRACTS Exhibit 10.2 THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTR |
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| February 14, 2006 |
Exhibit 10.5 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 3, 2006, by and between TIME AMERICA, INC., a Nevada corporation (the “Company”), and Laurus Master Fund, Ltd., a Cayman Islands company (the “Purchaser”). This Agreement is made pursuant to the Security and Purchase Agreement, dated as of the date hereof, by and |
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| February 14, 2006 |
Exhibit 10.4 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRAN |
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| February 14, 2006 |
Exhibit 10.8 OBERON SECURITIES January 13, 2005 Thomas S. Bednarik President and CEO Time America, Inc. 51 West Third Street (Suite 310) Tempe, AZ 85281 Dear Mr. Bednarik: This agreement ?the Agreement? shall replace all other agreements between Oberon Securities, LLC and its affiliates and assigns (?Oberon?) and Time America, Inc. and its affiliates and assigns (?Client) with regards to the amoun |
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| February 14, 2006 |
Exhibit 10.1 SECURITY AND PURCHASE AGREEMENT LAURUS MASTER FUND, LTD. TIME AMERICA, INC., a Nevada corporation TIME AMERICA, INC., an Arizona corporation and NETEDGE DEVICES, LLC, an Arizona limited liability company Dated: January 3, 2006 TABLE OF CONTENTS Page 1. General Definitions and Terms; Rules of Construction 1 2. Loan Facility 2 3. Repayment of the Loans 4 4. Procedure for Revolving Loans |
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| February 14, 2006 |
ARTICLE III EVENTS OF DEFAULT AND DEFAULT RELATED PROVISIONS Exhibit 10.3 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO TIME AMERICA, INC. THAT SUCH R |
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| February 14, 2006 |
REAFFIRMATION AND RATIFICATION AGREEMENT Exhibit 10.7 REAFFIRMATION AND RATIFICATION AGREEMENT January 3, 2006 Laurus Master Fund, Ltd. c/o Laurus Capital Management LLC 825 Third Avenue New York, New York 10022 Ladies and Gentlemen: Reference is made to (I) (a) the Security Agreement, dated as of March 22, 2004 (as amended and restated, further amended, modified or supplemented from time to time, the ?Security Agreement?), by and betwee |
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| February 9, 2006 |
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 8, 2006 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 001-10320 13-3465289 (State or other jurisdiction of incorporation) (Commission File |
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| February 9, 2006 |
Exhibit 99.1 CONTACT: Craig Smith Time America, Inc. (800) 561-6366 x442 [email protected] FOR IMMEDIATE RELEASE TIME AMERICA ANNOUNCES SECOND QUARTER FISCAL 2006 RESULTS SCOTTSDALE, Ariz, February 8, 2006 – Time America, Inc. (OTCBB: TMAM), a leading developer and marketer of time and labor management solutions, today announced unaudited financial results for its second quarter ended Decembe |
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| January 9, 2006 |
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 3, 2006 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 33-58694 13-3465289 (State or other jurisdiction (Commission (IRS Employer of incorpor |
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| December 9, 2005 |
Time America, Inc. 8840 East Chaparral Road, Suite 100 Scottsdale, Arizona 85250 Time America, Inc. 8840 East Chaparral Road, Suite 100 Scottsdale, Arizona 85250 December 9, 2005 U.S. Securities & Exchange Commission 100 F Street NE Washington, D.C. 20549 Attn: Maryse Mills-Apenteng Re: Time America, Inc. (the ?Company?) Registration Statement on Form S-2 (File No. 333-126830) Filed on July 22, 2005, as amended Application for Withdrawal of Registration Statement Ladies and Ge |
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| November 14, 2005 |
Liquidity and Capital Resources FORWARD-LOOKING INFORMATION U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2005 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File number 001-10320 Time America, Inc. (Exact name of small |
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| November 3, 2005 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 3, 2005 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 001-10320 13-3465289 (State or other jurisdiction (Commission (IRS Employer of incorp |
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| November 3, 2005 |
TIME AMERICA ANNOUNCES FIRST QUARTER RESULTS Exhibit 99.1 CONTACT: Craig Smith Time America, Inc. (800) 561-6366 x442 [email protected] FOR IMMEDIATE RELEASE TIME AMERICA ANNOUNCES FIRST QUARTER RESULTS SCOTTSDALE, Ariz, November 3, 2005 — Time America, Inc. (OTCBB: TMAM), a leading developer and marketer of time and labor management solutions, today announced unaudited financial results for its fiscal first quarter ended September 30, |
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| November 1, 2005 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS S-2/A 1 a05-122311s2a.htm PRE-EFFECTIVE AMENDMENT As filed with the Securities and Exchange Commission on November 1, 2005 Registration No. 333-126830 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 AMENDMENT NO. 1 TO FORM S-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 13-3465289 (State or other j |
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| October 5, 2005 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-115249 TIME AMERICA, INC. PROSPECTUS SUPPLEMENT DATED OCTOBER 5, 2005 On September 29, 2005, we executed agreements to amend the terms of the Secured Convertible Term Note, dated March 22, 2004, issued to the Laurus Master Fund, Ltd. (“Laurus”). The purpose of this amendment is to change the conversion price applicable to the Convertible Term N |
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| September 28, 2005 |
Exhibit 10.35 February 17, 2000 Mr. Thomas S. Bednarik 10383 N 118th Place Scottsdale, AZ 85259 Dear Tom: On behalf of Vitrix Incorporated (the ?Company?), a subsidiary of Vitrix, Inc. (f/k/a FBR Capital Corporation), I am pleased to offer you the position of CEO and President. In this position, you will be responsible for overall operations of the Company. Your election to the Board of Directors |
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| September 28, 2005 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB ? ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JUNE 30, 2005 o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 33-58694 TIME AMERICA, INC. (Name of small business issuer in |
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| September 28, 2005 |
Exhibit 10.29 Consulting Services Agreement This Consulting Services Agreement (“Agreement”), effective October 15, 2003 (“The Effective Date”), is made by and between Vitrix, Inc., (“Customer”), and Todd P. Belfer (“Consultant”). WHEREAS, Customer desires to obtain certain consulting services (“Services”); and WHEREAS, Consultant has represented to Customer that it has the desire and expertise to |
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| September 28, 2005 |
EXHIBIT 10.32 *TEXT OMITTED AND FILED SEPARATELY Confidential Treatment Requested Under 17 C.F.R. Section 200.80(B)(4), 200.83 and 240.24b-2 FedEx Contract No. 06-0037-001 AMENDMENT THIS AMENDMENT, made effective as of August 29, 2005 (the ?Effective Date?), by and between FEDERAL EXPRESS CORPORATION (?Federal?) and TIME AMERICA, INC. (?Contractor?). RECITALS WHEREAS, FedEx Corporate Services, Inc |
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| September 28, 2005 |
Exhibit 10.30 BONUS PLAN DOCUMENT Subject: Bonus Plan for the President & CEO of Time America, Inc. Effective Date: January 1, 2005 General Information On , 2005, the compensation committee (the “Committee”) of the Board of Directors of Time America, Inc. (the “Company”) retroactively adopted an incentive compensation plan (the “Plan”) for Thomas S. Bednarik for the fiscal year ending June 30, 200 |
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| September 28, 2005 |
PROFESSIONAL SERVICES AGREEMENT Exhibit 10.33 *TEXT OMITTED AND FILED SEPARATELY Confidential Treatment Requested Under 17 C.F.R. Section 200.80(B)(4), 200.83 and 240.24b-2 FedEx Contract No. 06-0636 PROFESSIONAL SERVICES AGREEMENT THIS PROFESSIONAL SERVICES AGREEMENT (the “Agreement”) is made and entered into as of the 29th day of August, 2005 (the “Effective Date”), by and between FEDEX CORPORATE SERVICES, INC. (“FedEx”), and |
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| September 28, 2005 |
Exhibit 10.31 *TEXT OMITTED AND FILED SEPARATELY Confidential Treatment Requested Under 17 C.F.R. Section 200.80(B)(4), 200.83 and 240.24b-2 FedEx Contract No. 06-0037 EQUIPMENT PURCHASE, LICENSE AND SERVICES AGREEMENT THIS EQUIPMENT PURCHASE, LICENSE AND SERVICES AGREEMENT (the “Agreement”) is made on this the 29th day of August, 2005 (the “Effective Date”), between FEDEX CORPORATE SERVICES, INC. |
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| September 28, 2005 |
Certificate of Correction (PURSUANT TO NRS 78, 78A, 80, 81, 82, 84, 86, 87, 88, 88A, 89 and 92A) Exhibit 3.1.8 DEAN HELLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4299 (775) 884-5708 Entity # Website: secretaryofstate.biz C4529-1988 Document Number: 20050236754-24 Date Filed: Certificate of Correction (PURSUANT TO NRS 78, 78A, 80, 81, 82, 84, 86, 87, 88, 88A, 89 and 92A) 6/16/2005 3:00:48 PM In the office of Dean Heller Secretary of State Important: Read |
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| September 28, 2005 |
Exhibit 10.34 *TEXT OMITTED AND FILED SEPARATELY Confidential Treatment Requested Under 17 C.F.R. Section 200.80(B)(4), 200.83 and 240.24b-2 FEDEX CONTRACT NO. 06-0636-001 AMENDMENT THIS AMENDMENT, made effective as of August 29, 2005 (the “Effective Date”), by and between FEDERAL EXPRESS CORPORATION (“Federal”) and TIME AMERICA, INC. (“Contractor”). RECITALS WHEREAS, FedEx Corporate Services, Inc |
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| September 14, 2005 |
Entry into a Material Definitive Agreement 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 9, 2005 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 33-58694 13-3465289 (State or other jurisdiction of incorporation) (Commission File |
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| August 5, 2005 |
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 4, 2005 TIME AMERICA, INC. (Exact name of registrant as specified in its charter) Nevada 33-58694 13-3465289 (State or other jurisdiction (Commission (IRS Employer of incorpora |
