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| CIK | 1174891 |
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 CalEthos, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, Inc. (E |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, Inc. ( |
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| April 2, 2025 |
Warrant dated December 15, 2024 of CalEthos Inc. issued to Nanosha Investments LLC. Exhibit 10.6 WARRANT THE WARRANT REPRESENTED BY THIS CERTIFICATE AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS IN RELIANCE ON EXEMPTIONS FROM REGISTRATION REQUIREMENTS UNDER SAID LAWS, AND NEITHER SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWIS |
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| April 2, 2025 |
Description of Registered Securities Exhibit 4.1 DESCRIPTION OF THE COMPANY’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF CAPITAL STOCK The following description of our common stock is a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to the complete text of our Articles of Incorporation, as amended (the “Articles of Incorp |
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| April 2, 2025 |
Warrant dated December 6, 2023 of CalEthos issued to M1 Advisors LLC. Exhibit 10.4 WARRANT THE WARRANT REPRESENTED BY THIS CERTIFICATE AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS IN RELIANCE ON EXEMPTIONS FROM REGISTRATION REQUIREMENTS UNDER SAID LAWS, AND NEITHER SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWIS |
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| April 2, 2025 |
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 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-50331 CalEthos, Inc. (Exact name of registrant as specified in i |
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| April 1, 2025 |
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: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o |
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| December 17, 2024 |
CalEthos, Inc. EXCHANGE SUBSCRIPTION AGREEMENT December 15, 2024 Exhibit 1 CalEthos, Inc. EXCHANGE SUBSCRIPTION AGREEMENT December 15, 2024 CalEthos, Inc. 11753 Willard Avenue Tustin, California 92782 Ladies and Gentlemen: Nanosha Investments LLC, the holder (the “Holder”) of (i) 10% Promissory Note (the “Note”) of CalEthos, Inc. (the “Company”) in the original principal amount of $1,000,000, (ii) a warrant of the Company (the “$3.50 Warrant”) to purchase 300,0 |
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| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, In |
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| November 14, 2024 |
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: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, Inc. (E |
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| August 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: July 22, 2024 CalEthos, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer |
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| August 1, 2024 |
Exhibit 99.1 CalEthos increases the size of its development to 315-acres in Lithium Valley for a planned large-scale Clean Energy Powered Data Center Campus TUSTIN, CA – July 31, 2024 — CalEthos, Inc. (OTCQB:GEDC), (“CalEthos” or the “Company”), today announced the following business update: On July 24, 2024, CalEthos signed an Option Agreement to purchase 315 acres of land in the soon-to-be appro |
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| May 15, 2024 |
Exhibit 3.1 RESTATED ARTICLES OF INCORPORATION OF CALETHOS, INC. FIRST The name of the corporation is CALETHOS, INC. SECOND Its principal office in the State of Nevada is located at 2215-B Renaissance Drive, Las Vegas, NV 89919. The name of its resident agent is CSC Services of Nevada, Inc. at the above address. THIRD The purpose or purposes for which the corporation is organized: To engage in and |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, Inc. ( |
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| April 9, 2024 |
Form of Promissory Note dated February 12, 2024 of CalEthos Inc. to Nanosha Investments LLC. Exhibit 10.4 CalEthos, Inc. 10% PROMISSORY NOTE $1,000,000.00 February 12, 2024 FOR VALUE RECEIVED, CALETHOS, INC., a Nevada corporation (herein called the “Company”), hereby promises to pay on May 30, 2024, to NANOSHA INVESTMENTS LLC, with an address at 1202 Walnut Avenue, Long Beach, California 90813, or its assigns (together, herein called the “Holder”), the principal sum of One Million Dollars |
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| April 9, 2024 |
Description of Registered Securities Exhibit 4.1 DESCRIPTION OF THE COMPANY’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF CAPITAL STOCK The following description of our common stock is a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to the complete text of our Articles of Incorporation, as amended (the “Articles of Incorp |
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| April 9, 2024 |
Warrant dated February 12, 2024 of CalEthos Inc. issued to Nanosha Investments LLC. Exhibit 10.5 WARRANT THE WARRANT REPRESENTED BY THIS CERTIFICATE AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS IN RELIANCE ON EXEMPTIONS FROM REGISTRATION REQUIREMENTS UNDER SAID LAWS, AND NEITHER SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWIS |
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| April 9, 2024 |
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 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-50331 CalEthos, Inc. (Exact name of registrant as specified in i |
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| April 2, 2024 |
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: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o |
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| March 14, 2024 |
BUUZ / CalEthos, Inc. / Campbell Michael Activist Investment SC 13D/A 1 formsc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) CalEthos, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 91678P203 (CUSIP Number) Michael Campbell 11754 Willard Avenue Tustin, CA 92782 (714) 855-8100 (Name, address and telephone n |
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| March 14, 2024 |
BUUZ / CalEthos, Inc. / FONTENOT SEAN PAUL Activist Investment SC 13D 1 formsc13d.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 CalEthos, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 91678P203 (CUSIP Number) Sean Paul Fontenot 1202 Walnut Avenue Long Beach, CA 90813 (714) 855-8100 (Name, address and telephone number of person a |
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| March 12, 2024 |
Form of Exchange Subscription Agreement between CalEthos Inc. and certain of its securityholders. EXHIBIT 10.1 CalEthos, Inc. EXCHANGE SUBSCRIPTION AGREEMENT [Date] CalEthos, Inc. 11753 Willard Avenue Tustin, California 92782 Ladies and Gentlemen: The undersigned holder(s) (the “Holder”) of (i) % [OID] Promissory Notes (the “Notes”) of CalEthos, Inc. (the “Company”) in the aggregate principal amount of $, and (ii) warrants of the Company (the “Warrants”) to purchase shares of Common Stock, par |
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| March 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: December 11, 2023 CalEthos, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Empl |
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| December 7, 2023 |
EXHIBIT 99.1 CalEthos Completes the First Phase of Development on a planned 300MW Clean Energy Powered Data Center Campus in Southern California TUSTIN, CA – December 7, 2023 — CalEthos, Inc. (“CalEthos” or the “Company”) today announced the following business update: As previously reported, CalEthos is preparing to build a clean energy powered, 300-megawatt (MW) wholesale co-location data center |
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| December 7, 2023 |
EXHIBIT 99.2 |
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| December 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: December 7, 2023 CalEthos, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Emplo |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, In |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, Inc. (E |
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| June 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 19, 2023 CalEthos, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer |
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| June 27, 2023 |
Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT President and Chief Operating Officer This Executive Employment Agreement (“Agreement”) is made and entered into on June 19, 2023, by and between CalEthos, Inc., with principal offices located at 11753 Willard Avenue, Tustin, CA 92782 (“CalEthos,” “Employer,” or the “Company”) and Joel Stone (“Executive”). Employer and Executive shall be referred to indi |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, Inc. ( |
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| April 17, 2023 |
Description of Registered Securities Exhibit 4.10 DESCRIPTION OF THE COMPANY’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF CAPITAL STOCK The following description of our common stock is a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to the complete text of our Articles of Incorporation, as amended (the “Articles of Incor |
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| April 17, 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 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-50331 CALETHOS, INC. (Exact name of registrant as specified in i |
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| March 28, 2023 |
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: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o |
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| November 14, 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 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, In |
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| August 15, 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 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, Inc. (E |
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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 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, Inc. ( |
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| March 31, 2022 |
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 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-50331 CalEthos, Inc. (Exact name of registrant as specified in i |
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| March 31, 2022 |
Code of Conduct and Ethics of CalEthos Inc. EX-14 3 ex14.htm Exhibit 14 CODE OF CONDUCT AND ETHICS OF CALETHOS, INC. Adopted: March 28, 2022 The Board of Directors of CalEthos, Inc. (the “Company”) has adopted this Code of Ethics (this “Code”) to provide value for our stockholders; and ● To encourage honest and ethical conduct, including fair dealing and the ethical handling of conflicts of interest; ● To prompt full, fair, accurate, timely |
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| March 31, 2022 |
Exhibit 10.12 CONSULTING AGREEMENT CONSULTING AGREEMENT, dated as of October 10, 2018 between DSS Consulting Corporation (the ?Consultant?) and RealSource Residential, Inc. (the ?Company?) (collectively the ?Parties?). WHEREAS, the Company desires to retain the consulting services of the Consultant and the Company wishes to acquire and be assured of Consultant?s consulting services on the terms an |
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| November 15, 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 (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, In |
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| October 21, 2021 |
DEF 14C 1 formdef14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement CalEthos, I |
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| October 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: October 7, 2021 CalEthos, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employ |
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| October 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement CalEthos, Inc. (Name of Registrant A |
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| September 21, 2021 |
Consulting Agreement dated as of August 17, 2021 between CalEthos Inc. and M1 Advisors LLC Exhibit 10.1 CONSULTING AGREEMENT CONSULTING AGREEMENT, dated as of August 17, 2021, by and between CalEthos, Inc., a Nevada corporation (the ?Company? to be renamed AIQ Blockchain, Inc.), and M1 Advisors LLC a Delaware corporation (the ?Consultant?). WHEREAS, the Company desires to retain the consulting services of the Consultant and to have the Consultant provide services as the Company?s ?Chief |
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| September 21, 2021 |
Exhibit 4.5 THE SECURITIES REPRESENTED BY THIS CERTIFICATE MAY NOT BE OFFERED FOR SALE, SOLD OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR IN ACCORDANCE WITH AN EXEMPTION FROM REGISTRATION UNDER THAT ACT. WARRANT TO PURCHASE SHARES OF COMMON STOCK OF CALETHOS, INC. This certifies that Mireya Lange, or any par |
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| September 21, 2021 |
Consulting Agreement dated as of August 17, 2021 between CalEthos Inc. and Hyuncheol Kim. Exhibit 10.2 CONSULTING AGREEMENT CONSULTING AGREEMENT, dated as of August 17, 2021, by and between CalEthos, Inc., a Nevada corporation (the ?Company? to be renamed AIQ Blockchain, Inc.) with offices at 11753 Willard Ave., Tustin Ca 92782, and Hyuncheol Kim (the ?Consultant?) with address at 132 Dolci, Irvine, CA 92602. WHEREAS, the Company desires to retain the consulting services of the Consult |
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| September 21, 2021 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of September 15, 2021, by and among CalEthos Inc., a Nevada corporation (the ?Company?), and the investor signatory hereto (the ?Investor?). This Agreement is made pursuant to the Subscription Agreement, dated on or about September 1, 2021 among the Company and the Investor |
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| September 21, 2021 |
Exhibit 4.1 OID CONVERTIBLE PROMISSORY NOTE NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REG |
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| September 21, 2021 |
Restricted Share Award Agreement dated August 17, 2021 between CalEthos Inc. and M1 Advisors LLC. Exhibit 4.3 RESTRICTED SHARE AWARD AGREEMENT CalEthos, Inc. * * * * * Participant: M1 Advisors LLC Grant Date: August 17, 2021 Number of Restricted Shares granted: 1,500,000 * * * * * THIS AWARD AGREEMENT (this ?Agreement?), dated as of the Grant Date specified above, is entered into by and between CalEthos, Inc., a Nevada corporation (the ?Company?), and the Participant specified above; and WHERE |
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| September 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: August 17, 2021 CalEthos, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employ |
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| September 21, 2021 |
Exhibit 4.2 SERIES A WARRANT THE WARRANT REPRESENTED BY THIS CERTIFICATE AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR ANY STATE SECURITIES LAWS IN RELIANCE ON EXEMPTIONS FROM REGISTRATION REQUIREMENTS UNDER SAID LAWS, AND NEITHER SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, PLEDGED, ASSIGNED OR |
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| September 21, 2021 |
Restricted Share Award Agreement dated August 17, 2021 between CalEthos Inc. and Hyuncheol Kim. Exhibit 4.4 RESTRICTED SHARE AWARD AGREEMENT CalEthos, Inc. * * * * * Participant: Hyuncheol Kim Grant Date: August 17, 2021 Number of Restricted Shares granted: 10,000,000 * * * * * THIS AWARD AGREEMENT (this ?Agreement?), dated as of the Grant Date specified above, is entered into by and between CalEthos, Inc., a Nevada corporation (the ?Company?), and the Participant specified above; and WHEREA |
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| August 16, 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 (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, Inc. (E |
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| July 20, 2021 |
CalEthos Issues CEO Business Update EX-99.1 2 ex99-1.htm Exhibit 99.1 CalEthos Issues CEO Business Update TUSTIN, CA – July 20, 2021 — CalEthos, Inc. (OTC Markets: BUUZ.PNK) (“CalEthos” or the “Company”) today issued the following business update from Michael Campbell, Chairman and Chief Executive Officer: To Our Fellow CalEthos Stakeholders: Over the past few months, many notable changes have been made at CalEthos as we continued o |
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| July 20, 2021 |
Other Events, Financial Statements and Exhibits 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: July 20, 2021 CalEthos, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commission File Number |
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| July 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 00 |
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| June 30, 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 (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-50331 CalEthos, Inc. (Exact name of registrant as specified |
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| June 29, 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 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos |
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| June 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 00 |
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| June 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000 |
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| April 15, 2020 |
Termination of a Material Definitive Agreement 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: April 3, 2020 CalEthos, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commission File Number |
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| March 30, 2020 |
EX-10.5 3 ex10-5.htm Exhibit 10.5 [FORM OF] SERIES A WARRANT THE WARRANT REPRESENTED BY THIS CERTIFICATE AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS IN RELIANCE ON EXEMPTIONS FROM REGISTRATION REQUIREMENTS UNDER SAID LAWS, AND NEITHER SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFE |
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| March 30, 2020 |
Form of OID Convertible Promissory Note due February 28, 2021. Exhibit 10.4 [Form of oid Convertible Promissory Note] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EF |
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| March 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-50331 CalEthos, Inc. (Exact name of registrant as specified |
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| January 17, 2020 |
Exhibit 2.1 stock PURCHASE AGREEMENT This stock PURCHASE AGREEMENT (this “Agreement”) is effective as of January 15, 2020, by and between Terra Tech Corp., a Nevada corporation (the “Seller”) and CalEthos, Inc., a Nevada corporation (the “Purchaser” and together with Seller, each a “Party” and collectively, the “Parties”). RECITALS A. As of the date of this Agreement, Seller owns all of the issued |
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| January 17, 2020 |
8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: January 16, 2020 CalEthos, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commission File Num |
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| January 17, 2020 |
EX-99.2 4 ex99-2.htm Exhibit 99.2 Virtual Tour Script Welcome to the future of cannabis retail… SHOWCASE…the ultimate learning and shopping experience, and the premier showcase for the best that California cannabis brands have to offer. CalEthos is building 10 SHOWCASE cannabis superstores in the growing Southern California market over the next three years. SHOWCASE superstores are designed to giv |
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| January 17, 2020 |
COMING SOON TO SOUTHERN CALIFORNIA EX-99.1 3 ex99-1.htm Exhibit 99.1 Executive Summary – January 2020 COMING SOON TO SOUTHERN CALIFORNIA CalEthos’ “SHOWCASE” – Cannabis Superstore and Event Center ✓ The Premier “Product Showcase” for Leading California Cannabis Brands. ✓ The Ultimate “Learning & Shopping Venue” for Southern California Cannabis Consumers. CalEthos, Inc. (OTCPK.BUUZ) is building a chain of large-format retail store a |
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| November 13, 2019 |
BUUZ / CalEthos, Inc. 10-Q - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos |
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| August 14, 2019 |
BUUZ / CalEthos, Inc. 10-Q - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, Inc |
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| June 6, 2019 |
BUUZ / CalEthos, Inc. / Campbell Michael Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 CALETHOS, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 91678P203 (CUSIP Number) Michael Campbell 11753 Willard Avenue Tustin, CA 92782 Telephone: (714) 855-8100 (Name, Address and Telephone Number of Person |
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| May 15, 2019 |
BUUZ / CalEthos, Inc. 10-Q Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 CalEthos, In |
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| April 1, 2019 |
BUUZ / CalEthos, Inc. (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-50331 CalEthos, Inc. (Exact name of registrant as specified |
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| February 8, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) 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 20, 2018 CalEthos, Inc. (Exact name of registrant as specified in its charter) Nevada 0005-50331 98-0371433 (State or other jurisdiction of incorporation) (C |
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| February 8, 2019 |
Certificate of Amendment to Articles of Incorporation dated December 20, 2018. EX-3.1 2 ex3-1.htm |
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| November 14, 2018 |
RSRT / RealSource Residential, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOUR |
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| October 30, 2018 |
RSRT / RealSource Residential, Inc. DEF 14C DEF 14C 1 formdef14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) [X] Definitive Information Statement RealS |
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| October 29, 2018 |
EX-2.1 2 ex2-1.htm Exhibit 2.1 |
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| October 29, 2018 |
Letter from Novogradac & Company LLP dated October 26, 2009. EX-16.1 4 ex16-1.htm Exhibit 16.1 |
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| October 29, 2018 |
8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) 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 26, 2018 RealSource Residential, Inc. (Exact name of registrant as specified in its charter) Nevada 0005-50331 98-0371433 (State or other ju |
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| October 16, 2018 |
RSRT / RealSource Residential, Inc. PRE 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) [ ] Definitive Information Statement RealSource Residential, Inc. ( |
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| September 24, 2018 |
BUUZ / CalEthos, Inc. / M1 Advisors Llc Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. ) Under the Securities Exchange Act of 1934 REALSOURCE RESIDENTIAL, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 91678P203 (CUSIP Number) Michael Campbell 11753 Willard Avenue Tustin, CA 92782 Telephone: (714) 855-8100 (Name, Address and Telephone Num |
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| September 24, 2018 |
BUUZ / CalEthos, Inc. / Cooper Piers Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. ) Under the Securities Exchange Act of 1934 REALSOURCE RESIDENTIAL, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 91678P203 (CUSIP Number) Piers Cooper 11753 Willard Avenue Tustin, CA 92782 Telephone: (714) 352-5315 (Name, Address and Telephone Number |
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| September 24, 2018 |
EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of the Issuer and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings. |
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| September 14, 2018 |
EX-10.1 3 ex10-1.htm Exhibit 10.1 SERIES A PREFERRED STOCK PURCHASE AGREEMENT This SERIES A PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of September 12, 2018, by and between REALSOURCE RESIDENTIAL, INC., a Nevada corporation (the “Company”), and each of the persons and entities listed as a purchaser on the signature pages hereto (each a “Purchaser” and collectively, the “Purcha |
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| September 14, 2018 |
EX-3.2 2 ex3-2.htm Exhibit 3.2 certificate of DESIGNATION OF Series A PREFERRED STOCK of Realsource residential, INC. I, Michael Campbell, hereby certify that I am the Chief Executive Officer of RealSource Residential, Inc. (the “Company”), a corporation organized and existing under the Nevada Revised Statutes, and further do hereby certify: That pursuant to the authority expressly conferred upon |
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| September 14, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K (Amendment No. ) 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 12, 2018 RealSource Residential, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of inc |
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| August 28, 2018 |
RSRT / RealSource Residential, Inc. SC 14F1 SC 14F1 1 formsc14f-1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14F-1 Information Statement Pursuant to Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 Thereunder RealSource Residential, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 000-50331 Nevada 98-0371433 (State or other jurisdiction of incorp |
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| August 28, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 28, 2018 RealSource RESIDENTIAL, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) |
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| August 28, 2018 | ||
| August 15, 2018 |
RSRT / RealSource Residential, Inc. NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 N-SAR o Form N-CSR For Period Ended: June 30, 2018 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 Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| August 15, 2018 |
RSRT / RealSource Residential, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE RE |
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| May 14, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 00 |
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| March 28, 2018 |
RSRT / RealSource Residential, Inc. 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-50331 REALSOURCE RESIDENTIAL, INC. (Exact name of registrant |
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| October 27, 2017 |
RSRT / RealSource Residential, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOUR |
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| August 14, 2017 |
RSRT / RealSource Residential, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE RE |
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| May 15, 2017 |
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 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE R |
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| March 21, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-50331 REALSOURCE RESIDENTIAL, INC. (Exac |
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| November 14, 2016 |
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 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOUR |
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| August 15, 2016 |
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 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE RE |
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| May 16, 2016 |
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 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE R |
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| March 30, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-50331 REALSOURCE RESIDENTIAL, INC. (Exact name of registrant |
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| January 19, 2016 |
EX-10.1 2 ex10-1.htm Exhibit 10.1 FORM OF AMENDMENT TO NOTE AND WARRANT This AMENDMENT TO NOTE AND WARRANT (the “Amendment”), dated effective as of December 9, 2015 (the “Effective Date”), is made by and between REALSOURCE RESIDENTIAL, INC., a Nevada corporation (the “Company”), and (the “Holder”). A. On December 9, 2013, the Company issued to the Holder that certain 12% Series A Senior Convertibl |
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| January 19, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 19, 2016 (January 15, 2016) REALSOURCE RESIDENTIAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or |
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| November 16, 2015 |
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 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOUR |
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| October 2, 2015 |
Exhibit 16.1 October 2, 2015 United States Securities and Exchange Commission 100 F Street, N.E. Washington DC 20549-7561 Re: RealSource Residential, Inc. Commission File Number: 000-50331 Commissioners: We have read Item 4.01 of Form 8-K dated October 2, 2015, of RealSource Residential, Inc. and are in agreement with the statements contained therein insofar as they relate to our firm. Very truly |
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| October 2, 2015 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 2, 2015 REALSOURCE RESIDENTIAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction (Commission (IRS E |
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| August 21, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE RESI |
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| August 19, 2015 |
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 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE RESIDE |
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| August 14, 2015 |
RealSource Residential NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 N-SAR o 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 Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| May 20, 2015 |
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 (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE RESID |
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| May 15, 2015 |
RealSource Residential NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 N-SAR o 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 Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| March 31, 2015 |
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 (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-50331 REALSOURCE RESIDENTIAL, INC. (Exact name of registrant as |
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| November 14, 2014 |
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 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE R |
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| August 14, 2014 |
Realsource Residential, Inc. 10-Q Exhibit 10.9 RS BAKKEN ONE, LLC to REALSOURCE RESIDENTIAL, INC. RIGHT OF FIRST REFUSAL & OPTION Dated: As of June 10, 2014 Property Location: 6421 13 Mile Center Road NW 113, 115, 117, 119, 121, 123 and Williston, North Dakota 125 Frontier Avenue Williams County City of Watford City, North Dakota McKenzie County DOCUMENT PREPARED BY AND WHEN RECORDED, RETURN TO: M |
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| August 14, 2014 |
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 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE RESIDE |
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| May 13, 2014 |
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 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE RESID |
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| March 31, 2014 |
RealSource Residential, Inc. 10-K/A 10-K/A 1 rsrt-10ka123113.htm AMENDMENT TO ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment 1 (Mark One) ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from October 1, 2013 to December 31, 20 |
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| March 27, 2014 |
RealSource Residential, Inc. 10-K EXHIBIT 10.6 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of the 12th day of March, 2014 (the “Effective Date”), by and between RS Cambridge Apartments, LLC, a Delaware limited liability company (“Seller”), whose address for the purposes hereof is 2089 East Fort Union Boulevard, Salt Lake City, Utah 84121, and RealSour |
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| March 27, 2014 |
RealSource Residential, Inc. 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from October 1, 2013 to December 31, 2013 Commission file number 000-50331 REALSOURCE RESIDENTIAL, INC. (Exac |
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| January 14, 2014 |
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 (Mark One) S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2013 £ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50331 REALSOURCE RESIDENTIAL. |
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| January 10, 2014 |
BUUZ / CalEthos, Inc. / Real Source Acquisitions Group, LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 REALSOURCE RESIDENTIAL, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 91678P 20 3 (CUSIP Number) December 30, 2013 (Date of Event Which Requires Filing of this Statement) If the filing person has previously |
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| December 31, 2013 |
OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: August 31, 2015 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER 000-1174891 CUSIP NUMBER NOTIFICATION OF LATE FILING 91678P 2031 (Check one): S Form 10-K [] Form 20-F [] Form 11-K [] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR For Period Ended: De |
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| December 13, 2013 |
EX-4.2 3 ex4-2.htm RealSource Residential 8-K EXHIBIT 4.2 NEITHER THIS WARRANT NOR THE SECURITIES INTO WHICH THIS WARRANT IS EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STA |
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| December 13, 2013 |
8-K 1 reals-8k121213.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 13, 2013 (December 9, 2013) REALSOURCE RESIDENTIAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-503 |
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| December 13, 2013 |
Form of Subscription Agreement between the Company and the Investors in the Offering EX-10.1 4 ex10-1.htm RealSource Residential 8-K EXHIBIT 10.1 Form of SUBSCRIPTION AGREEMENT THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of , 2013, by and between RealSource Residential, Inc., a Nevada corporation (the “Company”), and the subscriber signatory hereto (“Subscriber”). WHEREAS, the Company and Subscriber are executing and delivering this Agreement in reliance upon an ex |
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| December 13, 2013 |
EX-10.2 5 ex10-2.htm RIGHT OF FIRST REFUSAL OPTION RealSource Residential 8-K EXHIBIT 10.2 RIGHT OF FIRST REFUSAL & OPTION For the Option Fee (as hereafter defined) and other good and valuable consideration, RS Cambridge Apartments, LLC, a Delaware limited liability company (the “Grantor”) having an address of 2089 Fort Union Blvd, Salt Lake City, UT 84121, hereby grants to RealSource Residential, |
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| December 13, 2013 |
EX-4.1 2 ex4-1.htm RealSource Residential 8-K EXHIBIT 4.1 NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD |
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| August 15, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) o QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-503 |
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| August 14, 2013 |
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 (Mark One) o QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-50331 REALSOURCE RESIDE |
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| July 19, 2013 |
EX-3.1 2 ex-31.htm ARTICLES OF MERGER AND AGREEMENT AND PLAN OF MERGER AS FILED WITH THE SECRETARY OF STATE OF NEVADA ON JULY 15, 2013 RealSource Residential, Inc 8-K Exhibit 3.1 AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of this 11th day of July, 2013, pursuant to Section 92A.180 of the Nevada Revised Statutes (the “NRS”), by and |
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| July 19, 2013 |
EX-3.2 3 ex-32.htm AMENDED AND RESTATED BYLAWS RealSource Residential, Inc 8-K Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF REALSOURCE RESIDENTIAL, INC. (a Nevada Corporation) (adopted effective as of July 15, 2013) These Amended and Restated Bylaws of RealSource Residential, Inc., a Nevada corporation (formerly known as Upstream Biosciences, Inc., the “Corporation”) are adopted pursuant to Article |
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| July 19, 2013 |
8-K 1 reals-8k071913.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 19, 2013 (July 15, 2013) REALSOURCE RESIDENTIAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0 |
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| June 11, 2013 |
Exhibit 99.1 Exhibit 99.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of the 24th day of May, 2013, by and among Charles El-Moussa, an individual residing at Three Sugar Creek Center, Suite100, Sugar Land, Texas 77478 (“El-Moussa”) and Six Capital Limited, a Seychelles company (“Six Capital”, together with El-Moussa, each a “Seller |
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| June 11, 2013 |
Exhibit 99.2 EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the common stock, $0.001 par value, of Upstream Biosciences, Inc, and further agree that this Joint Filing A |
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| June 11, 2013 |
BUUZ / CalEthos, Inc. / Chesterfield Faring, Ltd. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 UPSTREAM BIOSCIENCES INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 91678P 20 3 (CUSIP Number) May 31, 2013 (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Sched |
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| June 7, 2013 |
- STATEMENT REGARDING CHANGE IN MAJORITY OF DIRECTORS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14F-1 INFORMATION STATEMENT PURSUANT TO SECTION 14(F) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 14F-1 THEREUNDER UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its corporate charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Empl |
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| June 5, 2013 |
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 31, 2013 UPSTREAM BIOSCIENCES INC. (Exact Name of Registrant as Specified in Charter) Nevada 000-50331 98-0371433 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| June 5, 2013 |
Upstream Biosciences, Inc. 8-K Exhibit 10.1 Six Capital Limited Mont Fleuri Mahe, Seychelles May 31, 2013 Upstream Biosciences, Inc. Three Sugar Creek Center, Suite 100, Sugar Land, Texas, 77478 Attention: Charles El-Moussa Re: Debt Cancellation and Use of Proceeds Dear Mr. El-Moussa: In consideration of the benefits to be received by the undersigned, Six Capital Limited (“Six Capital”), pursuant |
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| February 17, 2012 |
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 15, 2012 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commissio |
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| November 15, 2010 |
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 12, 2010 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada 000-50331 98-0371433 (State or other jurisdiction of incorporation) (Commissio |
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| November 15, 2010 |
Upstream Biosciences Inc. provides corporate update NEWS RELEASE Upstream Biosciences Inc. provides corporate update Calgary, Alberta, November 12, 2010: Upstream Biosciences Inc. (Pink Sheets: UPBS) (the "Company") is pleased to provide an update of the Company's activities during the last 12 months. Company?s Management On December 4, 2009 Dexster Smith resigned as an officer and director of the Company. On December 14, 2009, Joel Bellenson, Dr. |
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| February 5, 2010 |
Filed by sedaredgar.com - UPSTREAM BIOSCIENCES INC. - CORRESP UPSTREAM BIOSCIENCES INC. 71130, 198 - 8060 Silver Spring Blvd Calgary, AB T3B 5K2 Canada Tel: 403.537.2516 February 5, 2010 VIA EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, DC 20549-7010 USA Attention: Sasha Singh Parikh Staff Accountant Dear Sirs/Mesdames: Re: Securities and Exc |
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| December 30, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC. FILE NUMBER 000-50331 CUSIP NUMBER 91678P104 NOTIFICATION OF LATE FILING (Check one): [ X ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended September 30, 2009 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Re |
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| December 15, 2009 |
RETURN TO TREASURY AGREEMENT THIS AGREEMENT made effective as of December 4, 2009 BETWEEN: UPSTREAM BIOSCIENCES INC. |
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| December 15, 2009 |
RETURN TO TREASURY AGREEMENT THIS AGREEMENT made effective as of December 4, 2009 BETWEEN: UPSTREAM BIOSCIENCES INC. |
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| December 15, 2009 |
ASSET SALE AGREEMENT THIS AGREEMENT is dated as of December 14, 2009 (the ?Effective Date?) BETWEEN: PACIFIC PHARMA TECHNOLOGIES INC. |
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| December 15, 2009 |
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 4, 2009 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Numbe |
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| November 19, 2009 |
UPSTREAM BIOSCIENCES INC. 200 - 1892 West Broadway Vancouver, BC V6J 1Y9 Tel: 778.995.5427 UPSTREAM BIOSCIENCES INC. 200 - 1892 West Broadway Vancouver, BC V6J 1Y9 Canada Tel: 778.995.5427 November 19, 2009 VIA FAX: 202.772.9368 Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, DC 20549-7010 USA Attention: Sasha Singh Parikh Staff Accountant Dear Sirs/Mesdames: Re: Upstream Biosciences Inc. (the “Company”) The Company writes this letter in c |
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| November 3, 2009 |
Reply Attention of Cam McTavish Direct Tel. 604.891.7731 EMail Address [email protected] Our File No. 27520-1 / Clark Wilson LLP Barristers & Solicitors Patent & Trade-mark Agents 800-885 W Georgia Street Vancouver, BC V6C 3H1 Tel. 604.687.5700 Fax 604.687.6314 November 3, 2009 VIA FAX: 202.772.9368 Securities and Exchange Commission Division of Corporate Finance 100 F Street North East Washington, |
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| October 28, 2009 |
UPSTREAM BIOSCIENCES INC. 200 - 1892 West Broadway Vancouver, BC V6J 1Y9 Tel: 778.995.5427 UPSTREAM BIOSCIENCES INC. 200 - 1892 West Broadway Vancouver, BC V6J 1Y9 Canada Tel: 778.995.5427 October 27, 2009 VIA FAX: 202.772.9368 Securities and Exchange Commission Division of Corporate Finance 100 F Street NE Washington, DC 20549-7010 United States of America Attention: Sasha Singh Parikh Staff Accountant Dear Sirs/Mesdames: Re: Upstream Biosciences, Inc. (the “Company”) Item 4.02 Form 8- |
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| September 1, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2009 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50331 UPSTREAM B |
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| September 1, 2009 |
Amendment to Employment Agreement dated August 18, 2009 between our company and Joel Bellenson EX-10.11 3 exhibit10-11.htm AMENDMENT TO EMPLOYMENT AGREEMENT |
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| September 1, 2009 |
Amendment to Employment Agreement dated August 18, 2009 between our company and Dexster Smith EX-10.10 2 exhibit10-10.htm AMENDMENT TO EMPLOYMENT AGREEMENT AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT made effective the 18th day of August, 2009 BETWEEN: Upstream Biosciences Inc., a company incorporated under the laws of the Province of British Columbia, having its head office at 806-699 Cardero Street, Vancouver, British Columbia V6G 3H7; (the "Company") AND: Dexster Smith, (the "Emplo |
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| August 31, 2009 |
Filed by sedaredgar.com - Upstream Biosciences Inc. - Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 31, 2009 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other j |
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| August 14, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC. FILE NUMBER 000-50331 CUSIP NUMBER 91678P104 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 June 30, 2009 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transit |
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| August 11, 2009 |
Upstream Biosciences Seeks Licensors or Acquirers for Drug Discovery Portfolio and Cancer Diagnostic Platform Vancouver, British Columbia ? August 10, 2009 ? Upstream Biosciences Inc. |
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| August 11, 2009 |
Financial Statements and Exhibits, Other Events 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, 2009 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number |
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| May 15, 2009 |
Filed by sedaredgar.com - Upstream Biosciences Inc. - Form 10Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [ x ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2009 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the tra |
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| February 17, 2009 |
Filed by sedaredgar.com - Upstream Biosciences Inc. - Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2008 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the t |
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| February 2, 2009 |
Filed by sedaredgar.com - Upstream Biosciences Inc. - Form 10-K EXPLANATION OF THIS AMENDED FILING: THIS FORM 10-K HAS BEEN AMENDED TO STATE THAT THE COMPANY'S DISCLOSURE CONTROLS AND PROCEDURES AND INTERNAL CONTROLS OVER FINANCIAL REPORTING WERE NOT EFFECTIVE AS AT SEPTEMBER 30, 2008 DUE TO THE MATERIAL WEAKNESSES IDENTIFIED IN ITEM 9A OF THIS FORM 10-K. UNITED STATES SECURITIES AND EXCHANGE COMM |
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| February 2, 2009 |
UPSTREAM BIOSCIENCES INC. 200 - 1892 West Broadway Vancouver, BC V6J 1Y9 Tel: 778.995.5427 UPSTREAM BIOSCIENCES INC. 200 - 1892 West Broadway Vancouver, BC V6J 1Y9 Canada Tel: 778.995.5427 February 2, 2009 VIA FAX: 202.772.9217 Securities and Exchange Commission Division of Corporate Finance 100 F Street North East Washington, DC 20549 USA Attention: Jim B. Rosenberg Senior Assistant Chief Accountant Dear Sirs/Mesdames: Re: Upstream Biosciences, Inc. (the “Company”) Form 10-K for the Pe |
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| December 22, 2008 |
Compensation Committee Charter UPSTREAM BIOSCIENCES INC. Compensation Committee Charter I. Purpose of Compensation Committee of Upstream Biosciences Inc. (the ?Corporation?) The purpose of the Compensation Committee (the ?Committee?) is to: 1. Oversee the Corporation?s compensation and benefit plans, policies and practices, including its executive compensation plans and incentive-compensation and equity-based plans. 2. Produce |
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| December 22, 2008 |
UPSTREAM BIOSCIENCES INC. Audit Committee Charter I. Purpose of Audit Committee of Upstream Biosciences Inc. (the ?Corporation?) The purpose of the Audit Committee (the ?Committee?) is to: 1. Assist the Board of Directors of the Corporation (the ?Board?) in fulfilling its oversight responsibilities relating to: (a) the quality and integrity of the Corporation?s financial statements, financial repo |
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| December 22, 2008 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2008 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50331 UPSTREAM BIOSCIENCES INC. |
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| August 14, 2008 |
Filed by sedaredgar.com - Upstream Biosciences Inc. - Form 10-QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2008 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commis |
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| May 15, 2008 |
Filed by Automated Filing Services Inc. (604) 609-0244 - Upstream Biosciences Inc. - Form 10-QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2008 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the |
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| May 15, 2008 |
JTAT Consulting Services Contract dated March 10, 2008 EX-10.18 2 exhibit10-18.htm JTAT CONSULTING SERVICES CONTRACT DATED MARCH 10, 2008 |
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| April 18, 2008 |
Contacts: Media/Corporate: GendeLLindheim BioCom Partners Barbara Lindheim 212 918-4650 Investors: Samantha Haynes 800-539-0289 info@upstreambio. |
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| April 18, 2008 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 17, 2008 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) |
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| April 16, 2008 |
Contacts: Media/Corporate: Investors: GendeLLindheim BioCom Partners Samantha Haynes Barbara Lindheim 800-539-0289 212 918-4650 info@upstreambio. |
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| April 16, 2008 |
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 3, 2008 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) |
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| March 27, 2008 |
Contacts: Media/Corporate: Investors: GendeLLindheim BioCom Partners Samantha Haynes Barbara Lindheim 800-539-0289 212 918-4650 info@upstreambio. |
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| March 27, 2008 |
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 25, 2008 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) |
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| February 14, 2008 |
Art Cherkasov Revised Consulting Services Contract dated September 12, 2007 Filed by Automated Filing Services Inc. (604) 609-0244 - Upstream Biosciences Inc. - Exhibit 10.18 100 – 570 West 7th Avenue Vancouver, BC Canada V5Z 4S6 [t] 778.995.5429 [f] 604.675.8178 August , 2007 Dr. Art Cherkasov JTAT Consulting B5 – 1070 West 7th Avenue Vancouver, B.C. V6H 1B3 RE: Consulting Services Agreement Dear Dr. Cherkasov – As discussed your role in Upstream Biosciences Inc. (“Upstr |
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| February 14, 2008 |
JTAT Consulting Consulting Services Contract dated December 31, 2007 EX-10.19 3 exhibit10-19.htm CONSULTING SERVICES CONTRACT - JTAT |
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| February 14, 2008 |
Filed by Automated Filing Services Inc. (604) 609-0244 - Upstream Biosciences Inc. - Form 10-QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2007 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For t |
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| December 26, 2007 |
Services Agreement dated December 7, 2007, between our company and Provincial Lab for Public Health. SERVICES AGREEMENT THIS AGREEMENT made this day of 2007 BETWEEN: PROVLAB CORP. (“ProvLab”) - and - UPSTREAM BIOSCIENCES INC. (“Upstream”) WHEREAS: A. Upstream will provide ProvLab with compounds and ProvLab are willing to test such compounds. B. the parties wish to enter into contract regarding the provision of such services described in Schedule “A”; THEREFORE, in consideration of the mutual cove |
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| December 26, 2007 |
Materials Transfer Agreement dated November 13, 2007, between our company and Makerere University. Filed by Automated Filing Services Inc. (604) 609-0244 - Upstream Biosciences Inc. - Exhibit 10.27 MATERIALS TRANSFER AGREEMENT THIS AGREEMENT dated 13 November, 2007 is made by and between UPSTREAM BIOSCIENCES INC. (“Upstream”) and MAKERERE UNIVERSITY, FACULTY OF VETERINARY MEDICINE (“Makerere”) represented by Prof. DAVID KABASA and DR. ENOCK MATOVU, DR. JOHN ENYARU (collectively, the “Scientists |
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| December 26, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB (Mark One) [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2007 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-30299 UPSTREAM BIOSCIENCES IN |
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| December 26, 2007 |
Services Agreement dated November 13, 2007, between our company and Makerere University. SERVICES AGREEMENT THIS AGREEMENT made this 13 day of November 2007 BETWEEN: Makerere University (“Makerere”) - and - UPSTREAM BIOSCIENCES INC. |
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| December 26, 2007 |
Filed by Automated Filing Services Inc. (604) 609-0244 - Upstream Biosciences Inc. - Exhibit 10.25 MATERIALS TRANSFER AGREEMENT THIS AGREEMENT dated 7 December, 2007 is made by and between UPSTREAM BIOSCIENCES INC. (“Upstream”) and PROVINCIAL LAB FOR PUBLIC HEALTH (“ProvLabs”) represented by Dr. Stephanie Yanow (collectively, the “Scientists”). Upstream hereby agrees to provide ProvLabs with certa |
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| October 25, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FILED PURSUANT TO RULE 424(b)(4) SEC FILE NUMBER 333-146432 PROSPECTUS October 18, 2007 UPSTREAM BIOSCIENCES INC. A NEVADA CORPORATION 4,745,002 SHARES OF COMMON STOCK OF UPSTREAM BIOSCIENCES INC. The prospectus relates to the resale to the public by certain selling shareholders of Upstream Biosciences Inc. of: up to 666,667 s |
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| October 1, 2007 |
Stock Option and Subscription Agreement dated May 3, 2007, between our company and Dale Pfost THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE AND HAVE BEEN ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. |
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| October 1, 2007 |
Stock Option and Subscription Agreement dated March 16, 2007, between our company and Dexster Smith THE SECURITIES REPRESENTED HEREBY HAVE BEEN OFFERED IN AN OFFSHORE TRANSACTION TO A PERSON WHO IS NOT A U. |
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| October 1, 2007 |
List of subsidiaries of our company EX-21.1 11 exhibit21-1.htm LIST OF SUBSIDIARIES SUBSIDIARIES OF UPSTREAM BIOSCIENCES INC. Name of Significant Subsidiary Corporate Jurisdiction Upstream Biosciences Inc. Canada Pacific Pharma Technologies Inc. British Columbia |
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| October 1, 2007 |
EX-10.12 4 exhibit10-12.htm 2007 STOCK OPTION PLAN UPSTREAM BIOSCIENCES INC. 2007 STOCK OPTION PLAN This 2007 Stock Option Plan (the "Plan") provides for the grant of options to acquire common shares (the "Common Shares") in the capital of Upstream Biosciences Inc., a corporation formed under the laws of the State of Nevada (the "Corporation"). Stock options granted under this Plan that qualify un |
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| October 1, 2007 |
Stock Option and Subscription Agreement dated March 27, 2007, between our company and Philip Rice NONE OF THE SECURITIES TO WHICH THIS SUBSCRIPTION AGREEMENT (THE "AGREEMENT") RELATES HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY U. |
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| October 1, 2007 |
Contract for Services Agreement dated May 1, 2007, between our company and TCF Ventures Corp. EX-10.16 8 exhibit10-16.htm CONTRACT FOR SERVICES AGREEMENT |
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| October 1, 2007 |
SB-2 1 formsb2.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SB-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 UPSTREAM BIOSCIENCES INC. (Name of small business issuer) Nevada 2835 98-0371433 State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorporation or organization Classification Code Number) Identification No.) Suite 100 -57 |
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| October 1, 2007 |
THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U. |
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| October 1, 2007 |
Stock Option and Subscription Agreement dated March 16, 2007, between our company and Joel Bellenson EX-10.14 6 exhibit10-14.htm STOCK OPTION AND SUBSCRIPTION AGREEMENT THE SECURITIES REPRESENTED HEREBY HAVE BEEN OFFERED IN AN OFFSHORE TRANSACTION TO A PERSON WHO IS NOT A U.S. PERSON (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"). NONE OF THE SECURITIES REPRESENTED HEREBY HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. |
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| October 1, 2007 |
THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U. |
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| August 27, 2007 |
Contacts: Media/Corporate: Investors: GendeLLindheim BioCom Partners Samantha Haynes Barbara Lindheim 800-539-0289 212 918-4650 info@upstreambio. |
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| August 27, 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) August 24, 2007 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number |
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| August 23, 2007 |
- 1 - SHARE EXCHANGE AGREEMENT THIS AGREEMENT is made effective as of the 17th day of August, 2007 AMONG: UPSTREAM BIOSCIENCES INC. |
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| August 23, 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) August 17, 2007 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number |
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| August 14, 2007 |
Filed by Automated Filing Services Inc. (604) 609-0244 - Upstream Biosciences Inc. - Form 10-QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2007 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the t |
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| July 10, 2007 |
UPSTREAM BIOSCIENCES INC. ANNOUNCES AGREEMENT WITH GENPATHWAY, INC. TO ADVANCE BIOMARKER VALIDATION STUDIES -Upstream Collaborating with Chromatin Immunoprecipitation Assay Expert Genpathway To Advance to Its Next Milestone- Vancouver, British Columbia ? July 9, 2007 ? Upstream Biosciences Inc. (OTCBB: UPBS), an emerging leader in the field of genetic diagnostics for cancer and the prediction of d |
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| July 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) July 10, 2007 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) |
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| May 18, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 98-0371433 (I.R.S. Employer Identification No.) Suite 100 – 570 West 7th Avenue, Vancouver, British Columbia, Ca |
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| May 15, 2007 |
Agreement dated May 1, 2007, between TCF Ventures Corp. and our company |
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| May 15, 2007 |
Filed by Automated Filing Services Inc. (604) 609-0244 - Upstream Biosciences Inc. - Form 10-QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the |
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| May 7, 2007 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 3, 2007 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) 98 |
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| May 7, 2007 |
Upstream Biosciences Inc. Announces the Successful Closing of its $1.50 Unit Financing Upstream Biosciences Inc. Announces the Successful Closing of its $1.50 Unit Financing May 7, 2007 - Upstream Biosciences Inc. (OTCBB:UPBS) ("Upstream" or "the Company"), is pleased to announce that the Company has successfully closed the second and final tranche of its unit financing announced on February 26, 2007. As per the terms of the deal, Upstream successfully completed all the required cor |
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| April 30, 2007 |
Upstream Biosciences Inc. Appoints Dr. Dale Pfost to Board of Directors NEWS RELEASE FOR IMMEDIATE RELEASE OTCBB-UPBS Upstream Biosciences Inc. Appoints Dr. Dale Pfost to Board of Directors April 30th, 2007 - Upstream Biosciences Inc. (OTCBB:UPBS) ("Upstream" or "the Company"), an emerging leader in the field of genetic diagnostics for cancer and the prediction of drug response, has appointed Dr. Dale Pfost to the Company?s board of directors. Dr. Pfost is currently P |
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| April 30, 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 30, 2007 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) |
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| March 29, 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) March 27, 2007 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) |
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| March 19, 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) February 26, 2007 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Numb |
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| February 14, 2007 |
Filed by Automated Filing Services Inc. (604) 609-0244 - Upstream Biosciences Inc. - Form 10-QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2006 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For t |
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| January 4, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB (Mark One) [ ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended [X]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from January 1, 2006 to September 30, 2006 Commission file number 000-30299 UP |
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| January 3, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC. FILE NUMBER 000-50331 Check One): [ X ] Form 10-K and Form 10-KSB o Form 20-F o Form 11-K o Form 10-Q and Form 10-QSB o Form N-SAR CUSIP NUMBER 91678P 10 4 For Period Ended: September 30, 2006 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on F |
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| November 30, 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) November 27, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Numb |
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| November 30, 2006 | ||
| October 11, 2006 |
SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 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 Upstream Biosciences Inc. |
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| October 6, 2006 |
PRESS RELEASE - OCTOBER 6, 2006 Upstream Biosciences Inc. Announces Significant Sample Acquisition Agreement for Liver Cancer Biomarker Validation October 6, 2006 - Upstream Biosciences Inc. (OTCBB:UPBS) ("Upstream" or the "Company"), an emerging leader in the field of genetic diagnostics for cancer and the prediction of drug response, is pleased to announce that, on October 3, 2006, it signed a s |
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| October 6, 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 6, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number |
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| October 4, 2006 |
UPSTREAM BIOSCIENCES INC. 100-570 West 7th Avenue Vancouver, BC V5Z 4S6 UPSTREAM BIOSCIENCES INC. 100-570 West 7th Avenue Vancouver, BC V5Z 4S6 October 4, 2006 Securities and Exchange Commission 450 Fifth Street NW Mail Stop 4561 Washington, DC 20549 USA Attention: Jennifer Gowetski Attorney-Advisor Dear Sirs: Re: Upstream Biosciences Inc.; File No. 0-50331 This letter is written to confirm: 1. we are responsible for the adequacy and accuracy of the disclosure in our |
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| October 4, 2006 |
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 Upstream Biosciences Inc. |
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| October 4, 2006 |
Reply Attention of Cam McTavish Direct Tel. 604.891.7731 EMail Address [email protected] Our File No. 27520-1 / D/JLM/909575.1 October 4, 2006 BY EDGAR AND COURIER Mail Stop #0405 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549-0405 USA Attention: Jennifer Gowetski, Attorney-Advisor Dear Sirs/Mesdames: Re: Upstream Biosciences Inc. (the "Company") Preliminary informa |
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| September 27, 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) September 26, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Num |
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| September 27, 2006 |
Upstream Biosciences Inc. Announces Provisional Patent Filing of Thyroid Cancer Biomarkers Upstream Biosciences Inc. Announces Provisional Patent Filing of Thyroid Cancer Biomarkers September 26, 2006 - Upstream Biosciences Inc. (OTCBB:UPBS) ("Upstream" or "the Company"), an emerging leader in the field of genetic diagnostics for cancer and the prediction of drug response, is pleased to announce that, on September 25, 2006 it filed a provisional patent application with the U.S. Patent a |
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| September 22, 2006 |
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 Upstream Biosciences Inc. |
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| September 14, 2006 |
Upstream Biosciences Inc. Announces Provisional Patent Filing of Ovarian Cancer Biomarkers Upstream Biosciences Inc. Announces Provisional Patent Filing of Ovarian Cancer Biomarkers September 13, 2006 - Upstream Biosciences Inc. (OTCBB:UPBS) ("Upstream" or "the Company"), an emerging leader in the field of genetic diagnostics for cancer and the prediction of drug response, is pleased to announce that, on September 12, 2006, it filed a provisional patent application with the U.S. Patent |
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| September 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) September 13, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Num |
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| September 13, 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) September 11, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Num |
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| September 12, 2006 |
Reply Attention of Kari Richardson Direct Tel. 604.891.7730 EMail Address [email protected] Our File No. 27520-0001 / D/KFR/900368 September 12, 2006 VIA EDGAR AND COURIER Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7010 USA Attention: Amanda Sledge Analyst Dear Ms. Sledge: Re: Upstream Biosciences, Inc. Item 4.02 Form 8-K Filed August 14, 2006 File No. 0-50331 Thank y |
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| September 11, 2006 |
Filed by Automated Filing Services Inc. (604) 609-0244 - Upstream Biosciences Inc. - Form 10-QSB/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2006 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE |
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| September 1, 2006 |
Upstream Biosciences Inc. engages Atlas Capital Services, LLC as Investment Banker Upstream Biosciences Inc. engages Atlas Capital Services, LLC as Investment Banker August 31, 2006 - Upstream Biosciences Inc. (OTCBB:UPBS) ("Upstream" or"the Company"), an emerging leader in the field of genetic diagnostics for cancer and the prediction of drug response, announced today the signing of a letter of engagement with Atlas Capital Services, LLC of New York ("Atlas") to act as its inve |
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| September 1, 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) August 31, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number |
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| August 31, 2006 |
Reply Attention of Cam McTavish Direct Tel. 604.891.7731 EMail Address [email protected] Our File No. 27520-0001 / D/CZM/896612.2 August 31, 2006 VIA EDGAR AND COURIER Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7010 USA Attention: Amanda Sledge Analyst Dear Sirs/Mesdames: Re: Upstream Biosciences, Inc. Item 4.02 Form 8-K Filed August 14, 2006 File No. 0-50331 Thank yo |
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| August 31, 2006 |
UPSTREAM BIOSCIENCES INC. Suite 100 - 570 West 7th Avenue Vancouver, British Columbia Canada V5Z 4S6 Telephone No.: 604.707.5800 August 31, 2006 VIA EDGAR AND COURIER Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7010 USA Attention: Amanda Sledge Analyst Dear Sirs/Mesdames: Re: Upstream Biosciences Inc. (the “Company”) The Company writes this letter in connection with |
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| August 21, 2006 |
Filed by Automated Filing Services Inc. (604) 609-0244 - Upstream Biosciences Inc. - Form 10-QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2006 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the t |
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| August 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) August 10, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number |
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| August 14, 2006 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC. FILE NUMBER 000-50331 Check One): [ ] Form 10-K and Form 10-KSB o Form 20-F o Form 11-K [X ] Form 10-Q and Form 10-QSB o Form N-SAR CUSIP NUMBER 91678P 10 4 For Period Ended: June 30, 2006 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form |
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| July 13, 2006 |
Cinnamon Jang Willoughby & Company Cinnamon Jang Willoughby & Company Chartered Accountants A Partnership of Incorporated Professionals Reply: R. |
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| July 13, 2006 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 7, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) 9 |
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| June 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) June 14, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) |
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| June 14, 2006 |
Exhibit 99.1 Upstream Biosciences Inc. Appoints University of British Columbia Dean of Pharmaceutical Sciences Robert Sindelar To Scientific Advisory Board June 14, 2006 - Upstream Biosciences Inc. (OTCBB:UPBS) ("Upstream" or "the Company"), an emerging leader in the field of genetic diagnostics for cancer and the prediction of drug response, has announced today the appointment of Dr. Robert D. Si |
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| May 24, 2006 |
OMB APPROVAL 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 24, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission F |
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| May 24, 2006 |
NEWS RELEASE FOR IMMEDIATE RELEASE OTCBB-UPBS Upstream Biosciences Inc. Appoints B.C. Children's Hospital's Dr. Brett Casey To Scientific Advisory Board May 24, 2006 - Upstream Biosciences Inc. (OTCBB:UPBS) ("Upstream" or "the Company"), an emerging leader in the field of genetic diagnostics for cancer and the prediction of drug response, has announced today the appointment of Dr. Brett Casey to i |
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| May 15, 2006 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB (Mark One) x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2006 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 000-50331 UPSTREAM BIOSCIENCES INC. (Exact name of |
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| May 8, 2006 |
Upstream Announces New Research Facility at BC Cancer Agency's Genome Science Center NEWS RELEASE FOR IMMEDIATE RELEASE OTCBB-UPBS Upstream Announces New Research Facility at BC Cancer Agency's Genome Science Center May 8th, 2006 - Upstream Biosciences Inc. |
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| May 8, 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 8, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) 98 |
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| April 26, 2006 |
NEWS RELEASE FOR IMMEDIATE RELEASE OTCBB-UPBS Upstream Biosciences Inc. Appoints University of British Columbia’s Dr. Artem Cherkasov To Scientific Advisory Board April 26, 2006 - Upstream Biosciences Inc. (OTCBB:UPBS) ("Upstream" or "the Company"), an emerging leader in the field of genetic diagnostics for cancer and the prediction of drug response, has announced today the appointment of Dr. Arte |
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| April 26, 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) April 26, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) |
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| April 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) April 12, 2006 UPSTREAM BIOSCIENCES INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-50331 (Commission File Number) |
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| April 12, 2006 |
Upstream Biosciences Inc. Announces Appointment of Tim Fernback as CFO NEWS RELEASE FOR IMMEDIATE RELEASE OTCBB-UPBS Upstream Biosciences Inc. Announces Appointment of Tim Fernback as CFO April 12, 2006 - Upstream Biosciences Inc. (OTCBB:UPBS) ("Upstream" or "the Company"), an emerging leader in the field of genetic diagnostics for cancer and the prediction of drug response, is pleased to announce the appointment of Tim Fernback as CFO of the Company. Tim Fernback ha |
