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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Grapefruit USA, 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.
| April 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 OMB APPROVAL OMB Number: 3235-0167 Expires: July 31, 2024 Estimated average burden hours per response 1. |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: 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 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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| December 21, 2022 |
Letter from L&L CPAS, PA to the Securities and Exchange Commission, dated November 25, 2022 Exhibit 16.1 December 21, 2022 Securities and Exchange Commission Washington, D.C. 20549 Commissioners: We have read Grapefruit USA, Inc.?s statements included under Item 4.01 of its Form 8-K filed on December 21, 2022 and we agree with such statements concerning our firm. Very truly yours, L&L CPAs, PA |
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| December 21, 2022 |
Changes in Registrant's Certifying Accountant, 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): November 25, 2022 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer o |
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| November 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (RULE 14c-101) SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14(c) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ☒ Preliminary information statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive information statement GRAPEFRU |
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| November 18, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2022 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 GRAPEFRUIT USA, INC. |
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| November 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: September 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? 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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| October 20, 2022 |
Certificate of Designation filed with Delaware Secretary of State Exhibit 1.0 |
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| October 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 21, 2022 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer |
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| October 20, 2022 |
Certificate of Amendment filed with Delaware Secretary of State Exhibit 1.1 |
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| August 22, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2022 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 GRAPEFRUIT USA, INC. (Exac |
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| August 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: June 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition 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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| July 5, 2022 |
EX-1.01 2 ex1-01.htm Exhibit 1.01 |
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| July 5, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2022 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of In |
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| May 20, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2022 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 GRAPEFRUIT USA, INC. (Exa |
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| May 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 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 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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| April 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ? ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 ? Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 000-50099 GRAPEFRUIT USA, INC. (Exact name |
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| April 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 ? Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 000-50099 GRAPEFRUIT USA, INC. (Exact name o |
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| April 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? 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 28, 2022 |
Exhibit 1.01 |
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| March 28, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2022 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of I |
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| January 24, 2022 |
Health Canada Notice of New Cannabis Product Exhibit 99.1 |
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| January 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2022 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of |
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| November 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2021 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 GRAPEFRUIT USA, INC. |
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| November 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: September 30, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? 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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| October 15, 2021 |
Exhibit 1.01 |
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| October 15, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 7, 2021 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of |
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| August 31, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ? ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2020 Commission file number 000-50099 GRAPEFRUIT USA, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No |
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| August 23, 2021 |
Common Stock Purchase Warrant dated February 26, 2021, issued to Auctus Fund, LLC Exhibit 10.6 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE |
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| August 23, 2021 |
As filed with the U.S. Securities and Exchange Commission on August 23, 2021 As filed with the U.S. Securities and Exchange Commission on August 23, 2021 Registrations No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GRAPEFRUIT USA, INC. (Exact name of registrant as specified in its charter) Delaware 3990 95-4451059 (State of Incorporation) (Primary Standard Industrial Classifi |
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| August 23, 2021 |
Exhibit 10.7 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE |
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| August 23, 2021 |
Exhibit 10.8 GLOBAL AMENDMENT THIS GLOBAL AMENDMENT to the Notes (as defined below) (the ?Amendment?) is entered into on April 15, 2021, (the ?Execution Date?) as of December 31, 2020 (the ?Effective Date?), by and between Grapefruit USA, Inc., a Delaware corporation (the ?Company?), and Auctus Fund, LLC, a Delaware limited liability company (the ?Holder?) (each the Company and the Holder a ?Party |
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| August 23, 2021 |
Convertible Promissory Note, issued February 26, 2021 to Auctus Fund, LLC Exhibit 4.7 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| August 20, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2021 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 GRAPEFRUIT USA, INC. (Exac |
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| August 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] 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 24, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2021 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 GRAPEFRUIT USA, INC. |
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| May 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR ? Form N-CSR For Period Ended: March 31, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] 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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| April 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2020 Commission file number 000-50099 GRAPEFRUIT USA, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No |
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| April 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2021 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of I |
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| April 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2021 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of I |
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| April 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form N-SAR For 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 8, 2021 |
Hollister Letter of Resignation Exhibit 1 |
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| March 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2021 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer o |
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| January 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2) GRAPEFRUIT USA, INC. (Name of Issuer) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 388598104 (CUSIP Number) December 31, 2020 (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) Check the appropriate box to designate the rule pursuant to |
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| December 9, 2020 |
Exclusive License and Supply Agreement Exhibit 1.01 |
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| December 9, 2020 |
Exhibit 2.01 |
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| December 9, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2020 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of |
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| November 16, 2020 |
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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2020 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 GRAPEFRUIT USA, I |
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| August 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2020 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 GRAPEFRUIT USA, INC. ( |
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| August 3, 2020 |
Exclusive License and Supply Agreement Exhibit 1.01 |
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| August 3, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2020 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of In |
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| July 1, 2020 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-232828 PROSPECTUS Grapefruit USA, Inc. 106,951,872 Shares of Common Stock Underlying Convertible Note 39,000,000 Shares of Common Stock Underlying Convertible Warrants This prospectus relates to the offering and resale by the Selling Security Holder identified herein of up to 145,951,872 shares of Common Stock of Grapefruit USA, Inc. (the “Comp |
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| June 22, 2020 |
GRAPEFRUIT USA, inc. 10866 WILSHIRE BLVD. SUITE 225 LOS ANGELES, CA 90024 June 22, 2020 U.S. Securities & Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Grapefruit USA, Inc. Registration Statement on Form S-1 File No. 333- 232828 Ladies and Gentlemen: In accordance with Rule 461 of the Securities Act of 1933, as amended, Grapefruit USA, Inc. (the |
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| June 15, 2020 |
As filed with the U.S. Securities and Exchange Commission on June 12, 2020 Registrations No. 333-232828 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 (Amendment No. 4) GRAPEFRUIT USA, INC. (Exact name of registrant as specified in its charter) Delaware 3990 95-4451059 (State of Incorporation) (Primary Stan |
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| June 12, 2020 |
GRAPEFRUIT USA, inc. 10866 WILSHIRE BLVD. SUITE 225 LOS ANGELES, CA 90024 June 12, 2020 Anuja A. Majmudar U.S. Securities & Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Grapefruit USA, Inc. Amendment No. 3 to Registration Statement on Form S-1 Filed May 28, 2020 File No. 333- 232828 Dear Ms. Majmudar: By letter dated June 4, 2020, the staff (the “Staff,” “you” or “your”) of th |
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| May 28, 2020 |
Promissory Note, issued May 1, 2019 to David Yourist Exhibit 4.16 PROMISSORY NOTE FOR VALUE RECEIVED, Grapefruit Boulevard Investments, Inc., a California cotporation, (“Borrower”) promises to pay to the order of David Yourist (“Lender”) or its assigns, the sum of Forty Thousand Dollars and No Cents ($40,000.00) in principal, plus interest at a rate of 10% annually on the unpaid balance as set forth herein. 1. PAYMENT TERMS: Borrower shall pay a lum |
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| May 28, 2020 |
Promissory Note, issued May 1, 2019 to Bradley J. Yourist Exhibit 4.14 PROMISSORY NOTE FOR VALUE RECEIVED, Grapefruit Boulevard Investments, Inc., a California corporation, (“Borrower”) promises to pay to the order of Bradley J. Yourist (“Lender”) or its assigns, the sum of One Hundred Fifteen Thousand Two Hundred and Forty Eight Dollars and Fifty One Cents ($115,248.51) in principal, plus interest at a rate of 10% annually on the unpaid balance as set f |
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| May 28, 2020 |
Promissory Note, issued October 15, 2018 to Daniel C. Tronson Exhibit 4.12 PROMISSORY NOTE Principal Amount $US 5,000.00 Burbank, California October 15, 2018 FOR VALUE RECEIVED, the undersigned, Imaging3,Inc, a corporation organized and existing under the laws of the State of California, and having an office and principal place of business at 3022 North Hollywood Way, Burbank, California (hereinafter called “Borrower”) promises to pay to the order of Daniel |
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| May 28, 2020 |
Promissory Note, issued May 1, 2019 to Yourist Law Corporation Exhibit 4.17 PROMISSORY NOTE FOR VALUE RECEIVED, Grapefruit Boulevard Investments, Inc., a California corporation, (“Borrower”) promises to pay to the order of Yourist Law Corporation, APC, a California corporation (“Lender”) or its assigns, the sum of One Hundred Twenty Six Thousand Three Hundred and Seventy Seven Dollars and Ten Cents ($126,377.10) in principal, plus interest at a rate of 10% an |
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| May 28, 2020 |
Convertible Promissory Note, issued July 16, 2018 to Donald B. Mickey Exhibit 4.9 PROMISSORY NOTE Principal Amount $US 10,000.00 Burbank, California July 16,2018 FOR VALUE RECEIVED, the undersigned, Imaging3,Inc, a corporation organized and existing under the laws of the State of California, and having an office and principal place of business at 3022 North Hollywood Way, Burbank, California (hereinafter called “Borrower”) promises to pay to the order of Donald B. M |
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| May 28, 2020 |
Proof - ex4-19.htm Exhibit 4.19 borrower: yourist, daniel, bradley, alyse, david, luise property: 1)lot21 tpm 37158, dhs, 2)7804 s western, la,3)7808 s western,la 4)1222 w 62ndst, la mailing address: TAX I.D. OR S/S telephone BUS email: SILVER ROCK FINANCIAL, INC 2476 OVERLAND AVENUE, SUITE #203 LOS ANGELES, CA. 90064 TEL: 310-842-8234 FAX: 310-838-2138 E-mail: [email protected] MORTGAGE LOAN |
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| May 28, 2020 |
Promissory Note, issued May 2, 2018 to Gary Werner Living Trust Exhibit 4.13 PROMISSORY NOTE Principal Amount $US40,000.00 Burbank, California May 2, 2018 FOR VALUE RECEIVED, the undersigned, Imaging3,Inc, a corporation organized and existing under the laws of the State of California, and having an office and principal place of business at 3022 North Hollywood Way, Burbank, California (hereinafter called “Borrower”) promises to pay to the order of the Gary Wer |
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| May 28, 2020 |
Convertible Promissory Note, issued October 10, 2018 to Auctus Fund, LLC Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| May 28, 2020 |
Convertible Promissory Note, issued March 3, 2020 to Auctus Fund, LLC Exhibit 4.6 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| May 28, 2020 |
Promissory Note, issued September 27, 2017 to Nicholas F. Coscia Defined Benefit Pension Plan Exhibit 4.10 PROMISSORY NOTE Principal Amount $US 102,569.00 Los Angeles, California September 27, 2017 FOR VALUE RECEIVED, the undersigned, Imaging3,Inc, a corporation organized and existing under the laws of the State of Delaware, and having an office and principal place of business at 10866 Wilshire Blvd., Suite 225, Los Angeles, California (hereinafter called “Borrower”) promises to pay to the |
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| May 28, 2020 |
Convertible Promissory Note, issued Augusrt 12, 2019 to Auctus Fund, LLC Exhibit 4.4 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| May 28, 2020 |
Convertible Promissory Note, issued December 23, 2019 to Auctus Fund, LLC Exhibit 4.5 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| May 28, 2020 |
Convertible Promissory Note, issued August 31, 2016 to Raul Sanchez Exhibit 4.18 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY 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 EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| May 28, 2020 |
Exhibit 4.3 AMENDMENT #1 TO THE CONVERTIBLE PROMISSORY NOTE ISSUED ON MAY 31, 2019 THIS AMENDMENT #1 TO THE CONVERTIBLE PROMISSORY NOTE ISSUED ON MAY 31, 2019 (the “Amendment”) is made effective as of August 2, 2019, by and between Imaging3, Inc., a Delaware corporation (the “Company”), and Auctus Fund, LLC, a Delaware limited liability company (the “Holder”) (collectively the “Parties”). BACKGROU |
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| May 28, 2020 |
Convertible Promissory Note, issued August 29, 2016 to Chris Harrison Exhibit 4.7 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY 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 EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| May 28, 2020 |
As filed with the U.S. Securities and Exchange Commission on May 27, 2020 Registrations No. 333-232828 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 (Amendment No. 3 ) GRAPEFRUIT USA, INC. (Exact name of registrant as specified in its charter) Delaware 3990 95-4451059 (State of Incorporation) (Primary Stan |
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| May 28, 2020 |
Promissory Note, issued August 10, 2018 to Daniel C. Tronson Exhibit 4.11 PROMISSORY NOTE Principal Amount $US 10,000.00 Burbank, California August 10,2018 FOR VALUE RECEIVED, the undersigned, Imaging3,Inc, a corporation organized and existing under the laws of the State of California, and having an office and principal place of business at 3022 North Hollywood Way, Burbank, California (hereinafter called “Borrower”) promises to pay to the order of Daniel C |
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| May 28, 2020 |
Exhibit 4.8 GRAPEFRUIT BLVD INVESTMENTS, LLC borrower: yourist, daniel, bradley, alyse, david, luise property: 1) lot21 tpm 37158, dhs, 2) 7804 s western, la, 3) 7808 s western,la 4) 1222 w 62ndst, la mailing address: TAX I.D. OR S/S TELEPHONE BUS EMAIL: SILVER ROCK FINANCIAL, INC 2476 OVERLAND AVENUE, SUITE #203 LOS ANGELES, CA. 90064 TEL: 310-842-8234 FAX: 310-838-2138 E-mail: silverrock2008@aol |
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| May 28, 2020 |
Promissory Note, issued April 16, 2018 to Danco, Inc. Exhibit 4.15 PROMISSORY NOTE SECURED BY PERSONAL GUARANTEE (Interest Included) $375,000.00 April 16,2018 Los Angeles, California In consideration of receiving $250,000.00, for value received, I/We, Grapefruit Boulevard Investments, Inc., a California corporation (“Borrower”) promises to pay to Danco, Inc., a California corporation (“Lender”) or order at the principal sum of $375,000.00 (Three Hund |
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| May 27, 2020 |
GRAPEFRUIT USA, inc. 10866 WILSHIRE BLVD. SUITE 225 LOS ANGELES, CA 90024 May 27, 2020 Anuja A. Majmudar U.S. Securities & Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Grapefruit USA, Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed April 22, 2020 File No. 333-232828 Dear Ms. Majmudar: By letter dated May 4, 2020, the staff (the “Staff,” “you” or “your”) of the |
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| May 27, 2020 |
GRAPEFRUIT USA, inc. 10866 WILSHIRE BLVD. SUITE 225 LOS ANGELES, CA 90024 May 27, 2020 Diane Fritz U.S. Securities & Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Grapefruit USA, Inc. Form 10-K for Fiscal Year Ended December 31, 2019 Filed April 10, 2020 File No. 000-50099 Dear Ms. Fritz: By letter dated May 4, 2020, the staff (the “Staff,” “you” or “your”) of the U.S. Securiti |
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| May 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 4 (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2019 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 |
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| May 13, 2020 |
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 11, 2020 (July 10, 2019) Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. |
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| May 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2020 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 GRA |
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| May 8, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2020 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 GRAPEFRUIT USA, INC. |
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| April 22, 2020 |
Amendment of Articles of Incorporation Exhibit 3.7 STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION This corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware does hereby certify: FIRST: That at a meeting of the Board of Directors of IMAGING3, INC. resolutions were duly adopted setting forth a proposed amendment of the Certificate of Incorporation of sai |
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| April 22, 2020 |
GRAPEFRUIT USA, inc. 10866 WILSHIRE BLVD. SUITE 225 LOS ANGELES, CA 90024 April 22, 2020 Anuja A. Majmudar U.S. Securities & Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Imaging3, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed January 17, 2020 File No. 333-232828 Dear Ms. Majmudar: By letter dated February 12, 2020, the staff (the “Staff,” “you” or “your”) of |
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| April 22, 2020 |
GPFT / GRAPEFRUIT USA INC S-1/A - - As filed with the U.S. Securities and Exchange Commission on April 22, 2020 Registrations No. 333-232828 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 (Amendment No. 2 ) GRAPEFRUIT USA, INC. (Exact name of registrant as specified in its charter) Delaware 3990 95-4451059 (State of Incorporation) (Primary St |
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| April 10, 2020 |
GPFT / GRAPEFRUIT USA INC 10-K - Annual Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2019 Commission file number 000-50099 GRAPEFRUIT USA, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No |
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| March 31, 2020 |
GPFT / GRAPEFRUIT USA INC NT 10-K - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form N-SAR For 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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| February 18, 2020 |
GPFT / GRAPEFRUIT USA INC 10-Q/A - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 3 (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2019 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 |
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| January 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2020 Grapefruit USA, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of |
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| January 23, 2020 |
Changes in Registrant's Certifying Accountant, 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): January 13, 2020 Imaging3, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incor |
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| January 23, 2020 | ||
| January 17, 2020 |
IGNG / Imaging3, Inc. S-1/A - - As filed with the U.S. Securities and Exchange Commission on January 17, 2020 Registrations No. 333-232828 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 (Amendment No. 1) IMAGING3, INC. (Exact name of registrant as specified in its charter) Delaware 3990 95-4451059 (State of Incorporation) (Primary Standar |
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| January 17, 2020 |
IMAGING3, INC. 10866 WILSHIRE BOULEVARD, SUITE 225 LOS ANGELES, CA 90024 January 17, 2020 U.S. Securities & Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Anuja A. Majmudar Re: Imaging3, Inc. Registration Statement on Form S-1 Filed July 25, 2019 File No. 333-232828 Dear Ms. Majmudar: By letter dated August 21, 2019, the staff (the “Staff,” “you |
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| November 29, 2019 |
Exhibit 99.1 Grapefruit Boulevard Investments, Inc. Financial Statements As of April 30, 2019 and 2018, the fiscal year ended April 30, 2019, and the period from August 28, 2017 to April 30, 2018 Table of Contents Independent Auditor’s Report 3 Financial Statements Balance Sheets 4 Statements of Operations 5 Statements of Cash Flows 6 Statements of Changes in Stockholders’ (Deficit) Equity 7 Notes |
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| November 29, 2019 |
UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION EXHIBIT 99.2 UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION The following unaudited pro forma combined balance sheet and statements of operations are presented to give effect to the acquisition of Grapefruit Boulevard Investments, Inc. (“Grapefruit”) by Imaging3, Inc. (“IGNG”). The unaudited pro forma combined financial information was prepared using the acquisition method of accounting in acc |
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| November 29, 2019 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 29, 2019 (July 10, 2019) Imaging3, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S |
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| November 25, 2019 |
IGNG / Imaging3, Inc. 10-Q/A - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 2 (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2019 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 |
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| November 20, 2019 |
IGNG / Imaging3, Inc. 10-Q/A - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2019 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 |
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| November 19, 2019 |
IGNG / Imaging3, Inc. 10-Q - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2019 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (E |
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| November 15, 2019 |
IGNG / Imaging3, Inc. NT 10-Q - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR [ ] Form N-CSR For Period Ended: September 30, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form N-SAR For 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 16, 2019 |
IGNG / Imaging3, Inc. 10-Q/A - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2019 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAG |
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| August 14, 2019 |
IGNG / Imaging3, Inc. 10-Q - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2019 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact |
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| July 31, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2019 Imaging3, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorpor |
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| July 25, 2019 |
EX-10.8 13 ex10-8.htm SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT (“Agreement”) is dated as of July 03 2019 and is made by and between Greenberg Glusker Fields Claman & Machtinger LLP (“GG”), on the one hand, and IMAGING3, Inc. a Delaware corporation (the “Company” or “IGNG” and together with GG the “Parties”), on the other hand, with reference to the following facts. A. GG was engaged by the C |
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| July 25, 2019 |
10% Convertible Promissory Note, dated May 31, 2019, issued by Imaging3, Inc. to Auctus Fund, LLC NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. |
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| July 25, 2019 |
Common Stock Purchase Warrant dated May 31, 2019, issued to Auctus Fund, LLC NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION ST |
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| July 25, 2019 |
EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into by and between GRAPEFRUIT BOULEVARD INVESTMENTS, INC. |
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| July 25, 2019 |
Lease by and between Coachillin’ Holdings LLC and Grapefruit BLVD Investments GROUND LEASE AGREEMENT by and between 1COACHILLIN’ HOLDINGS LLC, a California limited liability company (“Landlord”) and GRAPEFRUIT BLVD INVESTMENTS a California company (“Tenant”) 1 Coachillin’ Holdings LLC does not engage in the production, manufacture, planting, cultivation, growing, harvesting, preparation, propagation, compounding, processing, dispensing, delivery, or distribution of any controlled substance. |
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| July 25, 2019 |
Common Stock Purchase Warrant dated May 31, 2019, issued to Auctus Fund, LLC NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION ST |
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| July 25, 2019 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 31, 2019, by and between IMAGING3, INC. |
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| July 25, 2019 |
List of Subsidiaries None. |
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| July 25, 2019 |
Common Stock Purchase Warrant dated May 31, 2019, issued to Auctus Fund, LLC EX-10.3 6 ex10-3.htm NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFE |
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| July 25, 2019 |
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 31, 2019, by and between IMAGING3, INC. |
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| July 25, 2019 |
EX-2.1 2 ex2-1.htm AMENDED AND RESTATED SHARE EXCHANGE AGREEMENT and PLAN of REORGANIZATION by and among IMAGING3, INC., A DELAWARE CORPORATION, GRAPEFRUIT BOULEVARD INVESTMENTS, INC., A CALIFORNIA CORPORATION and THE SHAREHOLDERS OF GRAPEFRUIT BOULEVARD INVESTMENTS, INC. NAMED HEREIN Dated as of May 31, 2019 AMENDED AND RESTATED SHARE EXCHANGE AGREEMENT This AMENDED AND RESTATED SHARE EXCHANGE AG |
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| July 25, 2019 |
IGNG / Imaging3, Inc. S-1 - Registration Statement - Registrations No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IMAGING3, INC. (Exact name of registrant as specified in its charter) Delaware 3990 95-4451059 (State of Incorporation) (Primary Standard Industrial Classification Number) (IRS Employer Identification Number) 10866 Wilshire Boulevard, Suite |
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| July 16, 2019 | ||
| July 16, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2019 Imaging3, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorpor |
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| July 16, 2019 | ||
| July 16, 2019 |
Exhibit #3. Securities Purchase Agreement and related documents |
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| July 12, 2019 |
IGNG / Imaging3, Inc. SC 14F1 - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14F-1 Information Statement Pursuant to Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 Promulgated Thereunder IMAGING3, INC. (Exact name of registrant as specified in its corporate charter) Delaware (State or other jurisdiction of Incorporation or Organization) 000-50099 95-4451059 (Commission Fil |
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| May 22, 2019 |
IGNG / Imaging3, Inc. 10-Q/A - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2019 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMA |
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| May 21, 2019 |
IGNG / Imaging3, Inc. 10-Q - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2019 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact |
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| May 16, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR [ ] Form N-CSR For Period Ended: March 31, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form N-SAR For 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 4, 2019 |
Exhibit 1. Share Exchange Agreement and Exhibits thereto. SHARE EXCHANGE AGREEMENT and PLAN of REORGANIZATION by and among IMAGING3, INC., A DELAWARE CORPORATION, GRAPEFRUIT BOULEVARD INVESTMENTS, INC., A CALIFORNIA CORPORATION and THE SHAREHOLDERS OF GRAPEFRUIT BOULEVARD INVESTMENTS, INC. NAMED HEREIN Dated as of April 27, 2019 SHARE EXCHANGE AGREEMENT This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of April 27, 2019, is by and among Imaging3 |
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| May 4, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2019 Imaging3, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorpo |
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| April 22, 2019 | ||
| April 22, 2019 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2019 Imaging3, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorpo |
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| April 16, 2019 |
IGNG / Imaging3, Inc. (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2018 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No.) 491 |
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| April 1, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] 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 13, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2018 Imaging3, Inc. (Exact name of registrant as specified in its charter) Delaware 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorpo |
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| March 13, 2019 |
Imaging3 Signs Letter of Intent for Reverse Acquisition by CA Cannabis Company Imaging3 Signs Letter of Intent for Reverse Acquisition by CA Cannabis Company Burbank, CA, March 13, 2019 - Imaging3, Inc. |
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| March 13, 2019 | ||
| November 16, 2018 |
IGNG / Imaging3, Inc. 10-Q/A (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2018 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 |
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| November 14, 2018 |
IGNG / Imaging3, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2018 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (E |
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| August 20, 2018 |
IGNG / Imaging3, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2018 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact |
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| August 14, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] 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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| July 31, 2018 |
Exhibit 1. Memorandum Opinion and Order of the District Court |
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| July 31, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2018 Imaging3, Inc. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorp |
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| May 23, 2018 |
IGNG / Imaging3, Inc. 10-Q/A (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2018 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMA |
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| May 21, 2018 |
IGNG / Imaging3, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2018 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact |
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| May 12, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR [ ] Form N-CSR For Period Ended: March 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] 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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| April 18, 2018 |
IGNG / Imaging3, Inc. 10-K/A (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2017 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No.) 3 |
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| April 17, 2018 |
IGNG / Imaging3, Inc. 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2017 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No.) 302 |
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| April 5, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2018 Imaging3, Inc. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incor |
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| April 5, 2018 | ||
| March 30, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: December 31, 2017 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 22, 2018 |
As filed with the Securities and Exchange Commission on March 21, 2018 Registration No. |
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| March 16, 2018 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2018 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or other jurisdiction (Commission (IRS Employer of incorpora |
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| March 16, 2018 | ||
| March 16, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2018 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or other jurisdiction (Commission (IRS Employer of incorpora |
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| March 16, 2018 | ||
| March 7, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2018 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or other jurisdiction of incorporation) (Commission File Num |
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| March 7, 2018 |
Certificate of Amendment to Amended and Restated Articles of Incorporation |
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| February 14, 2018 |
IGNG / Imaging3, Inc. / GEMINI MASTER FUND LTD - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2 (AMENDMENT NO. 2)* Imaging3, Inc. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 45249G100 (CUSIP Number) December 31, 2017 (Date of |
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| December 21, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2017 Imaging3, Inc. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of In |
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| December 21, 2017 | ||
| December 12, 2017 |
IGNG / Imaging3, Inc. 10-Q/A (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2017 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 |
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| November 17, 2017 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2017 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or other jurisdiction of incorporation) (Commission File |
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| November 14, 2017 |
IGNG / Imaging3, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2017 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (E |
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| November 13, 2017 |
imaging3-nt10k123115.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR [ ] Form N-CSR For Period Ended: September 30, 2017 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on |
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| November 8, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary proxy statement [ ] Confidential, for Use of the Co |
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| October 4, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary proxy statement [ ] Confidential, for Use of the Co |
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| October 3, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary proxy statement [ ] Confidential, for Use of the Co |
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| September 22, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary proxy statement [ ] Confidential, for Use of the Co |
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| August 17, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2017 Imaging3, Inc. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incor |
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| August 7, 2017 |
IGNG / Imaging3, Inc. 10-Q/A (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2017 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exac |
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| August 4, 2017 |
IGNG / Imaging3, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2017 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact |
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| July 24, 2017 |
Imaging3 Inc. 3022 N Hollywood Way Burbank, CA 91505 Dane Medley President, Principal Executive Officer Attention: Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 www.sec.gov Martin James Senior Assistant Chief Accountant Office of Electronics and Machinery Dear Mr. James In response to your questions as outlined by the letter you submi |
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| May 31, 2017 | ||
| May 31, 2017 | ||
| May 31, 2017 | ||
| May 31, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2017 Imaging3, Inc. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorpo |
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| May 23, 2017 |
As filed with the Securities and Exchange Commission on May 23 , 2017 Registration No. |
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| May 22, 2017 |
May 23, 2017 Mr. Todd K. Schiffman Assistant Director Division of Corporate Finance Securities and Exchange Commission 100 F. Street N.E. Washington, D.C. 20549 Re: Imaging3, Inc. Application for Withdrawal Post-Effective Amendment Number One to the Registration Statement on Form S-8 Filed April 19, 2017 File No. 333-217336 Dear Mr. Schiffman: Imaging3, Inc. (the ?Company?) respectfully requests t |
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| May 22, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2017 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact |
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| May 12, 2017 |
imaging3-nt10k123115.htm 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, 2017 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 Transitio |
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| May 9, 2017 | ||
| May 9, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No: 2 [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2016 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Ident |
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| April 24, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No: 1 [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2016 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Ident |
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| April 21, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2017 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 95-4451059 (Commission File Number) (I.R.S. Employer Id |
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| April 21, 2017 | ||
| April 21, 2017 | ||
| April 19, 2017 |
As filed with the Securities and Exchange Commission on April 18, 2017 Registration No. |
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| April 17, 2017 |
As filed with the Securities and Exchange Commission on April 17, 2017 Registration No. |
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| April 17, 2017 |
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) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2016 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exac |
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| April 17, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2016 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No.) 302 |
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| April 17, 2017 |
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) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2016 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. |
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| March 28, 2017 |
imaging3-nt10k123115.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: December 31, 2016 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transiti |
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| February 14, 2017 |
IGNG / Imaging3, Inc. / GEMINI MASTER FUND LTD - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2 (AMENDMENT NO. 1)* Imaging3, Inc. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 45249G100 (CUSIP Number) December 31, 2016 (Date of |
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| February 10, 2017 |
Imaging3 Inc. 3022 N Hollywood Way Burbank, CA 91505 Dane Medley CEO/Chairman Martin James Senior Assistant Chief Accountant Office of Electronics and Machinery Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 www.sec.gov Dear Mr. James: In response to your questions as outlined by the letter you submitted to us on 12/2/2016, we have upd |
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| February 9, 2017 | ||
| February 9, 2017 |
Financial Statements and Exhibits, Bankruptcy or Receivership UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2017 Imaging3, Inc. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Inc |
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| January 18, 2017 | ||
| January 18, 2017 | ||
| January 18, 2017 |
Financial Statements and Exhibits, Bankruptcy or Receivership UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 6, 2016 Imaging3, Inc. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Inco |
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| January 12, 2017 |
SECURED CONVERTIBLE NOTE Due AUGUST 31, 2017 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY 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 EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATE |
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| January 12, 2017 |
Imaging3 (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 6, 2016 Imaging3, Inc. (Exact name of registrant as specified in its charter) California 000-50099 95-4451059 (State or Other Jurisdiction (Commission (I.R.S. Employer of Inco |
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| January 12, 2017 |
IMAGING3, INC. AGREEMENT TO REPLACE AGUILERA EMPLOYMENT AGREEMENT IMAGING3, INC. AGREEMENT TO REPLACE AGUILERA EMPLOYMENT AGREEMENT This AGREEMENT TO REPLACE AGUILERA EMPLOYMENT AGREEMENT is entered into as of , 20 between Imaging3, Inc., a California corporation (the ?Company?), and Xavier Aguilera (?Aguilera?), a resident of , California, and current Chief Financial Officer of the Company (this ?Agreement?). The parties hereby agree as follows: SECTION 1 INTEN |
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| January 12, 2017 |
IMAGING3, INC. AGREEMENT TO REPLACE MEDLEY EMPLOYMENT AGREEMENT EXHIBIT 3 IMAGING3, INC. AGREEMENT TO REPLACE MEDLEY EMPLOYMENT AGREEMENT This AGREEMENT TO REPLACE MEDLEY EMPLOYMENT AGREEMENT is entered into as of , 20 between Imaging3, Inc., a California corporation (the ?Company?), and Dane Medley (?Medley?), a resident of Toluca Lake, California, and current Chief Executive Officer and President of the Company (this ?Agreement?). The parties hereby agree as |
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| January 12, 2017 |
IMAGING3, INC. CONVERTIBLE NOTE AMENDMENT AGREEMENT IMAGING3, INC. CONVERTIBLE NOTE AMENDMENT AGREEMENT This CONVERTIBLE NOTE AMENDMENT AGREEMENT is entered into as of January 5, 2017 between Imaging3, Inc., a California corporation (the ?Company?), and each of the lenders (each being the ?Lender? and collectively, the ?Lenders?) who sign this Agreement (this ?Agreement?). The parties hereby agree as follows: SECTION 1 AMENDMENT OF NOTES AND WARRAN |
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| December 20, 2016 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2012 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No.) 3200 W. Valh |
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| December 20, 2016 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2012 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification |
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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) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2016 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact |
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| November 4, 2016 |
IGNG / Imaging3, Inc. CORRESP - - 3022 West North Hollywood Way ● Burbank, CA 91505 (800) 900-9729 ● (818) 260-0930 ● Fax 818) 260-0445 September 21, 2016 United States Securities and Exchange Commission Washington, D. |
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| October 18, 2016 |
IGNG / Imaging3, Inc. / Tronson Daniel C Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Imaging3, Inc. (Name of Issuer) Common Stock No par value per share (Title of Class of Securities) 45249G100 (CUSIP Number) 3022 West North Hollywood Way Burbank, CA 91505 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July |
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| August 12, 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) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2016 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact name |
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| July 22, 2016 |
IGNG / Imaging3, Inc. / Schwerzel Arthur H. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Imaging3, Inc. (Name of Issuer) Common Stock No par value per share (Title of Class of Securities) 45249G100 (CUSIP Number) 3022 West North Hollywood Way Burbank, CA 91505 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July |
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| July 5, 2016 |
IGNG / Imaging3, Inc. / ALPHA CAPITAL ANSTALT - AMENDMENT NO.1 TO SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) IMAGING 3, INC. (Name of Issuer) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 45248F103 (CUSIP Number) July 1, 2016 (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) Check the appropriate box to designate the rule pursuant to which this |
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| July 5, 2016 |
IGNG / Imaging3, Inc. / GEMINI MASTER FUND LTD - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2 (AMENDMENT NO. )* Imaging3, Inc. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 45248F103 (CUSIP Number) July 1, 2016 (Date of Event |
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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) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2016 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact nam |
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| April 25, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2015 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No.) 3022 |
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| March 31, 2016 |
imaging3-nt10k123115.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: December 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 Transiti |
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| February 2, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 18, 2016 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 000-50099 95-4451059 (Commission File Number) (I.R.S. |
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| January 29, 2016 |
IGNG / Imaging3, Inc. / Brio Capital Master Fund Ltd. - SCHEDULE13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) IMAGING3, INC. (Name of Issuer) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 45248F103 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(c) *The remainder of this cover page s |
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| January 22, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2015 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact nam |
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| January 22, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2015 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact name |
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| January 22, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2015 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact |
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| January 13, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2014 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact nam |
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| January 13, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2014 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact name |
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| January 13, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2014 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact |
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| January 12, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2012 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact |
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| January 12, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2013 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact name |
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| January 12, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended June 30, 2012 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact name |
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| January 12, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2013 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact nam |
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| January 12, 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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended September 30, 2013 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact |
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| December 28, 2015 |
IMAGING3, INC. STOCK OPTION AGREEMENT (2014 Stock Incentive Plan) IMAGING3, INC. STOCK OPTION AGREEMENT (2014 Stock Incentive Plan) Imaging3, Inc. (the "Company"), pursuant to the 2014 Stock Incentive Plan (as such plan may be amended and/or restated, the "Plan"), hereby grants to Optionee listed below ("Optionee"), an option to purchase the number of shares of the Company's Common Stock ("Shares") set forth below, subject to the terms and conditions of the Plan |
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| December 28, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 23, 2015 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 000-50099 95-4451059 (Commission File Number) (I.R.S |
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| December 23, 2015 |
EXHIBIT 99.1 |
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| December 23, 2015 |
Imaging3 (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2015 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 000-50099 95-4451059 (Commission File Number) (I.R.S |
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| December 2, 2015 |
Imaging3 (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2015 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 000-50099 95-4451059 (Commission File Number) (I.R.S. |
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| November 16, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2014 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No.) 3022 |
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| November 16, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2013 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No.) 3022 |
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| October 13, 2015 |
Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 5, 2015 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 000-50099 95-4451059 (Commission File Number) (I.R.S |
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| October 13, 2015 |
EXHIBIT 16.1 October 5, 2015 Xavier, We are not in agreement with providing a letter that makes mention to your belief that fees should be repaid. Furthermore we spoke with your new auditor in the middle of July which is dated after you indicated we were terminated so your dates as it relates to our firm in our opinion are not correct. This conversation was about us completing 2012. Additionally y |
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| October 2, 2015 |
Changes in Registrant's Certifying Accountant 8-K 1 i38koct22015vfinal.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2015 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 000-50099 95-4451059 (Commi |
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| September 12, 2013 |
GPFT / GRAPEFRUIT USA INC / Brio Capital, L.p. - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) IMAGING3, INC. (Name of Issuer) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 45248F103 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(c) *The remainder of this cover page |
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| September 11, 2013 |
GPFT / GRAPEFRUIT USA INC / GEMINI MASTER FUND LTD - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2 (AMENDMENT NO. )* Imaging3, Inc. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 45248F103 (CUSIP Number) September 3, 2013 (Date of E |
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| September 9, 2013 |
GPFT / GRAPEFRUIT USA INC / ALPHA CAPITAL ANSTALT - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) IMAGING 3, INC. (Name of Issuer) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 45248F103 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: x Rule 13d-1(c) *The remainder of this cover page |
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| July 17, 2013 | ||
| July 17, 2013 | ||
| July 17, 2013 | ||
| May 18, 2012 |
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 UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 2012 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File Number: 000-50099 IMAGING3, INC. (Exact nam |
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| May 10, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K oForm 20-F oForm 11-K x Form 10-Q o Form N-SAR oForm N-CSR For Period Ended: March 31, 2012 oTransition Report on Form 10-K oTransition Report on Form 20-F oTransition Report on Form 11-K oTransition Report on Form 10-Q oTransition 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 8, 2012 |
GPFT / GRAPEFRUIT USA INC / GEMINI MASTER FUND LTD - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2 (AMENDMENT NO. )* Imaging3, Inc. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 45248F103 (CUSIP Number) May 1, 2012 (Date of Event w |
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| May 2, 2012 |
Exhibit 10.1 WAIVER This Waiver (“Waiver”) is entered into as of May 1, 2012 by and between Imaging3, Inc., a corporation organized under the laws of the State of California (the “Company”), on the one hand, and Gemini Master Fund, Ltd., Alpha Capital Anstalt, Brio Capital, L.P. and Context Partners Fund, L.P. (collectively, the “Purchasers”), on the other hand. WHEREAS, pursuant to that certain S |
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| May 2, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2012 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 000-50099 95-4451059 (Commission File Number) (I.R.S. Empl |
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| May 2, 2012 |
Submission of Matters to a Vote of Security Holders - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2012 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 000-50099 95-4451059 (Commission File Number) (I.R.S. Empl |
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| April 16, 2012 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2011 Commission file number 000-50099 IMAGING3, INC. (Exact name of registrant as specified in its charter) California 95-4451059 (State of Incorporation) (I.R.S. Employer Identification No.) 3200 W. Valhal |
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| April 3, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2012 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 000-50099 95-4451059 (Commission File Number) (I.R.S. E |
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| April 3, 2012 |
Unregistered Sales of Equity Securities, Other Events - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 3, 2012 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 000-50099 95-4451059 (Commission File Number) (I.R.S. Em |
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| March 29, 2012 |
Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2012 IMAGING3, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 000-50099 95-4451059 (Commission File Number) (I.R.S. E |
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| March 29, 2012 |
EX-10.2 3 ex10-2.htm Exhibit 10.2 Settlement Agreement by and between Imaging3, Inc. and Freestone Advantage Partners, L.P., dated March 28, 2012 SETTLEMENT AGREEMENT This SETTLEMENT AGREEMENT (the “Agreement”), dated as of March 28, 2012, is by and between Imaging3, Inc., a California corporation (the “Company”), and Freestone Advantage Partners, L.P. (the “Claimant”). RECITALS A. The Company, th |
