Statistiche di base
| CIK | 1493174 |
SEC Filings
SEC Filings (Chronological Order)
| September 20, 2019 |
ECEZ / Ecosciences, Inc. / Adar Bays Llc - SCHEDULE 13G Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Ecosciences Inc (Name of Issuer) Common Stock (Title of Class of Securities) 279219109 (CUSIP Number) September 19, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| December 1, 2018 |
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 30, 2018 ECOSCIENCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-168413 27-2692640 (State or other jurisdiction (Commission (IRS Employer of inc |
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| December 1, 2018 |
Transition Service Agreement, dated November 30, 2018, between Ecosciences, Inc. and Daniel Cohen EX-10.1 2 ex10-1.htm TRANSITION SERVICES AGREEMENT THIS TRANSITION SERVICES AGREEMENT, effective November 30, 2018 (this “Agreement”), by and between Ecosciences, Inc., a Nevada corporation (the “Employer”), and Daniel Cohen (the “Employee”). The Employer and the Employee are collectively referred to as the “Parties”. WHEREAS, on November 1, 2016, the Employer appointed the Employee as the Chief O |
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| November 30, 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): November 29, 2018 ECOSCIENCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-168413 27-2692640 (State or other jurisdiction (Commission (IRS Employer of incor |
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| November 30, 2018 |
Transition Service Agreement, dated November 29, 2018, between Ecosciences, Inc. and Daniel Cohen TRANSITION SERVICES AGREEMENT THIS TRANSITION SERVICES AGREEMENT, effective November 29, 2018, by and between Ecosciences, Inc. |
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| November 30, 2018 |
ECEZ / Ecosciences, Inc. 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-54525 ECOSCIENCES, INC. (Exact name of registrant as specified in its ch |
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| August 31, 2018 |
ECEZ / Ecosciences, Inc. NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54525 NOTIFICATION OF LATE FILING (Check one): CUSIP NUMBER 279219 109 [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: May 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Convertible Redeemable Note (144) THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $165,000. |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Collateralized Secured Promissory Note (5 of 6) EX-10.13 14 ex10-13.htm THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Securities Purchase Agreement SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 27, 2018, by and between Ecosciences, Inc. |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Collateralized Secured Promissory Note (3 of 6) EX-10.11 12 ex10-11.htm THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Convertible Redeemable Back End Note (3 of 6) THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $55,000. |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Convertible Redeemable Back End Note (2 of 6) EX-10.4 5 ex10-4.htm THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) U |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Collateralized Secured Promissory Note (4 of 6) THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Convertible Redeemable Back End Note (4 of 6) THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $55,000. |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Collateralized Secured Promissory Note (1 of 6) EX-10.9 10 ex10-9.htm THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. L |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Convertible Redeemable Back End Note (5 of 6) EX-10.7 8 ex10-7.htm THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) U |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Collateralized Secured Promissory Note (6 of 6) EX-10.14 15 ex10-14.htm THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Collateralized Secured Promissory Note (2 of 6) THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Convertible Redeemable Back End Note (6 of 6) EX-10.8 9 ex10-8.htm THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) U |
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| April 17, 2018 |
ECEZ / Ecosciences, Inc. 10-Q (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: February 28, 2018 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file |
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| April 17, 2018 |
2018-02-27 Adar Bays LLC Convertible Redeemable Back End Note (1 of 6) THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $55,000. |
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| April 16, 2018 |
ECEZ / Ecosciences, Inc. NT 10-Q FORM NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): SEC FILE NUMBER 000-54525 CUSIP NUMBER 279219 109 [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: February 28, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Tr |
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| January 16, 2018 |
ECEZ / Ecosciences, Inc. 10-Q (Quarterly Report) 10-Q 1 form10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: November 30, 2017 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file n |
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| December 15, 2017 |
Debt Conversion Agreement, dated December 13, 2017, between Ecosciences, Inc. and Joel Falitz DEBT CONVERSION AGREEMENT THIS DEBT CONVERSION AGREEMENT (the ?Agreement?) is entered into as of December 13 2017, by and between Ecosciences, Inc. |
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| December 15, 2017 |
Certificate of Amendment to the Series D Convertible Preferred Stock Certificate of Designation EX-3.2 3 ex3-2.htm Exhibit A AMENDMENT TO CERTIFICATE OF THE DESIGNATIONS, POWERS, PREFERENCES AND RIGHTS OF THE SERIES D CONVERTIBLE PREFERRED STOCK ($0.0001 PAR VALUE PER SHARE) OF ECOSCIENCES, INC. A NEVADA CORPORATION Ecosciences, Inc. (the “Corporation”), a corporation organized and existing under Chapter 78 of the Nevada Revised Statutes, hereby certifies as follows: 1. This Certificate of A |
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| December 15, 2017 |
8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2017 ECOSCIENCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-168413 27-2692640 (State or other jurisdiction (Commission (IRS |
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| December 15, 2017 |
Certificate of Amendment to the Series C Convertible Preferred Stock Certificate of Designation Exhibit A AMENDMENT TO CERTIFICATE OF THE DESIGNATIONS, POWERS, PREFERENCES AND RIGHTS OF THE SERIES C CONVERTIBLE PREFERRED STOCK ($0. |
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| October 23, 2017 |
ECEZ / Ecosciences, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: August 31, 2017 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-168413 ECOSCIENCES, INC. |
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| October 16, 2017 |
NT 10-Q 1 nt-10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): SEC FILE NUMBER 000-54525 CUSIP NUMBER 279219 109 [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: August 31, 2017 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F |
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| September 13, 2017 |
ECEZ / Ecosciences, Inc. 10-K (Annual Report) 10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year period ended: May 31, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: Commission file number: 000-54525 ECO |
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| September 13, 2017 |
Subsidiaries of the Registrant Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name of Subsidiary: Eco-Logical Concepts, Inc. (wholly-owned by Ecosciences, Inc.) State of Incorporation: Delaware (November 30, 2011) Names under which Subsidiary does business: Eco-Logical Concepts, Inc. |
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| August 29, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54525 NOTIFICATION OF LATE FILING (Check one): CUSIP NUMBER 279219 109 [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: May 31, 2017 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on |
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| August 10, 2017 |
FRIEDMAN LLP 1700 Broadway New York, NY 10019 Exhibit 16.1 Letter from Friedman LLP pursuant to Item 304 of Regulation S-K FRIEDMAN LLP 1700 Broadway New York, NY 10019 August 10, 2017 U.S. Securities & Exchange Commission 100 F. Street, NE Washington, D.C. 20549 Re: Ecosciences, Inc. File No. 333-168413 Dear Sir or Madam: We have read Item 4.01 of Form 8-K of Ecosciences, Inc., a Nevada corporation (?Registrant?), filed with the U.S. Securit |
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| August 10, 2017 |
Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2017 ECOSCIENCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-168413 27-2692640 (State or other jurisdiction (Commission (IRS Em |
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| July 10, 2017 |
ECEZ / Ecosciences, Inc. / KCG AMERICAS LLC - SC 13G/A ECEZ Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A Under the Securities Exchange Act of 1934 (Amendment 1) Ecosciences, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 279219208 (CUSIP Number) June 30, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| June 9, 2017 |
ECEZ / Ecosciences, Inc. / KCG AMERICAS LLC - SC 13G ECEZD Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Initial Filing) Under the Securities Exchange Act of 1934 Ecosciences, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 279219208 (CUSIP Number) May 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| May 24, 2017 | ||
| May 24, 2017 |
8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2017 ECOSCIENCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-168413 27-2692640 (State or other jurisdiction (Commission (IRS Empl |
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| May 24, 2017 | ||
| April 24, 2017 |
DEF 14C 1 def14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [X] Definitive Information Statement ECOSCIENCES, INC. ( |
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| April 13, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [ ] Definitive Information Statement ECOSCIENCES, INC. (Name of Registrant as |
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| April 13, 2017 |
STOCK PURCHASE AGREEMENT (“AGREEMENT” OR “SPA”) EX-10.1 2 ex10-1.htm STOCK PURCHASE AGREEMENT (“AGREEMENT” OR “SPA”) SECTION 1. SUBSCRIPTION The undersigned buyer (the “Buyer”) hereby purchases the number of shares of Series B Non-Convertible Preferred Shares, par value $0.0001 per share (the “Shares”), of Ecosciences, Inc., a Nevada corporation (the “Company”), indicated below (“Exhibit A”), from the undersigned seller (the “Seller”) and the S |
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| April 13, 2017 |
8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 13, 2017 ECOSCIENCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-168413 27-2692640 (State or other jurisdiction (Commission (IRS Em |
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| April 13, 2017 |
EX-3.1 2 ex3-1.htm Exhibit 3.1 Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock) 1. Name of corporation: Ecosciences, Inc. 2. The articles have been amended as follows: (provide article numbers, if available) Article 3 has been amended to increase the authorized common stock of the Corporation to One B |
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| April 13, 2017 |
Ecosciences (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: February 28, 2017 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file |
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| February 21, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [X] Definitive Information Statement ECOSCIENCES, INC. (Name of Registrant as |
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| February 10, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [ ] Definitive Information Statement ECOSCIENCES, INC. (Name of Registrant as |
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| February 3, 2017 |
EX-10.1 2 ex10-1.htm SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 31, 2017, by and between ECOSCIENCES, INC., a Nevada corporation, with headquarters located at 420 Jericho Turnpike, Suite 110, Jericho, NY 11753 (the “Company”), and CROWN BRIDGE PARTNERS, LLC, a New York limited liability company, with its address at 1173a 2nd Avenue, Suit |
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| February 3, 2017 |
Ecosciences (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: November 30, 2016 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file |
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| February 3, 2017 |
Exhibit 10.2 NEITHER THE ISSUANCE NOR SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| January 17, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): SEC FILE NUMBER 000-54525 CUSIP NUMBER 279219 109 [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: November 30, 2016 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Repo |
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| November 4, 2016 |
420 Jericho Turnpike, Suite 110, Jericho, NY 11753 November 2, 2016 JOEL FALITZ 420 Jericho Turnpike, Suite 110 Jericho, NY 11753 Re: Amended and Restated Management Services Agreement Dear Mr. |
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| November 4, 2016 |
Exhibit 10.5 LEASE AGREEMENT THIS LEASE AGREEMENT (the ?Agreement?) made this 1st day of November 2016, by and between Preferred Distribution, Inc. (herein called the ?Landlord?) and Ecosciences, Inc. (herein called the ?Tenant?). WHEREAS, the Landlord desires to rent to the Tenant, and the Tenant desire to rent from the Landlord, the real property located in the City of Jericho, State of New York |
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| November 4, 2016 |
ECOSCIENCES, INC. RESTRICTED STOCK PURCHASE AGREEMENT Exhibit 10.2 ECOSCIENCES, INC. RESTRICTED STOCK PURCHASE AGREEMENT THIS RESTRICTED STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of November 1, 2016, by and between Ecosciences, Inc., a Nevada corporation with offices located at 420 Jericho Turnpike, Suite 110, Jericho, NY 11753 (the “Company”), and Dan Cohen (the “Purchaser”). RECITALS WHEREAS, the Purchaser has provided, management servi |
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| November 4, 2016 |
Ecosciences (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: August 31, 2016 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file nu |
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| November 4, 2016 |
EX-10.1 2 ex10-1.htm 420 Jericho Turnpike, Suite 110, Jericho, NY 11753 November 1, 2016 Dan Cohen 420 Jericho Turnpike, Suite 110 Jericho, NY 11753 Re: Management Services Agreement Dear Mr. Cohen: This Management Services Agreement (this “Agreement”) sets forth the terms and conditions whereby Dan Cohen (referred to herein as “You” or “Executive”) agrees to provide certain management services (a |
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| November 4, 2016 |
ECOSCIENCES, INC. RESTRICTED STOCK PURCHASE AGREEMENT Exhibit 10.4 ECOSCIENCES, INC. RESTRICTED STOCK PURCHASE AGREEMENT THIS RESTRICTED STOCK PURCHASE AGREEMENT (the ?Agreement?) is made as of November 2, 2016, by and between Ecosciences, Inc., a Nevada corporation with offices located at 420 Jericho Turnpike, Suite 110, Jericho, NY 11753 (the ?Company?), and Joel Falitz (the ?Purchaser?). RECITALS WHEREAS, the Purchaser has provided, management ser |
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| October 18, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): SEC FILE NUMBER 000-54525 CUSIP NUMBER 279219 109 [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: August 31, 2016 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report |
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| September 20, 2016 |
SUBSIDIARIES OF THE REGISTRANT Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name of Subsidiary: Eco-Logical Concepts, Inc. (wholly-owned by Ecosciences, Inc.) State of Incorporation: Delaware (November 30, 2011) Names under which Subsidiary does business: Eco-Logical Concepts, Inc. |
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| September 19, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year period ended: May 31, 2016 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: Commission file number: 333-168413 ECOSCIENCES, INC. (Exa |
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| August 26, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54525 NOTIFICATION OF LATE FILING (Check one): CUSIP NUMBER 279219 109 [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: May 31, 2016 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on |
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| August 26, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-54525 NOTIFICATION OF LATE FILING (Check one): CUSIP NUMBER 279219 109 [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: May 31, 2016 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on |
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| July 29, 2016 |
THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $60,500. |
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| July 29, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of July 19, 2016, by and between ECOSCIENCES, INC. |
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| July 29, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2016 ECOSCIENCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-168413 27-2692640 (State or other jurisdiction (Commission (IRS Employer of incorpora |
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| July 29, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of July 19, 2016, by and between Ecosciences, Inc. |
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| July 29, 2016 |
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 29, 2016 |
THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $60,500. |
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| July 29, 2016 |
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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| June 3, 2016 |
Ecosciences (Quarterly Report) FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: February 29, 2016 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-168413 ECOSCIENCES, INC. |
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| June 3, 2016 |
ECOSCIENCES, INC. CODE OF ETHICS AND BUSINESS CONDUCT EXHIBIT 14 ECOSCIENCES, INC. CODE OF ETHICS AND BUSINESS CONDUCT 1. Introduction. 1.1 The Board of Directors of Ecosciences, Inc. (together with its subsidiaries, the ?Company?) has adopted this Code of Ethics and Business Conduct (the ?Code?) in order to: (a) promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest; (b) promote full, fair, acc |
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| April 14, 2016 |
FORM NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): SEC FILE NUMBER 000-54525 CUSIP NUMBER 279219 109 [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: February 29, 2016 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Tr |
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| March 2, 2016 |
Mail Stop 4631 March 2, 2016 Via E-mail Mr. Joel Falitz Chief Executive Officer Ecosciences, Inc. 420 Jericho Turnpike, Suite 110 Jericho, NY 11753 RE: Ecosciences, Inc. Form 10-K for the Year Ended May 31, 2015 Filed September 29, 2015 File No. 0-54525 Dear Mr. Falitz: We have completed our review of your filing. We remind you that our comments or changes to disclosure in response to our comments |
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| February 29, 2016 |
ECOSCIENCES, INC. 420 Jericho Turnpike, Suite 110 Jericho, NY 11753 T (516) 465-3964 February 29, 2016 United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Mail Stop 4631 Attn: John Cash ? Accounting Branch Chief Office of Manufacturing and Construction RE: Ecosciences, Inc. Form 10-K for the Fiscal Year Ended May 31, 2015 File |
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| February 19, 2016 |
Mail Stop 4631 February 19, 2016 Via E-mail Mr. Joel Falitz Chief Executive Officer Ecosciences, Inc. 420 Jericho Turnpike, Suite 110 Jericho, NY 11753 RE: Ecosciences, Inc. Form 10-K for the Year Ended May 31, 2015 Filed September 29, 2015 File No. 0-54525 Dear Mr. Falitz: We have reviewed your filings and have the following comments. In some of our comments, we may ask you to provide us with inf |
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| February 19, 2016 |
ECEZ / Ecosciences, Inc. 10-Q - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: November 30, 2015 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-168413 ECOSCIENCES, INC. |
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| January 14, 2016 |
FORM NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): SEC FILE NUMBER 000-54525 CUSIP NUMBER 279219 109 [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: November 30, 2015 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Tr |
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| November 10, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: August 31, 2015 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-168413 ECOSCIENCES, INC. |
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| October 15, 2015 |
NT 10-Q 1 nt10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): SEC FILE NUMBER 000-54525 CUSIP NUMBER 279219 109 [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: August 31, 2015 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F |
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| September 29, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year period ended: May 31, 2015 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: Commission file number: 333-168413 ECOSCIENCES, INC. (Exa |
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| September 29, 2015 |
SUBSIDIARIES OF THE REGISTRANT Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name of Subsidiary: Eco-Logical Concepts, Inc. (wholly-owned by Ecosciences, Inc) State of Incorporation: Delaware (November 30, 2011) Names under which Subsidiary does business: Eco-Logical Concepts, Inc. |
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| September 29, 2015 |
AMENDMENT TO CERTIFICATE OF THE DESIGNATIONS, POWERS, PREFERENCES AND RIGHTS OF THE SERIES A CONVERTIBLE PREFERRED STOCK ($0. |
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| August 31, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION SEC FILE Washington, D.C. 20549 NUMBER 000-54525 FORM 12b-25 NOTIFICATION OF LATE FILING CUSIP NUMBER 279219 109 (Check one): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ |
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| August 25, 2015 |
EX-10.1 2 ex10-1.htm International MASTER DISTRIBUTOR AGREEMENT International Master Distributor Agreement Entered into on the 13th day of August 2015 by and between ECO-LOGICAL CONCEPTS, Inc. (herein called “COMPANY”) a US corporation having its principal place of business at 420 JERICHO TURNPIKE, SUITE 110 JERICHO NY 11753-1319 and ECO LOGIC LIMITED. (hereinafter called “Distributor”) a New Zeal |
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| August 25, 2015 |
Ecosciences, Inc. Signs International Master Distributor Agreement with Its New Zealand and South African Distributor Territory includes Africa and Australasia, Germany and The Netherlands JERICHO, NY?(Marketwired ? August 25, 2015; 6:00 AM EST) - Ecosciences, Inc. (OTCQB: ECEZ) (?Ecosciences? or the ?Company?) is pleased to announce the signing of an exclusive International Master Distributor Agr |
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| August 25, 2015 |
8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2015 ECOSCIENCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-168413 27-2692640 (State or other jurisdiction (Commission (IRS E |
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| June 12, 2015 |
Restricted Stock Purchase Agreement, dated June 4, 2015, between Ecosciences, Inc. and Joel Falitz EX-10.1 4 ex10-1.htm EXHIBIT 10.1 ECOSCIENCES, INC. RESTRICTED STOCK PURCHASE AGREEMENT THIS RESTRICTED STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of June 4, 2015, by and between Ecosciences, Inc., a Nevada corporation with offices located at 420 Jericho Turnpike, Suite 110, Jericho, NY 11753 (the “Company”), and Joel Falitz (the “Purchaser”). RECITALS WHEREAS, the Purchaser has provide |
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| June 12, 2015 |
Management Services Agreement, dated June 4, 2015, between Ecosciences, Inc. and Joel Falitz EX-10.2 5 ex10-2.htm EXHIBIT 10.2 June 4, 2015 JOEL FALITZ 420 Jericho Turnpike, Suite 110 Jericho, NY 11753 Re: Management Services Agreement Dear Mr. Falitz: This Management Services Agreement (this “Agreement”) sets forth the terms and conditions whereby you agree to provide certain services (as described on Schedule A attached hereto) to Ecosciences, Inc., a Nevada corporation with offices loc |
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| June 12, 2015 |
Series D Convertible Preferred Stock Certificate of Designation EX-3.2 3 ex3-2.htm EXHIBIT 3.2 CERTIFICATE OF THE DESIGNATIONS, POWERS, PREFERENCES AND RIGHTS OF THE SERIES D CONVERTIBLE PREFERRED STOCK ($0.0001 PAR VALUE PER SHARE) OF ECOSCIENCES, INC. A NEVADA CORPORATION Pursuant to Section 78.1955 of Chapter 78 of the Nevada Revised Statutes, ECOSCIENCES, INC., corporation organized and existing under the State of Nevada (the “Corporation”), in accordance |
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| June 12, 2015 |
Certificate of Amendment to the Series C Convertible Preferred Stock Certificate of Designation EX-3.1 2 ex3-1.htm EXHIBIT 3.1 AMENDMENT TO CERTIFICATE OF THE DESIGNATIONS, POWERS, PREFERENCES AND RIGHTS OF THE SERIES C CONVERTIBLE PREFERRED STOCK ($0.0001 PAR VALUE PER SHARE) OF ECOSCIENCES, INC. A NEVADA CORPORATION Ecosciences, Inc. (the “Corporation”), a corporation organized and existing under Chapter 78 of the Nevada Revised Statutes, hereby certifies as follows: 1. This Certificate of |
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| June 12, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2015 ECOSCIENCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-168413 27-2692640 (State or other jurisdiction (Commission (IRS Employer of incorporat |
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| April 29, 2015 |
Share Exchange Agreement, dated April 20, 2015, between Ecosciences, Inc. and Joel Falitz SHARE EXCHANGE AGREEMENT THIS SHARE EXCHANGE AGREEMENT, dated as of April 20, 2015 (the ?Agreement?), is entered into by and between ECOSCIENCES, INC. |
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| April 29, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: February 28, 2015 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-168413 ECOSCIENCES, INC. |
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| April 29, 2015 |
Certificate of Designation of the Series C Convertible Preferred Stock Exhibit 3.1 CERTIFICATE OF THE DESIGNATIONS, POWERS, PREFERENCES AND RIGHTS OF THE SERIES C CONVERTIBLE PREFERRED STOCK ($0.0001 PAR VALUE PER SHARE) OF ECOSCIENCES, INC. A NEVADA CORPORATION Pursuant to Section 78.1955 of Chapter 78 of the Nevada Revised Statutes, ECOSCIENCES, INC., corporation organized and existing under the State of Nevada (the ?Corporation?), in accordance with the provisions |
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| April 14, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION SEC FILE Washington, D.C. 20549 NUMBER 000-54525 FORM 12b-25 NOTIFICATION OF LATE FILING CUSIP NUMBER 279219 109 (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: February 28, 2015 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Repo |
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| February 23, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: November 30, 2014 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-168413 ECOSCIENCES, INC. |
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| January 14, 2015 |
ECEZ / Ecosciences, Inc. NT 10-Q - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-54525 FORM 12b-25 CUSIP NUMBER 279219 109 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: November 30, 2014 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Repo |
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| October 20, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: August 31, 2014 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-168413 ECOSCIENCES, INC. |
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| October 15, 2014 |
ECEZ / Ecosciences, Inc. NT 10-Q - - FORM 12B-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): SEC FILE NUMBER 000-54525 CUSIP NUMBER 279219 109 [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: August 31, 2014 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Trans |
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| September 15, 2014 |
FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [ ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year period ended: [X] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from January 1, 2014 to May 31, 2014 Commission file number: 333-1 |
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| September 15, 2014 |
EXHIBIT 10.10 FIFTH SHARE REDEMPTION AGREEMENT THIS FIFTH SHARE REDEMPTION AGREEMENT, dated August 21, 2014 (this “Agreement”), by and between ECOSCIENCES, INC., a Nevada corporation (the “Company”), and EDWARD WHITEHOUSE (the “Stockholder,” and together with the Company, the “Parties,” or individually a “Party”). WITNESSETH: WHEREAS, on May 12, 2014, the Parties entered into that certain Share Ex |
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| September 15, 2014 |
SUBSIDIARIES OF THE REGISTRANT EXHIBIT 21.1 Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name of Subsidiary: Eco-Logical Concepts, Inc. (wholly-owned by Ecosciences, Inc) State of Incorporation: Delaware (November 30, 2011) Names under which Subsidiary does Business: Eco-Logical Concepts, Inc. |
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| September 15, 2014 |
EXHIBIT 10.9 FOURTH SHARE REDEMPTION AGREEMENT THIS FOURTH SHARE REDEMPTION AGREEMENT, dated August 12, 2014 (this “Agreement”), by and between ECOSCIENCES, INC., a Nevada corporation (the “Company”), and EDWARD WHITEHOUSE (the “Stockholder,” and together with the Company, the “Parties,” or individually a “Party”). WITNESSETH: WHEREAS, on May 12, 2014, the Parties entered into that certain Share E |
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| September 15, 2014 |
EX-10.7 2 ex10-7.htm EXHIBIT 10.7 SECOND SHARE REDEMPTION AGREEMENT THIS SECOND SHARE REDEMPTION AGREEMENT, dated May 20, 2014 (this “Agreement”), by and between ON-AIR IMPACT, INC., a Nevada corporation (the “Company”), and EDWARD WHITEHOUSE (the “Stockholder,” and together with the Company, the “Parties,” or individually a “Party”). WITNESSETH: WHEREAS, on May 12, 2014, the Parties entered into |
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| September 15, 2014 |
EXHIBIT 10.8 THIRD SHARE REDEMPTION AGREEMENT THIS THIRD SHARE REDEMPTION AGREEMENT, dated June 9, 2014 (this “Agreement”), by and between ON-AIR IMPACT, INC., a Nevada corporation (the “Company”), and EDWARD WHITEHOUSE (the “Stockholder,” and together with the Company, the “Parties,” or individually a “Party”). WITNESSETH: WHEREAS, on May 12, 2014, the Parties entered into that certain Share Exch |
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| September 15, 2014 |
EXHIBIT 10.11 SIXTH SHARE REDEMPTION AGREEMENT THIS SIXTH SHARE REDEMPTION AGREEMENT, dated September 4, 2014 (this “Agreement”), by and between ECOSCIENCES, INC., a Nevada corporation (the “Company”), and EDWARD WHITEHOUSE (the “Stockholder,” and together with the Company, the “Parties,” or individually a “Party”). WITNESSETH: WHEREAS, on May 12, 2014, the Parties entered into that certain Share |
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| August 29, 2014 |
ECEZ / Ecosciences, Inc. NT 10-K - - NOTIFICATION OF LATE FILING NT 10-K 1 formnt10k.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): SEC FILE NUMBER 000-54525 CUSIP NUMBER 279219 109 [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: [X] Transition Report on Form 10-K [ ] Transition Repor |
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| June 23, 2014 |
FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2014 ECOSCIENCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-168413 27-2692640 (State or other jurisdiction (Commission (IRS Employer of |
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| June 23, 2014 |
EXHIBIT 3-1 SUPPLEMENT TO THE CERTIFICATE OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF ON-AIR IMPACT, INC. |
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| May 30, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [X] Definitive Information Statement ON-AIR IMPACT, INC. (Name of Registrant |
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| May 21, 2014 |
Schedule 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [ ] Definitive Information Statement ON-AIR IMPACT, INC. (Name o |
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| May 15, 2014 |
W.T. UNIACK & CO. CPAs, P.C. CERTIFIED PUBLIC ACCOUNTANTS Licensed in Georgia and Ohio EXHIBIT 16.1 W.T. UNIACK & CO. CPAs, P.C. CERTIFIED PUBLIC ACCOUNTANTS Licensed in Georgia and Ohio 1003 Weatherstone Pkwy., Suite 320 Woodstock, GA 30188 Phone: 770-592-3233 PMB 1040 12600 Deerfield Pkwy., Ste 400 Alpharetta, GA 30004 Phone: 678-773-0251 May 14, 2014 U.S. Securities and Exchange Commission 100 F. Street NE Washington D.C. 20549 Re: On-Air Impact, Inc. Form 8-K Item 4.01 Changes i |
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| May 15, 2014 |
Eco-Merger Sub, Inc. Articles of Incorporation filed on May 6, 2014 EXHIBIT 3.12 |
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| May 15, 2014 |
EXHIBIT 3.8 |
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| May 15, 2014 |
Articles of Incorporation of Eco-Logical Concepts, Inc. filed on November 30, 2011 EXHIBIT 3.9 |
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| May 15, 2014 |
EX-10.6 40 ex10-6.htm EXHIBIT 10.6 SHARE REDEMPTION AGREEMENT THIS SHARE REDEMPTION AGREEMENT, dated May 12, 2014 (this “Agreement”), by and between ON-AIR IMPACT, INC., a Nevada corporation (the “Company”), and EDWARD WHITEHOUSE (the “Stockholder”). WITNESSETH: WHEREAS, the Stockholder currently owns an aggregate of Two Million (2,000,000) shares of Series A Convertible Preferred Stock, par value |
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| May 15, 2014 |
Master Loan Agreement, dated May 9, 2014, between On-Air Impact, Inc. and Bacarat Holdings, Inc. MASTER LOAN AGREEMENT THIS MASTER LOAN AGREEMENT, dated this 9th day of May 2014 (this “AGREEMENT”), is by and between ON-AIR IMPACT, INC. |
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| May 15, 2014 |
BY-LAWS ECO-MERGER SUB, INC. Article I EXHIBIT 3.14 BY-LAWS OF ECO-MERGER SUB, INC. Article I Offices Section 1.01 Offices. The address of the registered office of Eco-Merger Sub, Inc. (hereinafter called the “Corporation”) shall be in the State of Delaware. The Corporation may have other offices, both within and without the State of Delaware, as the board of directors of the Corporation (the “Board of Directors”) from time to time sha |
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| May 15, 2014 |
Eco-Logical Concepts, Inc. Series A Certificate of Designation filed on May 7, 2014 EX-3.11 26 ex3-11.htm EXHIBIT 3.11 |
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| May 15, 2014 |
Certificate of Merger of Eco-Logical Concepts, Inc. and Eco-Merger Sub, Inc. filed on May 9, 2014 EX-3.13 34 ex3-13.htm EXHIBIT 3.13 |
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| May 15, 2014 |
Bylaws of Eco-Logical Concepts, Inc. EXHIBIT 3.15 BY-LAWS OF ECO-LOGICAL CONCEPTS, INC. Article I Offices Section 1.01 Offices. The address of the registered office of Eco-Logical Concepts, Inc. (hereinafter called the “Corporation”) shall be in the State of Delaware. The Corporation may have other offices, both within and without the State of Delaware, as the board of directors of the Corporation (the “Board of Directors”) from time |
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| May 15, 2014 |
EX-3.7 5 ex3-7.htm EXHIBIT 3.7 |
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| May 15, 2014 |
Share Exchange Agreement, dated May 12, 2014, between On-Air Impact, Inc. and Edward Whitehouse EXHIBIT 10.5 SHARE EXCHANGE AGREEMENT THIS SHARE EXCHANGE AGREEMENT, dated as of May 12, 2014 (the “Agreement”), is entered into by and between ON-AIR IMPACT, INC., a Nevada corporation (the “Company”), and EDWARD WHITEHOUSE (the “Stockholder”). WITNESSETH: WHEREAS, Stockholder is the owner of an aggregate of Ten Million Ten Thousand (10,010,000) shares of common stock, par value $0.0001 per share |
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| May 15, 2014 |
EXHIBIT 3.10 |
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| May 15, 2014 |
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER among ECO-LOGICAL CONCEPTS, INC. and ON-AIR IMPACT, INC. and ECO-MERGER SUB, INC. dated as of MAY 9, 2014 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (this “Agreement”), is entered into as of May 9, 2014, by and among ECO-LOGICAL CONCEPTS, INC., a Delaware corporation (the “Company”), ON-AIR IMPACT, INC., a Nevada corporation (“Parent”), |
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| May 15, 2014 |
FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2014 ON-AIR IMPACT, INC. (Exact name of registrant as specified in its charter) Nevada 333-168413 27-2692640 (State or other jurisdiction (Commission (IRS Employer of |
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| March 18, 2014 |
10-Q 1 form10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: February 28, 2014 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC |
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| March 18, 2014 |
Exhibit 10.1 Exhibit 10.1 AMENDMENT TO PROMISSORY NOTE This Amendment, date as of February 12, 2014 (the “Amendment”) to that certain Promissory Note, dated and issued on February 12, 2013 (the “Note”), by On-Air Impact, Inc., a Nevada corporation (the “Company”), for the benefit of Virginia K. Sourlis (the “Holder”, and together with the Company, the “Parties”, and each, a “Party”). WHEREAS, on F |
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| January 9, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: November 30, 2013 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exact name of registrant as speci |
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| October 10, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: August 31, 2013 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exact name of registrant as specifi |
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| August 23, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year period ended: May 31, 2013 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-168413 ON-AIR IMPACT, INC. |
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| April 15, 2013 |
EX-3.1 2 ex3-1.htm DEAN HELLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4299 (775) 684 5708 Website: secretaryofstate.biz Certificate of Amendment (PURSUANT TO NRS 78.385 and 78.390) Important: Read attached instructions before completing form. above space is for office use only Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporation |
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| April 15, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: February 28, 2013 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exact name of registrant as speci |
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| April 15, 2013 |
DEAN HELLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4299 (775) 684 5708 Website: secretaryofstate. |
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| April 15, 2013 |
EX-3.3 4 ex3-3.htm DEAN HELLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4299 (775) 684 5708 Website: secretaryofstate.biz Certificate of Amendment (PURSUANT TO NRS 78.385 and 78.390) Important: Read attached instructions before completing form. above space is for office use only Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporation |
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| February 12, 2013 |
EXHIBIT 10.2 PROMISSORY NOTE $8,000.00 Date: February 12, 2013 Amount; Interest Rate FOR VALUE RECEIVED, the undersigned, On-Air Impact, Inc. (“Maker”), hereby promises to pay to the order of Virginia K. Sourlis (“Holder”), at such address or such other place as designated in writing by the Holder, the principal sum of Eight Thousand DOLLARS ($8,000.00), and interest on the outstanding principal b |
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| February 12, 2013 |
FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2013 Commission File No. 333-168413 ON-AIR IMPACT, INC. (Exact name of small business issuer as specified in its charter) Nevada 27-2692640 (State or other Juris |
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| February 12, 2013 |
Exchange Agreement, dated February 12, 2013, between On-Air Impact, Inc. and Virginia K. Sourlis EXHIBIT 10.1 EXCHANGE AGREEMENT THIS AGREEMENT, dated as of February 12, 2013, is entered into by and between ON-AIR IMPACT, INC., (the “Company”) and VIRGINIA K SOURLIS (“SOURLIS”). WITNESSETH: WHEREAS, SOURLIS holds 4,000,000 Series A Convertible Preferred Shares of the Company (“Preferred Shares”); and WHEREAS, SOURLIS is willing to exchange the Preferred Shares for a non-convertible Promissory |
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| January 25, 2013 |
Schedule 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20459 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [X] Definitive Information Statement ON-AIR IMPACT, IN |
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| January 15, 2013 |
Schedule 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20459 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitive Information Statement ON-AIR IMPACT, IN |
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| January 11, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: November 30, 2012 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exact name of registrant as speci |
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| December 21, 2012 |
ON-AIR IMPACT, INC. SERIES A CONVERTIBLE PREFERRED STOCK SUBSCRIPTION AGREEMENT Exhibit 10.1 Exhibit 10.1 ON-AIR IMPACT, INC. SERIES A CONVERTIBLE PREFERRED STOCK SUBSCRIPTION AGREEMENT December 18, 2012 SECTION 1. SUBSCRIPTION The undersigned hereby subscribes for an aggregate of FOUR MILLION (4,000,000) shares of Series A Convertible Preferred Stock (“Shares”) of On-Air Impact, Inc., a Nevada corporation (the “Corporation”), and agrees to transfer to the Corporation in cons |
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| December 21, 2012 |
Exhibit 3.1 Exhibit 3.1 USE BLACK INK ONLY● DO NOT HIGHLIGHT ABOVE SPACE IS FOR OFFICE USE ONLY Certificate of Designation For Nevada Profit Corporations (Pursuant to NRS 78.1955) 1. Name of corporation: On-Air Impact, Inc. 2. By resolution of the board of directors pursuant to a provision in the articles of incorporation. this certificate establishes the following regarding the voting powers, des |
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| December 21, 2012 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits 8-K 1 form8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2012 Commission File No. 333-168413 ON-AIR IMPACT, INC. (Exact name of small business issuer as specified in its charter) Nevada 27-2692640 (State or oth |
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| October 10, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: August 31, 2012 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exact name of registrant as specifi |
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| October 10, 2012 |
FORM 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: August 31, 2012 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exact name of registr |
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| September 27, 2012 |
POS AM 1 forms1a.htm As filed with the Securities and Exchange Commission on September 27, 2012 Registration No. 333-168413 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to the FORM S-1 REGISTRATION UNDER THE SECURITIES ACT OF 1933 ON-AIR IMPACT, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction |
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| September 4, 2012 |
FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year period ended: May 31, 2012 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-168413 ON-AIR IMP |
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| August 28, 2012 |
Form 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION SEC FILE NUMBER Washington, D. |
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| April 12, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: February 29, 2012 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exact name of registrant as speci |
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| January 17, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: November 30, 2011 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exact name of registrant as specified |
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| January 10, 2012 |
EXHIBIT 16.1 BERMAN & COMPANY, PA. Certified Public Accountants and Consultants January 10, 2012 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: On-Air Impact, Inc. File Reference No. 333-168413 We were previously the independent registered public accounting firm for On-Air Impact, Inc. On January 3, 2012, the Company dismissed us as its |
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| January 10, 2012 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2012 Commission File No. 333-168413 ON-AIR IMPACT, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or Organization) 27-2692640 (I.R.S. Employer Iden |
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| January 9, 2012 |
Changes in Registrant's Certifying Accountant 8-K 1 v2450348k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2012 Commission File No. 333-168413 ON-AIR IMPACT, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or othe |
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| October 21, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: August 31, 2011 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exact name of registrant as specified i |
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| October 17, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ON-AIR IMPACT, INC. |
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| October 14, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: May 31, 2012 Estimated average burden hours per response .... 2.50 SEC FILE NUMBER 333-168413 (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: August 31, 2011 o Transition Repo |
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| August 29, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year period ended: May 31, 2011 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exa |
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| July 1, 2011 |
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 27, 2011 Commission File No. 333-168413 ON-AIR IMPACT, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other Jurisdiction of Incorporation |
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| July 1, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No.1 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: February 28, 2011 ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exact name of regist |
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| June 28, 2011 |
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 22, 2011 Commission File No. 333-168413 ON-AIR IMPACT, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other Jurisdiction of Incorporation |
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| April 19, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: February 28, 2011 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 333-168413 ON-AIR IMPACT, INC. (Exact name of registrant as specified |
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| April 14, 2011 |
UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 FORM 12b-25 Expires: May 31, 2012 NOTIFICATION OF LATE FILING Estimated average burden hours per response .... 2.50 SEC FILE NUMBER 333-168413 (Check one): || Form 10-K || Form 20-F || Form 11-K |X| Form 10-Q || Form 10-D || Form N-SAR || Form N-CSR For Period Ended: February 28, 2011 || Tran |
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| April 5, 2011 |
Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2011 Commission File No. 333-168413 ON-AIR IMPACT, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other Jurisdiction of Incorporatio |
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| March 9, 2011 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2011 Commission File No. 333-168413 ON-AIR IMPACT, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other Jurisdiction of Incorporation |
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| March 9, 2011 |
Exhibit 16.1 09 March 2011 U.S. Securities and Exchange Commission 100 F Street NE Washington D.C. 20549 Re: On-Air Impact, Inc. Commission File No. 333-168413 Dear Sir/Madam: We have read the statements set forth by On-Air Impact, Inc. (?the ?Company?) in Item 4.01(a) regarding the resignation of Conner & Associates, PC effective on 08 March 2011, as the Company?s independent registered public ac |
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| February 15, 2011 |
ON-AIR IMPACT, INC. 130 Maple Avenue Suite 6D Red Bank, NJ 07701 Telephone: (732)-530-7300 ON-AIR IMPACT, INC. 130 Maple Avenue Suite 6D Red Bank, NJ 07701 Telephone: (732)-530-7300 VIA EDGAR CORRESPONDENCE February 15, 2011 Division of Corporate Finance U.S. Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20005 Attn: Mr. Tom Kluck, Legal Branch Chief Ms. Folake Ayoola, Attorney-Advisor RE: ON-AIR IMPACT, INC. Acceleration Request Registration Statement on Form S-1 |
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| February 8, 2011 |
THE SOURLIS LAW FIRM Securities and Corporate Attorneys Virginia K. Sourlis, Esq., MBA* 214 Broad Street Philip Magri, Esq.+ Red Bank, New Jersey 07701 Joseph M. Patricola, Esq.*+ # (732) 530-9007 Fax (732) 530-9008 www.SourlisLaw.com * Licensed in NJ [email protected] + Licensed in NY # Licensed in DC VIA EDGAR CORRESPONDENCE February 8, 2011 Division of Corporate Finance U.S. Securities an |
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| February 8, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 5) REGISTRATION UNDER THE SECURITIES ACT OF 1933 ON-AIR IMPACT, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 8742 (Primary Standard Industrial Classification Code Number) 27-2692640 (I.R.S. Employer Identification Num |
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| January 27, 2011 |
/MW(YPFVZ/-@+`=`K\&`=19CUA%L-Y9.E2 M!!!Q@0/SMA begin 644 filename1.pdf M)5!$1BTQ+C4-)>+CS],-"CDT(#`@;V)J#3P\+TQI;F5A%LY-"`S M,%TO26YF;R`Y,R`P(%(O3&5N9W1H(#@Q+U!R978@-#(W.3DO4F]O="`Y-2`P M(%(O4VEZ92`Q,C0O5'EP92]84F5F+U=;,2`R(#%=/CYS=')E86T-"FC>8F)D M$&!@8F!:!B08FT!$)I!@ZP.)30(19D""V07$,@(1]B!N#HBE`R)N@G0H`PFN M*)"$"9"X!C2*D>$MD,7`P$@&\9^Q[2M`@`$`4FH+)@T*96YD7!E M+U!A9V4^/@UE;F1O8FH-.3<@,"!O8FH-/#PO1FEL=&5R+T9L871E1&5C;V1E M+T9I:7P%:Q M]-W[D32E" |
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| January 13, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 4) REGISTRATION UNDER THE SECURITIES ACT OF 1933 ON-AIR IMPACT, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 8742 (Primary Standard Industrial Classification Code Number) 27-2692640 (I.R.S. Employer Identification Num |
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| January 13, 2011 |
THE SOURLIS LAW FIRM Securities and Corporate Attorneys THE SOURLIS LAW FIRM Securities and Corporate Attorneys Virginia K. Sourlis, Esq., MBA* 214 Broad Street Philip Magri, Esq.+ Red Bank, New Jersey 07701 Joseph M. Patricola, Esq.*+ # (732) 530-9007 Fax (732) 530-9008 www.SourlisLaw.com * Licensed in NJ [email protected] + Licensed in NY # Licensed in DC VIA EDGAR CORRESPONDENCE January 13, 2011 Division of Corporate Finance U.S. Securities an |
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| January 7, 2011 |
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| December 16, 2010 |
EX-10.1 4 v205731ex10-1.htm ON-AIR IMPACT, INC. 130 Maple Avenue, Suite 6D Red Bank, NJ 07701 Telephone (732)-530-7300 Subscription Documents and Procedure Each prospective investor for the shares of Common Stock of On-Air Impact, Inc. a Nevada corporation (the “Company”), is required to complete, execute and return to the Company the following documents: SUBSCRIPTION AGREEMENT: Please complete al |
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| December 16, 2010 |
Securities and Corporate Attorneys THE SOURLIS LAW FIRM Securities and Corporate Attorneys Virginia K. Sourlis, Esq., MBA* 214 Broad Street Philip Magri, Esq.+ Red Bank, New Jersey 07701 Joseph M. Patricola, Esq.*+ # (732) 530-9007 Fax (732) 530-9008 www.SourlisLaw.com * Licensed in NJ [email protected] + Licensed in NY # Licensed in DC VIA EDGAR CORRESPONDENCE December 16, 2010 Division of Corporate Finance U.S. Securities a |
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| December 16, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 3) REGISTRATION UNDER THE SECURITIES ACT OF 1933 ON-AIR IMPACT, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 8742 (Primary Standard Industrial Classification Code Number) 27-2692640 (I.R.S. Employer Identification Num |
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| November 17, 2010 |
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| October 28, 2010 |
Securities and Corporate Attorneys THE SOURLIS LAW FIRM Securities and Corporate Attorneys Virginia K. Sourlis, Esq., MBA* 214 Broad Street Philip Magri, Esq.+ Red Bank, New Jersey 07701 Joseph M. Patricola, Esq.*+ # (732) 530-9007 Fax (732) 530-9008 www.SourlisLaw.com * Licensed in NJ [email protected] + Licensed in NY # Licensed in DC VIA EDGAR CORRESPONDENCE October 28, 2010 Division of Corporate Finance U.S. Securities an |
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| October 28, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 2 ) REGISTRATION UNDER THE SECURITIES ACT OF 1933 ON-AIR IMPACT, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 8742 (Primary Standard Industrial Classification Code Number) 27-2692640 (I.R.S. Employer Identification Nu |
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| October 8, 2010 |
M:2$3?JA,_(-@CX+L00EA9L>: M+`+BS0"8C((Z/`5,]DE11A< begin 644 filename1.pdf M)5!$1BTQ+C0-)>+CS],-"C,W.2`P(&]B:@T\/"],:6YE87)I>F5D(#$O3"`V M.3DU-"]/(#,X,B]%(#,W,S`S+TX@-R]4(#8R,S(V+T@@6R`Y,S,@,S0T73X^ M#65N9&]B:@T@("`@("`@("`@("`@("`@#0IX;MTY,.<1V[IJN04VJE&` M4*P1()I12`,D"V:I98!E@/*H#@`"7@:&D[^!M#00RX!%5!GXF!)$&>H:N!ET M&!B,#VC*SA$[H'C@*N,)[@4R#8G,'Y8)+W0XS+3&6-ZV3#D`I^`/@,[U/U" M#`P/!G`@<%@"\1\#`RGU($T"P.#F`;%LR,R`S-39=+T1E8V]D95!A MF4@,S<&4O M6%)E |
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| September 21, 2010 |
THE SOURLIS LAW FIRM Securities and Corporate Attorneys THE SOURLIS LAW FIRM Securities and Corporate Attorneys Virginia K. Sourlis, Esq., MBA* 214 Broad Street Philip Magri, Esq.+ Red Bank, New Jersey 07701 Joseph M. Patricola, Esq.*+ # (732) 530-9007 Fax (732) 530-9008 www.SourlisLaw.com * Licensed in NJ [email protected] + Licensed in NY # Licensed in DC VIA EDGAR CORRESPONDENCE September 21, 2010 Division of Corporate Finance U.S. Securities |
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| September 21, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 1) REGISTRATION UNDER THE SECURITIES ACT OF 1933 ON-AIR IMPACT, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 8742 (Primary Standard Industrial Classification Code Number) 27-2692640 (I.R.S. Employer Identification Num |
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| August 27, 2010 |
&$[6H"?09Q8A7?R*-)@%_DB^SPT/_VQU0$PRY*C9(;CS?(:G3'1C^ M]6=BG43QJ)=EG7".MD67'# begin 644 filename1.pdf M)5!$1BTQ+C0-)>+CS],-"C4R,2`P(&]B:@T\/"],:6YE87)I>F5D(#$O3"`X M,C,R-R]/(#4R-"]%(#(X,S8R+TX@,3$O5"`W,[email protected]]((%L@.#$Q(#,W,%T^ M/@UE;F1O8FH-("`@("`@("`@("`@("`@#0IX#Z`N%#9H.Z0QI0'XVAG<9\Z< M?0"N)TUX%O-BTSK=PAE^&7Q=SV/KC/F8'>>]1'$;>\Y5.Q08@-2LO"Q04.) MY7K)%N:%9RO.*,CR98M\G.%1G#W]T760*8(B'F#3.CK`/(F.!@8&1@D0&\A@ MX(`RP"*"((8@D*6DU-&!U85`6HR!X?(I("T*Q-)@DU49^)@21!5J@;(Z#!N, M#W`P |
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| July 30, 2010 |
Supplement to the Articles of Incorporation of On-Air Impact, Inc. SUPPLEMENT TO THE INITIAL ARTICLES OF INCORPORATION OF ON-AIR IMPACT, INC. The undersigned natural persons acting as incorporators of a corporation (the "Corporation") under the provisions of Chapter 78 of the Nevada Revised Statutes, adopts the following Articles of Incorporation. ARTICLE 1 NAME The name of the Corporation is On-Air Impact, Inc. ARTICLE 2 PURPOSE The Corporation shall have the pu |
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| July 30, 2010 | ||
| July 30, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION UNDER THE SECURITIES ACT OF 1933 ON-AIR IMPACT, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 8742 (Primary Standard Industrial Classification Code Number) 27-2692640 (I.R.S. Employer Identification Number) 130 Maple Avenu |
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| July 30, 2010 |
BY-LAWS ON-AIR IMPACT, INC. ARTICLE I EX-3.2 12 v191950ex3-2.htm BY-LAWS OF ON-AIR IMPACT, INC. ARTICLE I Offices The registered office of On-Air Impact, Inc. (the “Corporation”) shall be in the State of Nevada. The Corporation also may have offices at such other places, within or without the State of Nevada, as the Board of Directors (the “Board”) determines from time to time or the business of the Corporation requires. ARTICLE II Me |
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| July 30, 2010 |
CODE OF ETHICS FOR PRINCIPAL OFFICERS AND DIRECTORS ON-AIR IMPACT, INC. ON-AIR IMPACT, INC. Code of Ethics For Principal Officers and Directors [Pick the date] CODE OF ETHICS FOR PRINCIPAL OFFICERS AND DIRECTORS OF ON-AIR IMPACT, INC. It is the policy of On-Air Impact, Inc., a Nevada corporation (the ?Company?) that all members of the Board of Directors (individually, a ?Director? and collectively, the ?Directors?) and the principal executive officer, executive office |
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| July 30, 2010 |
CODE OF BUSINESS CONDUCT ON-AIR IMPACT, INC. ON-AIR IMPACT, INC. Code of Business Conduct CODE OF BUSINESS CONDUCT OF ON-AIR IMPACT, INC. INTRODUCTION ON-AIR IMPACT, INC., a Nevada corporation, (the “Company”) has a commitment to moral conduct, to ethical behavior and to operating within the letter and spirit of the law. This Code is designed to promote honest, ethical and lawful conduct by all employees, officers and directors of the Compan |