Statistik Asas
| CIK | 1481504 |
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 Xeriant, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2025 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| April 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2025 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 90-1790910 (State or other jurisdiction of incorporation) (Commission File Number) |
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| February 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2024 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| January 23, 2025 |
Xeriant, Inc. Provides Update on Litigation Against XTI Aircraft Co. EXHIBIT 99.2 Xeriant, Inc. Provides Update on Litigation Against XTI Aircraft Co. BOCA RATON, FL – January 22, 2025 — Xeriant, Inc. (OTCQB: XERI), an aerospace technology company dedicated to the development and commercialization of advanced materials, announces an update regarding ongoing litigation against XTI Aircraft Co. (“XTI”), the wholly owned and principal operating subsidiary of XTI Aeros |
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| January 23, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2025 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-0151917 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| January 23, 2025 | ||
| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| October 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 XERIANT, INC. (Exac |
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| September 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 COMMISSION FILE NUMBER 000-54277 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Fo |
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| August 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2024 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 90-1790910 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| August 5, 2024 |
Letter dated August 1, 2024 from Accell to the Securities and Exchange Commission EXHIBIT 16.1 August 1, 2024 Office of the Chief Accountant Securities and Exchange Commission 100F Street, NE Washington, D.C. 20549 Dear Sir/Madam: We have read the statements made by Xeriant, Inc., which were provided to us and which we understand will be filed with the Commission in a report on Form 8-K pursuant to Item 4.01 of Regulation S-K, regarding the change in its certifying accountant. |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| February 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2023 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| December 12, 2023 |
EXHIBIT 99.1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK Case No. XERIANT, INC., Plaintiff, v. XTI AIRCRAFT COMPANY, DOE COMPANY #1, DOE COMPANY #2, DOE PERSON #1-5. Defendants. XERIANT’S COMPLAINT JURY TRIAL DEMANDED Plaintiff, Xeriant, Inc., by and through the undersigned attorneys, hereby prays to this honorable Court for relief based on the following: JURISDICTION AND VENUE 1. V |
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| December 12, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2023 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-0151917 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| October 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 XERIANT, INC. (Exac |
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| October 6, 2023 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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): August 28, 2023 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 90-1790910 (State or other jurisdiction of incorporation) (Commission File Numb |
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| October 6, 2023 |
Letter Dated October 6, 2023 from BF Borgers CPA PC to the U.S. Securities and Exchange Commission EXHIBIT 16.1 October 6, 2023 Securities and Exchange Commission Office of the Chief Accountant 100 F Street N.E. Washington, D.C. 20549 Re: Xeriant, Inc. File Ref. No. 000-54277 We have read the statements made by Xeriant, Inc., which we understand will be filed with the Commission, pursuant to Item 4.01 of Form 8-K\A, as part of Xeriant Inc. Form 8-K\A report dated October 6, 2023. We agree with |
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| September 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 COMMISSION FILE NUMBER 000-54277 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Fo |
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| August 31, 2023 |
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): August 28, 2023 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 90-1790910 (State or other jurisdiction of incorporation) (Commission File Number |
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| May 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2023 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 COMMISSION FILE NUMBER 000-54277 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on F |
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| May 2, 2023 |
EXHIBIT 21.1 Subsidiaries Company Percentage Ownership American Aviation Technologies, Inc. 64 % Eco-Aero, LLC 50 % |
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| May 2, 2023 |
EXHIBIT 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Proposed Maximum Aggregate Offering Price(1)(7) Amount of Registration Fee(2) Units(3) $ 10,000,000 $ 1,102. |
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| May 2, 2023 |
Registration Statement No. 333-269283 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 6719 27-1519178 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code |
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| February 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2022 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 commission file number 000-54277 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report o |
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| January 18, 2023 |
EXHIBIT 21.1 Subsidiaries Company Percentage Ownership American Aviation Technologies, Inc. 64 % Eco-Aero, LLC 50 % |
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| January 18, 2023 |
Registration Statement No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 6719 27-1519178 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Id |
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| January 18, 2023 |
EXHIBIT 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Proposed Maximum Aggregate Offering Price(1)(7) Amount of Registration Fee(2) Units(3) $ 10,000,000 $ 1,102. |
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| December 30, 2022 |
Amendment to Senior Secured Promissory Note EXHIBIT 10.1 SECOND AMENDMENT TO SENIOR SECURED PROMISSORY NOTE This Second Amendment to Senior Secured Promissory Note (this ?Amendment?) is entered into as of December 27, 2022 between Xeriant, Inc., a Nevada corporation (the ?Company?), and Auctus Fund, LLC, a Delaware limited liability company (?Auctus?). RECITALS A. The Company entered into a Securities Purchase Agreement dated as of October |
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| December 30, 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): December 27, 2022 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission File Numb |
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| December 30, 2022 |
EXHIBIT 4.2 FIRST AMENDMENT TO COMMON STOCK PURCHASE WARRANTS This First Amendment to the Warrants (as defined below) (this ?Amendment?) is entered into as of December 27, 2022 between Xeriant, Inc., a Nevada corporation (the ?Company?), and Auctus Fund, LLC, a Delaware limited liability company (?Auctus?). RECITALS A. The Company issued to Auctus a common stock purchase warrant on October 27, 202 |
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| December 30, 2022 |
EX-4.1 2 xeriex41.htm FORM OF NEW WARRANT EXHIBIT 4.1 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 O |
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| November 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2022 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 COMMISSION FILE NUMBER 000-54277 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report |
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| October 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 XERIANT, INC. (Exac |
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| September 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 COMMISSION FILE NUMBER 000-54277 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: June 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Fo |
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| August 3, 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): August 1, 2022 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission File Number) |
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| August 3, 2022 |
Amendment to Senior Secured Promissory Note EXHIBIT 10.1 AMENDMENT TO SENIOR SECURED PROMISSORY NOTE This Amendment to Senior Secured Promissory Note (this ?Amendment?) is entered into as of July 26, 2022, between Xeriant, Inc., a Nevada corporation (the ?Company?), and Auctus Fund, LLC, a Delaware limited liability company (?Auctus?) RECITALS A. The Company entered into a Securities Purchase Agreement dated as of October 27, 2021 (the ?Agr |
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| August 3, 2022 |
EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REG |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2022 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| May 16, 2022 |
EXHIBIT 10.3 XERIANT SERVICES AGREEMENT This Services Agreement (the ?Agreement?) is dated April 4, 2022 (the ?Effective Date?), by and between Xeriant, Inc. (?Xeriant? or the ?Service Provider?), a Nevada corporation, located at Innovation Centre 1, 3998 FAU Blvd., Suite 309, Boca Raton, FL 33431, and Ebenberg, LLC (?EJV? or the ?Company?), a Florida limited liability company, located at Innovati |
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| May 16, 2022 |
EXHIBIT 10.2 PATENT EXCLUSIVE LICENSE AND ASSIGNMENT AGREEMENT This Patent Exclusive License and Assignment Agreement (this ?Agreement?) is made as of April , 2022 (the ?Effective Date?), by and between Xeriant, Inc., a Nevada corporation (?Xeriant?) with its principal executive office at Innovation Center #1, 3998 FAU boulevard, Suite 309, Boca Raton, Florida 33431, registered in the office of th |
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| May 16, 2022 |
EXHIBIT 10.1 JOINT VENTURE AGREEMENT XERIANT, INC. MOVYCHEM, s.r.o. April , 2022 1 JOINT VENTURE AGREEMENT This Joint Venture Agreement (this ?Agreement?), effective as of April , 2022 (the ?Effective Date?) is between Xeriant, Inc., a Nevada corporation (?Xeriant?) with its principal executive office at Innovation Center #1, 3998 FAU boulevard, Suite 309, Boca Raton, Florida 33431, registered in |
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| April 4, 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): April 2, 2022 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 90-1790910 (State or other jurisdiction of incorporation) (Commission File Number) |
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| April 4, 2022 |
Xeriant Enters into Definitive Agreement with Movychem on Retacell EXHIBIT 99.1 Xeriant Enters into Definitive Agreement with Movychem on Retacell? Fire Retardant Technology Breakthrough Eco-Friendly Fire Retardant Potentially Impacts Industries Valued at Over $5 Trillion BOCA RATON, Fla., April 4, 2022 (GLOBE NEWSWIRE) - Xeriant, Inc. (OTCQB: XERI) (?Xeriant? or ?The Company?), an aerospace company dedicated to Advanced Air Mobility, announced today the signing |
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| February 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 COMMISSION FILE NUMBER 000-54277 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report o |
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| February 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2021 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| November 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A Amendment No. |
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| November 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 COMMISSION FILE NUMBER 000-54277 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: September 30, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report |
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| November 4, 2021 |
EXHIBIT 10.2 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of October 27, 2021 (this ?Agreement?), is among Xeriant, Inc., a Nevada corporation (the ?Company?), all of the Subsidiaries of the Company (such subsidiaries, the ?Guarantors? and together with the Company, the ?Debtors?) and Auctus Fund, LLC, a Delaware limited liability company (collectively with its endorsees, transferees and a |
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| November 4, 2021 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of October 27, 2021, by and between XERIANT, INC., a Nevada corporation, with headquarters located at Innovation Centre 1 3998 FAU Boulevard, Suite 309, Boca Raton, FL 33431 (the ?Company?), and AUCTUS FUND, LLC, a Delaware limited liability company, with its address at 545 Boylston Street, 2n |
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| November 4, 2021 |
EXHIBIT 4.2 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REG |
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| November 4, 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): November 1, 2021 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| November 4, 2021 |
EXHIBIT 4.1 THIS INSTRUMENT CONTAINS AN AFFIDAVIT OF CONFESSION OF JUDGMENT PROVISION WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS BORROWER MAY HAVE AND ALLOWS THE HOLDER TO OBTAIN A JUDGMENT AGAINST BORROWER WITHOUT ANY FURTHER NOTICE. NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTER |
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| October 15, 2021 |
Certificate of Designation of Series B Preferred shares effective February 22. 2021. EXHIBIT 4.3 |
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| October 15, 2021 |
Certificate of Designation of Series A Preferred shares effective September 30, 2019. EXHIBIT 4.2 |
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| October 15, 2021 |
EXHIBIT 10.6 |
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| October 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 XERIANT, INC. (Ex |
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| October 13, 2021 |
Employment Agreement for Keith Duffy dated February 19, 2021. EXHIBIT 10.6 |
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| October 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 XERIANT, INC. (Exac |
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| October 13, 2021 |
Certificate of Designation of Series A Preferred shares effective September 30, 2019. EXHIBIT 4.2 |
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| October 13, 2021 |
Certificate of Designation of Series B Preferred shares effective February 22. 2021. EXHIBIT 4.3 |
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| September 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K o Form 20-F o Form 11-K ? Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2021 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Fo |
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| June 9, 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): June 4, 2021 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| June 9, 2021 |
EXHIBIT 2.1 |
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| May 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K o Form 20-F o Form 11-K ? Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2021 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on F |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2020 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| November 16, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2020 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| October 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): October 28, 2020 XERIANT, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| September 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 XERIANT, INC. (Exac |
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| September 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K o Form 20-F o Form 11-K ☐ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2020 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Fo |
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| June 23, 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): June 22, 2020 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission File |
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| June 23, 2020 |
Articles of Merger as filed with the Nevada Secretary of State EXHIBIT 3.1 ARTICLES OF MERGER OF XERIANT, INC. a Nevada Corporation INTO BANJO & MATILDA, INC. a Nevada Corporation FIRST: The name of the surviving entity is Banjo & Matilda, Inc. and the place of its organization is the jurisdiction of Nevada (the “Surviving Corporation”). The name and place of organization of the entity being merged into the surviving entity is Xeriant, Inc., organized in the |
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| June 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) x Definitive Information Statement BANJO & MATILDA, INC. (Name of Regis |
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| May 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement BANJO & MATILDA, INC. (Name of Regis |
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| May 20, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2020 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| May 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2020 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on F |
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| May 8, 2020 |
10-Q 1 banj10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2019 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission File Number: 0 |
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| May 5, 2020 |
EXHIBIT 99.2 AMERICAN AVIATION TECHNOLOGES, LLC FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2019 AND FROM INCEPTION (AUGUST 6, 2018) THROUGH SEPTEMBER 30, 2018 INDEX TO UNAUDITED CONDENSED FINANCIAL STATEMENTS Financial Statements Condensed Balance Sheets as of September 30, 2019 (Unaudited) and June 30, 2019 F-1 Condensed Statements of Operations for the three months ended September 30, 2019 (Unaudi |
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| May 5, 2020 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 on 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): September 30, 2019 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorp |
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| May 5, 2020 |
EXHIBIT 99.3 BANJO & MATILDA, INC. INDEX TO PRO FORMA FINANCIAL INFORMATION Unaudited Pro Forma Combined Financial Information of Banjo & Matilda Inc. and American Aviation Technologies, LLC Page Unaudited Pro Forma Financial Information 2 Unaudited Pro Forma Condensed Combined Balance Sheets as of September 30, 2019 3 Unaudited Pro Forma Condensed Combined Balance Sheets as of June 30, 2019 4 Una |
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| May 5, 2020 |
EXHIBIT 99.1 AMERICAN AVIATION TECHNOLOGES, LLC FROM INCEPTION (AUGUST 6, 2018) THROUGH JUNE 30, 2019 INDEX TO FINANCIAL STATEMENTS Financial Statements Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of June 30, 2019 F-3 Statement of Operations from Inception (August 6, 2018) through June 30, 2019 F-4 Statement of Changes in Member's Capital from Inception (August 6, |
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| April 23, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 September 30, 2019 ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| March 31, 2020 |
BANJ / Banjo & Matilda, Inc. 10-K - Annual Report - FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2019 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 Banjo & Matilda, In |
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| March 9, 2020 |
BANJ / Banjo & Matilda, Inc. 10-Q - Quarterly Report - FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2019 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| March 6, 2020 |
BANJ / Banjo & Matilda, Inc. 10-Q - Quarterly Report - FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2018 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| February 27, 2020 |
BANJ / Banjo & Matilda, Inc. 10-Q - Quarterly Report - FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 September 30, 2018 ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| December 5, 2019 |
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): December 5, 2019 (December 5, 2019) BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporat |
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| October 19, 2019 |
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): October 15, 2019 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission Fi |
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| October 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): September 30, 2019 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission |
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| September 25, 2019 |
BANJ / Banjo & Matilda, Inc. 10-K - Annual Report - FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 Banjo & Matilda, In |
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| July 18, 2019 |
BANJ / Banjo & Matilda, Inc. 10-Q - Quarterly Report - FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 March 31, 2018 ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| June 26, 2019 |
BANJ / Banjo & Matilda, Inc. 10-Q - Quarterly Report - FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 December 31, 2017 ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-54277 BANJO & MATILDA, INC. |
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| June 17, 2019 |
BANJ / Banjo & Matilda, Inc. 10-Q - Quarterly Report - FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 September 30, 2017 ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| April 23, 2019 |
EXHIBIT 10.1 SHARE EXCHANGE AGREEMENT by and among Banjo & Matilda, Inc. (a Nevada corporation), American Aviation Technologies, LLC (a Florida limited liability company) and the Members of American Aviation Technologies, LLC Dated as of April 16, 2019 1 SHARE EXCHANGE AGREEMENT THIS SHARE EXCHANGE AGREEMENT (hereinafter referred to as this “Agreement”) is entered into on April 16, 2019, by and am |
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| April 23, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2019 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Delaware 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 21, 2018 |
BANJ / Banjo & Matilda, Inc. FORM 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 Banjo & Matilda, In |
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| May 7, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2018 Banjo & Matilda, Inc. (Exact name of registrant as specified in its charter) Delaware 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission Fi |
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| May 7, 2018 |
EXHIBIT 10.1 EXCHANGE AGREEMENT by and among Banjo & Matilda, Inc. (a Nevada corporation), Spectrum King, LLC (a Delaware limited liability company) and the Members of Spectrum King, LLC Dated as of March 19, 2018 1 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (hereinafter referred to as this “Agreement”) is entered into as of March 19, 2018, by and among Banjo & Matilda, Inc., a Nevada corporation |
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| October 5, 2017 |
banjnt10k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING SEC File Number: 000-54277 (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: June 30, 2017 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Repo |
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| October 2, 2017 |
Binding Memorandum of Understanding, dated September 20, 2017 banjex991.htm EXHIBIT 99.1 |
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| October 2, 2017 |
banj8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2017 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) ( |
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| June 30, 2017 |
banjdef14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT PURSUANT TO SECTION 14C OF THE SECURITIES EXCHANGE ACT OF 1934 x Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: ? Preliminary Information Statement x Definitive Information Statement Only o Confidential, for Use of the Commission |
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| June 19, 2017 |
banjpre14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT PURSUANT TO SECTION 14C OF THE SECURITIES EXCHANGE ACT OF 1934 x Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: x Preliminary Information Statement o Definitive Information Statement Only o Confidential, for Use of the Commission |
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| May 26, 2017 |
BANJ / Banjo & Matilda, Inc. FORM 10-Q/A (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A (Amendment No. |
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| May 23, 2017 |
BANJ / Banjo & Matilda, Inc. FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 March 31, 2017 ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| May 15, 2017 |
banjnt10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING SEC File Number: 000-54277 (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: March 31, 2017 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on F |
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| May 1, 2017 |
banjs8pos.htm Registration No. 333-217023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 27-1519178 (State of Incorporation) (I.R.S. Employer ID No.) 1221 2nd Street, Santa Monica, CA 90401 (A |
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| March 30, 2017 |
Banjo & Matilda, Inc. Stock Plan as adopted by the Board of Directors on March 24, 2017.* EX-4.06 2 banjex406.htm STOCK PLAN EXHIBIT 4.06 BANJO & MATILDA, INC. STOCK PLAN (as adopted by the Board of Directors on March 24, 2017) SECTION 1. INTRODUCTION 1.1 Establishment. Effective as provided in Section 17, Banjo & Matilda, Inc., a Nevada corporation (the "Company"), hereby establishes this plan of stock-based compensation incentives for selected Eligible Participants of the Company or |
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| March 30, 2017 |
banjs8.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 27-1519178 (State of Incorporation) (I.R.S. Employer ID No.) 1221 2nd Street, Santa Monica, CA 90401 (Address of Principal Executive Offices) (Postal Code) Frederick C. |
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| March 30, 2017 |
Consent of Farber Hass Hurley LLP* banj_ex231.htm EXHIBIT 23.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of Banjo & Matilda, Inc. of our report dated March 3, 2017 relating to the consolidated financial statements, which appears in Banjo & Matilda, Inc.'s Form 10-K for the year ended June 30, 2016. /s/ Farber Hass Hurley LL |
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| March 3, 2017 |
Banjo & Matilda FORM 10-Q (Quarterly Report) banj10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 September 30, 2015 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission File Number: 000-54277 BANJO & |
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| March 3, 2017 |
Banjo & Matilda FORM 10-Q (Quarterly Report) banj10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 December 31, 2015 ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission File Number: 000-54277 BANJO & |
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| March 3, 2017 |
Banjo & Matilda FORM 10-Q (Quarterly Report) banj10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 March 31, 2016 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission File Number: 000-54277 BANJO & MAT |
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| March 3, 2017 |
Banjo & Matilda FORM 10-K (Annual Report) banj10k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2016 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 Banjo & |
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| March 3, 2017 |
Banjo & Matilda FORM 10-Q (Quarterly Report) banj10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 September 30, 2016 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission File Number: 000-54277 BANJO & |
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| March 3, 2017 |
Banjo & Matilda FORM 10-Q (Quarterly Report) banj10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 December 31, 2016 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission File Number: 000-54277 BANJO & |
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| August 26, 2016 |
Banjo & Matilda FORM 10-K (Annual Report) banj10k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2015 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 Banjo & |
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| August 26, 2016 |
Banjo & Matilda FORM 10-K (Annual Report) banj10k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2015 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 Banjo & |
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| December 7, 2015 |
banj8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 18, 2015 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (C |
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| November 5, 2015 |
banj8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2015 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Co |
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| August 11, 2015 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant banj8k.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 10, 2015 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Com |
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| August 11, 2015 |
banjex161.htm EXHIBIT 16.1 Lichter, Yu and Associates, Inc. Certified Public Accountants 16133 Ventura Blvd., Suite 450 Encino, California 91436 Tel: (818) 789-0265 Fax: (818) 789-3949 August 11, 2015 Securities and Exchange Commission 100 F Street NE Washington, DC 20549 RE: Banjo & Matilda, Inc. We have read the statements that we understand Banjo & Matilda, Inc. will include under Item 4.01 of |
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| June 22, 2015 |
EXHIBIT 10.3 THE ISSUANCE AND THE SALE OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL (WHICH COUNSEL SHALL BE SELECTED B |
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| June 22, 2015 |
Warrant To Purchase 6,000,000 Shares of Common Stock Banjo & Matilda, Inc. EXHIBIT 10.5 NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?) OR ANY OTHER APPLICABLE SECURITIES LAWS IN RELIANCE UPON AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND SUCH OTHER SECURITIES LAWS. NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE HEREOF MAY BE |
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| June 22, 2015 |
EXHIBIT 10.2 NOTE PURCHASE AGREEMENT This NOTE PURCHASE AGREEMENT (the ?Agreement?), dated as of June 17, 2015, by and among BANJO & MATILDA, INC., a Nevada corporation, with headquarters located at 76 William Street, Paddington, NSW 2021, Australia (the ?Company?), BANJO & MATILDA (USA), INC., a Delaware corporation (the ?US Subsidiary?) and FOREFRONT INCOME TRUST, a Delaware Statutory Trust with |
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| June 22, 2015 |
EXHIBIT 10.4 SECURITY AGREEMENT THIS SECURITY AGREEMENT, dated as of June 17, 2015, by and among each of the entities identified on the signature page hereto under the heading ?Grantors? (each a ?Grantor? and, collectively, the ?Grantors?) and FOREFRONT INCOME TRUST (the ?Secured Party?). RECITALS A. Pursuant to a Note Purchase Agreement (?NPA?) and a Secured Promissory Note (?Note?) each dated as |
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| June 22, 2015 |
EXHIBIT 10.1 June 17, 2015 Mr. Brendan Macpherson Chief Executive Officer Banjo & Matilda Inc. 76 William St Paddington NSW 2021 Australia RE: Corporate Financial Advisor Agreement Dear Mr. Macpherson: This letter confirms our agreement that Banjo & Matilda Inc., a company incorporated in the state of Delaware with corporate headquarters at the address stated above (together with its affiliates an |
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| June 22, 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 17, 2015 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission File |
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| May 21, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 March 31, 2015 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| May 15, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING SEC File Number: 000-54277 (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: March 31, 2015 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10 |
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| March 20, 2015 |
18% CONVERTIBLE NOTE DUE JULY 31, 2016 EXHIBIT 10.1 Exhibit A “THE SECURITIES AND THE SECURITIES INTO WHICH THIS SECURITY MAY BE CONVERTED ARE BEING OFFERED TO INVESTORS WHO ARE NOT U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“THE SECURITIES ACT”)) AND WITHOUT REGISTRATION WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT IN RELIANCE UPON REGULATION S PROMULGAT |
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| March 20, 2015 |
EXHIBIT 10.2 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this "Agreement") made as of February , 2015 between Banjo & Matilda, Inc., a Nevada corporation (the "Company") and the individual or entity whose name is set forth on the signature page hereto (the "Investor"). Preliminary Statement Investor desires to purchase and the Company desires to issue and sell, upon the terms |
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| March 20, 2015 |
Banjo & Matilda FORM 8-K (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): March 3, 2015 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission File |
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| February 24, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 December 31, 2014 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| February 17, 2015 |
BANJ / Banjo & Matilda, Inc. NT 10-Q - - NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING SEC File Number: 000-54277 (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: December 31, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form |
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| November 19, 2014 |
EXHIBIT 10.13 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 |
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| November 19, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 September 30, 2014 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| November 19, 2014 |
EXHIBIT 10.14 |
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| November 19, 2014 |
EXHIBIT 10.15 |
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| November 14, 2014 |
BANJ / Banjo & Matilda, Inc. NT 10-Q - - NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING SEC File Number: 000-54277 (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: September 30, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on For |
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| October 14, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2014 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54277 Banjo & Matilda, In |
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| September 30, 2014 |
BANJ / Banjo & Matilda, Inc. NT 10-K - - NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING SEC File Number: 000-54277 (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10- |
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| July 15, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 3, 2014 Banjo & Matilda, Inc. |
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| July 15, 2014 |
EXHIBIT 10.2 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 |
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| July 15, 2014 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 3, 2014, by and between BANJO & MATILDA, INC., a Nevada corporation, with headquarters located at 76 William Street, Paddington, NSW 2021, Australia (the “Company”), and KBM WORLDWIDE, INC., a New York corporation, with its address at 80 Cuttermill Road, Suite 410, Great Neck, NY 11021 |
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| July 2, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 16, 2014 Banjo & Matilda, Inc. |
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| July 2, 2014 |
EXHIBIT 10.2 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 |
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| July 2, 2014 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 16, 2014, by and between BANJO & MATILDA, INC., a Nevada corporation, with headquarters located at 76 William Street, Paddington, NSW 2021, Australia (the “Company”), and KBM WORLDWIDE, INC., a New York corporation, with its address at 80 Cuttermill Road, Suite 410, Great Neck, NY 11021 |
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| May 20, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 March 31, 2014 o Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 000-54277 BANJO & MATILDA, INC. |
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| May 16, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING SEC File Number: 000-54277 Check One: o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form NSAR For the period ended: March 31, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report o |
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| March 4, 2014 |
EXHIBIT 99.3 BANJO and MATILDA INTERIM FINANCIAL STATEMENTS SEPTEMBER 30, 2013 (UNAUDITED) INDEX TO UNAUDITED FINANCIAL STATEMENTS Condensed Consolidated Balance Sheet 2 Condensed Consolidated Statement of Operations and Comprehensive Loss 3 Condensed Consolidated Statement of Cash Flows 4 Notes to Condensed Consolidated Financial Statements 5 BANJO & MATILDA TRUST BALANCE SHEETS SEPTEMBER 30, 201 |
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| March 4, 2014 |
EXHIBIT 99.1 BANJO & MATILDA TRUST AUDITED FINANCIAL STATEMENTS JUNE 30, 2013 AND 2012 INDEX TO AUDITED FINANCIAL STATEMENTS Report of Independent Registered Public Accounting Firm 2 Balance Sheets 3 Statements of Operations and Comprehensive Income (Loss) 4 Statements of Changes in Stockholder's Equity 5 Statements of Cash Flows 6 Financial Statements 7 1 LICHTER, YU AND ASSOCIATES CERTIFIED PUBL |
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| March 4, 2014 |
EATON & VAN WINKLE LLP 3 Park Avenue 16th Floor New York, NY 10016 Tel (212) 779-9910 Vincent J. |
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| March 4, 2014 |
EXHIBIT 99.2 PART I FINANCIAL INFORMATION Item 1. Financial statements BANJO & MATILDA, INC. AND SUBSIDIARY CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2013 (UNAUDITED) INDEX TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS Consolidated Balance Sheet 1 Consolidated Statement of Operations and Comprehensive Income (Loss) 2 Consolidated Statement of Cash Flows 3 Notes to Consolidated Financial Stat |
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| March 4, 2014 |
UNAUDITED PRO FORMA CONDENSED FINANCIAL STATEMENTS EXHIBIT 99.4 UNAUDITED PRO FORMA CONDENSED FINANCIAL STATEMENTS The following unaudited pro forma condensed combined balance sheets as of September 30, 2013 and June 30, 2013 combines the balance sheets of the Registrant and Banjo & Matilda as of that date assuming the acquisition took place on June 30, 2013. The pro forma condensed combined income statements for the three months ended September 3 |
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| March 4, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Amendment No. |
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| February 28, 2014 |
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 12, 2014 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission Fi |
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| February 28, 2014 |
EXHIBIT 10.1 Convertible Note Agreement Banjo & Matilda, Inc Raymond Key 10 January 2014 Anzarut & Holm Lawyers Level 3 117 York Street Sydney New South Wales 2000 Tel: (02) 9261 2702 Fax: (02) 9261 2558 Ref: JN Anzarut & Holm Lawyers Table of contents Parties 1 Subscription 1 Subscription 1 Issue of Convertible Notes 1 Use of funds 1 Right to borrow, grant loan security and issue further securiti |
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| February 21, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 December 31, 2013 o Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . |
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| February 18, 2014 |
OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: August 31, 2015 Estimated average burden hours per response. 2.50 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2013 o Transition Report on Form 10-K o Transiti |
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| January 15, 2014 |
EXHIBIT 16.1 January 15, 2014 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 We have read Item 4.01 included in the Form 8-K dated January 15, 2014 of Banjo & Matilda, Inc. (formerly Eastern World Solutions, Inc.).to be filed with the Securities and Exchange Commission and are in agreement with the statements related to our firm. Sincere |
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| January 15, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2014 BANJO & MATILDA, INC. (Exact name of registrant as specified in its charter) Nevada 000-54277 27-1519178 (State or other jurisdiction of incorporation) (Commission Fi |
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| January 9, 2014 |
BANJ / Banjo & Matilda, Inc. / Key Raymond - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Banjo & Matilda, Inc. (Name of Issuer) Common Stock, $0.00001 par value per share (Title of Class of Securities) 060341104 (CUSIP Number) November 14, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| December 24, 2013 |
BANJ / Banjo & Matilda, Inc. / Macpherson Brendan - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. ) Under the Securities Exchange Act of 1934 Banjo & Matilda, Inc. (Name of Issuer) Common Stock, $.00001 Par value per share (Title of Class of Securities) 060341104 (CUSIP Number) Richard C. Fox, Esq Fox Law Offices, P.A. 561 NE Zebrina Senda Jensen Beach, Florida 34957 Tel: (772) 225-6435 (Name, A |
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| December 24, 2013 |
AGREEMENT JOINT FILING OF SCHEDULE 13D EXHIBIT 1 AGREEMENT JOINT FILING OF SCHEDULE 13D The undersigned hereby agree to jointly prepare and file with regulatory authorities a Schedule 13D and any future amendments thereto reporting each of the undersigned's ownership of securities of Banjo & Matilda, Inc. |
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| November 18, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 14, 2013 Banjo & Matilda, Inc. |
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| November 18, 2013 |
Exhibit 10.6 Banjo & Matilda, Inc. EMPLOYMENT CONTRACT: BRENDAN PATRICK GOW MACPHERSON THIS EMPLOYMENT CONTRACT ("Agreement") is dated as of the th day of October 2013, by and between Banjo & Matilda, Inc., Nevada corporation (the "Company') and Brendan Patrick Gow Macpherson, an individual ("Executive", "Employee" or “Mr. Macpherson"). WHEREAS, the Board of Directors of the Company (the "Board") |
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| November 18, 2013 |
Exhibit 99.1 BANJO & MATILDA TRUST AUDITED FINANCIAL STATEMENTS JUNE 30, 2013 AND 2012 INDEX TO AUDITED FINANCIAL STATEMENTS Report of Independent Registered Public Accounting Firm 2 Balance Sheets 3 Statements of Operations and Comprehensive Income (Loss) 4 Statements of Changes in Stockholder's Equity 5 Statements of Cash Flows 6 Financial Statements 7 1 LICHTER, YU AND ASSOCIATES CERTIFIED PUBL |
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| November 18, 2013 |
Exhibit 10.2 THE REFERENCE SCHEDULE Lessor Anastasios Andreou and Sevasti Andreou Lessee: Banjo & Matilda Pty Ltd (A.C.N. 137 355 769) Property Leased: 76 William Street, Paddington (The Items in this Reference Schedule are referred to in the Clauses of this Lease). ITEM 1 - RENT (Clause 3.01) The Lessee shall pay to the Lessor the yearly rent of $57,200.00 plus GST by calendar monthly payments in |
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| November 18, 2013 |
Exhibit 3.1 |
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| November 18, 2013 |
Exhibit 3.2 Articles of Merger, Eastern World Solutions Inc. Nevada Banjo & Matilda, Inc. corporation page 2, Banjo & Matilda, Inc. Eastern World Solutions Inc. The plan of merger has been approved by the directors of the corporation and by each public officer or other person whose approval of the plan of merger is required by the articles of incorporation of the domestic corporation Pursuant to t |
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| November 18, 2013 |
Exhibit 10.7 Banjo & Matilda, Inc. EMPLOYMENT CONTRACT: Belinda Storelli Macpherson THIS EMPLOYMENT CONTRACT ("Agreement") is dated as of the 15th day of November 2013, by and between Banjo & Matilda, Inc., a Nevada corporation (the "Company') and Belinda Storelli Macpherson, an individual ("Executive", "Employee" or “Mrs. Macpherson"). WHEREAS, the Board of Directors of the Company (the "Board") |
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| November 18, 2013 |
Exhibit 10.4 LOAN FACILITY AGREEMENT LOAN FACILITY AGREEMENT This Loan Facility Agreement ("Agreement") is made and effective the 1st of July 2013 BETWEEN: HARBOURSAFE HOLDINGS, BRENDAN MACPHERSON, BELINDA STORELLI (the "Lender"), a stockholder of BANJO & MATILDA PTY LTD having [his/her] main residence located at: 263 MILITARY ROAD VAUCLUSE NSW 2030 AUSTRALIA POSTAL: PO BOX 3438 TAMARAMA NSW 2026 |
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| November 18, 2013 |
BANJO AND MATILDA TRUST AND SUBSIDIARY Exhibit 99.2 BANJO AND MATILDA TRUST AND SUBSIDIARY UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET JUNE 30, 2013 Banjo and Matilda Trust Eastern World Solutions, Inc. Combined Historical Proforma Adjustments Combined Pro Forma CURRENT ASSETS Cash and cash equivalents $ 11,104 $ – $ 11,104 $ 11,104 Trade and other receivables, net 11,120 – 11,120 11,120 Inventory 329,598 – 329,598 329,598 Def |
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| November 18, 2013 |
Exhibit 3.3 CERTIFICATE OF INCORPORATION OF BANJO & MATILDA (USA), INC. FIRST. The name of the corporation is Banjo & Matilda (USA), Inc. SECOND. The address of the corporation's registered office in the State of Delaware is Suite C-201, 3801 Kennett Pike, Greenville, County of New Castle 19807. The name of its registered agent at such address is Bayard J.Snyder (#9195989). THIRD. The purpose of t |
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| November 18, 2013 |
Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Subsidiary Jurisdiction Banjo & Matilda Pty Ltd Australia Banjo & Matild (USA), Inc. Delaware |
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| November 18, 2013 |
Exhibit 10.5 Loan Agreement Banjo & Matilda Pty Ltd Raymond Key 4 November 2013 ANZARUT & HOLM LAWYERS Level 3 117 York Street Sydney New South Wales 2000 Tel: (02) 9261 2702 Fax: (02) 9261 2558 Ref: JN ANZARUT & HOLM LAWYERS Table of contents Parties 1 1 Loan Error! Bookmark not defined. Loan Error! Bookmark not defined. Use of funds 1 Right to borrow, grant loan security and issue further securi |
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| November 18, 2013 |
Exhibit 10.3 INTELLECTUAL PROPERTY SALE AGREEMENT This Intellectual Property Sale Agreement (the "Agreement") is made and effective 26TH OF FEBRUARY 2013. BETWEEN: HARBOURSAFE HOLDINGS (the "Seller"), a corporation organized and existing under the laws of the NSW AUSTRALIA, with its head office located at: Cnr Lime & Cuthbert Streets, King Street Wharf Sydney NSW 2000 Boxes 9-11, 26a Lime Street K |
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| November 18, 2013 |
Exhibit 10.1 SHARE EXCHANGE AGREEMENT This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of November 13, 2013 is by and among Banjo & Matilda, Inc., a Nevada corporation (the “Parent”), Banjo & Matilda, Pty Ltd, a corporation formed under the laws of Australia (the “Company”), and the Stockholders of the Company that are signatories hereto (the “Stockholders”). BACKGROUND The Company has 1 |
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| November 13, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to BANJO & MATILDA, INC. |
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| October 1, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INFORMATION STATEMENT PURSUANT TO SECTION 14(F) OF THE SECURITIES EXCHANGE ACT OF 1934 Eastern World Solutions Inc. (Exact name of registrant as specified in its charter) (Former name and former address, if changed since last report) Nevada (State or other jurisdiction of incorporation) 000-54277 27-1519178 (Commission File Nu |
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| August 19, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q T QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 OR T TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to EASTERN WORLD SOLUTIONS, INC. |
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| August 13, 2013 |
OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: August 31, 2015 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER 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: June 30, 2013 [] Transit |
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| May 6, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 March 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to EASTERN WORLD SOLUTIONS, INC. |
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| April 12, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2012 Commission File Number: 000-54277 EASTERN WORLD SOLUTIONS, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organizat |
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| March 27, 2013 |
OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: August 31, 2015 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): [X] Form 10-K [] Form 20-F [] Form 11-K [] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR For Period Ended: 12-31-12 [] Transition R |
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| November 16, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 September 30, 2012 OR [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to EASTERN WORLD SOLUTIONS, INC. |
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| November 15, 2012 |
EX-3.1 2 encom8k-ex301.htm CERTIFICAT OF CHANGE Exhibit 3.1 |
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| November 15, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 15, 2012 Encom Group, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada 000-54277 27-1519178 (State or Other Jurisdiction of Incorporation) (Commission File |
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| November 14, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [] Form 10-K [] Form 20-F [] Form 11-K [X] Form 10-Q [] Form N-SAR For Period Ended: September 30, 2012 [] 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 Fo |
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| September 14, 2012 |
Exhibit 16.1 Hein & Associates LLP 500 Dallas St. Suite 2500 Houston, Texas 77002 www.heincpa.com P 713-850-9814 F 713-850-0725 September 14, 2012 Securities and Exchange Commission Washington, D.C. 20549 Commissioners: We have read Encom Group, Inc.’s statements included under Item 4.01(a) of its Form 8-K/A-1 filed on September 14, 2012 and we agree with such statements concerning our firm. Hein |
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| September 14, 2012 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A-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): July 10, 2012 ENCOM GROUP, INC. |
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| September 14, 2012 |
ENCOM GROUP, INC. [Stationary] September 14, 2012 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D. C. 20549 Attention: Re: Encom Group, Inc. Item 4.01 Form 8-K Filed August 7, 2012 File No. 0-54277 Dear Sir/Madam: The following responses are filed in connection with the Commission’s comment letter dated August 9, 2012. 1. With respect to com |
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| September 10, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Amendment No. |
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| August 14, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Encom Group, INC. |
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| August 7, 2012 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2012 ENCOM GROUP, INC. |
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| June 28, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2012 ENCOM GROUP, INC. |
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| June 28, 2012 |
ENCOM GROUP, INC. 3330 South Federal Highway Boynton Beach, Florida 33435 Tel: (772) 225-6435 June 28, 2012 United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, NE Washington, D.C. 20549 Re: Encom Group Inc. - SEC File No. 000-54277 Form 15-12G filed on June 8, 2012 - SEC Accession No. 0001019687-12-002088 Ladies and Gentlemen: Encom Group, Inc. (formerly kn |
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| June 8, 2012 |
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. |
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| May 16, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 March 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ENCOM GROUP, INC. |
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| May 15, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 March 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ENCOM GROUP, INC. |
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| May 4, 2012 |
Exhibit 16.1 May 4, 2012 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 We have read Item 4.01 included in the Form 8-K dated May 4, 2012 of Encom Group, Inc. (formerly Eastern World Solutions, Inc.). to be filed with the Securities and Exchange Commission and are in agreement with the statements related to our firm. Sincerely, MaloneBai |
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| May 4, 2012 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2012 ENCOM GROUP, INC. |
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| April 20, 2012 |
EXHIBIT 10.4 CALM SEAS CAPITAL, LLC 377 S. NEVADA ST. CARSON CITY, NEVADA 89703 March 27, 2012 Eastern World Solutions, Inc. In Re: Proposed Equity Line Transaction with Bridge Loan - Term Sheet Gentlemen: This Letter is to serve as a binding Memorandum of Understanding for an Equity Line transaction by Calm Seas Capital, LLC (“Investor”) and Eastern World Solutions, Inc. (the “Company”) in accord |
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| April 20, 2012 |
EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into this 16th day of April, 2012, between RANDY BAYNE (hereinafter referred to as "Employee") and ENCOM GROUP, INC., a Nevada corporation, by and through its Board of Directors (hereinafter referred to as "Employer", “Company”, or “Encom”). The Employer and the Employee may be referred to singularly as a “Party” or collectively |
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| April 20, 2012 |
EXHIBIT 10.3 EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into this 16th day of April, 2012, between DALE ROBERTS (hereinafter referred to as "Employee") and ENCOM GROUP, INC., a Nevada corporation, by and through its Board of Directors (hereinafter referred to as "Employer", “Company”, or “Encom”). The Employer and the Employee may be referred to singularly as a “Party” or collectively |
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| April 20, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2012 ENCOM GROUP, INC. |
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| April 20, 2012 |
FOX LAW OFFICES, P.A. 561 NE ZEBRINA SENDA JENSEN BEACH, FLORIDA 34957 Telephone: (772) 225-6435 *Admitted also in Pennsylvania Dietrich A. King Securities and Exchange Commission Washington, D.C. 20549 In re: Eastern World Solution, Inc., Form 8-K, filed April 2, 2012 File No. 000-54277 Dear Mr. King: This letter is to confirm our telephonic response to Mr. Lee with respect to your inquiry of Apr |
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| April 20, 2012 |
EXHIBIT 10.2 EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into this 16th day of April, 2012, between MARK VAN EMAN (hereinafter referred to as "Employee") and ENCOM GROUP, INC., a Nevada corporation, by and through its Board of Directors (hereinafter referred to as "Employer", “Company”, or “Encom”). The Employer and the Employee may be referred to singularly as a “Party” or collectivel |
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| April 9, 2012 |
XERI / Xeriant, Inc. / Aqmen Family Holdings, LLC - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 EASTERN WORLD SOLUTIONS, INC. (Name of Issuer) $.00001 par value common stock (Title of Class of Securities) 27721R101 (CUSIP Number) Mark Van Eman 12300 Dundee Court, Suite 203, Houston, TX 77429 Name, Address and Telephone Number of Person Authorized to Receive Notices a |
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| April 2, 2012 |
EASTERN WORLD SOLUTIONS INC. DISCLOSURE POLICY Exhibit 14.4 EASTERN WORLD SOLUTIONS INC. DISCLOSURE POLICY Purposes and Objective Regulation FD (“Fair Disclosure”) issued by the Securities & Exchange Commission establishes the basic requirement for avoiding “selective disclosure” and disseminating all communication of material corporate information to everyone at the same time. The basic rule of Regulation FD is that whenever the Company or so |
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| April 2, 2012 |
EASTERN WORLD SOLUTIONS INC. CODE OF CONDUCT Exhibit 14.2 EASTERN WORLD SOLUTIONS INC. CODE OF CONDUCT Preamble This Code of Conduct (the “Code”) applies to the directors, officers, management executives and employees, including the chief executive officer, president, vice-presidents, chief financial officer, treasurer, and secretary of Eastern World Solutions Inc. (the “Company”). This Code is intended to comply with the requirements of Rul |
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| April 2, 2012 |
EASTERN WOLRD SOLUTIONS INC. CODE OF ETHICS Exhibit 14.1 EASTERN WOLRD SOLUTIONS INC. CODE OF ETHICS APPLICABILITY This Code of Ethics applies to the Senior Financial Officers of Eastern World Solutions Inc. (the “Company”) as required by the Sarbanes-Oxley Corporate Responsibility Act of 2002. The term “Senior Financial Officers” includes, but is not limited to, the · President and Chief Executive Officer · Treasurer and Chief Financial Of |
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| April 2, 2012 |
Exhibit 10.2 PURCHASE AGREEMENT This PURCHASE AGREEMENT (the “Agreement”) or sometimes referred to as (the ”Purchase”) is made and effective as of this 28th day of March 27, 2012 (“Effective Date”), by and between EASTERN WORLD SOLUTIONS, INC. a Nevada corporation, (“Purchaser”) and WHITEBOARD LABS, LLC, a Texas limited liability company (“Seller”). Purchaser and Seller are sometimes referred to c |
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| April 2, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2012 EASTERN WORLD SOLUTIONS INC. |
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| April 2, 2012 |
EASTERN WORLD SOLUTIONS INC. WHISTLEBLOWER POLICY Exhibit 14.5 EASTERN WORLD SOLUTIONS INC. WHISTLEBLOWER POLICY Section 301 of the Sarbanes-Oxley Act of 2002 requires that the Audit Committee of the Board of Directors of this Company establish formal procedures for (a) the receipt, retention, and treatment of complaints and concerns received by the Company regarding accounting, internal accounting controls or auditing matters and (b) the confide |
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| April 2, 2012 |
Exhibit 10.1 LICENSE AGREEMENT This LICENSE AGREEMENT (the “Agreement”) is made and effective as of this 27th day of March 2012 (“Effective Date”), by and between EASTERN WORLD SOLUTIONS, INC., a Nevada corporation, (“Licensee”) and MOTIONNOTES, LLC, a Texas limited liability company (“Licensor”). Licensee and Licensor are sometimes referred to collectively as “Parties” or individually as “Party.” |
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| April 2, 2012 |
Exhibit 14.3 EASTERN WORLD SOLUTIONS INC. INSIDER TRADING POLICY (and Guidelines with Respect to Certain Transactions in Eastern World Solutions’ Securities) I. GENERAL U.S. securities laws and the SEC’s rules and regulations prohibit any person who possesses “inside information” concerning a public corporation’s securities from buying, selling or trading in that company’s securities or advising o |
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| February 3, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2011 Commission File Number: 000-54277 EASTERN WORLD SOLUTIONS INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organizati |
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| November 9, 2011 |
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 [X] QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2011 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-54277 EASTERN WORLD SOLUTIONS INC. (Exact name of regist |
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| July 28, 2011 |
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 [X] QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2011 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-54277 EASTERN WORLD SOLUTIONS INC. (Exact name of registrant |
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| May 6, 2011 |
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 [X] QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2011 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-54277 EASTERN WORLD SOLUTIONS INC. (Exact name of registrant |
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| February 15, 2011 |
Exhibit 14.1 EASTERN WORLD SOLUTIONS INC. CODE OF ETHICS TOPICS 1. Statement of Policy 2. Implementation and Enforcement 3. Relations with Competitors and Other Third Parties 4. Insider Trading, Securities Compliance and Public Statements 5. Financial Reporting 6. Human Resources 7. Environmental, Health and Safety 8. Conflicts of Interest 9. International Trade 10. Government Relations 11. Contra |
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| February 15, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 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 EASTERN WORLD SOLUTIONS INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization) Level 39, One Exchange Square 8 Connaught |
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| February 15, 2011 |
Exhibit 99.3 EASTERN WORLD SOLUTIONS INC. DISCLOSURE COMMITTEE CHARTER Disclosure Policy All financial disclosures made by the Corporation to its security holders or the investment community should (i) be accurate, complete and timely, (ii) fairly present, in all material respects, the Corporation?s financial condition, results of operations and cash flows, and (iii) meet any other legal, regulato |
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| February 15, 2011 |
Exhibit 99.2 EASTERN WORLD SOLUTIONS INC. AUDIT COMMITTEE CHARTER Committee Role The committee's role is to act on behalf of the board of directors and oversee all material aspects of the company's reporting, control, and audit functions, except those specifically related to the responsibilities of another standing committee of the board. The audit committee's role includes a particular focus on t |
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| February 15, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2010 Commission File Number: 333-164490 EASTERN WORLD SOLUTIONS INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organizat |
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| January 26, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A-1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A-1 [X] QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2010 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 333-164490 EASTERN WORLD SOLUTIONS INC. (Exact name of r |
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| November 1, 2010 |
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 [X] QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2010 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 333-164490 EASTERN WORLD SOLUTIONS INC. (Exact name of regis |
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| August 4, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2010 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 333-164490 EASTERN WORLD SOLUTIONS INC. (Exact name of registrant |
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| May 28, 2010 |
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 [X] QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2010 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 333-164490 EASTERN WORLD SOLUTIONS INC. (Exact name of registran |
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| May 25, 2010 |
EASTERN WORLD SOLUTIONS INC. Shares of Common Stock 1,500,000 Minimum - 3,000,000 Maximum Filed Pursuant to Rule 424(b)(3) SEC File Number 333-164490 Prospectus EASTERN WORLD SOLUTIONS INC. |
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| May 12, 2010 |
Registration No. 333-164490 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EASTERN WORLD SOLUTIONS INC. (Name of small business issuer in its charter) Nevada 5700 (State or Other Jurisdiction of Organization) (Primary Standard Industrial Classification Code) Level 39, One Exchange Square National Registered Agents Inc. |
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| May 12, 2010 |
EASTERN WORLD SOLUTIONS INC. Level 39, One Exchange Square 8 Connaught Place Central, Hong Kong 011 852 3101 7428 May 12, 2010 Mr. H. Christopher Owings Assistant Director Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 RE: Eastern World Solutions Inc. Form S-1 Registration Statement Registration No. 333-164490 Dear Mr. Owings: Pursuant to the provisions of Rule 4 |
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| April 28, 2010 |
THE LAW OFFICE OF CONRAD C. LYSIAK, P.S. 601 West First Avenue, Suite 903 Spokane, Washington 99201 (509) 624-1475 FAX: (509) 747-1770 EMAIL: [email protected] April 28, 2010 Mr. H. Christopher Owings Assistant Director Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 RE: Eastern World Solutions, Inc. Form S-1 Registration Statement File No. 333-164490 Dear Mr |
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| April 28, 2010 |
Registration No. 333-164490 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EASTERN WORLD SOLUTIONS INC. (Name of small business issuer in its charter) Nevada 5700 (State or Other Jurisdiction of Organization) (Primary Standard Industrial Classification Code) Level 39, One Exchange Square National Registered Agents Inc. |
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| April 6, 2010 |
THE LAW OFFICE OF CONRAD C. LYSIAK, P.S. 601 West First Avenue, Suite 903 Spokane, Washington 99201 (509) 624-1475 FAX: (509) 747-1770 EMAIL: [email protected] April 5, 2010 Mr. H. Christopher Owings Assistant Director Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 RE: Eastern World Solutions, Inc. Form S-1 Registration Statement File No. 333-164490 Dear Mr. |
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| April 6, 2010 |
Registration No. 333-164490 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EASTERN WORLD SOLUTIONS INC. (Name of small business issuer in its charter) Nevada 5700 (State or Other Jurisdiction of Organization) (Primary Standard Industrial Classification Code) Level 39, One Exchange Square National Registered Agents Inc. |
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| March 8, 2010 |
Registration No. 333-164490 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EASTERN WORLD SOLUTIONS INC. (Name of small business issuer in its charter) Nevada 5700 (State or Other Jurisdiction of Organization) (Primary Standard Industrial Classification Code) Level 39, One Exchange Square National Registered Agents Inc. |
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| March 8, 2010 |
Promissory Note To: Bradley W. Miller Exhibit 10.1 Promissory Note To: Bradley W. Miller Promissory Note USD $30,000 December 21, 2009 For Value received, (by way of a shareholders loan), Eastern World Solutions Inc. (hereinafter referred to as the Company), a Nevada Corporation, promises to pay to the order of Bradley W. Miller (hereinafter referred to as the lender), of 1716 S. Gary Ave., Tulsa, OK the sum of USD, Thirty Thousand Do |
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| March 8, 2010 |
THE LAW OFFICE OF CONRAD C. LYSIAK, P.S. 601 West First Avenue, Suite 903 Spokane, Washington 99201 (509) 624-1475 FAX: (509) 747-1770 EMAIL: [email protected] March 4, 2010 Mr. H. Christopher Owings Assistant Director Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 RE: Eastern World Solutions, Inc. Form S-1 Registration Statement File No. 333-164490 Dear Mr. |
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| January 25, 2010 |
Registration No. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EASTERN WORLD SOLUTIONS INC. (Name of small business issuer in its charter) Nevada 5700 (State or Other Jurisdiction of Organization) (Primary Standard Industrial Classification Code) Level 39, One Exchange Square National Registered Agents Inc. of NV 8 Connau |
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| January 25, 2010 |
Exhibit 3.2 BYLAWS OF EASTERN WORLD SOLUTIONS INC. I. SHAREHOLDER'S MEETING. .01 Annual Meetings. The annual meeting of the shareholders of this Corporation, for the purpose of election of Directors and for such other business as may come before it, shall be held at the registered office of the Corporation, or such other places, either within or without the State of Nevada, as may be designated by |
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| January 25, 2010 |
Exhibit 4.1 Number Shares EASTERN WORLD SOLUTIONS INC. INCORPORATED UNDER THE LAWS OF THE STATE OF NEVADA 100,000,000 SHARES COMMON STOCK AUTHORIZED, $0.00001 PAR VALUE CUSIP SEE REVERSE FOR This CERTAIN certifies DEFINITIONS that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF EASTERN WORLD SOLUTIONS INC. transferable on the books of the corporation in person or by duly au |
