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): January 15, 2015
Commission File Number: 00052886
EASTGATE BIOTECH CORP.
(Exact name of small business issuer as specified in its charter)
Nevada
(State or other jurisdiction of incorporation or organization)
87-0639378
(IRS Employer Identification No.)
2681 East Parleys Way, Suite 204, Salt Lake City, Utah 84109
(Address of principal executive offices)
(801) 322-3401
(Registrant's Telephone number)
__________________________
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective January 15, 2015, Mira Hasanagic resigned as the President of Eastgate Biotech Corp. (the “Company”). Also on such date, Ms. Hasanagic was appointed as Vice President, Natural Products, a non-executive positive position. Ms. Hasanagic’s resignation as President was not the result of any disagreement with the Company on any matter relating to its operations, policies or practices.
On January 15, 2015 Rose Perri was appointed President of the Company. Ms. Perri, 47, has held management positions and overseen operations for private and public companies for the past 20 years. She served as Chief Operating Officer and Chief Financial Officer of Generex Biotechnology Corporation from 1996 to her appointment as Global Business Development and Licensing for the Company in May of 2012. She has also served as a manager of a family-owned property investment/property management company with responsibilities of overseeing the property portfolio. She has also served in a number of start-up biotech companies as a senior executive and board member. Along with her late brother, Mark Perri, she founded Biomin Therapeutics Corporation, a start-up biotech company, in 1990. Biomin was publically traded on the Toronto Stock Exchange and the former Vancouver Stock Exchange.
In 1995, Ms. Perri co-founded Generex Biotechnology Corporation, a start-up drug delivery company whose main research product was a buccal delivery of insulin. The company currently trades on the OTCQB and traded on the NASDAQ Capital Market from 2003 to October 2010 and the NASDAQ National Market from 2000 to 2003. Ms. Perri’s positions during her 16 years at Generex included Chief Operating Officer and Chief Financial Officer. She holds a Bachelor of Arts Degree from the University of Toronto and a Bachelor of Business Administration from York University.
Transactions with Related Persons
Ms. Perri individually and through an affiliated entity owns15,395,519 shares of common stock and warrants to purchase1,896,875 shares of common stock. This includes 10 million shares of common stock the Company issued to an entity affiliated with Ms. Perri in May 2012 in connection with the Company’s purchase of certain pharmaceutical products and formulas.
On March 14, 2014, the Board of Directors approved the conversion of $180,000 in accrued liabilities to MS. Perri for services into 720,000 shares of common stock and 5 year warrants to purchase 540,000 shares of common stock at an exercise price of $0.25 per share.
On June 9, 2014, the Board of Directors approved the conversion of $106,800 of accrued liabilities for services payable to Ms. Perri into 427,200 shares of common stock and 5 year warrants to purchase 320,400 shares of common stock at an exercise price of $0.25 per share.
On November 11, 2014, the Board of Directors approved the conversion of $102,779 of accrued liabilities for services payable to Ms. Perri into 3,211,844 shares of common stock.
On January 5, 2015, the Board of Directors approved the conversion of $41,459 of accrued liabilities for services payable to Ms. Perry into 1,036,475 shares of common stock and 5 year warrants to purchase 1,036,475 shares of common stock at an exercise price of $0.04 per share.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
On January 20, 2015, the Company issued a press release announcing Ms. Perri’s appointment. A copy of the press release is appended hereto as Exhibit 99.1 and is incorporated herein by reference.
| Exhibit Number | Description |
| 99.1 | Press Release |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| EASTGATE BIOTECH CORP. |
Date: January 21, 2015
| By: | /s/ Anna Gluskin |
| | |
| Name: Anna Gluskin | |
| Title: Chief Executive Officer |
EASTGATE BIOTECH CORP. NAMES NEW PRESIDENT
SALT LAKE CITY and TORONTO, January 20, 2015 (PRNewswire/-) Eastgate Biotech Corp., formerly EastGate Acquisitions Corporation (OTCBB: ETBI), an emerging pharmaceutical company exploring drug delivery innovations for the development of novel formulations and alternative dosage forms of existing biologically active moleculeshas appointed Rose C. Perri as President. Ms. Perri was previously engaged in Business Development activities at EastGate Biotech. She replaces Mirjana Hasanagic who has resigned as President and who will now serve as the Vice President, Natural Products. Ms. Hasanagic will remain as a Director of EastGate’s Board of Directors.
Ms. Perri brings more than 20 years of experience in start-ups in the biotechnology and life sciences industry. She has held managerial and operational positions in both private and public companies that traded on the Toronto, Vancouver and NASDAQ Exchanges.
“As some of our developments have matured it was time to refine our management”, says Anna Gluskin, CEO of EastGate Biotech. “Rose Perri not only brings a breath of experience in the management of day-to-day operations but also widens the company’s network with the many years of building relationships with industry partners.” “We thank Mira Hasanagic for her period as President and look forward to working with her expertise in the natural products field.”
About EastGate Biotech Corp.
EastGate Biotech Corp. is a pharmaceutical company aimed at utilizing drug delivery innovations for developing of improved novel formulations and alternative dosage forms of existing biologically active molecules. Both pharmaceutical products and natural supplements are developed using highly effective contemporary technologies and demonstrated usefulness in improvement of bioavailability and biological action of incorporated molecules. The company's product candidates address various pharmaceutical markets, including neurological disorders, such as epilepsy and panic attacks, infectious diseases and diabetes. Our natural dietary supplements include compositions for glucose regulations, urinary tract health improvement, enhanced vitamin delivery and skin conditions. We are working closely with clinicians and patient advocate groups worldwide to identify existing health issues where EastGate's approach will be most beneficial for patient care. For more information, please visit the company's website at www.EastGateBiotech.com.
Cautionary statement on forward-looking information
All statements, other than statements of historical fact, contained or incorporated by reference in this news release constitute "forward-looking information" or "forward-looking statements" within the meaning of certain securities laws, including the provisions for "safe harbour" under the United States Private Securities Litigation Reform Act of 1995 and are based on expectations, estimates and projections as of the date of this news release.
The words "anticipates", "plans", "expects", "indicate", "intend", "scheduled", "estimates", "forecasts", "focus", "guidance", "initiative", "model", "methodology", "outlook", "potential", "projected", "pursue", "strategy", "study", "targets", or "believes", or variations of or similar such words and phrases or statements that certain actions, events or results "may", "could", "would", or "should", "might", or "way forward", "will be taken", "will occur" or "will be achieved" and similar expressions identify forward-looking statements. Forward-looking statements are necessarily based upon a number of estimates and assumptions that are inherently subject to significant business, economic and competitive risks, uncertainties and contingencies. The risks, estimates, models and assumptions contained or incorporated by reference in this release, include those identified from time to time in the reports filed by EastGate with the SEC, which should be considered together with any forward-looking statement. EastGate undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
CONTACT: Rose Perri 1-647-692-0652
Email: information@eastgatepharmaceuticals.com