-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UOdGWIDJWrgUKJwYLNTxqoDGoFSbjHjJPKKDW505YYHHJJr7lsY7b9ucyvh5uY6V GKXyi15h5EtAoRVv3/cGug== 0001354488-10-001207.txt : 20100416 0001354488-10-001207.hdr.sgml : 20100416 20100416163438 ACCESSION NUMBER: 0001354488-10-001207 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100415 ITEM INFORMATION: Termination of a Material Definitive Agreement FILED AS OF DATE: 20100416 DATE AS OF CHANGE: 20100416 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Puramed Bioscience Inc. CENTRAL INDEX KEY: 0001409565 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 205510104 STATE OF INCORPORATION: MN FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-52771 FILM NUMBER: 10755051 BUSINESS ADDRESS: STREET 1: PO BOX 677 STREET 2: 1326 SCHOFIELD AVENUE CITY: SCHOFIELD STATE: WI ZIP: 55476 BUSINESS PHONE: 715-359-6373 MAIL ADDRESS: STREET 1: PO BOX 677 STREET 2: 1326 SCHOFIELD AVENUE CITY: SCHOFIELD STATE: WI ZIP: 55476 8-K 1 pmbs_8k.htm CURRENT REPORT UNITED STATES


 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549


FORM 8-K


CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): April 15, 2010


PURAMED BIOSCIENCE, INC.
(Exact name of registrant as specified in its charter)


 

Minnesota

(State or other jurisdiction

of incorporation)

  

 

00-52771

(Commission

File Number)

  

 

20-5510104

(IRS Employer

Identifica­tion No.)



1326 Schofield Avenue

Schofield, WI 54476

(Address of principal executive offices)

 

(715) 359-6373

Registrant’s telephone number, including area code



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:


  

¨ 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 1.02 Termination of a Material Definitive Agreement.

On April 9, 2010, the Private Equity Credit Agreement (the “Equity Credit Agreement”) and the Registration Rights Agreement (the “Registration Rights Agreement,” and together with the Equity Credit Agreement, the “Transaction Agreements”), in each case, between PuraMed BioScience, Inc, (the “Company”) and Southridge Partners II, LP (the “Investor”) were mutually terminated by the Company and the Investor. The Transaction Agreements were originally filed with the Securities & Exchange Commission (the “SEC”) on February 8, 2010.

In connection with the original Equity Credit Agreement, the Company paid (i) the Investor a due diligence fee of $5,000 and 25,000 shares of restricted common stock, and (ii) Southridge Investment Group an advisory fee of $7,500.

As a result of the termination the Company forfeited $5,000 in cash and the 25,000 shares of restricted common stock.






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.


 

PURAMED BIOSCIENCE, INC.

 

 

 

April 15, 2010

By:

/s/ Russell W. Mitchell

 

 

Name: Russell W. Mitchell

 

 

Title: Chief Executive Officer




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