0001183740-19-000215.txt : 20191010 0001183740-19-000215.hdr.sgml : 20191010 20191010134600 ACCESSION NUMBER: 0001183740-19-000215 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191007 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20191010 DATE AS OF CHANGE: 20191010 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Qornerstone Inc. CENTRAL INDEX KEY: 0001415605 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 980528421 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-52945 FILM NUMBER: 191145934 BUSINESS ADDRESS: STREET 1: 6, SHENTON WAY #21-08 OUE DOWNTOWN CITY: SINGAPORE STATE: U0 ZIP: 068809 BUSINESS PHONE: 011-65-65572516 MAIL ADDRESS: STREET 1: 6, SHENTON WAY #21-08 OUE DOWNTOWN CITY: SINGAPORE STATE: U0 ZIP: 068809 FORMER COMPANY: FORMER CONFORMED NAME: TechMedia Advertising, Inc. DATE OF NAME CHANGE: 20090223 FORMER COMPANY: FORMER CONFORMED NAME: ULTRA CARE INC DATE OF NAME CHANGE: 20071018 8-K 1 f8k20191007.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

 

October 7, 2019
Date of Report (Date of earliest event reported)

 

QORNERSTONE INC.
(Exact name of registrant as specified in its charter)

 

Nevada

000-52945

98-0540833

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

6, Shenton Way #21-08 OUE Downtown
Singapore

 


068809

(Address of principal executive offices)

 

(Zip Code)

 

+65-65572516
Registrant’s telephone number, including area code

 

Not applicable.
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K 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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter).

 

Emerging growth company  ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ¨

__________




Item 3.02Unregistered Sales of Equity Securities 

On October 7, 2019, we completed a private placement equity financing to four purchasers.  The private placement consisted of the sale of an aggregate of 599,999 shares of our common stock at a price of $0.90 per share pursuant to a private placement subscription agreement for gross proceeds of $540,000.  The shares of our common stock issued with respect to the private placement were issued in reliance on the exemption from the registration under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) provided by Rule 903 of Regulation S promulgated under the U.S. Securities Act with respect to the four individuals based on representations and warranties provided by purchasers of the shares in their respective subscription agreements entered into between us and each of the purchasers.

 

__________


 

 

- 2 -

 



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.

 

 

 

 

DATE:  October 10, 2019

QORNERSTONE INC.

 

 

By:/s/ Ernest Ong 

Enerst Ong 

President, CEO and Director 

 

 

__________


 

 

- 3 -