Grundläggande statistik
| CIK | 1568628 |
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 BioQuest Corp.
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
| October 8, 2024 |
Filed Pursuant to Rule 253(g)(2) File No. 24-12436 OFFERING CIRCULAR NO. 2 DATED October 8, 2024 (to the offering circular dated July 26, 2024) BioQuest Corp. $10,000,000 $1.00 per Unit 5,000,000 Units Each Unit consists of 1 Share of Common Stock, 1 warrant (“Warrant”) and 1 share of Common Stock that is issuable upon the exercise of the Warrant at an exercise price of $1.00 (the “Units”). 5,000, |
|
| August 19, 2024 |
August 19, 2024 Lauren Hamill, Staff Attorney Division of Corporation Finance Office of Life Sciences U. |
|
| July 30, 2024 |
July 30, 2024 Lauren Hamill, Staff Attorney Division of Corporation Finance Office of Life Sciences U. |
|
| July 26, 2024 |
Exhibit 12.1 Law Offices of Dieterich & Associates 815 Moraga Drive Suite 207 Christopher Dieterich Los Angeles, California 90049 Of Counsel Mike Khalilpour (310) 312-6888 J. John Combs FAX (310) 312-6680 [email protected] Date: July 26, 2024 Board of Directors BioQuest Corp. 4750 Campus Drive Newport Beach, CA 92660. Dear Sirs or Madams: This opinion is submitted pursuant to Item 17.12 of Form |
|
| July 26, 2024 |
Preliminary Offering Circular dated July 25, 2024 Preliminary Offering Circular dated July 25, 2024 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
|
| July 1, 2024 |
Exhibit 12.1 Law Offices of Dieterich & Associates 815 Moraga Drive Suite 207 Christopher Dieterich Los Angeles, California 90049 Of Counsel Mike Khalilpour (310) 312-6888 J. John Combs FAX (310) 312-6680 [email protected] Date: June 28, 2024 Board of Directors BioQuest Corp. 4750 Campus Drive Newport Beach, CA 92660. Dear Sirs or Madams: This opinion is submitted pursuant to Item 17.12 of Form |
|
| July 1, 2024 |
June 29, 2024 Lauren Hamill, Staff Attorney Division of Corporation Finance Office of Life Sciences U. |
|
| July 1, 2024 |
Preliminary Offering Circular dated June 29, 2024 Preliminary Offering Circular dated June 29, 2024 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
|
| May 15, 2024 |
Exhibit 12.1 Law Offices of Dieterich & Associates 815 Moraga Drive Suite 207 Christopher Dieterich Los Angeles, California 90049 Of Counsel Mike Khalilpour (310) 312-6888 J. John Combs FAX (310) 312-6680 [email protected] Date: May 14, 2024 Board of Directors BioQuest Corp. 4750 Campus Drive Newport Beach, CA 92660. Dear Sirs or Madams: I have acted, at your request, as special counsel to BioQ |
|
| May 15, 2024 |
Exhibit 6.5 March 21, 2024 BotMakers AI, Inc. 6725 South Fry Katy, Texas 77494 To whom: This letter is intended to express the general terms of the Plan of Acquisition to be formalized between BioQuest Corp., a Nevada corporation (“BioQuest” “Company”) and BotMakers AI, Inc., Delaware Corporation, (“BOTMAKERS AI, INC. “). The objective of our discussions has been the execution and consummation, as |
|
| May 15, 2024 |
Preliminary Offering Circular dated May 10, 2024 Preliminary Offering Circular dated May 10, 2024 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
|
| May 15, 2024 |
BIOQUEST CORP. SUBSCRIPTION AGREEMENT Exhibit 3.2 BIOQUEST CORP. SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD O |
|
| May 15, 2024 |
CLASS A COMMON STOCK PURCHASE WARRANT CLASS A COMMON STOCK PURCHASE WARRANT Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE 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 E |
|
| January 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-56260 Bioquest Corp (Exact name of registrant as specified in its charte |
|
| December 7, 2022 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 000-56260 ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For period ended: October 31, 2022 ? 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 Repo |
|
| September 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 000-1568628 BIOQUEST CORP. (E |
|
| August 15, 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 April 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to BioQuest Corp. (Exact Name of Registrant as Specified in Its Charter) Ne |
|
| July 26, 2022 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 000-56260 ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended: April 30, 2022 ☐ 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 |
|
| May 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 000-1568628 BIOQUEST CORP. |
|
| May 19, 2022 |
Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Mark One May 18, 2022 COMMISSION FILE NO. 000-56260 BIOQUEST CORP. (Exact name of registrant as specified in its charter) Nevada 80-0975853 5149 (State or Other Jurisdiction of IRS Employer Primary Standard Industrial Incorporation or Organization) Identification Number Classification Code Number 4570 Campus Drive Sui |
|
| May 19, 2022 |
Letter from Haynie & Company to the Securities and Exchange Commissions dated May 18,2022 Exhibit 16 May 18, 2022 Office of the Chief Accountant Securities and Exchange Commission 460 Fifth Street N. |
|
| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 000-1568628 BIOQUEST CORP. |
|
| April 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 000-1568628 BIOQUEST CORP. (E |
|
| August 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 April 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to BioQuest Corp. (Exact Name of Registrant as Specified in Its Charter) Ne |
|
| July 30, 2021 |
NT 10-K 1 formnt10-k.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 000-56260 [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: April 30, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Tra |
|
| June 29, 2021 |
2021 Equity Compensation Plan* EX-4.1 2 ex4-1.htm Exhibit 4.1 BIOQUEST CORP. 2021 Equity Compensation Plan SECTION 1 INTRODUCTION 1.1 Establishment. Bioquest Corp. (the “ Company ”), a Nevada corporation, hereby establishes the Bioquest Corp. 2021 Equity Compensation Plan (the “ Plan ”) for employees, consultants, directors, and other persons associated with the Company and any of the Company’s subsidiaries, whom the Board wish |
|
| June 29, 2021 |
As filed with the U.S. Securities and Exchange Commission on June 28, 2021 S-8 1 forms-8.htm As filed with the U.S. Securities and Exchange Commission on June 28, 2021 Registration No. 001- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BioQuest Corp. (Exact name of registrant as specified in its charter) Nevada 99-0378854 (State or other jurisdiction of (I.R.S. Employee incorporati |
|
| June 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2021 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 000-1568628 BIOQUEST C |
|
| May 4, 2021 |
Filed Pursuant to Rule 253(g)(2) File No. 24-11348 OFFERING CIRCULAR NO. 2 DATED May 4, 2021 (to the offering circular dated November 18, 2020) BioQuest Corp. $5,000,000 5,000,000 SHARES OF COMMON STOCK 450,000 SHARES OF COMMON STOCK BY THE SELLING SHAREHOLDERS $1.00 PER SHARE EXPLANATORY NOTE This document (the “Supplement”) supplements the amended offering circular of BioQuest, Corp. (the “Compa |
|
| March 16, 2021 |
8-A12G 1 form8a-12g.htm 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 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 BioQuest Corp. (Exact name of registrant as specified in its charter) Nevada 99-0378854 (State of incorporation or organization) (I.R.S. Employer Identification No.) 4570 |
|
| March 16, 2021 |
NT 10-Q 1 formnt10-q.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 333-186461 [ ] 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: January 31, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ |
|
| December 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-186461 BIOQUEST CO |
|
| November 24, 2020 |
BioQuest Corp. 3700 Campus Drive, Suite 206 Newport Beach, CA 92660 Phone: (714) 978-4425 Celeste Murphy Division of Corporation Finance Office of Life Sciences United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: BioQuest Corp. Offering Statement on Form 1-A Filed: October 21, 2020 File No. 024-11151 November 24, 2020 Dear Ms. Murphy, This letter sets for |
|
| November 18, 2020 |
Exhibit 3.1 |
|
| November 18, 2020 |
Consent of Auditors Haynie & Company Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Form 1-A of BioQuest Corp. of our report dated September 25, 2020, relating to the consolidated financial statements for the years ended April 30, 2020 and 2019 of BioQuest Corp., which appears in the Company’s Form 8-K, filed on October 14, 2020. We also consent to the use of |
|
| November 18, 2020 |
Preliminary Offering Circular dated November 18, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
|
| November 18, 2020 |
Exhibit 3.2 BIOQUEST, CORP. SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD |
|
| November 18, 2020 |
Opinion of Law Office of Andrew Coldicutt Exhibit 12.1 LAW OFFICE OF ANDREW COLDICUTT 1220 Rosecrans Street, PMB 258 San Diego, CA 92106 p. 619.228.4970 e. [email protected] Date: November 18, 2020 Board of Directors BioQuest Corp. 3700 Campus Drive, Suite 206 Newport Beach, CA 92660 Dear Sirs or Madams: I have acted, at your request, as special counsel to BioQuest Corp., a Nevada corporation, (“BioQuest Corp.,”) for the purpose of re |
|
| November 18, 2020 |
BioQuest Corp. 3700 Campus Drive, Suite 206 Newport Beach, CA 92660 Phone: (714) 978-4425 Celeste Murphy Division of Corporation Finance Office of Life Sciences United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: BioQuest Corp. Offering Statement on Form 1-A Filed: October 21, 2020 File No. 024-11151 Response Dated: November 18, 2020 November 18, 2020 Dea |
|
| October 21, 2020 |
Exhibit 3.2 BIOQUEST, CORP. SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD |
|
| October 21, 2020 |
Consent of Auditors Haynie & Company Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Form 1-A of BioQuest Corp. of our report dated September 25, 2020, relating to the consolidated financial statements for the years ended April 30, 2020 and 2019 of BioQuest Corp., which appears in the Company’s Form 8-K, filed on October 14, 2020. We also consent to the use of |
|
| October 21, 2020 |
Exhibit 3.2 BIOQUEST, CORP. SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD |
|
| October 21, 2020 |
BioQuest Corp. 3700 Campus Drive, Suite 206 Newport Beach, CA 92660 Phone: (714) 978-4425 United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: BioQuest Corp. Offering Statement on Form 1-A Filed: October 21, 2020 File No. 024-11151 October 21, 2020 Ladies and Gentlemen: BioQuest Corp. (Applicant) hereby applies for the Commission’s consent to withdraw its |
|
| October 21, 2020 |
Consent of Auditors Haynie & Company Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Form 1-A of BioQuest Corp. of our report dated September 25, 2020, relating to the consolidated financial statements for the years ended April 30, 2020 and 2019 of BioQuest Corp., which appears in the Company’s Form 8-K, filed on October 14, 2020. We also consent to the use of |
|
| October 21, 2020 |
Exhibit 12.1 LAW OFFICE OF ANDREW COLDICUTT 1220 Rosecrans Street, PMB 258 San Diego, CA 92106 p. 619.228.4970 e. [email protected] Date: October 20, 2020 Board of Directors BioQuest Corp. 3700 Campus Drive, Suite 206 Newport Beach, CA 92660 Dear Sirs or Madams: I have acted, at your request, as special counsel to BioQuest Corp., a Nevada corporation, (“BioQuest Corp.,”) for the purpose of ren |
|
| October 21, 2020 |
Preliminary Offering Circular dated October 20, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
|
| October 21, 2020 |
Preliminary Offering Circular dated October 20, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
|
| October 21, 2020 |
Exhibit 12.1 LAW OFFICE OF ANDREW COLDICUTT 1220 Rosecrans Street, PMB 258 San Diego, CA 92106 p. 619.228.4970 e. [email protected] Date: October 20, 2020 Board of Directors BioQuest Corp. 3700 Campus Drive, Suite 206 Newport Beach, CA 92660 Dear Sirs or Madams: I have acted, at your request, as special counsel to BioQuest Corp., a Nevada corporation, (“BioQuest Corp.,”) for the purpose of ren |
|
| October 21, 2020 |
Exhibit 3.1 |
|
| October 21, 2020 |
Exhibit 3.1 |
|
| October 14, 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 14, 2020 BioQuest Corp. (Exact name of registrant as specified in its charter) Nevada 333-186461 99-0378854 (State of incorporation) (Commission File Number) (I.R.S. Employer |
|
| May 20, 2020 |
BioQuest Corp. 3700 Campus Drive, Suite 206 Newport Beach, CA 92660 Phone: (714) 978-4425 Matthew Derby Division of Corporation Finance Office of Technology United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: BioQuest Corp. Offering Statement on Form 1-A Filed: February 11, 2020 Response Dated: March 18, 2020 File No. 024-11151 May 20, 2020 Dear Mr. Derby |
|
| April 16, 2020 |
BioQuest Corp. 3700 Campus Drive, Suite 206 Newport Beach, CA 92660 Phone: (714) 978-4425 Matthew Derby Division of Corporation Finance Office of Technology United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: BioQuest Corp. Offering Statement on Form 1-A Filed: February 11, 2020 Response Dated: March 18, 2020 File No. 024-11151 April 16, 2020 Dear Mr. Der |
|
| April 9, 2020 |
Employment Agreement by and between the Company and Jeffrey Donnell, dated November 1, 2019 Exhibit 6.4 EXECUTIVE EMPLOYMENT AGREEMENT BioQuest Corp., a Nevada Corporation as “Employer” and DAVID NOYES, as “Executive” Effective Date: 01 November 2019 EXECUTIVE EMPLOYMENT AGREEMENT I PARTIES THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of the 1st day of November, 2019 (the “Effective Date”), by and between BIOQUEST CORP., a Nevada corporation (the “Em |
|
| April 9, 2020 |
Exhibit 3.1 |
|
| April 9, 2020 |
Employment Agreement by and between the Company and Michael Krall, dated November 1, 2019 Exhibit 6.2 EXECUTIVE EMPLOYMENT AGREEMENT BioQuest Corp., a Nevada Corporation as “Employer” and MICHAEL KRALL, as “Executive” Effective Date: 01 November 2019 EXECUTIVE EMPLOYMENT AGREEMENT I PARTIES THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of the 1st day of November, 2019 (the “Effective Date”), by and between BIOQUEST CORP., a Nevada corporation (the “ |
|
| April 9, 2020 |
Employment Agreement by and between the Company and Thomas Hemingway, dated November 1, 2019 Exhibit 6.1 EXECUTIVE EMPLOYMENT AGREEMENT BioQuest Corp., a Nevada Corporation as “Employer” and THOMAS HEMINGWAY, as “Executive” Effective Date: 01 November 2019 EXECUTIVE EMPLOYMENT AGREEMENT I PARTIES THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of the 1st day of November, 2019 (the “Effective Date”), by and between BIOQUEST CORP., a Nevada corporation (th |
|
| April 9, 2020 |
Employment Agreement by and between the Company and David P. Noyes, dated November 1, 2019 Exhibit 6.3 EXECUTIVE EMPLOYMENT AGREEMENT BioQuest Corp., a Nevada Corporation as “Employer” and JEFFEREY DONNELL, as “Executive” Effective Date: 01 November 2019 EXECUTIVE EMPLOYMENT AGREEMENT I PARTIES THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of the 1st day of November, 2019 (the “Effective Date”), by and between BIOQUEST CORP., a Nevada corporation (th |
|
| April 9, 2020 |
SELT / Select-TV Solutions, Inc. EX1A-2B BYLAWS - - Exhibit 2.2 |
|
| April 9, 2020 |
Amended Articles of Incorporation and Amendments Thereto EX1A-2A CHARTER 3 ex2-1.htm Exhibit 2.1 |
|
| April 9, 2020 |
Exhibit 3.2 NO BORDERS, INC. SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD |
|
| April 9, 2020 |
Opinion of Law Office of Andrew Coldicutt Exhibit 12.1 LAW OFFICE OF ANDREW COLDICUTT 1220 Rosecrans Street, PMB 258 San Diego, CA 92106 p. 619.228.4970 e. [email protected] Date: February 6, 2020 Board of Directors BioQuest Corp. 3700 Campus Drive, Suite 206 Newport Beach, CA 92660 Dear Sirs or Madams: I have acted, at your request, as special counsel to BioQuest Corp., a Nevada corporation, (“BioQuest Corp.,”) for the purpose of ren |
|
| April 9, 2020 |
SELT / Select-TV Solutions, Inc. PART II AND III - - Preliminary Offering Circular dated February 6, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
|
| April 8, 2020 |
BioQuest Corp. 3700 Campus Drive, Suite 206 Newport Beach, CA 92660 Phone: (714) 978-4425 Matthew Derby Division of Corporation Finance Office of Technology United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: BioQuest Corp. Offering Statement on Form 1-A Filed: February 11, 2020 Response Dated: March 18, 2020 File No. 024-11151 April 8, 2020 Dear Mr. Derb |
|
| March 24, 2020 |
Employment Agreement by and between the Company and Michael Krall, dated November 1, 2019 Exhibit 6.2 EXECUTIVE EMPLOYMENT AGREEMENT BioQuest Corp., a Nevada Corporation as “Employer” and MICHAEL KRALL, as “Executive” Effective Date: 01 November 2019 EXECUTIVE EMPLOYMENT AGREEMENT I PARTIES THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of the 1st day of November, 2019 (the “Effective Date”), by and between BIOQUEST CORP., a Nevada corporation (the “ |
|
| March 24, 2020 |
SELT / Select-TV Solutions, Inc. PART II AND III - - Preliminary Offering Circular dated February 6, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
|
| March 24, 2020 |
SELT / Select-TV Solutions, Inc. EX1A-2B BYLAWS - - Exhibit 2.2 |
|
| March 24, 2020 |
Exhibit 3.2 NO BORDERS, INC. SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD |
|
| March 24, 2020 |
Employment Agreement by and between the Company and Thomas Hemingway, dated November 1, 2019 Exhibit 6.1 EXECUTIVE EMPLOYMENT AGREEMENT BioQuest Corp., a Nevada Corporation as “Employer” and THOMAS HEMINGWAY, as “Executive” Effective Date: 01 November 2019 EXECUTIVE EMPLOYMENT AGREEMENT I PARTIES THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of the 1st day of November, 2019 (the “Effective Date”), by and between BIOQUEST CORP., a Nevada corporation (th |
|
| March 24, 2020 |
Consent of Law Office of Andrew Coldicutt (included in Exhibit 12.1) LAW OFFICE OF ANDREW COLDICUTT 1220 Rosecrans Street, PMB 258 San Diego, CA 92106 p. |
|
| March 24, 2020 |
Exhibit 3.1 |
|
| March 24, 2020 |
Amended Articles of Incorporation and Amendments Thereto Exhibit 2.1 |
|
| March 24, 2020 |
Employment Agreement by and between the Company and David P. Noyes, dated November 1, 2019 Exhibit 6.4 EXECUTIVE EMPLOYMENT AGREEMENT BioQuest Corp., a Nevada Corporation as “Employer” and DAVID NOYES, as “Executive” Effective Date: 01 November 2019 EXECUTIVE EMPLOYMENT AGREEMENT I PARTIES THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of the 1st day of November, 2019 (the “Effective Date”), by and between BIOQUEST CORP., a Nevada corporation (the “Em |
|
| March 24, 2020 |
Employment Agreement by and between the Company and David P. Noyes, dated November 1, 2019 Exhibit 6.3 EXECUTIVE EMPLOYMENT AGREEMENT BioQuest Corp., a Nevada Corporation as “Employer” and JEFFEREY DONNELL, as “Executive” Effective Date: 01 November 2019 EXECUTIVE EMPLOYMENT AGREEMENT I PARTIES THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of the 1st day of November, 2019 (the “Effective Date”), by and between BIOQUEST CORP., a Nevada corporation (th |
|
| February 11, 2020 |
SELT / Select-TV Solutions, Inc. PART II AND III - - Preliminary Offering Circular dated February 6, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
|
| February 11, 2020 |
Amended Articles of Incorporation and Amendments Thereto Exhibit 2.1 |
|
| February 11, 2020 |
Amended Bylaws of the Registrant.* Exhibit 2.2 |
|
| February 11, 2020 |
Exhibit 3.2 NO BORDERS, INC. SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD |
|
| February 11, 2020 |
Exhibit 3.1 |
|
| February 11, 2020 |
Consent of Law Office of Andrew Coldicutt (included in Exhibit 12.1) LAW OFFICE OF ANDREW COLDICUTT 1220 Rosecrans Street, PMB 258 San Diego, CA 92106 p. |
|
| May 29, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 333-186461 SELECT-TV SOLUTIONS, INC, (Exact name of registrant as specified |
|
| May 27, 2015 |
TERMINATION AND FORBEARANCE AGREEMENT EX-10.5 2 selecttv8ka-ex1005.htm TERMINATION AND FORBEARANCE AGREEMENT Exhibit 10.5 TERMINATION AND FORBEARANCE AGREEMENT THIS TERMINATION AND FORBEARANCE AGREEMENT entered into such that it be effective from and as of the 30111 day of August, 2013 (the "Agreement"), is trade between VECTOR RESOURCES INC. (the ''Vector"), SELECT-TV SOLUTIONS INC. ("STVS") and ORIANA TECHNOLOGIES INC. ("ORN-CDN"). |
|
| May 27, 2015 |
8-K/A 1 selecttv8ka3.htm AMENDMENT TO CURRENT REPORT ON FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 3) 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 18, 2014 SELECT-TV SOLUTIONS, INC. (Exact name of registrant as specified in its charter) NEVA |
|
| April 29, 2015 |
Exhibit 10.8 CONSULTING AGREEMENT This Agreement (“Agreement”), dated April 28 2014, confirms that Sedition Films, Inc. (OTCBB: SEDF) (to be renamed SELECT TV SOLUTIONS, LTD) a Nevada corporation, with business place 1395 Brickell Avenue Suite 800 Miami Florida (the "Company"), its subsidiaries and affiliates (“The Company”) have retained Marco Veilleux (“Consultant”) and located at Saint-Odilon, |
|
| April 29, 2015 |
VECTOR RESOURCES INC. 79 Wellington Street West Suite 2300 Toronto, Ontario MSK lHl Exhibit 10.4 VECTOR RESOURCES INC. 79 Wellington Street West Suite 2300 Toronto, Ontario MSK lHl November 12, 2012 ORIANA TECHNOLOGIES INC. 550, Chemin du Golf Suite 202 Ile des Sceurs, Quebec Canada, H3E 1A8 Attention: Rene Arbic. President Dear Sirs: Re: Proposed Transaction between Vector Resources Inc. and Oriana Technologies Inc. Further to our discussions. this Letter Agreement will serve as |
|
| April 29, 2015 |
Exhibit 10.1 1 2 3 4 5 6 7 8 9 10 11 |
|
| April 29, 2015 |
Exhibit 10.13 CONSULTING AGREEMENT THIS AGREEMENT (“Agreement”), dated 30 june, 2014, confirms that SELECT-TV SOLUTIONS INC. (OTCBB: SELT) (the "Company"), its subsidiaries and affiliates (“The Company”) have retained Impera Patrimoine Canada Inc. with Address 2135 rue de la Montagne Montréal (Québec) H3G1Z8 Canada (“Consultant”), for the purposes described in this Agreement in accordance with the |
|
| April 29, 2015 |
Exhibit 99.2 Select-TV Solutions (USA), Inc. Unaudited Consolidated Financial Statements For the three months ended July 31, 2014 and 2013 Select-TV Solutions (USA), Inc. Unaudited Consolidated Financial Statements For the three months ended July 31, 2014 and 2013 Index Page Report of Independent Registered Public Accounting Firm 2 Consolidated Financial Statements Consolidated Balance Sheets as a |
|
| April 29, 2015 |
Exhibit 10.9 CONSULTING AGREEMENT This Agreement (“Agreement”), dated 02 of mai 2014, confirms that Sedition Films, Inc. (OTCBB: SEDF) (to be renamed SELECT TV SOLUTIONS, LTD) a Nevada corporation, with business place 1395 Brickell Avenue Suite 800 Miami Florida (the "Company"), its subsidiaries and affiliates (“The Company”) have retained Nadine JUSSERAND (“Consultant”) and located at 10 rue de l |
|
| April 29, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) 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 18, 2014 SELECT-TV SOLUTIONS, INC. (Exact name of registrant as specified in its charter) NEVADA 333-186461 99-0378854 (State or other jurisdiction (Commission |
|
| April 29, 2015 |
Exhibit 10.3 SUB-LICENSE AGREEMENT THIS MEMORANDUM OF SUB-LICENSE AGREEMENT entered into by the undersigned Parties (the "Agreement") such that it be effective from and as of the 15th day of February, 2013 (the "Effective Date"). BETWEEN: ORIANA TECHNOLOGIES INC., a business corporation incorporated pursuant to the Canada Business Corporations Act, having its registered office located at 550, Chem |
|
| April 29, 2015 |
Exhibit 99.1 Select-TV Solutions (USA), Inc. Consolidated Financial Statements For the years ended April 30, 2014 and 2013 Select-TV Solutions (USA), Inc. Consolidated Financial Statements For the years ended April 30, 2014 and 2013 Index Page Report of Independent Registered Public Accounting Firm 2 Consolidated Financial Statements Consolidated Balance Sheets 3 Consolidated Statements of Operati |
|
| April 29, 2015 |
Pro Forma Combined Balance Sheet July 31, 2014 Exhibit 99.4 Pro Forma Combined Balance Sheet July 31, 2014 (Unaudited) Historical Select-TV Select-TV Pro Forma Solutions, Inc. Solutions (USA), Inc. Adjustments Ref Combined ASSETS Current assets Cash and cash equivalents $ 848,000 $ 912 $ 848,912 Accounts receivable ? 2,272 2,272 Other receivables ? 57,755 57,755 Due from related parties 1,017,400 ? (1,017,400 ) (1) ? Prepaid expenses 31,067 10 |
|
| April 29, 2015 |
Exhibit 10.7 CONSULTING AGREEMENT This Agreement (“Agreement”), dated 22nd of April 2014, confirms that Sedition Films, Inc. (OTCBB: SEDF to be renamed SELECT TV SOLUTIONS INC (the "Company") has retained 4541481 Canada Inc., located at 295 Victoria Ave. Apt 201, Westmount, Quebec, Canada, H3Z 2M5 and represented by Majdeline ABOU JAQUDE (“Consultant”), for the purposes described in this Agreement |
|
| April 29, 2015 |
“STVS” & “AACSA” HOTEL DEPLOYMENT PARTNERSHIP AGREEMENT Exhibit 10.15 “STVS” & “AACSA” HOTEL DEPLOYMENT PARTNERSHIP AGREEMENT 1. Goal of Program: The purpose of this agreement is to facilitate the nationwide roll-out of the Select-TV Solutions interactive TV platform and guest services solution (hereafter “STVS” or “Select-TV”) across the member and non-member hotels & lodging facilities to which the program would be applicable (hereafter “hotels”) of |
|
| April 29, 2015 |
Exhibit 10.2 21 November 2013 Oriana Technologies Inc. 550 Chemin du Golf Suite 202, lle des Soeurs Quebec, H2E 1A8 Dear Mr. Richard Groome SELECT-TV AND ORIANA TECHNOLOGIES LICENSEE AGREEMENT With reference to the above, the licensee agreement signed between Select-TV and Oriana Technologies on October 1, 2012 stipulates that upon failure to achieve the volume targets set through August 2013 foll |
|
| April 29, 2015 |
EX-10.6 7 selecttv8ka-ex1006.htm CONSULTING AGREEMENT - WISE STEP Exhibit 10.6 CONSULTING AGREEMENT This Agreement (“Agreement”), dated 16 of December, 2013, confirms that SEDITION FILMS, Inc. (OTCBB: SEDF) to be renamed SELECT TV SOLUTIONS LTD (the "Company"), its subsidiaries and affiliates (“The Company”) has retained WISE STEP GROUP (9284-3101 QUEBEC INC.) represented by Sebastien DESROCHERS ( |
|
| April 29, 2015 |
Exhibit 10.10 CONSULTING AGREEMENT This Agreement (“Agreement”), dated 02 of mai 2014, confirms that Sedition Films, Inc. (OTCBB: SEDF) (to be renamed SELECT TV SOLUTIONS, LTD) a Nevada corporation, with business place 1395 Brickell Avenue Suite 800 Miami Florida (the "Company"), its subsidiaries and affiliates (“The Company”) have retained Valescure Conseils (“Consultant”) and located at Axe, cen |
|
| April 29, 2015 |
Select-TV Solutions, Inc. Pro Forma Combined Balance Sheet April 30, 2014 Exhibit 99.3 Select-TV Solutions, Inc. Pro Forma Combined Balance Sheet April 30, 2014 (Unaudited) Historical Select-TV Select-TV Pro Forma Solutions, Inc. Solutions (USA), Inc. Adjustments Ref Combined ASSETS Current assets Cash and cash equivalents $ 543,853 $ 342 $ 544,195 Accounts receivable ? 2,864 2,864 Other receivables ? 56,293 56,293 Due from related parties 346,050 ? (346,050 ) (1) ? Pre |
|
| April 29, 2015 |
TERMINATION AND FORBEARANCE AGREEMENT Exhibit 10.5 TERMINATION AND FORBEARANCE AGREEMENT THIS TERMINATION AND FORBEARANCE AGREEMENT entered into such that it be effective from and as of the 30111 day of August, 2013 (the "Agreement"), is trade between VECTOR RESOURCES INC. (the ''Vector"), SELECT-TV SOLUTIONS INC. ("STVS") and ORIANA TECHNOLOGIES INC. ("ORN-CDN"). WHEREAS the parties hereto entered into a Letter of Intent dated Novemb |
|
| April 29, 2015 |
AMENDED AND RESTATED CONSULTING AGREEMENT Exhibit 10.14 AMENDED AND RESTATED CONSULTING AGREEMENT This Amended and Restated Consulting Agreement (“Agreement”), dated January 1, 2015 (the “Effective Date”), confirms that SELECT-TV SOLUTIONS INC (the "Company"), located at 1395 Brickell Avenue Suite 800, Miami, FL, 33131 has retained ELITE MANAGEMENT (“Consultant”), for the purposes described in this Agreement in accordance with the terms a |
|
| April 29, 2015 |
Exhibit 10.12 CONSULTING AGREEMENT This Agreement (“Agreement”), dated 20 december, 2013, confirms that SELECT-TV SOLUTIONS INC. (OTCBB: SEDF) (the "Company"), its subsidiaries and affiliates (“The Company”) have retained Allin Investment LLC, with address : 160 Greentree drive, suite 101, Dover, DE 19904, in the county of Kent represented by Mathieu Landry-Girouard (“Consultant”), for the purpose |
|
| April 29, 2015 |
EX-10.11 12 selecttv8ka-ex1011.htm CONSULTING AGREEMENT - JEAN-MARC FERRERI Exhibit 10.11 CONSULTING AGREEMENT This Agreement (“Agreement”), dated 19 june, 2014, confirms that SELECT-TV SOLUTIONS INC. (OTCBB: SEDF) (the "Company"), its subsidiaries and affiliates (“The Company”) have retained Jean-Marc Ferreri, with living in 328 chemin Ste Trinide 83110 SANARY SUR MER (“Consultant”) and located a |
|
| March 17, 2015 |
Select-TV Solutions FORM 10-Q (Quarterly Report) 10-Q 1 selt10q-013115.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission Fil |
|
| March 12, 2015 |
Exhibit 10.13 SECURITY AGREEMENT THIS SECURITY AGREEMENT dated as of March 2, 2015 ("Security Agreement") made by Select-TV USA Holdings, Inc., a Nevada corporation, located at 2360 Corporate Circle Ste 400, Henderson, NV 89074-7739 ("Borrower"), to and in favor of JIFM HOLDINGS, LLC, a New York limited liability company, located at 315 Oser Avenue, Suite 2, Hauppauge, NY 117788 (the "Lender") to |
|
| March 12, 2015 |
Exhibit 10.4 LOAN SALE AGREEMENT This LOAN SALE AGREEMENT is made as of this 2nd day of March, 2015, by and between SELECT-TV (USA) HOLDINGS, INC. (the "Buyer"), and ZON CAPITAL PARTNERS, L.P. (the "Seller"), owner and holder of the Loan Assets described herein. W I TN E S S E T H WHEREAS, Seller is the owner of and intends to sell the loan assets more particularly described in Exhibit A attached |
|
| March 12, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 19, 2015 SELECT-TV SOLUTIONS, INC. (Exact name of registrant as specified in its charter) NEVADA 333-186461 99-0378854 (State or other jurisdiction of incorporation (Commissio |
|
| March 12, 2015 |
MYSTAY ASSET PURCHASE AGREEMENT Exhibit 10.1 MYSTAY ASSET PURCHASE AGREEMENT THIS AGREEMENT made as of the March 1, 2015 BETWEEN: Select-TV USA Holdings, Inc., a corporation existing under the laws of Nevada (the "Purchaser"); -and- MYSTAY INC., a corporation existing under the laws of Nevada (the "Vendor"); -and- BROOKS PICKERING, a businessman residing in the state of Nevada ("Principal"); (collectively, the "Parties") RECITAL |
|
| March 12, 2015 |
EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.5 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the "Agreement") is made and entered into as of March 1, 2015, by and between Select-TV Solutions, Inc., a Nevada Company (the "Company") and Brooks E. Pickering, an individual (the "Executive"). WHEREAS, the Company desires to employ the Executive on the terms and conditions set forth herein; and WHEREAS, the Executi |
|
| March 12, 2015 |
Exhibit 10.2 ASSET PURCHASE AGREEMENT between JIFM HOLDINGS, LLC and SELECT-TV USA HOLDINGS, INC. dated as of February 19, 2015 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this "Agreement"), dated as of February 19, 2015 (the ''Effective Date"), is entered into between JIFM HOLDINGS, LLC, a New York limited liability company ("Seller") and Select-TV USA Holdings, Inc., a Nevada corpora |
|
| December 15, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q 10-Q 1 selt10q-103114.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission Fil |
|
| December 12, 2014 |
Exhibit 99.1 Select-TV Solutions (USA), Inc. Consolidated Financial Statements For the years ended April 30, 2014 and 2013 Select-TV Solutions (USA), Inc. Consolidated Financial Statements For the years ended April 30, 2014 and 2013 Index Page Report of Independent Registered Public Accounting Firm 2 Consolidated Financial Statements Consolidated Balance Sheets 3 Consolidated Statements of Operati |
|
| December 12, 2014 |
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) July 18, 2014 SELECT-TV SOLUTIONS, INC. (Exact name of registrant as specified in its charter) NEVADA 333-186461 99-0378854 (State or other jurisdiction (Commission (IRS Employer of |
|
| December 12, 2014 |
Select-TV Solutions, Inc. Pro Forma Combined Balance Sheet April 30, 2014 Exhibit 99.3 Select-TV Solutions, Inc. Pro Forma Combined Balance Sheet April 30, 2014 (Unaudited) Historical Select-TV Select-TV Pro Forma Solutions, Inc. Solutions (USA), Inc. Adjustments Ref Combined ASSETS Current assets Cash and cash equivalents $ 543,853 $ 342 $ 544,195 Accounts receivable – 2,864 2,864 Other receivables – 56,293 56,293 Due from related parties 346,050 – (346,050 ) (1) – Pre |
|
| December 12, 2014 |
Pro Forma Combined Balance Sheet July 31, 2014 Exhibit 99.4 Pro Forma Combined Balance Sheet July 31, 2014 (Unaudited) Historical Select-TV Select-TV Pro Forma Solutions, Inc. Solutions (USA), Inc. Adjustments Ref Combined ASSETS Current assets Cash and cash equivalents $ 848,000 $ 912 $ 848,912 Accounts receivable – 2,272 2,272 Other receivables – 57,755 57,755 Due from related parties 1,017,400 – (1,017,400 ) (1) – Prepaid expenses 31,067 10 |
|
| December 12, 2014 |
Exhibit 99.2 Select-TV Solutions (USA), Inc. Unaudited Consolidated Financial Statements For the three months ended July 31, 2014 and 2013 Select-TV Solutions (USA), Inc. Unaudited Consolidated Financial Statements For the three months ended July 31, 2014 and 2013 Index Page Report of Independent Registered Public Accounting Firm 2 Consolidated Financial Statements Consolidated Balance Sheets as a |
|
| September 19, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2014 OR 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: 333-186461 SELECT-TV SOLUTION |
|
| September 15, 2014 |
SELT / Select-TV Solutions, Inc. NT 10-Q - - NOTICE OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 333-171892 (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: July 31, 2014 [] Transition Report on Form 10-K [] Transition Report on Form 20-F [] Transition Report on Form 11-K [] Transition Report |
|
| September 10, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Amendment No. 1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 30, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-186461 SELECT-TV SOLUTIONS, INC. f/k/a Sedition Film |
|
| September 2, 2014 |
RESIGNATION OF ANTONIO TREMINIO THE BOARD OF DIRECTORS SELECT-TV SOLUTIONS INC. Exhibit 99.2 RESIGNATION OF ANTONIO TREMINIO from THE BOARD OF DIRECTORS of SELECT-TV SOLUTIONS INC. The following is a true copy of the resignation of a Director of the Corporation, executed this 29th day of August, 2014. I, ANTONIO TREMINIO, do hereby formally RESIGN as Director, and do hereby sever any and all official ties, duties, obligations, liabilities or any other corporate affiliation re |
|
| September 2, 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): August 29th, 2014 Commission file number 333-186461 SELECT-TV SOLUTIONS INC. (Exact name of registrant as specified in its charter) Nevada (State or Other Jurisdiction of Incorporatio |
|
| September 2, 2014 |
RESOLUTION OF THE SHAREHOLDERS SELECT-TV SOLUTIONS INC. Exhibit 99.1 RESOLUTION OF THE SHAREHOLDERS OF SELECT-TV SOLUTIONS INC. The following is a true copy of the resolution duly adopted by the Majority of the Shareholders of the Corporation at a special meeting, notice to this meeting having been waived, WHEREAS there has been presented to and considered by this meeting a Motion to elect additional Members of the Board of Directors of the Company; NO |
|
| August 13, 2014 |
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 April 30, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-186461 SELECT-TV SOLUTIONS, INC. f/k/a Sedition Films Inc. (Exact na |
|
| August 6, 2014 |
Entry into a Material Definitive Agreement 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 18th, 2014 Commission file number 333-186461 SELECT-TV SOLUTIONS. INC. (Exact name of registrant as specified in its charter) Nevada (State or Other Jurisdiction of Incorporation |
|
| August 6, 2014 |
Exhibit 10.1 1 2 3 4 5 6 MERGER AGREEMENT This Agreement (the “Agreement”) made as of the 18th day of July, 2014 by and among, SELECT-TV SOLUTIONS (USA), INC.., a Florida corporation (hereinafter sometimes referred to as the "Merging Entity"), and SELECT-TV SOLUTIONS, INC., a Nevada Corporation (hereinafter sometimes referred to as the “Company”) in contemplation of the merger of the Merging Entit |
|
| July 29, 2014 |
SELT / Select-TV Solutions, Inc. NT 10-K - - NOTICE OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 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: April 30, 2014 [] 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 |
|
| July 22, 2014 |
Exhibit 16.1 July 21, 2014 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Ladies and Gentlemen: We are the predecessor independent registered public accounting firm for Select-TV Solutions, Inc. (Formerly Sedition Film Inc. (the “Company”)). We have read the Company’s disclosure set forth in Item 4.01 Changes in Registrant’s Certifying Accountants of the Company’s Current |
|
| July 22, 2014 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest even reported) July 18th, 2014 Select-TV Solutions, Inc. (Exact name of registrant as specified in its charter) Nevada 333-186461 99-0378854 (State or other jurisdiction of incorporation) (Commission |
|
| July 9, 2014 |
RESOLUTION OF THE SHAREHOLDERS OF SELECT-TV SOLUTIONS INC. Exhibit 99.1 RESOLUTION OF THE SHAREHOLDERS OF SELECT-TV SOLUTIONS INC. The following is a true copy of the resolution duly adopted by the Majority of the Shareholders of the Corporation at a special meeting, notice to this meeting having been waived, WHEREAS there has been presented to and considered by this meeting a Motion to elect an additional Member of the Board of Directors of the Company; |
|
| July 9, 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): July 7th, 2014 Commission file number 333-186461 SELECT-TV SOLUTIONS INC. (Exact name of registrant as specified in its charter) Nevada (State or Other Jurisdiction of Incorporation o |
|
| June 26, 2014 |
Exhibit 99.2 Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock) 1. Name of corporation: SELECT-TV SOLUTIONS INC. 2. The articles have been amended as follows: THE ARTICLES ARE HEREBY AMENDED PER NRS 78.209 FOR A FORWARD STOCK SPLIT IN THE AMOUNT OF 10:1 : 1 (TEN TO ONE), PAR VALUE TO REMAIN UNCHANGED. 3 |
|
| June 26, 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): June 20th, 2014 Commission file number 333-186461 SELECT-TV SOLUTIONS INC. (Exact name of registrant as specified in its charter) Nevada (State or Other Jurisdiction of Incorporation |
|
| June 26, 2014 |
Exhibit 99.1 Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock) 1. Name of corporation: SEDITION FILMS INC. 2. The articles have been amended as follows: ARTICLES ONE OF THE CHARTER IS HEREBY AMENDED WHEREBY THE NAME OF THE COMPANY SHALL NOW BE KNOWN AS: SELECT-TV SOLUTIONS, INC. 3. The vote by which th |
|
| April 10, 2014 |
EXHIBIT 10.2 |
|
| April 10, 2014 |
EXHIBIT 10.3 1 2 3 4 5 6 7 8 9 10 |
|
| April 10, 2014 |
EX-10.1 2 sedfex101.htm SHAREHOLDERS RESOLUTION APPOINTING NEW DIRECTORS EXHIBIT 10.1 |
|
| April 10, 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): April 7th, 2014 Commission file number 333-186461 SEDITION FILMS INC. (Exact name of registrant as specified in its charter) Nevada (State or Other Jurisdiction of Incorporation or Or |
|
| March 25, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSIONWashington, DC20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSIONWashington, DC20549 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 January 31, 2014 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 333-186461 Sedition Films Inc. |
|
| March 17, 2014 |
Converted by EDGARwiz U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 SEC File Number 333-186461 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [x] Form 10-Q [ ] From N-SAR For Period Ended: [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Tr |
|
| December 17, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC20549 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 October 31, 2013 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 333-186461 Sedition Films Inc. |
|
| November 8, 2013 |
Filed Under Rule 424(b)(3) File No. 333-186461 PROSPECTUS SUPPLEMENT NO. 1 TO REGISTRATION STATEMENT DECLARED EFFECTIVE ON AUGUST 6, 2013 SEDITION FILMS INC. 1,413,400 Shares of Common Stock This Prospectus Supplement updates and should be read in conjunction with the Prospectus dated August 6, 2013 which is to be delivered with this Prospectus Supplement. This prospectus relates to the resale of |
|
| November 8, 2013 |
FILED PURSUANT TO RULE 424(B)(3) REGISTRATION NO. 333-186461 SEDITION FILMS INC. 1,413,400 shares Common stock This prospectus relates to the resale of 1,413,400 shares of common stock, par value $0.001, of Sedition Films Inc. which are issued and outstanding and held by persons who are shareholders of Sedition Films Inc. Our common stock is presently not traded on any market or securities exchang |
|
| October 22, 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 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended July 31, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 333-186461 Sedition Films Inc. |
|
| August 2, 2013 |
Sedition Films Inc. Ground Floor Suite 37 Netherhall Gardens, London NW3 5RL United Kingdom August 1, 2013 BY EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Re: Sedition Films Inc. File Number 333-186461 Gentlemen: In accordance with Rule 461 promulgated under the Securities Act of 1933, as amended (the "Act"), Sedition Films I |
|
| July 23, 2013 |
Sedition Films Inc. Ground Floor Suite 37 Netherhall Gardens London NW3 5RL United Kingdom Tel. 44-7859-091084 Email: [email protected] July 22, 2013 VIA EDGAR Loan Lauren P. Nguyen Special Counsel U.S. Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Re: SEDITION FILMS INC. Amendment No. 3 to Registration Statement on Form S-1 Filed July 8, 2013 |
|
| July 23, 2013 |
Registration No. 333-186461 As filed with the Securities and Exchange Commission on July 22 , 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SEDITION FILMS INC. (Exact name of registrant as specified in its charter) Nevada 7819 99-0378854 (State or jurisdiction of incorporation or organizati |
|
| July 8, 2013 |
Sedition Films Inc. Ground Floor Suite 37 Netherhall Gardens London NW3 5RL United Kingdom Tel. 44-7859-091084 Email: [email protected] July 8, 2013 VIA EDGAR Loan Lauren P. Nguyen Special Counsel U.S. Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Re: SEDITION FILMS INC. Amendment No.2 to Amendment No. 1 to Registration Statement on Form S-1 Fi |
|
| July 8, 2013 |
SEDITION FILMS INC. (the “Corporation”) * * * * * * * * * * * ARTICLE I EXHIBIT 3.3 BY-LAWS OF SEDITION FILMS INC. (the “Corporation”) * * * * * * * * * * * ARTICLE I Offices The Corporation may have offices at such other places, both within and without the State of Nevada, as the Board of Directors may determine and designate from time to time or the business of the Corporation requires. ARTICLE II Books The books and records of the Corporation may be kept (except as |
|
| July 8, 2013 |
Registration No. 333-186461 As filed with the Securities and Exchange Commission on July 8 , 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SEDITION FILMS INC. (Exact name of registrant as specified in its charter) Nevada 7819 99-0378854 (State or jurisdiction of incorporation or organizatio |
|
| April 24, 2013 |
Registration No. 333-186461 As filed with the Securities and Exchange Commission on April 24 , 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SEDITION FILMS INC. (Exact name of registrant as specified in its charter) Nevada 7819 99-0378854 (State or jurisdiction of incorporation or organizat |
|
| April 24, 2013 |
Sedition Films Inc. Ground Floor Suite 37 Netherhall Gardens London NW3 5RL United Kingdom Tel. 44-7859-091084 Email: [email protected] April 24, 2013 VIA EDGAR Loan Lauren P. Nguyen Special Counsel U.S. Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Re: SEDITION FILMS INC. Amendment No.1 to Registration Statement on Form S-1 Filed February 5, 2 |
|
| April 24, 2013 |
SEDITION FILMS INC. (the “Corporation”) * * * * * * * * * * * ARTICLE I EXHIBIT 3.2 BY-LAWS OF SEDITION FILMS INC. (the “Corporation”) * * * * * * * * * * * ARTICLE I Offices The Corporation may have offices at such other places, both within and without the State of Nevada, as the Board of Directors may determine and designate from time to time or the business of the Corporation requires. ARTICLE II Books The books and records of the Corporation may be kept (except as |
|
| February 5, 2013 |
EXHIBIT 3.2 |
|
| February 5, 2013 |
EXHIBIT 10.1 |
|
| February 5, 2013 |
Registration Statement - FORM S-1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SEDITION FILMS INC. (Exact name of registrant as specified in its charter) Nevada 7819 99-0378854 (State or jurisdiction of incorporation or organization) Primary Standard Industrial Classification Code Number IRS Employer Identification Number Ground Floor Suite 37 Ne |
|
| February 5, 2013 |
EXHIBIT 3.1 1 2 |
