FTEG / For The Earth Corp. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

QUALIF

X0101 QUALIF 33 LIVE 2022-01-13 16:00:00 1-A 0000932265 Integrity Health Corp 024-11692

Integrity Health Corporation 2375 East Camelback Road Suite 600 Phoenix, AZ 85016 (602) 806-9292 January 12, 2022 REQUEST FOR QUALIFICATION

Integrity Health Corporation 2375 East Camelback Road Suite 600 Phoenix, AZ 85016 (602) 806-9292 January 12, 2022 REQUEST FOR QUALIFICATION Mr.

INTEGRITY HEALTH CORPORATION 2375 East Camelback Road, Suite 600 Phoenix, AZ 85016

INTEGRITY HEALTH CORPORATION 2375 East Camelback Road, Suite 600 Phoenix, AZ 85016 December 22, 2021 Mr.

These condensed financial statements have not been subjected to an audit or review or compilation engagement, and no assurance is provided on them. The accompanying notes are an integral part of these condensed financial statements

ADD EXHB 6 integrityhealthex9902.htm MEDICAL AESTHETIC SOLUTIONS, LLC FINANCIAL STATEMENTS FOR THE PERIOD ENDED JUNE 30, 2021 Medical Aesthetic Solutions, LLC Unaudited Condensed Financial Statements Through June 30, 2021 Medical Aesthetic Solutions, LLC Contents Unaudited Condensed Financial Statements Unaudited Condensed Balance Sheets 1 Unaudited Condensed Statements of Operations and Member’s

Consent of Independent Auditor

EX1A-11 CONSENT 3 integrityhealthex1101.htm Exhibit 11.1 Consent of Independent Auditor Medical Aesthetic Solutions, LLC Sarasota, Florida We hereby consent to the use in this Offering Statement on Form 1-A of our report dated August 10, 2021, relating to the financial statements of Medical Aesthetic Solutions, LLC, which are incorporated by reference in that Offering Statement. Urish Popeck & Co.

MILAN SAHA, ESQ. Milan Saha, Esq. 80 Barton Road Plattsburgh, NY 12901 (646) 397-9056 Admitted in the State of New York

Exhibit 12.1 MILAN SAHA, ESQ. Milan Saha, Esq. 80 Barton Road Plattsburgh, NY 12901 (646) 397-9056 Admitted in the State of New York December 22, 2021 Nelson Grist Chief Executive Officer Integrity Health Corporation 2375 East Camelback Road, Suite 600 Phoenix, AZ 85016 Dear Mr. Grist: I have acted, at your request, as special counsel to Integrity Health Corporation, a Delaware corporation (the “C

Preliminary Offering Circular dated December 22, 2021

PART II AND III 2 integrityhealth1aa2.htm AMENDMENT NO. 2 Table of Contents File No. 024-11692 Preliminary Offering Circular dated December 22, 2021 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. Information contained in this Preliminary Offering Circular is subject to completion or amendment. These securities

Item 4

ADD EXHB 5 integrityaddltexhibit.htm EXPLANATION TO PART 1 Exhibit 99 Item 4 Number of Securities Offered 5,000,000,000 (4,178,305,473 by the Company; 821,694,527 by Selling Shareholders)

LETTER

United States securities and exchange commission logo December 1, 2021 Nelson Grist President and Chief Executive Officer Integrity Health Corporation 2375 East Camelback Rd.

Preliminary Offering Circular dated November 18, 2021

Table of Contents File No. 024- Preliminary Offering Circular dated November 18, 2021 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. Information contained in this Preliminary Offering Circular is subject to completion or amendment. These securities may not be sold nor may offers to buy be accepted before the O

MILAN SAHA, ESQ. Milan Saha, Esq. 80 Barton Road Plattsburgh, NY 12901 (646) 397-9056 Admitted in the State of New York

Exhibit 12.1 MILAN SAHA, ESQ. Milan Saha, Esq. 80 Barton Road Plattsburgh, NY 12901 (646) 397-9056 Admitted in the State of New York November 17, 2021 Nelson Grist Chief Executive Officer Integrity Health Corporation 2375 East Camelback Road, Suite 600 Phoenix, AZ 85016 Dear Mr. Grist: I have acted, at your request, as special counsel to Integrity Health Corporation, a Delaware corporation (the “C

Item 4

ADD EXHB 4 integrityaddltexhibit.htm EXPLANATION TO PART 1 Exhibit 99 Item 4 Number of Securities Offered 5,000,000,000 (4,178,305,473 by the Company; 821,694,527 by Selling Shareholders)

LETTER

United States securities and exchange commission logo November 10, 2021 Nelson Grist President and Chief Executive Officer Integrity Health Corporation 2375 East Camelback Rd.

Preliminary Offering Circular dated October 29, 2021

Table of Contents File No. 024- Preliminary Offering Circular dated October 29, 2021 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. Information contained in this Preliminary Offering Circular is subject to completion or amendment. These securities may not be sold nor may offers to buy be accepted before the Of

MILAN SAHA, ESQ. Milan Saha, Esq. 80 Barton Road Plattsburgh, NY 12901 (646) 397-9056 Admitted in the State of New York

Exhibit 12.1 MILAN SAHA, ESQ. Milan Saha, Esq. 80 Barton Road Plattsburgh, NY 12901 (646) 397-9056 Admitted in the State of New York October 15, 2021 Nelson Grist Chief Executive Officer Integrity Health Corporation 2375 East Camelback Road, Suite 600 Phoenix, AZ 85016 Dear Mr. Grist: I have acted, at your request, as special counsel to Integrity Health Corporation, a Delaware corporation (the ?Co

INTEGRITY HEALTH CORPORATION FORM OF SUBSCRIPTION AGREEMENT

Exhibit 4.1 INTEGRITY HEALTH CORPORATION FORM OF 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

Addendum to the Sale of LLC Interest Agreement, dated as of July 28, 2021, by and among the Integrity Health Corp., Sera Balderston and Lea Graf

Exhibit 2.2 ADDENDUM THIS addendum (“Addendum”) is dated as of July 28, 2021 and is made and entered into by and between Integrity Health Corporation, a Delaware corporation (“Buyer”), Lea Graf and Sera Balderston, in connection with Lea Graf’s sale of all of her interests in Medical Aesthetic Solutions, LLC, a Florida limited liability company, d/b/a Point Lumineux Med Spa (the “Company”) to Buye

Medical Aesthetic Solutions, LLC Financial Statements For the Period March 16, 2020 (Inception) Through December 31, 2020 Table of Contents

Exhibit 99.1 Medical Aesthetic Solutions, LLC Financial Statements For the Period March 16, 2020 (Inception) Through December 31, 2020 Table of Contents Independent Auditors? Report 2 Financial Statements Balance Sheet 3 Statement of Operations and Member?s Equity 4 Statement of Cash Flows 5 Notes to Financial Statements 6 - 10 1 Independent Auditor?s Report To the Member of Medical Aesthetic Solu

Sale of LLC Interest Agreement dated as of July 28, 2021, by and among the Integrity Health Corp. and Lea Graf.

EX-2.1 2 integrityex0201.htm SALE OF LLC INTEREST AGREEMENT Exhibit 2.1 SALE OF LLC INTEREST AGREEMENT THIS SALE OF LLC INTEREST AGREEMENT (this "Agreement") is dated as of July 28, 2021 (the "Effective Date"), and is made and entered into by and between Integrity Health Corporation, a Delaware corporation ("Buyer") and Lea Graf ("Seller"), in connection with Seller's sale of all of her interests

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 integrity8k.htm FORM 8-K 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 11, 2021 Integrity Health Corporation (Exact name of registrant as specified in its charter) Delaware 1-11765 22-3283541 (State or Other Jurisdic

FTEG / For The Earth Corp. TEXT-EXTRACT - -

August 7, 2019 Nelson Grist President and Chief Executive Officer For The Earth Corp.

LETTER

August 7, 2019 Nelson Grist President and Chief Executive Officer For The Earth Corp.

FTEG / For The Earth Corp. CORRESP - -

For The Earth Corp. 20 E Thomas Rd., Suite 2200 Phoenix, AZ 85012 August 8, 2019 Katherine Bagley, Staff Attorney, Division of Corporation Finance Office of Consumer Products U.S. Securities and Exchange Commission Washington, DC 20549 For The Earth Corp. Offering Statement on Form 1-A Post-Qualification Amendment No. 1 Filed July 30, 2019 File No. 024-10931 Dear Ms. Bagley: Kindly be advised that

FTEG / For The Earth Corp. PART II AND III - - PART II AND III

Table of Contents Post-Qualification Offering Circular Amendment No. 1 File No. 024-10931 Preliminary Offering Circular dated July 30, 2019 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. Information contained in this Preliminary Offering Circular is subject to completion or amendment. These securities may not

FTEG / For The Earth Corp. EX1A-12 OPN CNSL - - LEGAL OPINION

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia July 30, 2019 Board of Directors For the Earth Corp. 20 E Thomas Rd. Suite 2200 Phoenix, AZ 85012 Gentlemen: I have acted, at your request, as special counsel to For the Earth Corp.., a Delaware corporation, (“For the Earth Corp.”) for the pu

FTEG / For The Earth Corp. EX1A-4 SUBS AGMT - - SUBSCRIPTION AGREEMENT

Exhibit 4.1 For the Earth Corp. FORM OF 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 INDEFI

FTEG / For The Earth Corp. CORRESP - -

For the Earth, Inc. 20 E Thomas Rd., Suite 2200 Phoenix, AZ 85012 June 25, 2019 Mara Ransom Assistant Director Office of Consumer Products United States Securities and Exchange Commission Washington DC 20549 Re: For the Earth Corp. Offering Statement on Form 1-A Filed January 2, 2019 File No. 024-10931 Dear Ms. Rasnsom: Kindly be advised that For the Earth, Inc. (the “Company”) requests that its R

FTEG / For The Earth Corp. CORRESP - -

For the Earth, Inc. 20 E Thomas Rd., Suite 2200 Phoenix, AZ 85012 June 25, 2019 Mara Ransom Assistant Director Office of Consumer Products United States Securities and Exchange Commission Washington DC 20549 Re: For the Earth Corp. Offering Statement on Form 1-A Filed January 2, 2019 File No. 024-10931 Dear Ms. Rasnsom: Kindly be advised that For the Earth, Inc. (the “Company”) requests that its R

FTEG / For The Earth Corp. EX1A-2A CHARTER - - CERTIFICATE OF INCORPORATION

Exhibit 2.1 State of Delaware Secretary of State Division of Corporations Filed 04:00 PM 12/10/1993 CERTIFICATE OF INCORPORATION OF MEDJET INC. **** The undersigned incorporator for the purpose of incorporating or organizing a corporation under the General Corporation Law of the State of Delaware, certifies: FIRST: The name of the Corporation is MEDJET INC. SECOND: The address of the Corporation's

FTEG / For The Earth Corp. EX1A-12 OPN CNSL - - LEGAL OPINION

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia May 20, 2019 Board of Directors For the Earth Corp. 20 E Thomas Rd. Suite 2200 Phoenix, AZ 85012 Gentlemen: I have acted, at your request, as special counsel to For the Earth Corp.., a Delaware corporation, (“For the Earth Corp..”) for the pu

FTEG / For The Earth Corp. PART II AND III - - PART II AND III

Table of Contents Preliminary Offering Circular dated May , 2019 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

FTEG / For The Earth Corp. PART II AND III

Table of Contents Preliminary Offering Circular dated March 25, 2019 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

FTEG / For The Earth Corp. LEGAL OPINION

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia March 25, 2019 Board of Directors For the Earth Corp. 20 E Thomas Rd. Suite 2200 Phoenix, AZ 85012 Gentlemen: I have acted, at your request, as special counsel to For the Earth Corp.., a Delaware corporation, (“For the Earth Corp..”) for the

FTEG / For The Earth Corp. OPINION OF COUNSEL

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia February 25, 2019 Board of Directors For the Earth Corp. 20 E Thomas Rd. Suite 2200 Phoenix, AZ 85012 Gentlemen: I have acted, at your request, as special counsel to For the Earth Corp.., a Delaware corporation, (“For the Earth Corp..”) for t

FTEG / For The Earth Corp. SPECIMEN STOCK CERTIFICATE

Exhibit 3.1 1 2

FTEG / For The Earth Corp. PRELIMINARY OFFERING CIRCULAR A1

Table of Contents Preliminary Offering Circular dated February 25, 2019 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

FTEG / For The Earth Corp. CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION

Exhibit 2.3 State of Delaware Secretary of State Division of Corporations Delivered 01:18 PM 12/31/2018 FILED 01:18 PM 12/31/2018 SR 20188443404 - File Number 2364296 STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION The corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware does hereby certify: FIRST: That at a meeti

FTEG / For The Earth Corp. CORRESP - -

John E. Lux, Esq. 1629 K Street, Suite 300 Washington, DC 20006 Lux Law, pa (202) 780-1000 john.lux@securities- law.info February 25, 2019 Mara Ransom Division of Corporation Finance Office of Consumer Products U.S. Securities and Exchange Commission Washington, DC 20549 Re: For The Earth Corp. Offering Statement on Form 1-A Filed January 2, 2019 File No. 024-10931 Dear Attorney Ranson: On behalf

FTEG / For The Earth Corp. TEXT-EXTRACT - -

February 7, 2019 Nelson Grist Chief Executive Officer For The Earth Corp. 20 E. Thomas Road Suite 2200 Phoenix, AZ 85012 Re: For The Earth Corp. Offering Statement on Form 1-A Filed January 2, 2019 File No. 024-10931 Dear Mr. Grist: We have reviewed your offering statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better under

LETTER

February 7, 2019 Nelson Grist Chief Executive Officer For The Earth Corp. 20 E. Thomas Road Suite 2200 Phoenix, AZ 85012 Re: For The Earth Corp. Offering Statement on Form 1-A Filed January 2, 2019 File No. 024-10931 Dear Mr. Grist: We have reviewed your offering statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better under

FTEG / For The Earth Corp. 6.5 - INDEMNIFICATION AGREEMENT

Exhibit 6.5 INDEMNIFICATION AGREEMENT by and between For the Earth, Inc. and Nelson Grist Indemnitee 1 INDEMNIFICATION AGREEMENT THIS AGREEMENT is entered into, effective as September 12, 2018 of by and between For the Earth, Inc. a Delaware corporation (the “Company”), and Nelson Grist, INDEMNITEE (“Indemnitee”). WHEREAS, it is essential to the Company to retain and attract as directors and offic

FTEG / For The Earth Corp. 6.4 - EMPLOYMENT AGREEMENT

Exhibit 6.4 FOR THE EARTH, INC. EMPLOYMENT AGREEMENT Nelson Grist – President THIS EMPLOYMENT AGREEMENT (this "Agreement"), effective as of the Effective Date (as defined below), is entered into by and between For the Earth, Inc., a Delaware corporation (the "Company"), and Nelson Grist (the “Executive”). WHEREAS, the Company desires to employ the Executive and to enter into an agreement embodying

FTEG / For The Earth Corp. 6.7 - MANAGEMENT STOCKBONUS PLAN

Exhibit 6.7 For the Earth, Inc. Management Stock Bonus Plan For the Earth, Inc. Management Stock Bonus Plan Purpose This Plan’s purpose is to keep personnel of experience and ability in the employ of For the Earth, Inc. (“For the Earth, Inc.”) and its subsidiaries and to compensate them for their contributions to the growth and profits of For the Earth, Inc. and its subsidiaries and thereby induce

FTEG / For The Earth Corp. 6.6 - INCENTIVE STOCK OPTION PLAN

Exhibit 6.6 FOR THE EARTH, INC. INCENTIVE STOCK OPTION PLAN Plan Summary The plan provides that an aggregate of up to 100,000,000 shares of the Company's Common Stock may be optioned to officers and other key employees. The plan provides authority for a Stock Option Plan Committee to select the employees of the Company, and its subsidiaries, to whom incentive stock options will be granted. No pers

FTEG / For The Earth Corp. FORM OF SUBSCRIPTION AGREEMENT

EX1A-4 SUBS AGMT 5 fte1a-ex0401.htm FORM OF SUBSCRIPTION AGREEMENT Exhibit 4.1 For the Earth Corp. FORM OF 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 I

FTEG / For The Earth Corp. ANNUAL PERFORMANCE BONUS PLAN

Exhibit 6.8 FOR THE EARTH, INC. ANNUAL BONUS PERFORMANCE PLAN FOR EXECUTIVE OFFICERS December 31, 2018 FOR THE EARTH, INC. ANNUAL BONUS PERFORMANCE PLAN FOR EXECUTIVE OFFICERS SECTION 1. PURPOSE OF PLAN The purpose of the Plan is to promote the success of the Company by providing to participating executives bonus incentives that qualify as performance-based compensation within the meaning of Secti

FTEG / For The Earth Corp. PART II AND III

Table of Contents Preliminary Offering Circular dated December 31, 2018 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

FTEG / For The Earth Corp. BYLAWS

Exhibit 2.2 FOR THE EARTH, INC. BYLAWS BYLAWS OF FOR THE EARTH, INC. ARTICLE I OFFICES The principal office of the corporation shall be designated time to time by the corporation and may be within or outside of Delaware. The corporation may have such other offices, either within or outside Delaware, as the board of directors may designate or as the business of the corporation may require from time

FTEG / For The Earth Corp. AMENDED AND RESTATED ARTICLES OF INCORPORATION

Exhibit 2.1 State of Delaware Secretary of State Division of Corporations Delivered 04:26 PM 12/1812018 FILED 04:26 PM 1211812018 SR 20188232798 - File Number 2364296 STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION The corporation organized and existing under and by virtue of the General Corporation law of the State of Delaware does hereby certify: FIRST: That a meeting

FTEG / For The Earth Corp. 12 - LEGAL OPINION

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia December 31, 2018 Board of Directors For the Earth Corp. 20 E Thomas Rd. Suite 2200 Phoenix, AZ 85012 Gentlemen: I have acted, at your request, as special counsel to For the Earth Corp.., a Delware corporation, (“For the Earth Corp..”) for th

- CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION

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: 001-11765 Medjet, Inc. (Exact name of registrant as specified in its charte

- FORM 10QSB/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB/A (Mark One) |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2004 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: 1-11765 MEDJET INC. (N

- FORM 10-QSB

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

- FORM 10-QSB/A

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

- FORM 10QSB

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

- FORM 12B-25

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12B-25 Commission File Number 1-11765 CUSIP Number 58501K 10 7 NOTIFICATION OF LATE FILING (Check One): || Form 10-K, 10-KSB || Form 20-F || Form 11-K |X| Form 10-Q, 10-QSB || Form N-SAR For Period Ended: JUNE 30, 2004 - || Transition Report on Form 10-K || Transition Report on Form 10-Q || Transition Report on Form 20-F || Transition

- FORM 10-QSB

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

- FORM 12B-25

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12B-25 Commission File Number 1-11765 CUSIP Number 58501K 10 7 NOTIFICATION OF LATE FILING (Check One): || Form 10-K, 10-KSB || Form 20-F || Form 11-K |X| Form 10-Q, 10-QSB || Form N-SAR For Period Ended: MARCH 31, 2004 - || Transition Report on Form 10-K || Transition Report on Form 10-Q || Transition Report on Form 20-F || Transition

- FORM 10-KSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - FORM 10-KSB (MARK ONE) |X| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2003 || 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 : 1-11765 MEDJET INC.

- FORM 12B-25

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12B-25 Commission File Number 1-11765 CUSIP Number 58501K 10 7 NOTIFICATION OF LATE FILING (Check One): |X| Form 10-K, 10-KSB || Form 20-F || Form 11-K || Form 10-Q, 10-QSB || Form N-SAR For Period Ended: DECEMBER 31, 2003 - || Transition Report on Form 10-K || Transition Report on Form 10-Q || Transition Report on Form 20-F || Transit

- 10-QSB REPORT

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

EX-99.1

EXHIBIT 32.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 IN ACCORDANCE WITH THE RULES AND REGULATIONS OF THE SECURITIES AND EXCHANGE COMMISSION, THE FOLLOWING CERTIFICATION SHALL NOT BE DEEMED TO BE FILED WITH THE COMMISSION UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, OR OTHERWISE SUBJECT TO THE LIABILITIES OF SE

EX-99.2

EXHIBIT 31.2 CERTIFICATION I, Teresa R. Mathias, certify that: 1. I have reviewed this quarterly report on Form 10-QSB for the quarter ended June 30, 2003 of Medjet Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were

EX-99

EXHIBIT 32.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 IN ACCORDANCE WITH THE RULES AND REGULATIONS OF THE SECURITIES AND EXCHANGE COMMISSION, THE FOLLOWING CERTIFICATION SHALL NOT BE DEEMED TO BE FILED WITH THE COMMISSION UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, OR OTHERWISE SUBJECT TO THE LIABILITIES OF SE

- FORM 10-QSB

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

EX-99.1

EXHIBIT 31.1 CERTIFICATION I, Eugene I. Gordon, Ph.D., certify that: 1. I have reviewed this quarterly report on Form 10-QSB for the quarter ended June 30, 2003 of Medjet Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statement

- FORM 10-QSB

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

EX-99

EXHIBIT 99.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Medjet Inc. (the "Company") on Form 10-QSB for the period ended March 31, 2003 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Teresa R. Mathias, Vice President - Finance and Human R

EX-99

EXHIBIT 99.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Medjet Inc. (the "Company") on Form 10-QSB for the period ended March 31, 2003 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Eugene I. Gordon, Chief Executive Officer of the Compan

EX-99

Exhibit 99.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Medjet Inc. (the "Company") on Form 10-KSB for the year ended December 31, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Teresa R. Mathias, Vice President - Finance and Human Res

EX-99

EX-99 4 medjetexh991.txt EXHIBIT 99.1 Exhibit 99.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Medjet Inc. (the "Company") on Form 10-KSB for the year ended December 31, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Eugene I. Gordon, C

- EXHIBIT 10-KSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - FORM 10-KSB (MARK ONE) |X| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2002 || 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 : 1-11765 MEDJET INC.

Insider Trades - 5

FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Form 3 Holdings Reported Form 4 Transactions Reported ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a)

- FORM 10-QSB

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

EX-10

EXHIBIT 10.2 AMENDMENT NUMBER TWO OF RESEARCH, DEVELOPMENT AND EXPERIMENTAL COST SHARING AGREEMENT This AMENDMENT NUMBER TWO OF RESEARCH, DEVELOPMENT AND EXPERIMENTAL COST SHARING AGREEMENT, dated as of August 23, 2002, (the "Agreement") is entered into by and among VISX, Incorporated, a Delaware corporation ("VISX") and Medjet Inc., a Delaware corporation (the "Company"). BACKGROUND A. VISX and t

EX-10

EX-10 6 gordonamend.txt EXHIBIT 10.4 EXHIBIT 10.4 AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT AMENDMENT NO. 2 dated as of August 26, 2002 between MEDJET INC. (the "Company"), a Delaware corporation having an office at 1090 King Georges Post Road, Suite 301, Edison, New Jersey 08837 and EUGENE I. GORDON ("Executive"), residing at 1535 Coles Avenue, Mountainside, New Jersey 07092 to the EMPLOYMENT AGREE

EX-10

EXHIBIT 10.1 AMENDMENT OF RESEARCH, DEVELOPMENT AND EXPERIMENTAL COST SHARING AGREEMENT This AMENDMENT OF RESEARCH, DEVELOPMENT AND EXPERIMENTAL COST SHARING AGREEMENT, dated as of August 16, 2002, (the Agreement") is entered into by and among VISX, Incorporated, a Delaware corporation ("VISX") and Medjet Inc., a Delaware corporation (the "Company"). BACKGROUND - A. VISX and the Company are partie

EX-10

EXHIBIT 10.3 AMENDMENT NUMBER THREE AND ASSIGNMENT OF RESEARCH, DEVELOPMENT AND EXPERIMENTAL COST SHARING AGREEMENT This AMENDMENT NUMBER THREE AND ASSIGNMENT OF RESEARCH, DEVELOPMENT AND EXPERIMENTAL COST SHARING AGREEMENT, dated as of August 27, 2002 (the "Amendment"), is entered into by and among VISX, Incorporated, a Delaware corporation ("VISX"), Medjet Inc., a Delaware corporation ("Medjet")

EX-99

EXHIBIT 99.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Medjet Inc. (the "Company") on Form 10-QSB for the period ended June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Cheryl A. Blake, Vice President - Finance and Human Reso

EX-99

EXHIBIT 99.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Medjet Inc. (the "Company") on Form 10-QSB for the period ended June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Eugene I. Gordon, Chief Executive Officer of the Company

EX-99

EXHIBIT 99.1 - PRESS RELEASE MEDJET ANNOUNCES TERMINATION OF MERGER AND R&D AGREEMENTS WITH VISX Monday November 11, 4:30 pm ET EDISON, N.J.-(BUSINESS WIRE)-Nov. 11, 2002 -Medjet Inc. (BB:MDJT) announced today that VISX, Incorporated has elected to terminate the Agreement and Plan of Merger and Reorganization, as amended, originally executed on August 17, 2001, pursuant to which Medjet was to beco

Current Report

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 11, 2002 MEDJET INC. (Exact name of registrant as specified in its charter) DELAWARE 1-11765 22-3283541 (State or other (Commission File Number) (I.R.S. Employee jurisdiction of incorporat

EX-99

EXHIBIT 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Medjet Announces Extension of R&D Agreement with Visx PRESS RELEASE Edison, NJ - October 17, 2002 - Medjet Inc. (BB:MDJT) announced today that VISX, a Cayman corporation and wholly-owned subsidiary of VISX, Incorporated, has elected to extend the term of the Research, Development and Experimental Cost Sharing Agreement by an additional nine month per

Current Report

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 17, 2002 MEDJET INC. (Exact name of registrant as specified in its charter) DELAWARE 1-11765 22-3283541 (State or other (Commission File Number) (I.R.S. Employee jurisdiction of incorporati

Current Report

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 27, 2002 MEDJET INC. (Exact name of registrant as specified in its charter) DELAWARE 1-11765 22-3283541 (State or other (Commission File Number) (I.R.S. Employee jurisdiction of incorporatio

- FORM 10-QSB

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

EX-11

EXHIBIT 11 COMPUTATION OF NET INCOME (LOSS) PER SHARE THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30, JUNE 30, - - 2002 2001 2002 2001 - - - - NET INCOME (LOSS) PER SHARE Net Income (Loss) from Operations applicable to Common Stock $82,711 $(123,545) $55,083 $(422,259) Weighted Average Common Shares Outstanding 3,901,431 3,901,431 3,901,431 3,901,431 - - - - Net Income (Loss) Per Share $0.

EX-99

EX-99 5 medjet10qsbex992aug02.txt EXHIBIT 99.2 EXHIBIT 99.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Medjet Inc. (the "Company") on Form 10-QSB for the period ended June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Cheryl A.

EX-99

EXHIBIT 99.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Medjet Inc. (the "Company") on Form 10-QSB for the period ended June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Eugene I. Gordon, Chief Executive Officer of the Company

- FORM 10-KSB/A2

================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

EX-10

EXHIBIT 10.1 VISX, Incorporated 3400 Central Expressway Santa Clara, CA 95051 March 12, 2002 Dr. Eugene I. Gordon Chairman and Chief Executive Officer Medjet Inc. 1090 King Georges Post Road, Suite 301 Edison, NJ 08831 RE: RESEARCH, DEVELOPMENT AND EXPERIMENTAL COST SHARING AGREEMENT Dear Dr. Gordon: I am writing in reference to the Research, Development and Experimental Cost Sharing Agreement (th

- FORM 10-QSB/A

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

- FORM 10-QSB

10QSB 1 medjetform10qsbmay02.txt FORM 10-QSB ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB (Mark One) |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2002 OR || TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)

- FORM 10KSB/A

10KSB/A 1 medjet10ksbamay02.txt FORM 10KSB/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - FORM 10-KSB/A (MARK ONE) |X| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2001 || TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from

- PRELIMINARY PROXY STATEMENT

SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

- PRELIMINARY SCHEDULE 14/A

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

EX-10

EXHIBIT 10.8 1 LEASE Between BCE ASSOCIATES, L.P., Landlord and MEDJET INC., Tenant As of Dates: November 9, 2001 2 TABLE OF CONTENTS ARTICLE 1. DEMISE OF PREMISES ARTICLE 2. TERM ARTICLE 3. RENT ARTICLE 4. BASE RENT ADJUSTMENT ARTICLE 5. SECURITY ARTICLE 6. COMPLETION AND POSSESSION ARTICLE 7. USE OF PREMISES ARTICLE 8. REPAIR, REPLACEMENTS, ALTERATIONS ARTICLE 9. TENANT COVENANTS ARTICLE 10. LAN

- FORM 10-KSB

================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

EX-10

EXHIBIT 10.9 RESEARCH, DEVELOPMENT AND EXPERIMENTAL COST SHARING AGREEMENT This RESEARCH, DEVELOPMENT AND EXPERIMENTAL COST SHARING AGREEMENT (the "AGREEMENT") is entered into as of August 17, 2001 (the "EFFECTIVE DATE") by and between VISX, Incorporated ("VISX"), a Delaware corporation, and Medjet Inc. ("MEDJET"), a Delaware corporation. BACKGROUND VISX desires to finance costs to support researc

EX-10

EXHIBIT 10.2 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT - AMENDMENT NO. 1 dated as of March 13, 2002 between MEDJET INC. (the "COMPANY"), a Delaware corporation having an office at 1090 King Georges Post Road, Suite 301, Edison, New Jersey 08837 and EUGENE I. GORDON ("EXECUTIVE"), residing at 1535 Coles Avenue, Mountainside, New Jersey 07092 to the EMPLOYMENT AGREEMENT dated as of April 9, 1999 betwe

EX-11

EX-11 6 medjetexh111.txt EXHIBIT 11.1 Exhibit 11.1 MEDJET INC. COMPUTATION OF NET INCOME (LOSS) PER SHARE December 31, - 2001 2000 - - NET INCOME (LOSS) PER SHARE Income (Loss) from Operations Applicable to Common Stock $ 66,763 $(841,667) - - Weighted Average Common Shares Outstanding 3,901,431 3,901,431 - - Net Income (Loss) Per Share $ 0.02 $ (0.22) ========= ========== NET INCOME (LOSS) PER SH

- INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

EX-11

EXHIBIT 11 MEDJET INC. COMPUTATION OF NET INCOME (LOSS) PER SHARE THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, - - 2001 2000 2001 2000 - - - - NET INCOME (LOSS) PER SHARE Income (Loss) from Operations Applicable to Common Stock $266,349 $182,364 $(155,910) $(517,898) Weighted Average Common Shares Outstanding 3,901,431 3,901,431 3,901,431 3,901,431 - - - - Net Income (Loss) Per

Quarterly Report - FORM 10-Q

10-Q 1 medjetsep2001q.txt FORM 10-Q ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB (Mark One) |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2001 OR || TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF T

EX-3

1 VOTING AND STOCK OPTION AGREEMENT This VOTING AND STOCK OPTION AGREEMENT (the "Agreement") is made and entered into as of August 17, 2001 by and between VISX, Incorporated, a Delaware corporation ("Parent"), and Eugene I.

EX-6

EX-6 8 f75398ex6.txt EXHIBIT 6 1 EXHIBIT 6 Warrant No. to acquire 325,000 shares THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THIS WARRANT AND SUCH SHARES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT. THIS WARRANT AND SUCH SHARES MAY NOT BE TRANSFERRED

Activist Investment - SCHEDULE 13D

1 Schedule 13D Page 1 of 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 Medjet Inc. - - (Name of Issuer) - - Common Stock, $0.001 Par Value - - (Title of Class of Securities) - - 58501K-107 - - (CUSIP Number) - -

EX-4

EX-4 6 f75398ex4.txt EXHIBIT 4 1 NON-EXCLUSIVE LICENSE AGREEMENT THIS NON-EXCLUSIVE LICENSE AGREEMENT (the "Agreement") is entered into as of August 17, 2001, by and between VISX, Incorporated ("VISX"), a Delaware corporation, and Medjet Inc. ("Medjet"), a Delaware corporation. BACKGROUND Concurrently with the execution of this Agreement, VISX, Orion Acquisition Corp., a Delaware corporation and w

EX-2

1 ================================================================================ AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG VISX, INCORPORATED, ORION ACQUISITION CORP.

EX-7

EX-7 9 f75398ex7.txt EXHIBIT 7 1 EXHIBIT 7 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE PURSUANT TO IT HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. SUCH SECURITIES MAY NOT BE SOLD, TRANSFERRED OR PLEDGED IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS THE COMPANY RECEIVES AN OPINION OF COUNSEL (WHICH MAY BE COUNSEL FOR THE COMPA

EX-1

EX-1 3 f75398ex1.txt EXHIBIT 1 1 ================================================================================ SHARE TRANSFER AGREEMENT AUGUST 17, 2001 ================================================================================ 2 TABLE OF CONTENTS PAGE - Section 1 Purchase and Sale of Stock.............................................................2 1.1 Sale of Stock.....................

EX-2

EX-2 3 medjetex21meragr.txt EXHIBIT 2.1 MERGER AGREEMENT ================================================================================ Exhibit 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG VISX, INCORPORATED, ORION ACQUISITION CORP. AND MEDJET INC. DATED AS OF AUGUST 17, 2001 ================================================================================ TABLE OF CONTENTS PA

EX-10

EXHIBIT 10.1 VOTING AND STOCK OPTION AGREEMENT This VOTING AND STOCK OPTION AGREEMENT (the "Agreement") is made and entered into as of August 17, 2001 by and between VISX, Incorporated, a Delaware corporation ("Parent"), and Eugene I. Gordon, the undersigned stockholder ("Stockholder") of Medjet Inc., a Delaware corporation (the "Company"). BACKGROUND A. Concurrently with the execution of this Agr

EX-99

Exhibit 99.1 [GRAPHIC OMITTED] NEWS RELEASE VISX CONTACT: For Immediate Distribution Lola Wood: (408) 733-2020 E-Mail: [email protected] Web: http://www.visx.com MEDJET CONTACT: Eugene I. Gordon: (732) 738-3990 Email: [email protected] Web: http://www.medjetinc.com VISX AND MEDJET ANNOUNCE R&D AGREEMENT AND MERGER OPTION SANTA CLARA, CALIFORNIA, AUGUST 20, 2001 - VISX, Incorporated (NYSE Symbol: EYE

Current Report

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 17, 2001. MEDJET INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 1-11765 22-3283541 (State or Other (Commission File Number) (I.R.S. Employee Jurisdiction of Incorporati

- PERIOD ENDING 6/30/01

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Quarterly Report - QUARTERLY REPORT

10-Q 1 d25593f10q.txt QUARTERLY REPORT ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2001 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF T

- ANNUAL REPORT

================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12B-25 Commission File Number 1-11765 NOTIFICATION OF LATE FILING (Check One): |X| Form 10-K, 10-KSB || Form 20-F || Form 11-K || Form 10-Q, 10-QSB || Form N-SAR For Period Ended: DECEMBER 31, 2000 - || Transition Report on Form 10-K || Transition Report on Form 10-Q || Transition Report on Form 20-F || Transition Report

EX-11

EXHIBIT 11 MEDJET INC. COMPUTATION OF NET INCOME (LOSS) PER SHARE Three Months Ended Nine Months Ended September 30, September 30, - - 2000 1999 2000 1999 - - - - NET INCOME (LOSS) PER SHARE Income (Loss) from Operations Applicable to Common Stock $ (182,364) $ (358,293) $ (517,898) $ (910,459) Weighted Average Common Shares Outstanding 3,901,431 3,901,431 3,901,431 3,891,555 - - - - Net Income (L

EX-27

5 This schedule contains summary financial information extracted from the September 30, 2000 (unaudited) financial statements of Medjet Inc.

- QUARTERLY REPORT

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

EX-27

5 This schedule contains summary financial information extracted from the June 30, 2000 (unaudited) financial statements of Medjet Inc.

- QUARTERLY REPORT

================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.