ECOSCIENCES, INC. (OTCMKTS:ECEZ) Files An 8-K Changes in Control of Registrant
Item 5.01 Changes in Control of Registrant.
On April 13, 2017, Joel Falitz (Falitz), the
President and CEO of Ecosciences, Inc., a Nevada corporation (the
Company), and Maverick, LLC, a Nevis limited
liability company (Maverick), entered into a
stock purchase agreement (the Stock Purchase
Agreement), to which Falitz purchased an aggregate of
200,000 shares (the Shares) of Series B
Non-Convertible Preferred Stock, par value $0.0001 per share (the
Series B Preferred Stock), of the Company held
by Maverick in consideration for 2,000,000 shares of Series C
Convertible Preferred Stock, par value $0.0001 per share (the
Series C Preferred Stock), of the Company held
by Falitz (the Transaction). The Shares
represent approximately 100% of the outstanding shares of Series
B Preferred Stock of the Company. Ester Barrios is the Managing
Member of Maverick, LLC and has voting and dispositive control
over these securities.
to the Certificate of Designation for the Series B Preferred
Stock filed with the Secretary of State of the State of Nevada on
May 8, 2014, the outstanding shares of Series B Preferred Stock
are entitled to vote together with the shares of Common Stock and
other voting securities of the Company as a single class and,
regardless of the number of shares of Series B Preferred Stock
outstanding and as long as at least one of such shares of Series
B Preferred Stock is outstanding, shall represent eighty percent
(80%) of all votes entitled to be voted at any annual or special
meeting of stockholders of the Company or action by written
consent of stockholders. Each outstanding share of the Series B
Preferred Stock shall represent its proportionate share of the
80% which is allocated to the outstanding shares of Series B
Non-Convertible Preferred Stock. The Series B Preferred Stock
have no redemption or dividend rights.
Due to the 80% voting rights of the Series B Preferred Stock (as
summarized under Item 1.01 of this Form 8-K), upon the
consummation of the Transaction on April 13, 2017, there was a
change in control of the Company.
The Stock Purchase Agreement contained customary representations,
warranties and covenants made by Falitz and Maverick. The Stock
Purchase Agreement is filed as Exhibit 10.1 to this Form 8-K and
are incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number: | Description: | |
| 10.1 |
Stock Purchase Agreement, dated as of April 13, 2017, between Joel Falitz and Maverick LLC |
About ECOSCIENCES, INC. (OTCMKTS:ECEZ)
Ecosciences, Inc. is focused on the development, production and sale of environmentally focused wastewater products. The Company produces organic tablets and powders to be used regularly and in lieu of harmful chemical cleaning products in grease trap and septic tank systems. The Company, through its subsidiary Eco-Logical Concepts Inc., provides bio-remediation services for sewers, sludge ponds, septic tanks, lagoons, farms, car washes, portable sanitation facilities, grease tanks, lakes and ponds. The Company also provides a suite of tablet-based products that can be added to waste systems. The active ingredients in its tablets oxygenate wastewater, remove hydrogen sulfide odors, prevent corrosion in wastewater systems and initiate aerobic biological breakdown of organic sludge, including fats, oils and grease. The Company’s products, which serve various market segments, include Tank-Eze Wastewater Tablets, Trap-Eze Grease Trap Tablets and Wash-Eze Car Wash Tablets. ECOSCIENCES, INC. (OTCMKTS:ECEZ) Recent Trading Information
ECOSCIENCES, INC. (OTCMKTS:ECEZ) closed its last trading session down -0.00020 at 0.00110 with 13,270,300 shares trading hands.
