EnzymeBioSystems (OTCMKTS:ENZB) Files An 8-K Other Events
Item 8.01 – Other Events
On January 17, 2017, the Board of Directors and a majority
shareholders of EnzymeBioSystems (the Company) approved the
dividend spin-off of the Company’s wholly owned subsidiary,
Shareholder Acquisition Corp. The Company incorporated
Shareholder Acquisition Corp., a Nevada corporation, as its
wholly owned subsidiary on January 10, 2017. Barry Hall is the
sole officer/director of Shareholder Acquisition Corp.
Shareholder Acquisition Corp. has been issued CUSIP number:
81950D101.
Dividend Spin-off
Based on Shareholder and Board approval, EnzymeBioSystems will
spin-off Shareholder Acquisition Corp., its wholly owned
subsidiary, as a dividend to its shareholders. Once the dividend
spin-off takes place, Shareholder Acquisition Corp. will no
longer be owned nor managed by EnzymeBioSystems. Shareholder
Acquisition Corp. will have different management than
EnzymeBioSystems. For this reason, all shareholders of
EnzymeBioSystems will be issued a pro-rata stock dividend of
Shareholder Acquisition Corp. based their ownership in
EnzymeBioSystems. This dividend will apply to both common and
preferred shareholders.
Each common and preferred shareholder will receive one (1) share,
par value $0.001, of Shareholder Acquisition Corp. common or
preferred stock for each eight hundred (800) shares of
EnzymeBioSystems common and preferred stock currently owned. Any
fractional share(s) will be rounded to the nearest whole share.
The stock transfer agent responsible for the issuance of
Shareholder Acquisition Corp. dividend shares will be: Globex
Transfer, LLC,780 Deltona Blvd., Suite 202, Deltona, FL 32725,
telephone number: (813) 344-4490. The shares will be issued
initially in book entry form. If a shareholder desires a physical
share certificate, they will need to contact directly Globex
Transfer, LLC, and make arrangements to obtain their share
certificate.
Purpose of the Dividend Spin-off
EnzymeBioSystems has made arrangements with Her Imports, formerly
known as EZJR, Inc., a Nevada corporation, to acquire Shareholder
Acquisition Corp., following the dividend spin-off. Once acquired
as a wholly owned subsidiary of Her Imports, common shares of Her
Imports will be exchanged for shares of Shareholder Acquisition
Corp., on a pro-rata basis. After the exchange takes place, the
subsidiary will be collapsed into Her Imports. In order to help
facilitate the transition of Shareholder Acquisition Corp into
Her Imports, the sole officer of Shareholder Acquisition Corp.,
Barry Hall is the Chief Executive Officer of Her Imports.
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In December 2016, Her Imports announced that it was working to
obtain a listing on the NYSE MKT exchange. Her Imports desires to
acquire this spin-off, in order to help Her Imports increase its
shareholder base, in order to assist Her Imports to qualify for
the NYSE MKT listing requirements.
Dividend Record and Payment Date
EnzymeBioSystems established January 30, 2017 as the dividend
record date; and February 28, 2017 as the payment date. Each
shareholder will receive a dividend of one share of common, par
value $0.001 or preferred, par value $0.001, for each eight
hundred (800) shares of EnzymeBioSystems common and preferred
stock currently owned on the record date.
As of January 17, 2017, EnzymeBioSystems has 16,641,822 common
shares issued and outstanding and 2,500,000 voting preferred
shares issued and outstanding prior to the spin-off dividend;
and, as a result the spin-off stock dividend, Shareholder
Acquisition Corp. will have approximately 21,000 common shares
and 3,125 preferred like kind shares issued and outstanding
following the dividend. After the issuance of the spin-off
dividend, Shareholder Acquisition Corp. will no longer be part of
EnzymeBioSystems.
Item 9.01 – Financial Statements, Pro Forma Financial
Information and Exhibits.
(d) Exhibits:
| Incorporated by reference | ||||||
| Exhibit | Exhibit Description | Filed herewith | Form | Period Ending | Exhibit | Filing Date |
| 10.4 |
Business Purchase Agreement between EnzymeBioSystems and Her Imports dated January 12, 2017 |
X |
About EnzymeBioSystems (OTCMKTS:ENZB)
EnzymeBioSystems is a development-stage company. The Company researches specialty enzymes and enzyme related products. The Company utilizes enzyme technologies to develop commercial solutions for a range of applications within the specialty chemical industry. It seeks to develop specialty enzymes to eliminate the side effects and toxicity of the new commercially developed products. The Company’s product candidate, Amooranin, is indicated for the treatment of multiple breast cancer. Amooranin is a triterpene acid with a structure isolated from the stem bark of Amoora rohituka, a tropical tree in India. The Company intends to research the study of the use of Amooranin. Specifically, the two areas of this study includes an exam of the in vitro cytotoxicity of Amooranin against hepatocellular carcinoma cells, and investigate the dose responsive antitumor actions of Amooranin against chemically induced hepatic tumorgenesis in rats and dogs. EnzymeBioSystems (OTCMKTS:ENZB) Recent Trading Information
EnzymeBioSystems (OTCMKTS:ENZB) closed its last trading session 00.0000 at 0.0968 with shares trading hands.