Quarterly report pursuant to sections 13 or 15(d)

Subsequent Events

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Subsequent Events
6 Months Ended
Mar. 31, 2013
Subsequent Events [Abstract]  
Subsequent Events

Note 5. Subsequent Events

 

On April 19, 2013, the Company entered into a Binding Letter of Intent (the “LOI”) with Arch Therapeutics, Inc., a Massachusetts company (“Arch”), in connection with a proposed reverse acquisition transaction between the Company and Arch pursuant to which the Company would enter into a reverse triangular merger with Arch (the “Merger”) and the Company would acquire all of the issued and outstanding capital stock and convertible notes and warrants of Arch in exchange for the issuance of 20,000,000 shares of the Company’s common stock to the shareholders of Arch. Arch operates as a life science company developing polymers containing peptides intended to form gel-like barriers over wounds to stop or control bleeding.

 

On April 19, 2013, subsequent to the Company’s fiscal quarter ended March 31, 2013, Mr. Powers resigned as the Company’s sole officer and director and Mr. Norchi was appointed as the Company’s director and sole officer, and Mr. Avtar Dhillon was appointed as a director.

 

On May 10, 2013, pursuant to the terms of the LOI, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Arch and Arch Acquisition Corporation, a Massachusetts corporation and the Company’s wholly-owned subsidiary (“Merger Sub”). In accordance with the Merger Agreement, Merger Sub will merge with and into Arch (the “Merger”), with Arch surviving the Merger upon the terms and subject to the conditions set forth in the Merger Agreement.

 

As set forth in the Merger Agreement, the Company will acquire all of the issued and outstanding capital stock and convertible notes and warrants of Arch (through a reverse acquisition transaction) in exchange for the issuance to the holders thereof of 20,000,000 shares of the Company’s common stock. The stockholders of Arch will receive two and one-half shares of the Company’s common stock for each share of common stock of Arch held by them immediately prior to the effective time of the Merger.