- Current report filing (8-K)
22 März 2010 - 2:41PM
Edgar (US Regulatory)
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): March 22, 2010 (March 19,
2010)
CardioGenics
Holdings Inc.
(Exact
Name of Registrant as Specified in its Charter)
Nevada
|
000-28761
|
88-0380546
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification)
|
6295
Northam Drive, Unit 8, Mississauga, Ontario, L4V 1W8
(Address
of Principal Executive Offices)(Zip Code)
Registrant’s
telephone number, including area code: 905.673.8501
(Former
Name or Former Address, if Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (
see
General
Instruction A.2. below):
o
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item 1.01 Entry Into Material Definitive
Agreement
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Item 9.01 Exhibits
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SIGNATURE
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Item
1.01 – Entry Into Material Definitive Agreement
On March
19, 2010, CardioGenics Holdings Inc., a Nevada corporation (the “Company”) and
YA Global Master SPV Ltd., a Cayman Islands exempt limited partnership (“
YA Global
”) entered
into a letter of agreement terminating, effective as of March 19, 2010, a
certain Standby Equity Distribution Agreement dated March 12, 2009 between the
Company and YA Global (the “
SEDA
”) and a certain
Registration Rights Agreement dated March 12, 2009 also between the Company and
YA Global (the “
YA
Letter Agreement
”). The SEDA, by its terms, had not become effective as
of the effective date of the termination.
The
foregoing description of the YA Letter Agreement does not purport to be complete
and is qualified in its entirety by reference to the full text of the YA Letter
Agreement filed as Exhibit 10.1 hereto, which is incorporated herein by
reference.
The SEDA
and the Registration Rights Agreement are also incorporated herein by reference
to Exhibits 10.1 and 10.2 of the Company’s Current Report on Form 8-K filed with
the SEC on March 13, 2009.
Item
9.01 Exhibits.
Index
to Exhibits
10.1
|
Letter
Agreement dated March 19, 2010 between CardioGenics Holdings Inc. and YA
Global Master SPV Ltd.
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
|
CARDIOGENICS
HOLDINGS INC.
|
|
|
|
|
|
|
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By:
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/s/
Yahia Gawad
|
|
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Name:
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Yahia
Gawad
|
|
|
Title:
|
Chief
Executive Officer
|
Dated:
March 22, 2010
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