- Amended Current report filing (8-K/A)
19 Januar 2010 - 5:07PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K/A
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of the Securities and Exchange Act of 1934
Date of
Report (Date of earliest reported): December 15, 2009
WELLSTAR INTERNATIONAL,
INC.
(Exact
name of registrant as specified in charter)
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Nevada
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333-130295
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20-1834908
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(State or Other Jurisdiction
of
Incorporation
or Organization)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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6911
Pilliod Road
Holland,
Ohio 43528
(Address
of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code:
(419) 865-0069
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):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 5.03
Amendments to
Articles of Incorporation or Bylaws; Change in Fiscal Year.
On
December 15, 2009, Wellstar International, Inc. (the “Company”) filed a
Certificate of Change with the State of Nevada to reverse split the outstanding
and authorized common stock on a basis of one for 100 shares of common stock
resulting in a decrease in the number of authorized issued and outstanding
shares at the ratio of 100 for one. No fractional shares shall be
issued. In lieu of issuing fractional shares, the Company will issue to any
shareholder who otherwise would have been entitled to receive a fractional share
as a result of the reverse split an additional full share of its common
stock. The above transactions were approved by the Board of Directors
of the Company. The effective date of the reverse split was January
15, 2010. As a result of the reverse split, the Company will have
approximately 200,000,000 shares issued and outstanding and 200,000,000 shares
of common stock authorized.
On
January 14, 2010, the Company was informed by FINRA that it approved the reverse
split for the Company which took effect at the open of business on January 15,
2010. FINRA advised the Company that a “D” will be placed on the
trading symbol as a 5
th
character. The new Company symbol as of January 15, 2010 will be
WLSID. The “D” will remain as part of our symbol for 20 business
days.
The
foregoing information is a summary of each of the agreements involved in the
transactions described above, is not complete, and is qualified in its entirety
by reference to the full text of those agreements, each of which is attached an
exhibit to this Current Report on Form 8-K. Readers should review
those agreements for a complete understanding of the terms and conditions
associated with this transaction.
Item 9.01
Financial Statements and Exhibits
(c)
Exhibits.
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Exhibit
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Number
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Description
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3.1
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Certificate
of Change to the Certificate of Incorporation
(1)
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(1) Incorporated
by reference to the Form 8-K Current Report filed by the Securities and Exchange
Commission on December 18, 2009
SIGNATURES
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.
WELLSTAR
INTERNATIONAL, INC.
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Date:
January 19, 2010
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By:
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/s/ John
Antonio
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Name:
John Antonio
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Title:
CEO
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