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): September 29, 2016
Enhance Skin Products Inc.
(Exact Name of Registrant as Specified in Charter)
Nevada | 000-52755 | 84-1724410 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
50 West Liberty Street, Suite 880, Reno NV | 80246 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (416) 306-2493
(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:
[ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
SECTION 1 - REGISTRANT’S BUSINESS AND OPERATIONS
ITEM 1.01 - ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On September 29, 2016, the Company and Integumen Limited (“Integumen”) formerly Biosurface Limited entered into an agreement amending the Option Agreement entered into by the parties on July 7, 2016 as amended July 29, 2016, August 12, 2016, August 24, 2016, September 1, 2016, September 8, 2016, September 15, 2016 and September 23 (the “Option Amendment Agreement”). The Option Amendment Agreement extends the expiration date of the option in the Option Agreement from September 28, 2016 to September 30, 2016. All other terms of the Option Agreement remain unchanged.
The foregoing description of Option Amendment Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the foregoing document, which is filed as Exhibits 10.1 hereto, and which is incorporated herein by this reference.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
10.1 | Option Amendment Agreement |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Enhance Skin Products Inc. | ||
By: | /s/ Donald Nicholson | |
Donald Nicholson | ||
President/CEO, Principal Executive Officer |
Dated: September 29, 2016
SIDE LETTER
INTEGUMEN LIMITED |
|
Sand Hutton Applied Innovation Campus | |
Sand Hutton | |
York | |
North Yorkshire | |
YO41 1LZ | |
England | |
ENHANCE SKIN PRODUCTS INC | |
50 West Liberty Street | |
Suite 880 | |
Reno | |
NV 89501 | |
United States of America |
29 September 2016
Re | Enhance Skin Products Inc. (the “Company”) |
Dear Sirs
We refer to the option agreement, dated 7 July 2016, between (1) Integumen Limited, formally known as BioSurface Limited (“Integumen”) and (2) the Company (the “Option Agreement”). This letter constitutes a side letter to the Option Agreement.
Save as otherwise provided for in this letter, defined terms used in this letter shall have the meaning ascribed to such terms in the Option Agreement.
We the undersigned being all of the parties to the Option Agreement hereby agree and confirm that, in consideration for the participation by each party hereto in the good faith negotiations in relation to the entry into an asset purchase agreement in relation to certain assets owned by the Company, the Option Agreement shall be amended, in accordance with Clause 10.3 of the Option Agreement, by the deletion of the current Clause 3.2 of the Option Agreement and its replacement with the following new Clause 3.2:
“3.2 The Option shall lapse on 30 September 2016.”
This letter may be executed in any number of counterparts each of which when executed and delivered shall be an original, but all the counterparts together shall constitute one and the same instrument.
This letter shall be governed by the laws of England and Wales and the parties hereby irrevocably submit to the jurisdiction of the courts of England and Wales in relation to any dispute arising from, or in connection with, this letter.
Yours faithfully
Duly authorised, for and on behalf of | Duly authorised, for and on behalf of | |
INTEGUMEN LIMITED |
ENHANCE SKIN PRODUCTS INC. |