0001004878-20-000046.txt : 20200317
0001004878-20-000046.hdr.sgml : 20200317
20200317132242
ACCESSION NUMBER: 0001004878-20-000046
CONFORMED SUBMISSION TYPE: 8-K/A
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20200225
ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
ITEM INFORMATION: Unregistered Sales of Equity Securities
ITEM INFORMATION: Financial Statements and Exhibits
FILED AS OF DATE: 20200317
DATE AS OF CHANGE: 20200317
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: PIERRE CORP.
CENTRAL INDEX KEY: 0001652958
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082]
IRS NUMBER: 474046237
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 8-K/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-55647
FILM NUMBER: 20720272
BUSINESS ADDRESS:
STREET 1: 750 N. SAN VICENTE, SUITE 800 WEST
CITY: WEST HOLLYWOOD
STATE: CA
ZIP: 90069
BUSINESS PHONE: 818-855-8199
MAIL ADDRESS:
STREET 1: 750 N. SAN VICENTE, SUITE 800 WEST
CITY: WEST HOLLYWOOD
STATE: CA
ZIP: 90069
FORMER COMPANY:
FORMER CONFORMED NAME: Wadena Corp.
DATE OF NAME CHANGE: 20150911
8-K/A
1
form8kamd203note3-20.txt
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported): February 25, 2020
PIERRE CORP.
---------------------------------
(Exact name of Registrant as specified in its charter)
Nevada 333-227286 467-4046237
------------------- -------------------- -------------------
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
75 E Santa Clara St., 6th Floor
San Jose, CA 95113
----------------------------------------
(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (818) 855-8199
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligations of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17CFR 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-14c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Trading Symbol(s) on Which Registered
------------------- ----------------- ---------------------
None N/A N/A
Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (ss.203.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (ss.204.12b-2 of this
chapter.
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has
elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act. [ ]
1
Item 2.03. Creation Of Direct Financial Obligation Or An Obligation Under An
Off-Balance Sheet Arrangement Of A Registrant.
During February and March 2020 the Company sold convertible notes in the
principal amount of $164,000. The notes are unsecured, bear interest at 8% per
year, and are due and payable on February 15, 2021
At the option of the holder, the notes can be converted into shares of the
Company's common stock. The number of shares of the Company's common stock which
will be issued upon any conversion will be determined by dividing the amount to
be converted by $0.25.
Item 3.02. Unregistered Sale of Equity Securities.
The Company relied upon the exemption provided by Section 4(a)(2) of the
Securities Act of 1933 in connection with sale of the securities described in
Item 2.03 of this report. The persons who acquired these securities were
sophisticated investors and were provided full information regarding the
Company's operations. There was no general solicitation in connection with the
sale of the notes. The persons who acquired the notes acquired them for their
own accounts. The notes cannot be sold except pursuant to an effective
registration statement or an exemption from registration.
Item 9.01 Financial Statement and Exhibits
Number Description
4.1 Form of Convertible Note
2
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.
Date: March 16, 2020.
PIERRE CORP.
By: /S/ J. Jacob Isaacs
-------------------------------
J. Jacob Isaacs, Chief Executive
Officer
EX-4
2
form8k203noteex41march-20.txt
EXHIBIT 4.1
$------------
CONVERTIBLE NOTE
Pierre Corp., a corporation duly organized and existing under the laws of
Nevada (herein referred to as the "Company"), for value received, hereby
promises to pay to the order of __________________, the principal sum of
$___________ on or before February 15, 2021, at the office of the Company in
such coin or currency of the United States of America as at the time of payment
is legal tender for the payment of public and private debts, and to pay interest
on said principal sum at the rate of 8% per annum, at said office, in like coin
or currency.
At the option of the holder hereof, this Note or any portion hereof which
is $100 or any integral multiple of $100 may, at any time on or before the
payment of this Note, be converted at the principal amount hereof, or of such
portion hereof, into fully paid and nonassessable shares of common stock of the
Company upon surrender of this Note to the Company at its office or agency,
accompanied by written notice of election to convert and (if so required by the
Company) instruments of transfer in form satisfactory to the Company, duly
executed by the holder or by his duly authorized attorney.
The number of shares of the Company's common stock which will be issued
upon any conversion will be determined by dividing the amount to be converted by
$0.25.
This Note shall be deemed to be a contract made under the laws of Nevada
and for all purposes shall be construed in accordance with the laws of Nevada.
Dated: _________, 2020
PIERRE CORP.
By:
----------------------------------------
J. Jacob Isaacs, Chief Executive Officer