Radient Pharmaceuticals Corporation fka RXPC

[guardiangel]

Here is why there has to be no changes or needed updates in the 2010 pDx angel investors investment of 11 million to radient....The 2010 investors total was 36....Since it was already over 35 they didn't have to amend it..


"The number of non-accredited investors who have invested in the offering, as long as the change does not increase the number to more than 35"

http://www.sec.gov/Archives/edgar/data/838879/000083887910000003/xslFormDX01/primary_doc.xml



Generally changes will require an amendment except for certain more administrative changes. The changes which do not require instant amendment include:

The address or relationship to the issuer of a related person identified in Item 3 of Form D;
The fund’s revenues or aggregate net asset value;
The minimum investment amount, if the change is an increase, or if the change, together with all other changes in that amount since the previously filed notice of sales on Form D, does not result in a decrease of more than 10%;
Any address or state(s) of solicitation shown in response to Item 12 of Form D;
The total offering amount, if the change is a decrease, or if the change, together with all other changes in that amount since the previously filed notice of sales on Form D, does not result in an increase of more than 10%;
The amount of interests/securities sold in the offering or the amount remaining to be sold;
The number of non-accredited investors who have invested in the offering, as long as the change does not increase the number to more than 35;
The total number of investors who have invested in the offering; or
The amount of sales commissions, finders’ fees or use of proceeds for payments to executive officers, directors or promoters, if the change is a decrease, or if the change, together with all other changes in that amount since the previously filed notice of sales on Form D, does not result in an increase of more than 10%.

The only time that changes to these items must be reported on an interim basis is when the issuer is otherwise filing a 503(a) amendment.

Rule 503(a)(4) requires that current information must be provided in response to all parts of the Form D, regardless of the reason for the filing. Thus, even when filing an amendment to correct a small error, current information must be given for all parts of the form, even those items excepted under 503(a)(3)(ii). Similarly, when filing to report changes in information that is not under the exception, current information must be provided for all parts of the Form D. And, of course, when making an annual filing, all information must be current.