Addison-Davis Diagnostics (fka ADDI)

[OriginalFred]

Bankrupt

Form 8-K for ADDISON DAVIS DIAGNOSTICS

19-Oct-2006

Bankruptcy or Receivership, Financial Statements and Exhibits

Item 1.03 Bankruptcy or Receivership.
As previously disclosed by Addison-Davis Diagnostics, Inc. (the "Company") in its periodic filings with the Securities and Exchange Commission, on January 5, 2005, Steven H. Reder ("Reder"), a former officer and director of the Company, filed a lawsuit against the Company in the Superior Court of the State of California for the County of Los Angeles (the "Court") entitled Steven Reder vs. QT5, Inc., a Delaware corporation, now known as Addison-Davis Diagnostics, Inc., a Delaware corporation Case No. BC 326875, alleging breach of his employment agreement, wrongful discharge, libel and breach of a certain promissory note (the "Action"). On September 15, 2006, the Court announced that it would rule in favor of Mr. Reder and tentatively awarded damages in the amount of $1,926,950 to Mr. Reder by the Company. No judgment has been entered by the Court and as a result of the automatic stay imposed pursuant to 11 U.S.C. Section 362(a) as a result of the filing of the Company Bankruptcy Petition (as defined below) on October 5, 2006, any further action in the Action is stayed, including the submission of and the entry of a judgment.

On October 5, 2006, the Company, filed a voluntary bankruptcy case under Chapter 11 of the United States Bankruptcy Code (the "Company Bankruptcy Petition"). The Company Bankruptcy Petition was filed in the United States Bankruptcy Court for the Central District of California, San Fernando Valley Division, and is designated as case number SV 06-11790 MT. The date jurisdiction was assumed is October 5, 2006. As this is a Chapter 11 case, the Company has been and remains the Debtor in Possession and as such has the rights and duties of a trustee as of the date of the October 5, 2006 case commencement.

[OriginalFred]

ADSD = Dilution machine scam! Warning, QTFV - QTFI - ADDI - ADSD is a dilution machine scam. All this company is able to do is print shares. Every once in a while management will lie to investors to get the stock price up, but even that has not happened in a long time.

Avoid this scam like the plague!

[DeepBlue1]

From the last 10Q the outstanding shares was 128.3 million(see quote from the filing below).

With a 175 to 1 R/S, the figure for outstanding shares should now be only 733,354 by my calculations.

Can anyone confirm or correct this figure based on more recent information?



(Copied from the last 10Q)
"State the number of shares outstanding of each of the issuer's classes of common
equity, as the latest practicable date:

The total number of shares of the
registrant's Common Stock, par value $.001 per share, outstanding on February
17, 2006 was 128,336,986."

[buckets]

8k out last night

http://www.pinksheets.com/quote/print_filings.jsp?url=%2Fredirect.asp%3Ffilename%3D0001144204%252D06...

appears to be more toxic financing.

On April 12, 2006, we entered into a Subscription Agreement with several accredited and/or qualified institutional investors pursuant to which the investors subscribed to purchase an aggregate principal amount of $360,000 in secured convertible promissory notes for aggregate purchase price of $300,000 and 2 Class A common stock purchase warrants for each one dollar of the purchase price of the secured convertible notes ($300,000). We received gross proceeds of $200,000 on April 12, 2006 and we anticipate receiving the remaining $100,000 on or prior to April 30, 2006.

Each investor shall have the right to convert the secured convertible notes after the date of issuance at any time, until paid in full, at the election of the investor into fully paid and nonassessable shares of our common stock. The conversion price per share shall be the lower of (i) $0.07 or (ii) 65% of the average of the three lowest intra-day trading prices for our common stock for the 20 trading days prior to, but not including, the conversion date as reported by Bloomberg, L.P. on any principal market or exchange where our common stock is listed or traded. The conversion price is adjustable in the event of any stock split or reverse stock split, stock dividend, reclassification of common stock, recapitalization, merger or consolidation. In addition, the conversion price of the secured convertible notes will be adjusted in the event that we spin off or otherwise divest ourselves of a material part of our business or operations or dispose all or a portion of our assets. Our obligation to repay all principal, and accrued and unpaid interest under the convertible notes is secured by all of our assets pursuant to a certain Security Agreement dated as of April 12, 2006.

We issued an aggregate of 600,000 Class A common stock purchase warrants to the investors, representing and 2 Class A common stock purchase warrants for each one dollar of the purchase price of the secured convertible notes ($300,000). The Class A warrants are exercisable until five years from the closing date at an exercise price of $0.07 per share. The exercise price of the Class A warrants will be adjusted in the event of any stock split or reverse stock split, stock dividend, reclassification of common stock, recapitalization, merger or consolidation. In addition, the exercise price of the warrants will be adjusted in the event that we spin off or otherwise divest ourselves of a material part of our business or operations or dispose all or a portion of our assets.

We are obligated to file a registration statement registering 150% of the shares of our common stock issuable upon conversion of the secured promissory notes and 100% of the shares issuable upon exercise of the Class A warrants no later than 35 days after the closing date and cause it to be declared effective within 120 days after the closing date. If we do not meet the aforementioned filing and effectiveness deadlines, we shall pay to each investor an amount equal to 2% of the purchase price of the secured convertible notes remaining unconverted and purchase price of the shares of our common stock issued upon conversion of the notes for each 30 days or part thereof of the pendency of such non-registration event.

We claim an exemption from the registration requirements of the Act for the private placement of these securities pursuant to Section 4(2) of the Act and/or Regulation D promulgated thereunder since, among other things, the transaction did not involve a public offering, the investors were accredited investors and/or qualified institutional buyers, the investors had access to information about us and their investment, the investors took the securities for investment and not resale, and we took appropriate measures to restrict the transfer of the securities.

[DeepBlue1]

This is a chance to get the stock for a 60%+ discount in the .20-.22 range if you think about it.

If you liked it at .005 ish, you got to love it here at the equivalent of .002 ish.

Just a thought.

[buckets]

level II .15x2 .25x2

.0045 x 175= .79

I guess thats one way to cover a short.

crooks

[silver70]

AMERITRADE SHOWS ADSD - ADDI- AS BEING 5.775 PER SHARE this am . Can this be true??????

[silver70]

ADDI reverse split 175-1. New stock symbol ADSD. POsted on Allstock message board today 15:35

[Tanail]

hello everyone.... new to the board ... this just came up on my scan

10Q says that there is a net loss of 1.2 million for the quarter, the O/S is 43 million and there is an accumulated deficit of 22 million

doesn't look too good..... what am I missing ?

thanks !

b

[silver70]

Some info on Allstock Bulletin Board -Doesn't seem to be very much interest in this stock. We need to spread the word. I thought the news last Friday would have generated more interest but since GZFX came up with great news it got lost.

[waxweazle]

I think this will run very soon!

[zetti]

dilution at its best??? imo

[waxweazle]

Wow what a volume this will be run soon very hard!

[drugtester]

7:30 CST and already @ .0069x.007....Going to be a great day.

[drugtester]

silver...it closed super strong Friday. I am looking for a gap over .007 (which is a strong resistance point). If it can get past the next sticking point of .009 then .01 won't be a problem. It should be a great day for ADDI.

[silver70]

Good info thanks. Any thoughts as to what this addi will do tomorrow morning. Not much out there on other boards.

[iusedtobehim]

thank you ver much! silver your ok!

[silver70]

http://www.ragingbull.lycos.com/mboard/boards.cgi?board=CLB00412

[buckets]

more


Appendix C. 1 International Organizations The following have been determined to be eligible to use GSA sources of supply and services, in addition to the organizations listed in appendixes A and B. This list is not all-inclusive; other activities may also be eligible to use GSA sources. Also, as stated in par. 7e.(3), certain entities may be eligible to use only specific GSA sources and/or services. GSA will rule upon the eligibility of activities on a case-by-case basis in response to requests received.
1. African Development Fund
2. American Red Cross
3. Asian Development Bank
4. Caribbean Organization
5. Counterpart Foundation, Inc.
6. Customs Cooperation Council
7. European Space Research Organization
8. Food and Agriculture Organization of the United Nations
9. Great Lakes Fishery Commission
10. Inter-American Defense Board
11. Inter-American Development Bank
12. Inter-American Institute of Agriculture Sciences
13. Inter-American Investment Corporation
14. Inter-American Statistical Institute
15. Inter-American Tropical Tuna Commission
16. Intergovernmental Maritime Consultive Organization
17. Intergovernmental Committee for European Migration
18. International Atomic Energy Agency
19. International Bank of Reconstruction and Development (WORLD BANK)
20. International Boundary Commission-United States and Canada
21. International Boundary and Water Commission-United States and Mexico
22. International Center for Settlement of Investment Disputes
23. International Civil Aviation Organization
24. International Coffee Organization
25. International Cotton Advisory Committee
26. International Development Association
27. International Fertilizer Development Center
28. International Finance Corporation
29. International Hydrographic Bureau
30. International Institute for Cotton
31. International Joint Commission-United States and Canada
32. International Labor Organization
33. International Maritime Satellite Organization
34. International Monetary Fund
35. International Pacific Halibut Commission
36. International Pacific Salmon Fisheries Commission-Canada
37. International Secretariat for Volunteer Services
38. International Telecommunications Satellite Organization
39. International Telecommunications Union
40. International Wheat Council
41. Lake Ontario Claims Tribunal
42. Multinational Force and Observers
43. Multinational Investment Guarantee Agency (MIGA)
44. North American Treaty Organization (NATO)
45. Organization of African Unity
46. Organization of American States



--------------------------------------------------------------------------------
47. Organization for Economic Cooperation and Development
48. Pan American Health Organization
49. Radio Technical Commission for Aeronautics
50. South Pacific Commission
51. United International Bureau for the Protection of Intellectual Property
52. United Nations
53. United Nations Educational, Scientific, and Cultural Organization
54. Universal Postal Union
55. World Health Organization
56. World Intellectual Property Organization
57. World Meteorological Organization
58. World Tourism Organization

[buckets]

more

Appendix B. 1 Other eligible users The following have been determined to be eligible to use GSA sources of supply and services, in addition to the organizations listed in appendixes A and C. An asterisk indicates that special limitations apply. This list is not all-inclusive; other activities also may be eligible to use GSA sources. GSA will rule upon eligibility on a case-by-case basis in response to requests received.
1. Administrative Conference of the U.S.
2. Administrative Office of the U.S. Courts
3. Advisory Commission on Intergovernmental Relations
4. Advisory Committee on Federal Pay
5. American Printing House for the Blind
6. American Samoa, government of
7. Architect of the Capitol
8. Architectural and Transportation Barriers Compliance Board
9. Bank for Cooperatives
10. Certain non-appropriated fund activities (generally, not for resale)
11. Coast Guard Auxiliary (through the U.S. Coast Guard)
12. Committee for Purchase from the Blind and other Severely Handicapped
13. Contractors and subcontractors - cost reimbursement (as authorized by the applicable agency's contracting official)
14. Contractors and subcontractors - fixed price (security equipment only when so authorized by the applicable agency's contracting official)
15. Courts, Federal (not court reporters)
16. Delaware River Basin Commission
17. District of Columbia, Government of
18. Farm Credit Banks
19. Federal Deposit Insurance Corporation
20. Federal Home Loan Banks
21. Federal Intermediate Credit Bank
22. Federal Land Bank
23. Federal Reserve Board of Governors
24. Firefighters, Non-Federal (as authorized by the Forest Service, U.S.
Department of Agriculture)
25. Gallaudet University
26. Government Printing Office
27. Guam, government of
28. Harry S. Truman Scholarship Foundation
29. House of Distributors, U.S.
30. Howard University (including hospital)
31. Japan-United States Friendship Commission
32. Land Grant Institutions*
33. Legal Services Corporation (not its grantees)
34. Library of Congress
35. Marine Mammal Commission
36. Medicare Payment Advisory Commission
37. National Bank for Cooperatives (CoBank)
38. National Capital Planning Commission
39. National Gallery of Art
40. National Guard Activities (only through U.S. Property and Fiscal Officers)
41. National Technical Institute for the Deaf
42. Navajo and Hopi Indian Relocation Commission
43. Neighborhood Reinvestment Corporation
44. Northern Mariana Islands, Commonwealth, government of
45. Senate, U.S.



--------------------------------------------------------------------------------
46. Stennis, John C., Center for Public Service Training and Development
47. Susquehanna River Basin Commission
48. U.S. Institute of Peace
49. U.S. Distributor, Office of Joint Economic Commission
50. Virgin Islands, government of (includingVirgin Islands Port Authority)
51. Washington Metropolitan Area Transit Authority (METRO)

[buckets]

quite a list of government customers

Appendix A. 1 Executive Agencies The following have been determined to be "executive agencies," or parts thereof, for the purpose of using GSA sources of supply and services. This list is not all-inclusive; other activities also may be eligible to use GSA sources, and GSA will rule on a case-by-case basis in response to requests received. Listed here are major Federal activities and their subordinate entities about which inquiries have been received.
1. African Development Foundation
2. Agency for International Development
3. Agriculture, Department of
4. Air Force, Department of
5. American Battle Monuments Commission
6. Armed Forces Retirement Home
7. Army Corp of Engineers
8. Army, Department of
9. Bonneville Power Administration
10. Bureau of Land Management
11. Central Intelligence Agency
12. Christopher Columbus Fellowship Foundation
13. Commerce, Department of
14. Commission on Civil Rights
15. Commission on Fine Arts
16. Commodity Credit Corporation
17. Commodity Futures Trading Commission
18. Consumer Product(s) Safety Commission
19. Corporation for National Community Service
20. Defense, Department of
21. Defense agencies and Joint Service Schools
22. Defense Nuclear Facilities Safety Board
23. Education, Department of
24. Energy, Department of
25. Environmental Protection Agency
26. Equal Employment Opportunity Commission
27. Executive Office of the President
28. Export-Import Bank of U.S.
29. Farm Credit Administration
30. Federal Communications Commission
31. Federal Election Commission
32. Federal Maritime Commission
33. Federal Trade Commission
34. Forest Service, U.S.
35. General Services Administration
36. Government National Mortgage Association
37. Harry S. Truman Scholarship Foundation
38. Health and Human Services, Department of
39. Housing and Urban Development, Department of
40. Institute of Museum and Library Sciences
41. Interagency Council on the Homeless
42. Inter-American Foundation
43. Interior, Department of the
44. International Boundary and Water Commission, United States Section
45. Justice, Department of
46. Kennedy Center
47. Labor, Department of
48. Madison, James, Memorial Fellowship Foundation



--------------------------------------------------------------------------------
49. Merit Systems Protection Board
50. Morris K. Udall Foundation
51. National Aeronautics and Space Administration
52. National Archives and Records Administration
53. National Credit Union Administration (not individual credit unions)
54. National Council on the Handicapped
55. National Endowment for the Arts
56. National Endowment for the Humanities
57. National Labor Relations Board
58. National Science Foundation
59. National Transportation Safety Board
60. Navy, Department of
61. Nuclear Regulatory Commission
62. Nuclear Waste Technical Review Board
63. Occupational Safety and Health Review Commission
64. Office of Federal Housing Enterprise Oversight
65. Office of Personnel Management
66. Office of Special Counsel
67. Panama Canal Commission
68. Peace Corps
69. Pension Benefit Guaranty Corporation
70. Postal Rate Commission
71. Presidio Trust, the
72. Railroad Retirement Board
73. St. Elizabeths Hospital
74. Securities and Exchange Commission
75. Selective Service System
76. Small Business Administration
77. Smithsonian Institution
78. State, Department of
79. Tennessee Valley Authority
80. Trade and Development Agency
81. Transportation, Department of
82. Treasury, Department of
83. U.S. Arms Control and Disarmament Agency
84. U.S. Information Agency
85. U.S. International Development Cooperation Agency
86. U.S. International Trade Commission
87. U.S. Postal Service
88. Veterans Affairs, Department of

[buckets]

News and 8K out

Addison-Davis Diagnostics, Inc. Announces Federal Agency Distribution Agreement

WESTLAKE VILLAGE, CA, Mar 24, 2006 (MARKET WIRE via COMTEX) -- Addison-Davis Diagnostics, Inc. (OTC BB: ADDI) is pleased to announce the signing of a distribution agreement with K&E Logistics & Services to make its DrugStop product available to the United States Federal Government via the General Service Administration (GSA) Federal Supply Schedule programs.
Management views this as a major step forward in product marketing by aligning itself with a fully-functioning outsourced government contracting service department without internal financial overhead burden. We believe that this opens a marketing segment that the Company has had on its radar for some time and now has the opportunity to pursue. With more than 15 years of experience, K&E Logistics & Services provides already-established relationships with key government purchasing and procurement personnel.

About Drugstop:

Food and Drug Administration ("FDA'') 510(k) cleared, Drugstop is a completely self-contained and self-regulating, on-site drug testing product that uses a rapid immunoassay for the qualitative detection of drug metabolites in urine. Drugstop eliminates specimen exposure, reduces the chances of complications in handling, and is the only test available that does not require processing once the sample is collected. Drugstop is designed for human resource professionals for testing a number of different types of drugs including amphetamines, cocaine, opiates, phencyclidine, and cannabinoids.

About K&E Logistics and Services:

K&E Logistics & Services is a full-service government contract consulting organization, specializing in GSA Schedule acquisition. K&E has 15 years experience marketing goods and services to all levels of government. They offer a variety of bid, proposal, administration and support service plans in addition to product Distribution and Representation agreements. Their access to Federal Procurement Agencies includes, but is not limited to, Defense Logistics Agency (DLA), Department of Defense EMALL (DOD EMALL), United States Postal Service (USPS) and Naval Electronic Commerce Online (NECO).

About Addison-Davis:

Addison-Davis is currently focused on supplying quick response diagnostic tests for drugs of abuse that are user friendly, produce fast simple results and are less costly, less problematic and less time consuming through the use of its technology to healthcare professionals, governmental agencies and the workplace environment for drugs-of-abuse. For more information about Addison Davis Diagnostics, Inc visit: http://www.addisondavis.com





http://eol.edgar-online.com/edgar_conv_html/2006/03/24/0001144204-06-011594.html#FIS_TOP_OF_DOCUMENT

http://www.pinksheets.com/quote/news.jsp?url=fis_story.asp%3Ftextpath%3DCOMTEX%5Ciw%5C2006%5C03%5C24...

http://govsaleshelp.com/

[drugtester]

Amazing last 10 minutes today. It jumped from .005 to .0068 on 23 plus million shares in about ten minutes. It will be very interesting to see the news the started this run.

[drugtester]

Big time surge today over the last 10 minutes...now .0066x.0067....I wonder if some news is getting ready to hit the wires???....lol....:+)

[iusedtobehim]

guys how do i get to the niz board on ragingbull sh it!@

[iusedtobehim]

i also like msep spzi lfwk mmam msev

[iusedtobehim]

sorry the late ressponse like it better now!

[zetti]

ADDI! what do you think about???

[iusedtobehim]

WAKE UP WE GOT A WINNER!

[rich20]

YUP IM HERE BOOOOM!!

[X8-8X]

ANY ONE HERE ??????

The Stock is @ Sub $ . 005 now , There should be some Chatter here by now ...

This Stock should easily rebound past . 01 on a Whimmm anyday ...

Any Thoughts ??????

For a guess ... $ . 06 might be reached again for this current time soon ...
Just a hope ......

[IanDay]

Addison-Davis receives funding of USD0.75m for its "Parents' Tool" drug test programme


By M2
Last Update: 9/26/2005 8:52:49 AM Data provided by

Sep 26, 2005 (M2 EQUITYBITES via COMTEX) -- Addison-Davis Diagnostics Inc (OTC BB:ADDI.OB), a diagnostic test company, announced on Friday (23 September) that it has received funding of USD750,000.

The company intends to use the proceeds from the funding to further its over-the-counter sales programme for the "Parents' Tool" Drug Test Program and its Drug Stop product with the goal of a national distribution campaign in the US.

The company also plans to implement the "Parents' Tool" interactive web portal which will allow parents to interact directly and find information to help keep children drug-free.

Addison-Davis said that the goal is to execute its business plan and produce results for its shareholders.