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10yrs later ?!?
I sent this email to co. about 4 days ago and to my surprise got this reply-- does this sound like a shell play?
>
>
> Hello,
>
> I know you were looking to do a RM with a good company and it looks as tho the NV Sec of States site is now updated with new officers or RA.
>
Is this RM now taking place and can you or new company discuss this?
>
> Amy
>
yes, but this is not something we can discuss yet. pertinent news at the appropriate time.
Maybe RM? I only know they were seaching for a good RM candidate and seeing change in NV corp might be an indication. It was kept DTC compliant as well.
What makes you believe that? TIA Berndawg!!!
Nevada Secretary of State update. Corporation is now current.
https://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=nyfZ9LlQ7Bz4wtb9b0%252fFDA%253d%253d&nt7=0
Been dormant in the Grays for some time.
The Company feels the original NSHV investors and the corporation suffered much loss in the original NSHV deal and therefore is committed to finding the right company in which to facilitate a potential reverse merger but this could take time in searching and due diligence
wow, how committed and sorry they are indeed.
it has been 9 months now.. and no word, nothing.. typical
still waiting on that Christmas record ;)
Posts not pertinent will be removed. Personal messages to other posters should be sent by PM or email.
NL
I was referring to the USS New York.
I noticed they had the Big Commissioning Shin Dig the other day. Maybe he will get something out of that. I never heard a word from him after the promised updates. Guess will wait and see what happens now. Good to visit with you again, Hope all is well. That Trout Fishin invite still holds.
I haven't heard anything. I tried calling the transfer agent yesterday... he couldn't give me any further information other than what we already know from news releases. He directed me back to the Company, but the phone number he gave me was for Welltek.
I have a feeling that the Welltek folks still are holding the shell; it has been renamed to Nashville Records, but if it is going back to Gene, that process of changing officers, return of shares, etc. may take awhile. Just a thought on my part -- it may be that things have progressed further, but we won't know until it's official, I suspect. [Supposing Gene was paid money from the Welltek folks for his shares when the shell transferred, then I am supposing that the return of the shares to Gene would require a return of money to Welltek. That might become an issue if Gene doesn't have the money on hand right now. JMHO].
NL
I hear ya. Has anyone ever heard from Gene since the WLTK Shell Game?
Hi FBS... nice to hear from you!
I would not hold your breath on this one... there is a very long history of "non-delivery" on promises made, but one never knows. We can only hope or wish for something positive.
NL
I see things have changed around here. Hopefully for the better!
Note that the Ibox is updated and has updated board rules as well. Personal attacks and derogatory comments towards other posters will be deleted.
NorthLion
WellTek/MedX Group Completes Major Reorganization
Initiates Trading on the Over-The-Counter Bulletin Board Under Ticker Symbol “WTKN”
[There was a news release issued about this, but it had incorrect information in it so a correction note was issued by Welltek since - it concluded: If you have questions or require more information on WellTek, please contact Elite at 407-585-1080 or via email at WTKN@efcg.net.
About WellTek Incorporated
WellTek is a global health, fitness and wellness company that provides solutions to help address some of the world’s most pressing and costly health challenges—obesity and chronic neck and back pain. The Company’s subsidiary, MedX Limited, manufactures, markets and distributes the most advanced medical exercise equipment to the medical and fitness markets. Through its wholly owned subsidiary Pure HealthyBack, Inc., WellTek is redefining healthcare delivery by providing health plans, self-insured employer groups, and consumers with a viable non-surgical, lower cost treatment for patients who are seeking lasting relief from chronic neck and back pain. The Company also owns and operates lime Fitness, Inc., a high-end fitness and exercise studio specializing in lifestyle fitness coaching designed to facilitate life, image and mind enrichment. For more information on the Company, please visit www.WellTekinc.com.
set up a sharelders meeting lets all get together and welcome GENE back. I bet there will be a big showing
Maybe somewher down the road we might get lucky!
Lmcat
Yes, that Pharmacity document is pretty complicated, and I was looking at it the other day and could not figure out which way it was working relative to the Nashville shares. Then the next thing I noticed was that the ticker had changed to NRCD on I-Hub. I did a Google search and discovered the news release put out by Gene.
So the shell in which former NSHV shareholders hold shares (if they still have them) no longer has anything to do with Welltek. It is back to Nashville Records (at least in name - the assets were stripped out so it is just an empty shell, to the best of my knowledge). The news release says it will be mostly dormant, so there is no new value here now, IMO.
NL
Thanks kind of confued about the whole thing.
Dayneyus... it appears to me that the Welltek folks have chosen a different shell to use (Pharmacity) after their plans to use the Nashville Records shell didn't work out. The Nashville shell has returned to Gene.
FORM 8-K
REPORT DATED 9-14-09
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 14, 2009
PHARMACITY INCORPORATED
(Exact name of registrant as specified in its charter)
Nevada 333-157360 98-0610431
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Jivova Street 26/8a
Ternopil, Ukraine 46001
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 011-380-506-081534
Not Applicable
(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 (see General Instruction A.2. below):
[ ] 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))
<PAGE>
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Pharmacity Corporation (the "Company") has entered into an Agreement and Plan of
Merger (the "Agreement") pursuant to which MedX Systems, Inc., a Florida
corporation ("MedX") will merge with and into a newly formed wholly owned
subsidiary of the Company named WI Acquisition, Inc. (the "Subsidiary"). The
Subsidiary will be the surviving entity in the merger. Immediately prior to the
closing of the merger the name of the Company will be changed to Welltek
Incorporated, the Company's authorized common stock will be increased to 200
million shares, and a 40 for 1 forward split of the Company's issued and
outstanding common stock will be effectuated. Concurrently with the closing of
the merger each share of MedX common stock issued and outstanding will be
converted into 5.4127574 shares of Company common stock. The closing of the
merger is subject to standard conditions to closing, as set forth in the
Agreement.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
2 Agreement and Plan of Merger
2
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: September 15, 2009 Pharmacity Corporation
By: /s/ Paul Schmidt
-----------------------------------
Paul Schmidt
Assistant Secretary
never seen this done....
Nashville Records (NRCD) Discusses Recent Events
Due to a default in a reverse merger with WLTK in 2008, Nashville Records has rescinded the agreement with Welltek and the corporate shell has been returned to Nashville Records, Inc.
FOR IMMEDIATE RELEASE
PRLog (Press Release) – Nov 05, 2009 – A new symbol has been issued but the company will likely let the shell lay dormant while it searches for opportunities with potential companies for growth potential. The new symbol that has been issued is NRCD.
Both parties (Welltek and Nashville Records) have agreed to a “non-disparaging statements agreement” therefore the company will provide no further information on WLTK.
The Company feels the original NSHV investors and the corporation suffered much loss in the original NSHV deal and therefore is committed to finding the right company in which to facilitate a potential reverse merger but this could take time in searching and due diligence. The Company would like to assemble an advisory board made up of past key investors to discuss potential companies and opportunities on a monthly or possibly bi-monthly basis and will update investors as needed
I posted on the NRCD board. Did ae calculation on the share structure if you want to see it.
Please critique this for accuracy:
Shares of Common Stock due to Purchaser's prior to forward split
calculation:
404,000 shares OS
x .135319
54668.876 shares
Post split 54668.876 * 40 = 2590755.04 shares
This should bring the issued and outstanding equal to 2590755.04 shares.
From the CURRENT REPORT
DATED 9-14-09
FORM 8-K
CURRENT REPORT
4.4 Capitalization.
(a) The authorized capital stock of the Company consists solely of
75,000,000 shares of Company Common Stock, par value $0.00001 per share. There
are 2,404,000 shares of Company Common Stock outstanding, of which 2,000,000
shares are being canceled concurrently with the Closing. No shares of Company
Common Stock are held as treasury shares.
...each share of Purchaser Common Stock issued and outstanding
immediately prior to the Effective Time shall be converted into the right to
receive 0.135319 shares of Company Common Stock pre-Forward Split, or 5.4127574
shares of Company Common Stock post-Forward Split,...
Immediately prior to the closing of the merger the name of the Company will be changed to Welltek Incorporated, the Company's authorized common stock will be increased to 200 million shares, and a 40 for 1 forward split of the Company's issued and outstanding common stock will be effectuated. Concurrently with the closing of the merger each share of MedX common stock issued and outstanding will be converted into 5.4127574 shares of Company common stock. The closing of the merger is subject to standard conditions to closing, as set forth in the Agreement.
Nope never saw it good catch. How ya been?
Did anyone see this?
Company officers have changed:
https://esos.state.nv.us/SOSServices/AnonymousAccess/CorpSearch/CorpDetails.aspx?lx8nvq=41xfAh2dFTh9r5Uuctu6UQ%253d%253d
Most likely due to pending merger:
http://msnmoney.brand.edgar-online.com/EFX_dll/EDGARpro.dll?FetchFilingORIG1?ID=6800166&SessionID=Cf9eW3DEJqyYVD9
I warned you all from the very first day...! Nobody wanted to hear the truth from a professional that knows the town of Nash-vegas like me, these guys were crooks posing as record guys I made the calls and talked to the players and studios to confirm my suspicions....
You all should of listened, end of story..!
You know that doesn't happen. How about the guy that got us in this and is no longer with us.
Happens all the time. It was a b-s setup.
how did people just walk away. never seen anything like that game ever.
I have saved most of the press releases along with some e-mails if that helps. I would like to know what happened to
the assets left from NSHV such as the royalities from the songs for the ship launch, etc.
Lmcat
google his full name and firstquest should sound familiar.
everybody should
everybody should
we got taken so bad on the past here nshv. would love to hear feedback. even more from the old mod squad of nshv if that could happen.
Yeah, I have to agree, and I have go to get off my butt and get something started against this Gene character. What a criminal.
mortgage 1 -- I did get some the other day - had moved my bid up to .45, so am not looking for any more at this time.
They didn't answer their phone or return my call when I tried, so it is anyone's guess. I am figuring that they will do something with this shell at some point down the road. I doubt it will be Welltek - that is probably out of the picture by now or something further would have happened by now, IMO. It is also likely that there will be a scad of new shares issued when something does happen, making our former holdings mostly worthless. I hope my pessimism turns out to be unwarranted, but not likely. Time to move on and focus on better things, I think.
NL
It would be nice to see something from these guys eventually....I wonder if they are even in business?
I have been adjusting portfolios, shifting shares from one account to another to balance things -- as such, I have an order in to buy WLTK at .40 in case anyone is interested in selling it off.
NL
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November 5, 2009 News Release
Nashville Records (NRCD) Discusses Recent Events
Due to a default in a reverse merger with WLTK in 2008, Nashville Records has rescinded the agreement with Welltek and the corporate shell has been returned to Nashville Records, Inc.
FOR IMMEDIATE RELEASE
PRLog (Press Release) - Nov 05, 2009 - A new symbol has been issued but the company will likely let the shell lay dormant while it searches for opportunities with potential companies for growth potential. The new symbol that has been issued is NRCD.
Both parties (Welltek and Nashville Records) have agreed to a "non-disparaging statements agreement"; therefore the Company will provide no further information on WLTK.
The Company feels the original NSHV investors and the corporation suffered much loss in the original NSHV deal and therefore is committed to finding the right company in which to facilitate a potential reverse merger but this could take time in searching and due diligence. The Company would like to assemble an advisory board made up of past key investors to discuss potential companies and opportunities on a monthly or possibly bi-monthly basis and will update investors as needed.
..................................................................................................
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