ALLSTAR HEALTH BRANDS, INC. Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines
Allstar Health Brands Inc.
A Nevada Corporation
15 Paradise Plaza
Suite 156
Sarasota, FL 34239
_______________________________
Tel: (305) 423 7028
www.allstarhealthbrands.com
danielb@allstarhealthbrands.com
Primary SIC Code: 2836‐1;
Secondary SIC Code: 2834‐1.
CUSIP: 01989F109
EIN: 98‐115 1024
InterimReport
For the Period Ending: June 30, 2022
(the "Reporting Period")
As of June 30, 2022, the number of shares outstanding of our Common Stock was:
121,577,186
As of March 31, 2022, the number of shares outstanding of our Common Stock was:
86,013,121
As of December 31, 2021, the number of shares outstanding of our Common Stock was:
51,682,064
Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934):
Yes: ☐ | No: ☒ |
Indicate by check mark whether the company's shell status has changed since the previous reporting period:
Yes: ☐ | No: ☒ |
Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period:
Yes: ☐ | No: ☒ |
- Name and address(es) of the issuer and its predecessors (if any)
In answering this item, provide the current name of the issuer any names used by predecessor entities, along with the dates of the name changes.
Predecessor: Axxess Pharma Inc.
The state of incorporation or registration of the issuer and of each of its predecessors (if any) during the past five years; Please also include the issuer's current standing in its state of incorporation (e.g. active, default, inactive):
Axxess Pharma, Inc. was incorporated in the state of Delaware on April 7, 1997 as CGI Communications Services Inc. On July 26, 2008, the Company amended its certificate of incorporation to change its name to Axxess Pharma, Inc. On December 6, 2012 the Company reincorporated in Nevada by merging into a newly formed Nevada entity with the name Axxess Pharma, Inc. The Company now operates as a public entity Allstar Health Brands, Inc, (formerly Axxess Pharma, Inc.) with Axxess Pharma Canada, Inc. and Allstar Health Brands Inc. as its wholly owned subsidiaries.
Axxess Pharma Canada, Inc. was incorporated under the Laws of the Province of Ontario. The Company is engaged in the acquisition of Drug Identification Numbers and the eventual sale of the related products. All Star Health Brands Inc. was incorporated on October 1, 2013 under the Laws of the Province of Ontario. The Company is engaged in the acquisition of Drug Identification Numbers and the eventual sale of the related products.
The Company is currently active in its state of incorporation.
Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors since inception:
None
List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:
None
The address(es) of the issuer's principal place of business:
- The Company has no manufacturing or storage requirements so they do not have a plant
- All administration happens at 15 Paradise Plaza, Suite156, Sarasota, FL 34239
Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years?
1 "Change in Control" shall mean any events resulting in:
- Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company's then outstanding voting securities;
- The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets;
- A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or
- The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.
Yes: ☐ | No: ☒ |
If this issuer or any of its predecessors have been the subject of such proceedings, please provide additional details in the space below:
None
2) | Security Information | ||
Trading symbol: | ALST | ||
Exact title and class of securities outstanding: | Common | ||
CUSIP: | 01989F109 | ||
Par or stated value: | $0.001 | ||
Total shares authorized: | 4,000,000,000 as of date: June 30, 2022 | ||
Total shares outstanding: | 121,577,186 as of date: June 30, 2022 | ||
Number of shares in the Public Float2: | 116,642,918 | as of date: June 30, 2022 | |
Total number of shareholders of record: | 657 | as of date: June 30, 2022 |
All additional class(es) of publicly traded securities (if any):
Trading symbol: | N/A | |
Exact title and class of securities outstanding: | Preferred | |
CUSIP: | N/A | |
Par or stated value: | $0.001 | |
Total shares authorized: | 20,000,000 | as of date: June 30, 2022 |
Total shares outstanding: | 20,000,000 | as of date: June 30, 2022 |
Transfer Agent |
Name: EQ Shareowner Services
Address: 1110 Centre Pointe Curve, Suite 101 | Mendota Heights, MN 55120
Phone: (303) 282‐4800
Email: michaelie.wingo@equiniti.com
Is the Transfer Agent registered under the Exchange Act?3 Yes: ☒ | No: ☐ |
- Issuance History
The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the total shares outstanding of any class of the issuer's securities in the past two completed fiscal years and any subsequent interim period.
Disclosure under this item shall include, in chronological order, all offerings and issuances of securities, including debt convertible into equity securities, whether private or public, and all shares, or any other securities or options to acquire such securities, issued for services. Using the tabular format below, please describe these events.
- "Public Float" shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any affiliates thereof, or any immediate family members of officers, directors and control persons.
- To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.
A. Changes to the Number of Outstanding Shares
Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods: ☐
Number of shares | Opening | Restated | ||||||||
Opening | ||||||||||
outstanding as of | Balances | |||||||||
Balances | ||||||||||
Common | 1,314,390 | 1,314,390 | ||||||||
1‐Jan‐20 | Preferred | 20,000,000 | 20,000,000 | |||||||
Number of | ||||||||||
Shares | Control person if | |||||||||
Transaction | Number of | restated to | Class of | Value of shares | Reason for | |||||
Date of Transaction | Discounted? | Issued to | issued to corporate | Restricted? | ||||||
Type | Shares | reflect 40,000:1 | Securities | issued $/share | Issuance | |||||
rollback Dec 23 | entity | |||||||||
2019 | ||||||||||
Blue Ivory Intl, Sterling | debt | |||||||||
30‐Jan‐20 | new issuance | 1,000,000 | 1.000 | discounted | St, Nassua, Bahamas | Allan Cole | conversion | restricted | ||
Danny Pavlovitch, PO | ||||||||||
Box 3150 Broadway | ||||||||||
Nedlands, Western | debt | |||||||||
21‐Feb‐20 | new issuance | 150,000 | 1.000 | discounted | Australia 6009 | conversion | restricted | |||
Gus Koutoumonos, 90 | ||||||||||
North Park Dr, | ||||||||||
2‐Feb‐20 | new issuance | 25,000 | 1.540 | discounted | Toronto, ON M6L 1K2 | working capital | restricted | |||
Marco Capista, 255 | ||||||||||
Firglen Ridge, | ||||||||||
Woodbridge, ON L4L | ||||||||||
2‐Feb‐20 | new issuance | 25,000 | 1.540 | discounted | 1N6 | working capital | restricted | |||
Peter Wanner, | services | |||||||||
21‐Feb‐20 | new issuance | 50,000 | 1.000 | discounted | Greystone Cres, | provided | restricted | |||
Ramos & Ramos, 7 | debt | |||||||||
21‐Feb‐20 | new issuance | 390,984 | 1.000 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
GPL Investments, 450 | debt | |||||||||
30‐Mar‐20 | new issuance | 136,700 | 0.960 | discounted | 7th Ave, #601, New | Cosmin Panait | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
13‐Jul‐20 | new issuance | 140,000 | 1.000 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
22‐Jul‐20 | new issuance | 320,000 | 0.032 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
28‐Jul‐20 | new issuance | 344,000 | 0.025 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
13‐Aug‐20 | new issuance | 380,000 | 0.028 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
13‐Aug‐20 | new issuance | 391,044 | 0.025 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
20‐Aug‐20 | new issuance | 470,000 | 0.038 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
27‐Aug‐20 | new issuance | 511,118 | 0.052 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
25‐Sep‐20 | new issuance | 563,135 | 0.018 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
2‐Oct‐20 | new issuance | 611,999 | 0.027 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
13‐Oct‐20 | new issuance | 679,999 | 0.018 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
29‐Oct‐20 | new issuance | 746,794 | 0.008 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
2‐Nov‐20 | new issuance | 799,900 | 0.011 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Peter Wanner, | Professional | |||||||||
4‐Nov‐20 | new issuance | 80,000 | 0.052 | not discounted | Greystone Cres, | Peter Wanner | services | restricted | ||
Peter Bagi, 80 SW 8th | Professional | |||||||||
4‐Nov‐20 | new issuance | 150,000 | 0.052 | not discounted | Street, Suite 2000, | Peter Bagi | services | restricted | ||
Robert Salna, 64 | ||||||||||
Industrial Rd, | Professional | |||||||||
19‐Nov‐20 | new issuance | 40,000 | 0.050 | not discounted | Richmond Hill, ON L4C | Robert Salna | services | restricted | ||
Ramos & Ramos, 7 | debt | |||||||||
25‐Nov‐20 | new issuance | 919,900 | 0.010 | discounted | Roughwood Crt, North | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
18‐Dec‐20 | new issuance | 999,999 | 0.009 | discounted | York ON | Dominic Allessandro | conversion | restricted |
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
Jan 12, 2021 | new issuance | 1,099,999 | 0.009 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
February 4 2021 | new issuance | 1,188,000 | 0.009 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
February 26 2021 | new issuance | 592,474 | 0.014 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
March 4 2021 | new issuance | 1,277,000 | 0.015 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
April 26 2021 | new issuance | 1,437,999 | 0.038 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
June 1 2021 | new issuance | 1,000,000 | 0.008 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
June 16 2021 | new issuance | 910,930 | 0.006 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
June 16 2021 | new issuance | 1,649,999 | 0.009 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
June 22 2021 | new issuance | 1,688,054 | 0.005 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
Jul 9 2021 | new issuance | 1,999,999 | 0.008 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
Aug 3 2021 | new issuance | 2,399,999 | 0.004 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
Sept 13 2021 | new issuance | 2,999,999 | 0.006 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
July 14 2021 | new issuance | 1,906,233 | 0.004 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
Aug 3 2021 | new issuance | 2,296,466 | 0.003 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
Sept 20 2021 | new issuance | 3,065,343 | 0.002 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
Oct 25 2021 | new issuance | 3,499,999 | 0.001 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
Oct 25 2021 | new issuance | 3,371,570 | 0.001 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
Dec 1 2021 | new issuance | 4,058,040 | 0.001 | discounted | York ON | Dominic Allessandro | conversion | restricted | ||
Ramos & Ramos, 7 | ||||||||||
Roughwood Crt, North | debt | |||||||||
Dec 6 2021 | new issuance | 3,999,999 | 0.001 | discounted | York ON | Dominic Allessandro | conversion | restricted |
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Allstar Health Brands Inc. published this content on 18 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 18 August 2022 11:53:02 UTC.
