Attached files
| file | filename |
|---|---|
| EX-10.1 - InterCore, Inc. | v208036_ex10-1.htm |
| EX-99.1 - InterCore, Inc. | v208036_ex99-1.htm |
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):
|
January
12, 2011
(December
29, 2010)
|
HEARTLAND
BRIDGE CAPITAL, INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
(State
or other
jurisdiction
of incorporation)
|
000-54012
(Commission
File
Number)
|
27-2506234
(I.R.S.
Employer
Identification
No.)
|
|
1
International Boulevard, Suite 400
Mahwah,
NJ 07495
(Address
of principal executive offices) (zip code)
|
||||
|
(201)
512-8732
(Registrant’s
telephone number, including area code)
|
||||
|
I-Web
Media, Inc.
706
Hillcrest Drive
Richmond,
Texas 77469
(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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
On
December 8, 2010, we entered into an Asset Purchase Agreement (the
“Agreement”) with New Horizon, Inc., a Texas corporation (“New
Horizon”). On December 9, 2010, the transactions contemplated by the
Agreement closed. Pursuant to the Agreement, we acquired certain
assets from New Horizon, including the right to receive any proceeds New Horizon
was entitled to receive from the sale of the Myself® pelvic muscle
trainer. Under the Agreement, as part of the consideration for the
Asset, we agreed to issue to New Horizon Four Million (4,000,000) shares of our
common stock, restricted in accordance with Rule 144. The shares have
not been issued. New Horizon has informed us that Six Hundred
Thousand (600,000) shares of the common stock were supposed to go directly to
Larry Alloway, an individual, and not to New Horizon. As a result, on
January 7, 2011, the parties entered into an amendment to the Agreement for the
purpose of changing the issuance of common stock to be Three Million Four
Hundred Thousand (3,400,000) shares to New Horizon and the other Six Hundred
Thousand (600,000) shares directly to Larry Alloway. A copy of the
Amendment No. 1 to the Agreement is attached hereto as Exhibit
10.1.
Item
8.01 Other Information
Rockland Note
On
December 29, 2010, we entered into a third Promissory Note with Rockland Group,
LLC, a Texas limited liability company (“Rockland”), our largest shareholder and
an entity controlled by Harry Pond, one of our Directors. Under the
terms of the promissory note Rockland loaned us $20,000 at an interest rate of
15% per annum and with a maturity date of June 28, 2011.
Standard and Poor’s
Report
On
January 4, 2011, a profile of our company appeared in Standard & Poor’s
Corporation Records Current News Edition. We will post a link to the
full report on our website as soon as it is available
electronically. That report contained pro forma financial statements
of the company in connection with the assets we acquired from New Horizon on
December 9, 2010, and RWIP, LLC on December 13, 2010 (detailed information about
those acquisitions can be found in our Current Report on Form 8-K filed on
December 15, 2010). Specifically, the Standard & Poor’s report
contains a pro forma balance sheet as of September 30, 2010, and a pro forma
statement of operations from April 29, 2010 (date of inception) through
September 30, 2010, which reflect our financial condition as of and for the
period ended September 30, 2010 assuming we acquired such assets as of April 29,
2010 (inception). For disclosure purposes we have included the pro
forma financial statements contained in Standard & Poor’s report as Exhibit
99.1.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
|
10.1
|
Amendment
No. 1 to Asset Purchase Agreement with New Horizon, Inc., dated December
9, 2010
|
|
|
99.1
|
Pro
Forma Financial Statements as of September 30,
2010
|
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.
|
Dated: January
12, 2011
|
Heartland
Bridge Capital, Inc.
|
||
|
a
Delaware corporation
|
|||
|
|
/s/
James F. Groelinger
|
||
|
By: James
F. Groelinger
|
|||
|
Its: Chief
Executive Officer
|
|||
3