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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 20, 2015
GREENHOUSE SOLUTIONS INC.
(Exact name of Registrant as specified in its charter)
Nevada 000-54759 45-2094634
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(State or other jurisdiction (Commission File Number) (IRS Employer Identification
of incorporation) Number)
8400 East Crescent Pwky.
Suite 600
Greenwood Village, CO 80111
(Address of principal executive offices)
(970) 439-1905
(Registrant's Telephone Number, Including Area Code)
(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))
SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective January 28, 2015, Rik J. Deitsch was appointed as the Company's new
Chief Executive Officer and as a Director.
Rik J. Deitsch, age 47, Chief Executive Officer
Rik J. Deitsch has been the President, Chief Executive Officer and a Director of
Nutra Pharma Corporation, a biotechnology company focused on Cancer and M.S.
research, since November 7, 2002. From February 1998 through November 2002, Mr.
Deitsch served as the President of NDA Consulting Inc., a biotechnology research
group that provided consulting services to the pharmaceutical industry. NDA
Consulting specialized in the research of peptides derived from Cone Snail
venom, Cobra venom and Gila Monster venom. Mr. Deitsch holds both a B.S. in
Chemistry and an M.S. in Biochemistry from Florida Atlantic University and has
conducted clinical and laboratory research in collaboration with scientists at
Duke University Medical Center and the Cleveland Clinic. Mr. Deitsch is an
adjunct professor and teaches several courses for Florida Atlantic University's
College of Business and Continuing Education Department. Mr. Deitsch is also the
author of two books: Are you Agewise: a Guide to Healthy Aging and Invisible
Killers: the Truth About Environmental Genocide.
SECTION 7 - REGULATION FD
Item 7.01 Regulation FD
PRESS RELEASES
The information in this Item 7.01 of this Current Report is furnished pursuant
to Item 7.01 and shall not be deemed "filed" for any purpose, including for the
purposes of Section 18 of the Exchange Act, or otherwise subject to the
liabilities of that Section. The information in this Current Report on Form 8-K
shall not be deemed incorporated by reference into any filing under the
Securities Act or the Exchange Act regardless of any general incorporation
language in such filing.
On January 22, 2015, the Company made a press release announcing the appointment
of Rik J. Deitsch as CEO and as a director. The text of the press release is
attached hereto as Exhibit 99.1.
On January 27, 2015, the Company made a press release announcing the appointment
of Ted Tinsman as Vice President of Architecture and Loren Priest as Vice
President of Engineering. The text of the press release is attached hereto as
Exhibit 99.2.
On January 30, 2015, the Company made a press release announcing the appointment
of Dr. M.S. Reddy and Kyle W. Rost to the company's advisory board. The text of
the press release is attached hereto as Exhibit 99.3.
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SECTION 8 - OTHER EVENTS
Item 8.01 Other Events
Ted Tinsman was appointed Vice President of Architecture and Loren Priest was
appointed Vice President of Engineering. Their bios are below.
Ted Tinsman, Vice President of Architecture
From 2010-2015 Ted Tinsman has owned and operated Architectural Element, an
architecture company focused on MMJ and MJ plant husbandry design and MMJ and MJ
permitting located in Denver Colorado. Mr. Tinsman has designed over 250 MJ
related facilities in Colorado alone as well as a number of MJ facilities
nation-wide. Mr. Tinsman's projects include greenhouse complexes,
greenhouses-on-pop-tops over existing Denver grows, MIP kitchens with many sewer
use and drain permits for trench drains, hydroponic effluent evacuation and
disposal, dispensaries, corporate offices, and all extractions. Mr. Tinsman
acquired his Colorado Architect license June 1995. He holds a Master of
Architecture and Bachelor of Arts in Architecture from University of Illinois at
Urbana-Champaign and a Bachelor of Arts, Art and Philosophy from Lafayette
College. Mr. Tinsman has been a practicing architect for 20 years.
Loren Priest, Vice President of Engineering
From 2010-2015 Loren Priest has been head of engineering for Architectural
Element, an architecture company focused on MMJ and MJ plant husbandry design
and MMJ and MJ permitting located in Denver Colorado. Mr. Priest has
mechanically engineered a large number of MJ facilities covering all aspects of
the Marijuana business. Mr. Priest has more than 25 years of experience in the
mechanical and electrical engineering field running numerous projects from
inception to completion. Mr. Priest is currently LEED AP certified, and is well
versed in the principals of Green Building Design and implementation. Mr. Priest
was appointed by Governors Owens and Ritter to the Colorado State Electrical
Board from 2005 to 2011 and was elected Chairman of the Board from 2008 thru
2011. Mr. Priest has worked on projects in over 43 states as well as completed
projects for companies such as AT&T, Cricket, Nextel, Sprint, Verizon, American
Tower, and Crown Castle.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following is a complete list of exhibits filed as part of this
Report.
Exhibit No. Description
99.1 Press Release issued January 22, 2015
99.2 Press Release issued January 27, 2015
99.3 Press Release issued January 30, 2015
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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.
GREENHOUSE SOLUTIONS INC.
Date: February 3, 2015
By: /s/ Redgie Green
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Redgie Green, President