Attached files

file filename
EXCEL - IDEA: XBRL DOCUMENT - REJUVEL BIO-SCIENCES, INC.Financial_Report.xls
EX-32.1 - EXHIBIT 32.1 - REJUVEL BIO-SCIENCES, INC.ex32_1apg.htm
EX-31.2 - EXHIBIT 31.2 - REJUVEL BIO-SCIENCES, INC.ex31_2apg.htm
EX-31.1 - EXHIBIT 31.1 - REJUVEL BIO-SCIENCES, INC.ex31_1apg.htm


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-K/A

Amendment #1


(Mark One)


[X]

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.  For the Fiscal Year Ended December 31, 2014


[  ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from ________ to ________



TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION

(Exact name of registrant as specified in its charter)


Florida

0-53698

27-1116025

(State or other jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification Number)

 

 

Chase Bank Building

150 SE 2nd Ave, Suite 403

Miami, Florida 33131

 (Address of principal executive offices)

 

 

 

 

 

(800) 670-0448

(Registrant’s Telephone Number)

 

 

 

 

 

Copy of all Communications to:

Law Office of Andrew Coldicutt

1220 Rosecrans Street, PMB 258

San Diego, CA 92106

Phone: 619-228-4970

Email: Info@ColdicuttLaw-com

 


Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [   ]   No [X]


Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [   ]   No [X]


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.  Yes [X]   No [   ]





Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes [X]   No[   ]


Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  [   ]


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.


Large accelerated filer

  [   ]

 Accelerated filer

[   ]

Non-accelerated filer

  [   ] (Do not check if a smaller reporting company)

Smaller reporting company

[X]


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes [   ]  No [X]


The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of June 30, 2014 was $18,380,871 based upon the price ($1.40) at which the common stock was last sold as of the last business day of the most recently completed second fiscal quarter, multiplied by the approximate number of shares of common stock held by persons other than executive officers, directors and five percent stockholders of the registrant without conceding that any such person is an “affiliate” of the registrant for purposes of the federal securities laws. Our common stock is not traded in the over-the-counter market and quoted on the Over-The-Counter Bulletin Board.


As of April 15, 2015, there were 50,473,093 shares of the registrant’s $0.001 par value common stock issued and outstanding.


Documents incorporated by reference: None





2



_________________________


EXPLANATORY NOTE

_________________________


This Amendment No. 1 (this "Amendment") to the Annual Report on Form 10-K of Technology Applications International Corporation (the "Company") for the year ended December 31, 2014, originally filed with the U.S. Securities and Exchange Commission (the "SEC") on April 15, 2015, (the "Original Filing"), is being filed solely to include the XBRL Exhibits.


Except as described above, this Amendment does not modify or update the disclosures presented in, or exhibits to, the Original Filing in any way.  This Amendment speaks as of the date of the Original Filing and does not reflect events occurring after the filing of the Original Filing.  Accordingly, this Amendment should be read in conjunction with the Original Filing, as well as any other filings made by the Company with the SEC pursuant to Section 13(a) or 15(d) of Securities Exchange Act of 1934, as amended, subsequent to the filing of the Original Filing.





3



PART IV


ITEM 15.  EXHIBITS.


(a) Exhibits


Exhibit

 

 

 

Number

Description of Exhibit

 

Filing

3.1

Articles of Incorporation

 

Filed with the SEC on January 19, 2010 as part of the Company’s Registration of Securities on Form 10-12G.

3.1(a)

Restated Articles of Incorporation

 

Filed with the SEC on April 18, 2011 as part of the Company’s Current Report on Form 8-K.

3.2

Bylaws

 

Filed with the SEC on January 19, 2010 as part of the Company’s Registration of Securities on Form 10-12G.

3.2(a)

Amended Bylaws

 

Filed with the SEC on April 18, 2011 as part of the Company’s Current Report on Form 8-K.

10.1

Promissory Note between the Company and Joe-Val, Inc., dated March 27, 2012.

 

Filed with the SEC on March 27, 2012 as part of the Company’s Current Report on Form 8-K.

10.2

Promissory Note between the Company and Coast To Coast Equity Group, Inc., dated June 25, 2012.

 

Filed with the SEC on August 20, 2012 as part of the Company’s Quarterly Report on Form 10-Q.

10.3

Convertible debenture between the Company and Shane Case, dated September 26, 2012.

 

Filed with the SEC on November 19, 2012 as part of the Company’s Quarterly Report on Form 10-Q.

10.4

Distribution Agreement between Regenetech, Inc. and Renuéll Int’l, Inc., dated December 29, 2011 and Amended on December 13, 2012.

 

Filed with the SEC on January 17, 2013 as part of the Company’s S-1/A...

10.5

Form of Subscription Agreement.

 

Filed with the SEC on November 29, 2012 as part of the Company’s S-1/A.

10.6

Consulting Agreement between the Company and John Stickler.

 

Filed with the SEC on December, 27, 2012 as part of the Company’s S-1/A

10.7

Co-License Agreement by and between Technology Applications International Corporation and the National Aeronautics and Space Administration, dated September 30, 2013.

 

Filed with the SEC on October 4, 2013, as part of our Current Report on Form 8-K.

10.8

License Agreement by and between the Company and the National Aeronautics and Space Administration, dated July 25, 2014.

 

Filed with the SEC on August 14, 2014, as part of our Quarterly Report on Form 10-Q.

10.9

Form of Unsecured Promissory Note.

 

Filed with the SEC on August 28, 2014, as part of our Current Report on Form 8-K.

10.10

Distribution Agreement by and between the Company and Meditem Cyprus, Ltd., dated October 13, 2014.

 

Filed with the SEC on November 14, 2014, as part of our Quarterly Report on Form 10-Q.

10.11

Distribution Agreement by and between the Company and Yontem Cosmetics Dis Tic. Ltd. Sti, dated February 26, 2015

 

Filed with the SEC on April 15, 2015 as part of the Company’s Annual Report on Form 10-K.

16.1

Letter from Lake of Associates CPA’s LLC, dated March 12, 2013.

 

Filed with the SEC on March 14, 2013 as part of the Company’s Current Report on Form 8-K.

21.1

List of Subsidiaries

 

Filed with the SEC on April 16, 2012 as part of the Company’s Annual Report on Form 10-K.

31.01

Certification of Principal Executive Officer Pursuant to Rule 13a-14

 

Filed herewith.

31.02

Certification of Principal Financial Officer Pursuant to Rule 13a-14

 

Filed herewith.

32.01

Certification of CEO and CFO Pursuant to Section 906 of the Sarbanes-Oxley Act

 

Filed herewith.

101.INS*

XBRL Instance Document

 

Furnished herewith.

101.SCH*

XBRL Taxonomy Extension Schema Document

 

Furnished herewith.

101.CAL*

XBRL Taxonomy Extension Calculation Linkbase Document

 

Furnished herewith.

101.LAB*

XBRL Taxonomy Extension Labels Linkbase Document

 

Furnished herewith.

101.PRE*

XBRL Taxonomy Extension Presentation Linkbase Document

 

Furnished herewith.

101.DEF*

XBRL Taxonomy Extension Definition Linkbase Document

 

Furnished herewith.


*Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as




4



amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.


SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION


Dated: April 17, 2015

/s/ Charles J. Scimeca

By: Charles J. Scimeca

Its: President, Principal Executive Officer & Principal Financial Officer (Principal Accounting Officer)




Pursuant to the requirement of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated:


Dated: April 17, 2015

/s/ Charles J. Scimeca

Charles J. Scimeca – Director


Dated: April 17, 2015

/s/ John Stickler

John Stickler – Director






5