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

 

May 31, 2018

Date of Report (Date of Earliest Event Reported)

 

Phoenix Life Sciences International Limited.

 

(Exact name of registrant as specified in its charter)

Nevada   333-167275   46-0525378
(State or other jurisdiction   (Commission File Number)   (IRS Employer
of Incorporation)       Identification Number)
   

3000 Lawrence Street

Denver, CO 80205
1.720.699.7222 or Investor relations +1.888.717.5655 

   

 (Address, including zip code, and telephone number, including area code,

of registrant's principal executive offices)

   

 

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:

 

Written communications pursuant to Rule 425 under the Securities Act (17CFR 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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐    Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐ 

 

  1  
 

 

PHOENIX LIFE SCIENCE INTERNATIONAL LIMITED

Form 8-K

Current Report

 

 

ITEM 5.03          

AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN COMPANY NAME

 

On May 31, 2018, the Company filed an Amendment to its Articles of Incorporation (the “Amendment”) with the Secretary of State of Nevada.  As a result of the Amendment, the Company has changed its name with the State of Nevada from Stem Bioscience, Inc. to Phoenix Life Science International Limited. A copy of the Amendment is filed herewith as Exhibit 3.01.

 

ITEM 7.01          

Regulation FD Disclosure

 

On September 18, 2018, the Company’s Board of Directors announced the finalized consolidation activities of Phoenix Life Sciences International Limited with Stem Bioscience, Inc., Blue Dragon Ventures, and the MediJane Brand, and that the Company’s common stock would trade publicly under the symbol MJMD. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Item 7.01 and the exhibit attached hereto are furnished to, but not filed with, the Securities and Exchange Commission.

 

ITEM 9.01          

Financial Statements and Exhibits

 

(d)        

Exhibits. 

 

Exhibit  
Number Description of Exhibit
3.01 Amendment to Articles of Incorporation filed with the Secretary of State of Nevada.
99.1 Press Release issued September XX, 2018.

    

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

         
 

Phoenix Life Science International Limited

  

Date: September 18, 2018 By: /s/ Lewis Humer
    Lewis Humer
    Chief Executive Officer

 

  2  

 

Phoenix Life Sciences (CE) (USOTC:PLSI)
Historical Stock Chart
From Feb 2024 to Mar 2024 Click Here for more Phoenix Life Sciences (CE) Charts.
Phoenix Life Sciences (CE) (USOTC:PLSI)
Historical Stock Chart
From Mar 2023 to Mar 2024 Click Here for more Phoenix Life Sciences (CE) Charts.