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| CIK | 1432967 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to As Seen On TV, Inc.
SEC Filings (Chronological Order)
På denne siden finner du en fullstendig, kronologisk liste over SEC-arkiveringer, med unntak av eierskaps-arkiveringer som vi leverer andre steder.
| September 1, 2016 |
EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.54 Infusion Brands International, Inc. EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the ?Agreement?), by and among Infusion Brands International, Inc., a Nevada corporation (?Company?) and Shad Stastney (?Employee?), is hereby entered into as of August 1, 2013. In consideration of the mutual promises, terms, covenants and conditions set forth herein and the perfor |
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| September 1, 2016 |
Exhibit 10.53 Loan and Security Agreement Borrower: Lender: RONCO HOLDINGS, INC. DSCH CAPITAL PARTNERS, LLC d/b/a RONCO d/b/a FAR WEST CAPITAL 15505 Long Vista Drive, Suite 250 4601 Spicewood Springs Rd. Austin, TX 78728 Building 2, Suite 200 Austin, Texas 78759 THIS LOAN AND SECURITY AGREEMENT (the ?Agreement?) is entered into between DSCH Capital Partners, LLC, d/b/a Far West Capital, a Texas li |
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| September 1, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KT (MARK ONE) o ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED OR þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM January 1, 2014 TO December 31, 2014 COMMISSION FILE NUMBER: 000-53539 A |
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| May 9, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-Q ??????? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2014 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 000-5353 |
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| January 13, 2016 |
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 5, 2016 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of incorporation) (Commission File |
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| September 16, 2015 |
EX-16.1 2 astv8k-ex1601.htm LETTER OF EISNERAMPER LLP Exhibit 16.1 September 16, 2015 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated September 16, 2015 of As Seen on TV, Inc. and are in agreement with the statements contained in paragraphs 2 and 3 therein as it regards our firm. We have no basis to agree or |
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| September 16, 2015 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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): September 10, 2015 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of incorporation) (Commission F |
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| April 6, 2015 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits Current Report 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): April 6, 2015 (March 31, 2015) AS SEEN ON TV, INC. |
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| April 6, 2015 |
SECOND AMENDED AND RESTATED SENIOR SECURED PROMISSORY NOTE SECOND AMENDED AND RESTATED SENIOR SECURED PROMISSORY NOTE EXHIBIT 10.2 THIS SECOND AMENDED AND RESTATED SENIOR SECURED PROMISSORY NOTE AMENDS AND RESTATES IN ITS ENTIRETY THAT CERTAIN EXISTING AMENDED AND RESTATED SENIOR SECURED PROMISSORY NOTE (THE ?PRIOR NOTE?) DATED APRIL 3, 2014 IN THE ORIGINAL PRINCIPAL AMOUNT OF UP TO $10,180,000 MADE BY THE COMPANY AND PAYABLE TO HOLDER. THE INDEBTEDNESS E |
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| April 6, 2015 |
AMENDMENT NO. 2 TO SENIOR NOTE PURCHASE AGREEMENT AMENDMENT NO. 2 TO SENIOR NOTE PURCHASE AGREEMENT EXHIBIT 10.1 AMENDMENT NO. 2 TO SENIOR NOTE PURCHASE AGREEMENT THIS AMENDMENT (this ?Amendment?), made as of March 31, 2015 by and among AS SEEN ON TV, INC., a Florida corporation (?ASTV?), INFUSION BRANDS, INC., a Nevada corporation (?Infusion?), EDIETS.COM, INC., a Delaware corporation (?eDiets?), TV GOODS HOLDING CORPORATION, a Florida corporati |
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| January 15, 2015 |
Current Report 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 5, 2015 AS SEEN ON TV, INC. |
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| January 15, 2015 |
Letter Agreement EXHIBIT 10.2 January 8, 2015 Mark Ethier c/o As Seen on TV, Inc. 14044 Icot Boulevard Clearwater, FL 33760 Dear Mark: This letter will confirm the agreement (the "Agreement") that has been reached with you in connection with the separation of your employment from As Seen On TV, Inc. (including any of its affiliates and subsidiaries, "ASTV" or the "Company"), as follows: 1. Separat |
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| December 15, 2014 |
Current Report 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): December 15, 2014 (December 10, 2014) AS SEEN ON TV, INC. |
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| December 10, 2014 |
Current Report 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): December 5, 2014 AS SEEN ON TV, INC. |
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| November 24, 2014 |
Current Report 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): November 18, 2014 AS SEEN ON TV, INC. |
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| November 17, 2014 |
ASTV / As Seen On TV, Inc. NT 10-Q - - NOTIFICATION OF LATE FILING NT 10-Q 1 astv12b25.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): Form 10-K Form 20-F Form 11-K ü Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: September 30, 2014 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report o |
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| November 3, 2014 |
Current Report 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): October 28, 2014 AS SEEN ON TV, INC. |
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| November 3, 2014 |
Asset Purchase Agreement EXHIBIT 10.1 Asset Purchase Agreement THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made on October 28, 2014 among As Seen on TV, Inc., a Florida corporation, with its principal place of business at 14044 Icot Blvd., Clearwater, Florida (“ASTV”), TV Goods, Inc., a Florida corporation, within its principal place of business at 14044 Icot Blvd., Clearwater, Florida (“T |
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| October 3, 2014 |
Material Modification to Rights of Security Holders, Financial Statements and Exhibits 8-K 1 astv8k.htm CURRENT REPORT 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): September 30, 2014 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisd |
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| September 19, 2014 |
Quarterly Report - QUARTERLY REPORT Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2014 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Numb |
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| September 17, 2014 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Current Report 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): September 16, 2014 AS SEEN ON TV, INC. |
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| September 4, 2014 |
NOTICE OF WARRANT EXTENSION August 28, 2014 NOTICE OF WARRANT EXTENSION EXHIBIT 4.2 NOTICE OF WARRANT EXTENSION August 28, 2014 Reference is made to the As Seen On TV, Inc. Common Stock Purchase Warrant No. ASOTV [B/POW-XX] (the “Warrant”) issued in the name of XXXX (“Registered Holder”). The Warrant entitles Registered Holder to purchase up to XXXX shares of Common Stock of As Seen On TV, Inc. (the “Company”) at a purchase price of $0.64 p |
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| September 4, 2014 |
Material Modification to Rights of Security Holders, Financial Statements and Exhibits Current Report 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): August 28, 2014 AS SEEN ON TV, INC. |
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| September 2, 2014 |
EX-99.2 3 astvex99z2.htm FINANCIAL STATEMENTS EXHIBIT 99.1 Ronco Holdings, Inc. Financial Statements For the Years Ended December 31, 2013 and 2012 TABLE OF CONTENTS Report of Independent Registered Public Accounting Firm 2 Balance Sheets as of December 31, 2013 and 2012 3 Statements of Operations for the Years Ended December 31, 2013 and 2012 4 Statements of Stockholders' Deficit for the Years En |
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| September 2, 2014 |
FINANCIAL STATEMENTS EXHIBIT 99.1 INFUSION BRANDS, INC. FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 TABLE OF CONTENTS Report of Independent Registered Public Accounting Firm 2 Balance Sheets as of December 31, 2013 and 2012 3 Statements of Operations for the Years Ended December 31, 2013 and 2012 4 Statements of Stockholder's Deficit for the Years Ended December 31, 2013 an |
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| September 2, 2014 |
As Seen On TV, Inc. Unaudited Pro Forma Condensed Consolidated Balance Sheet March 31, 2014 Pro Forma Financial Statements Exhibit 99.3 Unaudited Pro Forma Condensed Consolidated Financial Statements The following unaudited pro forma condensed consolidated financial statements give effect to the merger of As Seen On TV, Inc. ("ASTV" or the "Company") and Infusion Brands, Inc. ("Infusion") completed on April 2, 2014. Under the terms of the definitive merger agreement, the Company issued 4 |
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| September 2, 2014 |
Financial Statements and Exhibits 8-K/A 1 astv8k.htm AMENDED CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ——————— FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 2, 2014 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other |
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| August 27, 2014 |
Current Report 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): August 20, 2014 AS SEEN ON TV, INC. |
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| August 27, 2014 |
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT EXHIBIT 10.1 As Seen On TV, Inc. AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT This Amended and Restated Executive Employment Agreement (the "Agreement"), by and among As Seen On TV, Inc., a Florida corporation ("Company") and Mark Ethier ("Employee"), is hereby entered into as of August 20, 2014, with effect from July 1, 2014 (the “Effecti |
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| August 15, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Notification of Late Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 15, 2014 |
Current Report 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): July 9, 2014 AS SEEN ON TV, INC. |
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| July 8, 2014 |
EXECUTIVE EMPLOYMENT AGREEMENT EXECUTIVE EMPLOYMENT AGREEMENT EXHIBIT 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”), by and among As Seen On TV. Inc., a Florida corporation (“Company”) and Mark Ethier (“Employee”), is hereby entered into as of July 1, 2014 (the “Effective Date”). In consideration of the mutual promises, terms, covenants and conditions set forth herein and the performa |
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| July 8, 2014 |
Current Report 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): July 1, 2014 AS SEEN ON TV, INC. |
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| July 8, 2014 |
Press Release EXHIBIT 99.1 Infusion Brands Strengthens Its Executive Management Team Seasoned Industry Veteran Mark Ethier Appointed President, Chief Operating Officer and Board Member; Lee Zoppa Named Vice President of Direct Response Marketing CLEARWATER, FL - (Marketwired – July 8, 2014) – Infusion Brands, Inc., a leading consumer product brand marketing company, operating under the public comp |
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| June 24, 2014 |
Current Report 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): June 18, 2014 AS SEEN ON TV, INC. |
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| June 19, 2014 |
Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (MARK ONE) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED MARCH 31, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-53539 As |
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| June 19, 2014 |
Subsidiaries Exhibit 21.1 Subsidiaries TV Goods Holding Corporation, a Florida corporation TV Goods, Inc., a Florida corporation Tru Hair, Inc., a Florida corporation eDiets.com, Inc., a Delaware corporation eDiets, Inc., a Delaware corporation Infusion Brands, Inc., a Nevada corporation Nutrio.com, Inc., a Delaware corporation eDiets (B.V.I.) Inc., a British Virgin Islands company |
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| June 19, 2014 |
Lease Agreement, as amended EXHIBIT 10.46 FIRST AMENDMENT TO NET LEASE This FIRST AMENDMENT TO NET LEASE (the “First Amendment”) is made and entered into this 23rd day of August, 2013, by and between ROSE ESTATE HOLDINGS, LLC, a Florida limited liability company, whose address is P.O. Box 20047, St Petersburg, Florida 33742 (the “Landlord”) and TV GOODS, INC., a Florida corporation (the “Tenant”), |
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| April 15, 2014 |
8-K 1 astv8k.htm CURRENT REPORT 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): April 15, 2014 (April 10, 2014) AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or |
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| April 14, 2014 |
Joint Filing Agreement EXHIBIT B JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13D with respect to the Common Stock, par value $0. |
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| April 14, 2014 |
ASTV / As Seen On TV, Inc. / Infusion Brands International, Inc. - SC 13D Activist Investment Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 AS SEEN ON TV, INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 04338Y100 (CUSIP Number) Robert J. DeCecco Infusion Brands International, Inc. 14375 Myerlake Circle Clearwater, Florida 33760 (727) 230-1031 (Name, Address and |
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| April 8, 2014 |
COMMON STOCK PURCHASE WARRANT EXHIBIT 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIV |
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| April 8, 2014 |
INTERCREDITOR AGREEMENT EXHIBIT 10.5 INTERCREDITOR AGREEMENT THIS INTERCREDITOR AGREEMENT (the “Agreement”) is entered into effective as of April 3, 2014, by and among VICIS CAPITAL MASTER FUND (“Vicis”), a sub-trust of Vicis Capital Master Series Trust, a unit trust organized and existing under the laws of the Cayman Islands, MIG7 INFUSION, LLC, a Florida limited liability company (“MIG7”) and AS |
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| April 8, 2014 |
EXHIBIT 10.4 PLEDGE AGREEMENT THIS PLEDGE AGREEMENT (the "Agreement") is made and entered into this 3rd day of April, 2014, by AS SEEN ON TV, INC., a Florida corporation (“Pledgor"), having an address of 14044 Icot Boulevard, Clearwater, Florida 33760, in favor of MIG7 INFUSION, LLC, a Florida limited liability company (“Lender”), having an address for the purposes hereof of 16311 Baycross Drive, |
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| April 8, 2014 |
SEC EDGAR FILING EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG AS SEEN ON TV, INC., ASTV MERGER SUB, INC., INFUSION BRANDS INTERNATIONAL, INC. AND INFUSION BRANDS, INC. April 2, 2014 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Definitions 2 1.2 Terms Generally 9 ARTICLE II THE MERGER 9 2.1 The Merger 9 2.2 Closing 10 2.3 Effective Time 10 2.4 Effects of the Merger 10 2.5 Organizatio |
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| April 8, 2014 |
SENIOR NOTE PURCHASE AGREEMENT SENIOR NOTE PURCHASE AGREEMENT EXHIBIT 10.1 SENIOR NOTE PURCHASE AGREEMENT THIS SENIOR NOTE PURCHASE AGREEMENT (this “Agreement”) is made as of April 3, 2014, among AS SEEN ON TV, INC., a Florida corporation (“ASTV”), INFUSION BRANDS, INC., a Nevada corporation (“Infusion”), EDIETS.COM, INC., a Delaware corporation (“eDiets”), TV GOODS HOLDING CORPORATION, a Florida corporation (“TV Goods”), TRU H |
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| April 8, 2014 |
Current Report 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): April 2, 2014 AS SEEN ON TV, INC. |
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| April 8, 2014 |
SECURITY AGREEMENT EXHIBIT 10.3 SECURITY AGREEMENT THIS SECURITY AGREEMENT (this "Agreement"), dated as of April 3, 2014, is made by and among AS SEEN ON TV, INC., a Florida corporation (“ASTV”), INFUSION BRANDS, INC., a Nevada corporation (“Infusion”), EDIETS.COM, INC., a Delaware corporation (“eDiets”), TV GOODS HOLDING CORPORATION, a Florida corporation (“TV Goods”), TRU HAIR, INC., a Florida c |
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| April 8, 2014 |
SENIOR SECURED PROMISSORY NOTE EXHIBIT 10.2 THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) |
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| February 12, 2014 |
Quarterly Report - QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2013 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 000-53539 |
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| December 23, 2013 |
Memorandum of Understanding Exhibit 10.8 THIS MEMORANDUM OF UNDERSTANDING (“MOU”), EXECUTED BY INFUSION BRANDS INTERNATIONAL, INC. (“INFUSION”) AND AS SEEN ON TV, INC. (“ASTV”), REPRESENTS AN OUTLINE OF THE POSSIBLE BASIS ON WHICH INFUSION AND ASTV COULD MERGE OPERATIONS, THROUGH ONE OR MORE POTENTIAL STRUCTURES (THE “MERGER”). THE MEMORANDUM ALSO EXPLORES THE POSSIBILITY THAT RONCO HOLDINGS, INC. |
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| December 23, 2013 |
NOTE PURCHASE AGREEMENT Exhibit 10.7 NOTE PURCHASE AGREEMENT This NOTE PURCHASE AGREEMENT dated as of December 23, 2013 (this “Agreement”) by and between As Seen On TV, Inc., a Florida corporation (the “Company”), and Infusion Brands International, Inc., a Florida corporation (“Infusion” or the “Purchaser”). WHEREAS, the Company wishes to undertake a financing, and pursuant to the terms and condit |
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| December 23, 2013 |
Current Report 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): December 18, 2013 AS SEEN ON TV, INC. |
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| December 23, 2013 |
Press Release EXHIBIT 99.1 As Seen On TV, Inc. Executes Memorandum of Understanding to Acquire Infusion Brands International, Inc. Combination Unites Popular Brands As Seen On TV, eDiets and “Dual” Under Seasoned Leadership Team CLEARWATER, Fla., December 23, 2013 - As Seen On TV, Inc. (OTCQB: ASTV), a leading multi-platform brand marketing company and online shopping destination, today announced |
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| November 19, 2013 |
Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2013 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File |
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| November 15, 2013 |
NT 10-Q 1 astv12b25.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): Form 10-K Form 20-F Form 11-K ü Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: September 30, 2013 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report o |
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| October 11, 2013 |
Completion of Acquisition or Disposition of Assets 8-K 1 astv8k.htm CURRENT REPORT 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): October 11, 2013 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction o |
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| September 17, 2013 |
Submission of Matters to a Vote of Security Holders - CURRENT REPORT Current Report 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): September 16, 2013 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of incorporation |
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| August 27, 2013 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 astv8k.htm CURRENT REPORT 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): August 23, 2013 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of i |
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| August 27, 2013 |
Press Release Exhibit 99.1 As Seen On TV Announces Sale of eDiets Fresh Meal Delivery Business Company Will Focus on and Expand eDiets Digital Distribution Platform CLEARWATER, Fla., August 26, 2013 – As Seen On TV, Inc. (OTCQB: ASTV), a leading multi-platform product marketing company and online shopping destination, today announced its eDiets.com, Inc. subsidiary has agreed to sell assets relati |
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| August 27, 2013 |
ASSET PURCHASE AND REVENUE SHARING AGREEMENT ASSET PURCHASE AND REVENUE SHARING AGREEMENT Exhibit 10.6 ASSET PURCHASE AND REVENUE SHARING AGREEMENT THIS ASSET PURCHASE AND REVENUE SHARING AGREEMENT (the “Agreement”), dated as of August 23, 2013, is made by and between, Chefs Diet National Co., LLC, a Delaware limited liability company, (the “Buyer”) and eDiets.com, Inc., a Delaware corporation (the “Seller,” and together with the Buyer, the |
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| August 26, 2013 |
14044 Icot Blvd Clearwater, FL 33760 Telephone (727) 451-9510 | Fax (727) 330-7843 Shareholder Letter Exhibit 99.1 August 26, 2013 Dear Shareholder, A few months ago I joined As Seen on TV as your CEO, and now I want to give you an update on our significant progress across a number of fronts and our vision for the future of the business. Leading this company and developing its unique assets is a rare opportunity. The management team and I are more excited than ever about what li |
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| August 26, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 astv8k.htm CURRENT REPORT 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): August 26, 2013 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of i |
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| August 14, 2013 |
Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2013 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Numb |
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| July 22, 2013 |
DEF 14A 1 astv14a.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: ¨ Preliminary Proxy Statement o Confidential, for Use of the |
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| June 28, 2013 |
STATE OF DELAWARE CERTIFICATE OF MERGER OF DOMESTIC CORPORATIONS CERTIFICATE OF MERGER OF DOMESTIC CORPORATIONS EXHIBIT 3.6 State of Delaware Secretary of State Division of Corporations Delivered 12:48 PM 02/28/2013 FILED 12:44 PM 02/28/2013 SRV 130252529 - 2292230 FILE STATE OF DELAWARE CERTIFICATE OF MERGER OF DOMESTIC CORPORATIONS Pursuant to Title 8, Section 251(c) of the Delaware General Corporation Law, the undersigned corporation executed the following C |
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| June 28, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (MARK ONE) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED MARCH 31, 2013 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-53539 As Seen On TV, In |
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| June 28, 2013 |
Subsidiaries Exhibit 21.1 Subsidiaries TV Goods Holding Corporation, a Florida corporation TV Goods, Inc., a Florida corporation Tru Hair, Inc., a Florida corporation eDiets.com, Inc., a Delaware corporation eDiets, Inc., a Delaware corporation Nutrio.com, Inc., a Delaware corporation eDiets (B.V.I.) Inc., a British Virgin Islands company |
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| June 18, 2013 |
Termination Agreement Exhibit 10.5 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT (this “Agreement”), made and entered into this 13th day of June, 2013 (the “Execution Date”), by and between Presser Direct, LLC (“PRESSER”), a California limited liability company, on the one hand, and TVGoods, Inc. (“TVG”), a Florida corporation, on the other hand, shall read as follows: W I T N E S S E T H: WHER |
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| June 18, 2013 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits - CURRENT REPORT Current Report 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): June 13, 2013 AS SEEN ON TV, INC. |
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| June 18, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Amendment No. 1) SCHEDULE 13D Under the Securities and Exchange Act of 1934 AS SEEN ON TV, INC. (Name of Issuer) Common Stock - $0.0001 Par Value (Title of Class of Securities) 04338Y100 (CUSIP Number) Greg Collins G. Collins & Company, LLC 1410 Broadway, Suite 1506 New York, New York 10018 (212) 736-1558 Copy to: Hillary H. |
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| May 24, 2013 |
SECOND AMENDMENT TO LICENSE AGREEMENT SECOND AMENDMENT TO LICENSE AGREEMENT Exhibit 10.3 SECOND AMENDMENT TO LICENSE AGREEMENT This Second Amendment (the “Second Amendment”) dated as of May 21, 2013 (the “Amendment Effective Date”) amends the License Agreement dated as of February 8, 2012 and all amendments thereto (the “License”) by and between As Seen On TV, Inc., a Florida corporation, as assignee of TVGoods, Inc. (“ASTV”) and Kevi |
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| May 24, 2013 |
8-K 1 astv8k.htm CURRENT REPORT 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): May 21, 2013 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of inco |
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| May 24, 2013 |
ASSIGNMENT AND ASSUMPTION AGREEMENT ASSIGNMENT AND ASSUMPTION AGREEMENT Exhibit 10.2 ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT ("Assignment") is entered into effective as of May 21, 2013 by and between TVGoods, Inc., a Florida corporation ("Assignor") and As Seen On TV, Inc., a Florida corporation ("Assignee"). (A) Assignor is a party to that certain License Agreement dated as of February 8, 2012 b |
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| May 24, 2013 |
SECOND AMENDMENT TO SERVICES AGREEMENT SECOND AMENDMENT TO SERVICES AGREEMENT Exhibit 10.4 SECOND AMENDMENT TO SERVICES AGREEMENT This Second Amendment (the “Second Amendment”) dated as of May 21, 2013 (the “Amendment Effective Date”) amends the Services Agreement dated as of October 28, 2011 and all amendments thereto (the “Agreement”) by and between As Seen On TV, Inc., a Florida corporation (the “Company”) and Kevin Harrington (the |
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| May 7, 2013 |
SEC EDGAR Filing Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) entered into as of the 1st day of May, 2013, between AS SEEN ON TV, INC., a Florida corporation (the “Company”), and Ronald C. Pruett, Jr. (the “Executive”). WHEREAS, the Company desires to employ the Executive and to ensure the continued availability to the Company of the Executive’s services, and the E |
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| May 7, 2013 |
EAI: 8-K, Completion of Sunrise Merger 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): May 2, 2013 AS SEEN ON TV, INC. |
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| April 4, 2013 |
SEC EDGAR Filing As filed with the Securities and Exchange Commission on April 4, 2013 Registration No. |
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| March 19, 2013 |
AGREEMENT AND GENERAL RELEASE EXHIBIT 10.1 AGREEMENT AND GENERAL RELEASE On March 13, 2013, As Seen On TV, Inc. (the “Company”) and Steve Rogai (“Departing Executive”), who resides in Tampa, Florida, hereby mutually agree to the terms and conditions set forth below: 1 Termination of Employment. Effective March 13, 2013 (the “Termination Date”), Departing Executive has resigned from the position as |
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| March 19, 2013 |
Press Release EXHIBIT 99.1 As Seen On TV Announces the Appointment of Ronald C. Pruett, Jr. as President and Chief Executive Officer New Leadership with Proven Direct-to-Consumer Experience CLEARWATER, FL - (Marketwire) – March 19, 2013 – As Seen On TV, Inc. (ASTV), a direct response marketing company and owner of AsSeenOnTV.com and eDiets, announced today that direct-to-consumer marketing veteran |
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| March 19, 2013 |
Current Report 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): March 13, 2013 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of incorporation) (C |
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| March 14, 2013 |
SEC EDGAR Filing 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): March 8, 2013 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of incorporation) ( |
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| March 14, 2013 |
SEC EDGAR Filing EXHIBIT 10.2 LICENSE AGREEMENT This Agreement is made and entered into this 8th day of February, 2012 (hereinafter referred to as the Effective Date) by and between Mr. Kevin Harrington (hereinafter referred to as “Mr. Harrington”), an individual resident of the State of Florida, and TVGoods, Inc. (hereinafter referred to as “TVG” and collectively with Mr. Harrington as the “Parti |
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| March 14, 2013 |
14044 Icot Blvd., Clearwater, FL 33760 Tel. (727) 288-2738 | Fax. (727) 330-7843 AMENDMENT TO AGREEMENT EXHIBIT 10.4 As Seen On TV, Inc. A publicly traded company, ASTV 14044 Icot Blvd., Clearwater, FL 33760 Tel. (727) 288-2738 | Fax. (727) 330-7843 www.tvgoodsinc.com AMENDMENT TO AGREEMENT THIS AMENDMENT, dated as of the 8th day of March, 2013 (hereinafter the “Amendment”), is entered into by and between Kevin Harrington (hereinafter the “Service Provider”), and As Seen On TV |
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| March 14, 2013 |
AMENDMENT TO AGREEMENT EXHIBIT 10.3 As Seen On TV, Inc. A publicly traded company, ASTV 14044 Icot Blvd., Clearwater, FL 33760 Tel. (727) 288-2738 | Fax. (727) 330-7843 www.tvgoodsinc.com AMENDMENT TO AGREEMENT THIS AMENDMENT, dated as of the 8th day of March, 2013 (hereinafter the “Amendment”), is entered into by and between Kevin Harrington (hereinafter the “Service Provider”), and As Seen On TV |
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| March 11, 2013 |
EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party. Dated: March 11, 2013 Prides Cap |
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| March 11, 2013 |
ASTV / As Seen On TV, Inc. / Prides Capital Partners, LLC - SC 13D Activist Investment SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Rule 13d-101. Information to be included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed) SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) AS SEEN ON TV, INC. (Name of Issuer) COMMON STOCK, $0.0001 par value per share (Title of Class of Securities) 04338Y100 (CUSIP Number) Kevin A. |
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| March 11, 2013 |
EXHIBIT 99.2 Exhibit 99.2 WARRANT NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT |
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| March 6, 2013 |
8-K 1 astv8k.htm CURRENT REPORT 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) February 28, 2013 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of |
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| March 6, 2013 |
Press Release EXHIBIT 99.1 As Seen On TV, Inc. and eDiets.com, Inc. Announce Closing of Merger Merger Expected to Accelerate Growth of Meal Delivery Business CLEARWATER, Fla., March 1, 2013 /PRNewswire/ - As Seen On TV, Inc. (ASTV), a direct response marketing company, and eDiets.com, Inc., a provider of convenient at-home diet, fitness and healthy lifestyle solutions, today announced the closing |
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| February 22, 2013 |
Press Release EXHIBIT 99.1 As Seen On TV, Inc. Reports Record Third Quarter Revenues Fiscal 2012 Third Quarter Revenues Increase 124% to $5.8 Million With Gross Margins of 52%; Current Assets Increase to $13.08 Million CLEARWATER, FL-(Marketwire - Feb 22, 2013) - As Seen On TV, Inc. ( OTCQB : ASTV ), the parent company of TV Goods, Inc., a direct response marketing company, is pleased to report th |
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| February 22, 2013 |
Current Report 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): February 22, 2013 ——————— AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) ——————— Florida 000-53539 80-149096 (State or other |
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| February 20, 2013 |
Prospectus Supplement Filed Pursuant to Rule 424(b)(3) Registration No. 333-185688 SUPPLEMENT NO. 1 DATED FEBRUARY 19, 2013 To definitive proxy statement/prospectus dated February 11, 2013 To the Stockholders of eDiets.com, Inc.: The information in this supplement supplements the definitive proxy statement/prospectus of As Seen On TV, Inc. dated February 11, 2013, which is part of the registration |
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| February 19, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-Q/A ??????? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2012 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 000-53 |
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| February 19, 2013 |
Current Report 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) February 16, 2013 AS SEEN ON TV, INC. |
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| February 19, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-Q ??????? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2012 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 000-53539 |
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| February 15, 2013 |
Notification of Late Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 14, 2013 |
Proxy Statement/Prospectus Filed Pursuant to Rule 424(b)(3) SEC File No. 333-185688 To the Stockholders of eDiets.com, Inc. (“eDiets” or “eDiets.com”): On October 31, 2012, As Seen On TV, Inc. (“As Seen On TV” or “ASTV”) and eDiets entered into a Merger Agreement by and among As Seen On TV, eDiets and eDiets Acquisition Company, a wholly owned subsidiary of As Seen On TV (the “Merger Agreement”). |
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| February 11, 2013 |
CONSENT OF CASSEL SALPETER & CO., LLC Consent EXHIBIT 99.1 CONSENT OF CASSEL SALPETER & CO., LLC The Board of Directors eDiets.com, Inc. 555 NW 12th Ave, Ste 210 Pompano Beach, FL 33069 RE: Joint Proxy Statement/Prospectus of eDiets.com, Inc. (“eDiets”) and As Seen On TV, Inc. (“ASTV”) which forms part of Amendment No. 2 to the Registration Statement on Form S-4 of ASTV (Registration No. 333-185688) (the “Registration Statement”). Mem |
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| February 11, 2013 |
- AMENDMENT NO. 2 TO REGISTRATION STATEMENT Registration Statement As filed with the Securities and Exchange Commission on February 11, 2013 Registration No. |
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| February 8, 2013 |
Acceleration Request As Seen On TV, Inc. 14044 Icot Boulevard Clearwater, Florida 33760 February 8, 2013 ‘CORRESP’ United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: As Seen On TV, Inc. (the “Company”) Registration Statement on Form S-4 File No. 333-185688 Ladies and Gentlemen: The undersigned registrant hereby requests acceleration of the effective date |
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| January 31, 2013 |
Response Letter Pearlman Schneider LLP 2200 Corporate Blvd., N.W., Suite 210 Boca Raton, FL 33431 Telephone (561) 362-9595 January 31, 2013 ‘CORRESP’ United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Mara L. Ransom, Assistant Director Jacqueline Kaufman, Staff Attorney Catherine Brown, Staff Attorney Re: As Seen On TV, Inc. (the “Company”) Regist |
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| January 31, 2013 |
- AMENDMENT NO. 1 TO REGISTRATION STATEMENT Registration Statement As filed with the Securities and Exchange Commission on January 31, 2013 Registration No. |
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| January 31, 2013 |
CONSENT OF CASSEL SALPETER & CO., LLC Consent EXHIBIT 99.1 CONSENT OF CASSEL SALPETER & CO., LLC The Board of Directors eDiets.com, Inc. 555 NW 12th Ave, Ste 201 Pompano Beach, FL 33069 RE: Joint Proxy Statement/Prospectus of eDiets.com, Inc. (“eDiets”) and As Seen On TV, Inc. (“ASTV”) which forms part of Amendment No. 1 to the Registration Statement on Form S-4 of ASTV (Registration No. 333-185688) (the “Registration Statement”). Mem |
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| January 17, 2013 |
Merger Prospectus - POWER POINT PRESENTATION Filed by As Seen On TV, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: eDiets.com Inc. Commission File No.: 000-30559 The following is an investor presentation given by As Seen On TV, Inc. on January 16, 2013 Trading as ASTV Investor PowerPoint - January 2013 As Seen On TV, Inc. Matters discussed in this presentation contain forward-looking statements within the meanin |
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| January 16, 2013 |
425 Filed by As Seen On TV, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: eDiets.com Inc. Commission File No.: 000-30559 CLEARWATER, Fla., Jan 15, 2013 /PRNewswire/ - As Seen On TV, Inc. (ASTV), a direct response marketing company and owner of AsSeenOnTV.com, announced today that the company will be presenting at the 15th Annual ICR XChange on January 16th in Miami, F |
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| January 4, 2013 |
SECURITIES PURCHASE AGREEMENT EXHIBIT 2.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the 14th day of November, 2012, by and between As Seen on TV, Inc., a Florida corporation (the “Company”), and the investors listed on the Schedule of Investors attached hereto (each an “Investor” and collectively, the “Investors”). W I T N E S S E T H: WHEREAS |
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| January 4, 2013 |
EX-4.1 3 astvex4z1.htm FORM OF WARRANT EXHIBIT 4.1 FORM OF WARRANT NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE |
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| January 4, 2013 |
SEC EDGAR Filing 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): December 28, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation |
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| January 4, 2013 |
Form of Placement Agent Warrant EXHIBIT 4.2 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT |
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| December 26, 2012 |
CONSENT OF CASSEL SALPETER & CO., LLC Consent EXHIBIT 99.1 CONSENT OF CASSEL SALPETER & CO., LLC The Board of Directors eDiets.com, Inc. 555 NW 12th Ave, Ste 201 Pompano Beach, FL 33069 RE: Joint Proxy Statement/Prospectus of eDiets.com, Inc. (“eDiets”) and As Seen On TV, Inc. (“ASTV”) which forms part of the Registration Statement on Form S-4 of ASTV (the “Registration Statement”). Members of the Board: We hereby consent to the inclu |
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| December 26, 2012 |
Registration Statement As filed with the Securities and Exchange Commission on December 26, 2012 Registration No. |
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| December 18, 2012 |
Amended Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| December 13, 2012 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits - CURRENT REPORT Current Report 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): December 12, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) |
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| December 4, 2012 |
8-K 1 astv8k.htm CURRENT REPORT 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): November 28, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction o |
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| November 16, 2012 |
Current Report 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): November 14, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) |
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| November 16, 2012 |
Lock-Up Agreement EXHIBIT 10.1 November 5, 2012 National Securities Corporation 120 Broadway, Suite 2740 New York, NY 10271 Re: Lock-Up Agreement (this “Agreement”) Dear Sirs: As Seen on TV, Inc., a Florida corporation (the “Company”), has entered into a placement agency agreement with National Securities Corporation (the “Placement Agent”) to conduct a private placement of between $3,003,000 and |
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| November 16, 2012 |
Lock-Up Agreement EXHIBIT 10.2 November 5, 2012 National Securities Corporation 120 Broadway, Suite 2740 New York, NY 10271 Re: Lock-Up Agreement (this “Agreement”) Dear Sirs: As Seen on TV, Inc., a Florida corporation (the “Company”), has entered into a placement agency agreement with National Securities Corporation (the “Placement Agent”) to conduct a private placement of between $3,003,000 and |
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| November 14, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-Q ??????? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2012 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 000-5353 |
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| November 1, 2012 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 astv8k.htm CURRENT REPORT 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): October 31, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of |
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| November 1, 2012 |
EX-2.2 2 astvex2z2.htm MERGER AGREEMENT EXHIBIT 2.2 AGREEMENT AND PLAN OF MERGER BY AND AMONG AS SEEN ON TV, INC., EDIETS ACQUISITION COMPANY AND EDIETS.COM, INC. DATED AS OF OCTOBER 31, 2012 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 1.1. The Merger 1 1.2. Effective Time 1 1.3. Effects of the Merger 2 1.4. Closing 2 1.5. Certificate of Incorporation 2 1.6. Bylaws 2 1.7. Directors of the Surviv |
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| September 25, 2012 |
Current Report 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): September 20, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) |
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| September 25, 2012 |
Form of Placement Agent Warrant EXHIBIT 4.3 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT |
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| September 25, 2012 |
Form of Warrant EXHIBIT 4.2 WARRANT NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUAN |
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| September 25, 2012 |
SECURITY AGREEMENT EXHIBIT 10.2 SECURITY AGREEMENT This SECURITY AGREEMENT (this “Agreement”), dated as of September 7, 2012, is made by and between As Seen on TV, Inc., a Florida corporation (“ASTV”), TV Goods Holding Corporation, a Florida corporation and ASTV’s wholly-owned subsidiary (“TVG Holding”), TV Goods, Inc., a Florida corporation and TVG Holdings wholly-owned subsidiary (“TVG”), and Tr |
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| September 25, 2012 |
12% SENIOR SECURED CONVERTIBLE NOTE Form of 12% Senior Secured Convertible Note EXHIBIT 4.1 12% SENIOR SECURED CONVERTIBLE NOTE THIS NOTE AND THE SECURITIES OBTAINABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“THE ACT”), OR THE SECURITIES LAWS OF ANY STATE. THE SECURITIES MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE ST |
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| September 25, 2012 |
CONSTELLATION 3D, INC EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the 7th day of September 2012, by and between As Seen On TV, Inc., a Florida corporation (the “Company”), and the investors listed on the Schedule of Investors attached hereto (each an “Investor” and collectively, the “Investors”). W I T N E S S E T H: WHEREAS, the Co |
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| September 13, 2012 |
Current Report 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): September 7, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) |
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| September 13, 2012 |
EDIETS.COM, INC. SENIOR PROMISSORY NOTE SENIOR PROMISSORY NOTE Exhibit 10.1 THIS NOTE AND THE SECURITIES OBTAINABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. THE SECURITIES MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES |
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| September 10, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? AMENDMENT NO. 1 TO FORM 10-Q ??????? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2012 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Nu |
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| August 14, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-Q ??????? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2012 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 000-53539 ??? |
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| August 10, 2012 |
Press Release EXHIBIT 99.1 As Seen On TV, Inc. Executes Letter of Intent to Acquire eDiets.com, Inc. Combined Company has Generated $30 Million Revenue over Past 12 Months Plan to Roll Out Celebrity Endorsed Infomercial in Time for Peak Diet Season CLEARWATER, FL - (Marketwire) – August 10, 2012 – As Seen On TV, Inc. (ASTV), a direct response marketing company and owner of the website “AsSeenOnTV. |
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| August 10, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events - CURRENT REPORT Current Report 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): August 9, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) (Co |
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| July 5, 2012 |
FORM OF WARRANT EXHIBIT 4.1 EXCEPT AS OTHERWISE PROVIDED HEREIN, THIS WARRANT SHALL BE VOID AFTER 5:00 P.M. EASTERN TIME ON JUNE 22, 20 (THE “EXPIRATION DATE”). As Seen On TV, Inc. WARRANT TO PURCHASE SHARES OF AS SEEN ON TV, Inc. COMMON STOCK, PAR VALUE $0.0001 PER SHARE For VALUE RECEIVED, (“Warrantholder”), is entitled to purchase, subject to the provisions of this Warrant, from As Seen On TV, |
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| July 5, 2012 |
SEC EDGAR Filing EXHIBIT 10.1 ASSET PURCHASE AGREEMENT Among SEEN ON TV, LLC and MARY BETH GEARHART (formerly FASANO) (SELLER) and TV GOODS, INC. and AS SEEN ON TV, INC. (BUYER) Dated as of June 22, 2012 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 ARTICLE II PURCHASE AND SALE 6 Section 2.1 Purchase and Sale of Assets 6 Section 2.2 Excluded Assets 6 Section 2.3 Assumed Liabilities 7 Section 2.4 |
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| July 5, 2012 |
EX-99.1 4 astvex99z1.htm PRESS RELEASE EXHIBIT 99.1 As Seen On TV, Inc. Closes Asset Purchase of AsSeenOnTV.com -Acquires the Only Intellectual Property Bearing the Name As Seen On TV -Will Initiate New Marketing and Social Media Plan CLEARWATER, Fla., July 2, 2012 /PRNewswire via COMTEX/ - As Seen On TV, Inc. (OTCQB: ASTV) a direct response marketing company, has officially closed its asset purch |
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| July 5, 2012 |
8-K 1 astv8k.htm CURRENT REPORT 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): June 28, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of in |
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| June 29, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-K ??????? ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: March 31, 2012 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to ??????? As Seen On TV, Inc. (Exact name of r |
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| May 14, 2012 |
AS SEEN ON TV, INC. 50,491,190 Shares of Common Stock FORM S-1 Filed Pursuant to Rule 424(b)(3) SEC File No. 333-181158 PROSPECTUS AS SEEN ON TV, INC. 50,491,190 Shares of Common Stock This prospectus relates to periodic offers and sales of 50,491,190 shares of common stock by the selling security holders which includes: – up to 20,635,313 shares of common stock issued and outstanding as of the date of this prospectus; – up to 609,937 shares of commo |
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| May 8, 2012 |
Acceleration Request AS SEEN ON TV, INC. 14044 Icot Boulevard Clearwater, Florida 33760 May 8, 2012 “CORRES” VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549-4631 Re: AS SEEN ON TV, INC. Registration Statement on Form S-1 File No. 333-181158 Ladies and Gentlemen: Pursuant to the provisions of Rule 461 of the Secur |
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| May 4, 2012 |
Registration Statement - REGISTRATION STATEMENT FORM S-1 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 4, 2012 Registration No. |
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| April 30, 2012 |
AS SEEN ON TV, INC. 10,257,045 Shares of Common Stock Prospectus Filed Pursuant to Rule 424(b)(3) SEC File No. 333-170778 PROSPECTUS AS SEEN ON TV, INC. 10,257,045 Shares of Common Stock This prospectus relates to periodic offers and sales of 10,257,045 shares of common stock by the selling security holders which includes: – up to 3,544,545 shares of common stock issued and outstanding as of the date of this prospectus; – up to 2,237,500 shares of co |
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| April 30, 2012 |
Current Report 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): April 30, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) (Co |
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| April 25, 2012 |
Acceleration Request AS SEEN ON TV, INC. 14044 Icot Boulevard Clearwater, Florida 33760 April 25, 2012 “CORRES” VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549-4631 Re: AS SEEN ON TV, INC. Registration Statement on Form S-1 File No. 333-170778 Ladies and Gentlemen: Pursuant to the provisions of Rule 461 of the Se |
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| April 12, 2012 |
FORM S-1/A5 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON April 12, 2012 Registration No. |
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| April 12, 2012 |
SEC EDGAR Filing EXHIBIT 10.17 PURCHASING AND MARKETING AGREEMENT by and between TVGoods, Inc. and Presser Direct, LLC Dated as of March 7, 2012 THIS PURCHASING AND MARKETING AGREEMENT (hereinafter referred to as “the Agreement” or “this Agreement”), effective as of March 7, 2012 (the "Effective Date"), is by and between Presser Direct, LLC ("Presser"), and TVGoods, Inc. ("TVG"). From time to time |
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| April 11, 2012 |
Response Letter Of counsel PEARLMAN & PEARLMAN LLC ———————————— CHARLES B. PEARLMAN BRIAN A. PEARLMAN April 12, 2012 VIA FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-4631 RE: As Seen On TV, Inc. Amendment No. 6 to Registration Statement on Form S-1 Filed March 23, 2012 File No. 333-170778 Ladies and Gentl |
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| April 5, 2012 |
8-K 1 astv8k.htm CURRENT REPORT 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): March 31, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of i |
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| April 5, 2012 |
INDEPENDENT DIRECTOR AGREEMENT EX-10.1 2 astvex10z1.htm INDEPENDENT DIRECTOR AGREEMENT EXHIBIT 10.1 INDEPENDENT DIRECTOR AGREEMENT This DIRECTOR AGREEMENT is dated March 27, 2012 (the “Agreement”) by and between AS SEEN ON TV, INC, a Florida corporation (the “Company”), and Randolph A. Pohlman, an individual with an address of H. Wayne Huizenga School of Business & Entrepreneurship, Nova Southwestern University, Carl DeSantis B |
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| March 23, 2012 |
Response Letter Of counsel PEARLMAN & PEARLMAN LLC ———————————— CHARLES B. PEARLMAN BRIAN A. PEARLMAN March 23, 2012 VIA FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-4631 RE: As Seen On TV, Inc. Amendment No. 5 to Registration Statement on Form S-1 Filed March 1, 2012 File No. 333-170778 Ladies and Gentle |
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| March 23, 2012 |
FORM S-1/A5 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON March 23, 2012 Registration No. |
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| March 6, 2012 |
Current Report 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): March 1, 2012 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of incorporation) (Co |
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| March 1, 2012 |
FORM S-1/A5 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON March 1, 2012 Registration No. |
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| March 1, 2012 |
Response Letter Of counsel PEARLMAN & PEARLMAN LLC ———————————— CHARLES B. PEARLMAN BRIAN A. PEARLMAN March 1, 2012 VIA FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-4631 RE: As Seen On TV, Inc. (formerly H & H Imports, Inc.) Amendment No. 4 to Registration Statement on Form S-1 Filed January 11, 2012 File |
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| February 14, 2012 |
10-Q 1 hnhiform10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2011 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fr |
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| January 11, 2012 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 11, 2012 S-1/A 1 astvs1z.htm AMENDMENT NO. 4 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 11, 2012 Registration No. 333-170778 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————————— AMENDMENT NO. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ——————————— AS SEEN ON TV, INC. (Exact name of issuer as specified in its charter) Florida 5900 |
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| January 10, 2012 |
Of counsel Of counsel PEARLMAN & PEARLMAN LLC ———————————— CHARLES B. PEARLMAN BRIAN A. PEARLMAN January 10, 2012 VIA FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-4631 RE: As Seen On TV, Inc. (formerly H & H Imports, Inc.) Amendment No. 2 to Registration Statement on Form S-1 Filed May 12, 2011 File No. 3 |
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| December 27, 2011 |
Current Report 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): December 22, 2011 ——————— AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) ——————— Florida 000-53539 80-149096 (State or other |
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| December 27, 2011 |
INDEPENDENT DIRECTOR AGREEMENT EXHIBIT 10.1 INDEPENDENT DIRECTOR AGREEMENT This DIRECTOR AGREEMENT is dated December 22, 2011 (the ?Agreement?) by and between AS SEEN ON TV, INC, a Florida corporation (the ?Company?), and Greg D. Adams, an individual with an address of (the ?Director?). WHEREAS, the Company appointed the Director effective as of the date hereof and desires to enter into an agreement with the Director with respe |
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| December 12, 2011 |
INDEPENDENT CONTRACTOR AGREEMENT EXHIBIT 10.1 INDEPENDENT CONTRACTOR AGREEMENT THIS AGREEMENT is made as of the 6th day of December, 2011 (the ?Effective Date?), by and between TV Goods Inc., with its principal place of business located at 14044 Icot Blvd, Clearwater FL 33760, hereinafter referred to as (?TVG?) and Stratcon Partners, LLC, with hers/his/its home address or principal place of business located at 155 West 68th Stree |
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| December 12, 2011 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 astv8k.htm CURRENT REPORT 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): December 6, 2011 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of |
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| November 21, 2011 |
AS SEEN ON TV, INC. COMMON STOCK PURCHASE WARRANT EXHIBIT 4.2 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| November 21, 2011 |
AS SEEN ON TV, INC. COMMON STOCK PURCHASE WARRANT EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| November 21, 2011 |
AS SEEN ON TV, INC. COMMON STOCK PURCHASE WARRANT EXHIBIT 4.3 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| November 21, 2011 |
EXHIBIT 2.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the ?Agreement?) is made as of the 28th day of 1 October 2011, by and between As Seen on TV, Inc., a Florida corporation (the ?Company?), and the investors listed on the Schedule of Investors attached hereto (each an ?Investor? and collectively, the ?Investors?). W I T N E S S E T H: WHEREAS, the Company desires to sell |
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| November 21, 2011 |
Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2011 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File |
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| November 21, 2011 |
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): November 18, 2011 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) (Commission Fil |
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| November 17, 2011 |
Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q/A AMENDMENT No. 2 ——————— þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2010 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: t |
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| November 17, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q/A AMENDMENT No. 2 ——————— þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2010 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission Fil |
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| November 15, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): Form 10-K Form 20-F Form 11-K ? Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: SEPTEMBER 30, 2011 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Form N-SAR For the |
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| November 3, 2011 |
EXHIBIT 10.3 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the ?Agreement?) entered into as of the 28th day of October, 2011, between AS SEEN ON TV, INC., a Florida corporation (the ?Company?), and Dennis W. Healey (the ?Executive?). WHEREAS, the Company desires to employ the Executive and to ensure the continued availability to the Company of the Executive?s services, and the Executive is willi |
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| November 3, 2011 |
EXHIBIT 99.1 As Seen On TV, Inc. Completes $12,155,000 Equity Financing, Adds to Executive Team, Board of Directors CLEARWATER, FL - (Marketwire) - 11/03/11 - As Seen On TV, Inc. (OTCQB: HNHID) (PINKSHEETS: HNHID) today announced that on October 28, 2011 it received $12,155,000 in equity financing. Effective with the financing, the Company appointed Jeffrey L. Schwartz, an executive with more than |
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| November 3, 2011 |
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): October 28, 2011 AS SEEN ON TV, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) (Commission File |
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| November 3, 2011 |
xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx EXHIBIT 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) entered into as of the 28th day of October, 2011, between AS SEEN ON TV, INC., a Florida corporation (the “Company”), and Steven Rogai (the “Executive”). WHEREAS, the Company desires to employ the Executive and to ensure the continued availability to the Company of the Executive’s servic |
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| November 3, 2011 |
INDEPENDENT DIRECTOR AGREEMENT EXHIBIT 10.4 INDEPENDENT DIRECTOR AGREEMENT This DIRECTOR AGREEMENT is dated October 28, 2011 (the ?Agreement?) by and between AS SEEN ON TV, INC, a Florida corporation (the ?Company?), and JEFFREY SCHWARTZ, an individual with an address of (the ?Director?). WHEREAS, the Company appointed the Director effective as of the date hereof and desires to enter into an agreement with the Director with res |
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| November 3, 2011 |
EXHIBIT 10.1 SERVICES AGREEMENT THIS SERVICES AGREEMENT (the ?Agreement?) entered into as of the 28th day of October, 2011, between AS SEEN ON TV, INC., a Florida corporation (the ?Company?), and Kevin Harrington (the ?Service Provider?). WHEREAS, the Company desires to engage the Service Provider and to ensure the continued availability to the Company of the Service Provider?s services, and the S |
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| November 3, 2011 |
EXHIBIT 10.5 October , 2011 National Securities Corporation 120 Broadway, Suite 2740 New York, NY 10271 Re: Lock-Up Agreement (this ?Agreement?) Dear Sirs: As Seen on TV, Inc., a Florida corporation (the ?Company?), has entered into a placement agency agreement with National Securities Corporation (the ?Placement Agent?) to conduct a private placement of between $4,000,000 and $9,000,000 (not incl |
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| November 3, 2011 |
AMENDMENT TO 12% CONVERTIBLE PROMISSORY NOTE xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx EXHIBIT 4.1 AMENDMENT TO 12% CONVERTIBLE PROMISSORY NOTE This Amendment to 12% Convertible Promissory Note (the “Amendment”) dated October 28, 2011, by and among As Seen on TV, Inc., a Florida corporation (the “Borrower”) and Steve Rogai (the “Lender”) amends that certain 12% Convertible Promissory Note in the principal amount of $107,000 dated May 25, 2010, as am |
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| September 19, 2011 |
SCHEDULE 14C (RULE 14C-101) SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ¨ Preliminary information statement. |
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| September 13, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? AMENDMENT NO. 2 to FORM 10-Q ??????? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2011 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Nu |
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| September 8, 2011 |
SCHEDULE 14C (RULE 14C-101) SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ? Preliminary information statement. |
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| August 31, 2011 |
8-K 1 hnhi8k.htm CURRENT REPORT 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): August 29, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of |
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| August 31, 2011 |
FORM OF 12% SENIOR CONVERTIBLE DEBENTURE FORM OF 12% SENIOR CONVERTIBLE DEBENTURE EXHIBIT 4.1 FORM OF 12% SENIOR CONVERTIBLE DEBENTURE THIS DEBENTURE AND THE SECURITIES OBTAINABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“THE ACT”), OR THE SECURITIES LAWS OF ANY STATE. THE SECURITIES MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLIC |
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| August 31, 2011 |
NOTICE, CONSENT, AMENDMENT AND WAIVER AGREEMENT NOTICE, CONSENT, AMENDMENT AND WAIVER AGREEMENT EXHIBIT 10.3 NOTICE, CONSENT, AMENDMENT AND WAIVER AGREEMENT THIS NOTICE, CONSENT, AMENDMENT AND WAIVER AGREEMENT (this “Agreement”), dated as of August , 2011 is entered into by and between H&H IMPORTS, INC., a Florida corporation (the “Company”) and each of the purchasers identified on the signature pages hereof (the “Holders”). Capitalized terms u |
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| August 31, 2011 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the ?Agreement?) is made as of the day of August 2011, by and between H & H Imports, Inc., a Florida corporation (the ?Company?), and the investors listed on the Schedule of Investors attached hereto (each an ?Investor? and collectively, the ?Investors?). W I T N E S S E T H: WHEREAS, the Company desires to sell to the |
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| August 31, 2011 |
AMENDMENT TO CONVERTIBLE DEBENTURE AMENDMENT TO CONVERTIBLE DEBENTURE EXHIBIT 10.2 AMENDMENT TO CONVERTIBLE DEBENTURE This Amendment to Convertible Debenture (the “Amendment”) dated August 17, 2011, by and among H&H IMPORTS, INC., a Florida corporation (the “Company”) and OCTAGON CAPITAL PARTNERS (the “Lender”). WHEREAS, on April 8, 2011, the Company issued to the Lender a Convertible Debenture (the “Note”) in the principal amount |
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| August 31, 2011 |
FORM OF WARRANT EXHIBIT 4.2 FORM OF WARRANT NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT |
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| August 24, 2011 |
10-Q/A 1 hnhi10q.htm AMENDED QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— AMENDMENT NO. 1 to FORM 10-Q ——————— þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2011 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the |
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| August 23, 2011 |
10-Q 1 hnhi10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2011 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to C |
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| August 17, 2011 |
INFOMERCIAL PRODUCTION AND BRAND LICENSE AGREEMENT LICENSING, MARKETING & PRODUCTION AGREEMENT INFOMERCIAL PRODUCTION AND BRAND LICENSE AGREEMENT AGREEMENT dated as of this 13th day of October, 2010 (“Agreement”) by and among TV Goods, Inc. |
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| August 17, 2011 |
XXXXXXXXXXXXXXXXXXX UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 16, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): Form 10-K Form 20-F Form 11-K ? Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: June 30, 2011 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Repor |
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| June 30, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K Form 20-F Form 11-K Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: MARCH 31, 2011 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Form N-SAR For the Tran |
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| June 28, 2011 |
Severance, Consulting and Release Agreement EXHIBIT 10.11 TVGoods 14044 Icon Blvd. Clearwater, FL, 33760 Tel. (727) 2513.2738 Fax (727) 330-7843 www.tvgoodsinc.com Agreement This Agreement (this “Agreement”) is executed this 23rd day of March, 2011, by and between Michael Cimino (“Mr. Cimino”) and TV Goods, Inc, its affiliates, parent companies, their directors, officers and employees in their cor |
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| June 28, 2011 |
Response Letter Of counsel PEARLMAN & PEARLMAN LLC CHARLES B. PEARLMAN BRIAN A. PEARLMAN June 28, 2011 VIA FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-4631 RE: H & H Imports, Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed May 12, 2011 File No. 333-170778 Ladies and Gentleman: On behalf |
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| June 28, 2011 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 28, 2011 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 28, 2011 Registration No. |
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| June 17, 2011 |
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): June 15, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 14, 2011 |
Auditor Letter EXHIBIT 16.1 June 13, 2011 U.S. Securities and Exchange Commission Office of the Chief Accountant 100 F Street, NE Washington, DC 20549 Re: H & H Imports File 000-53539 Dear Sir or Madam: We have read Item 4.01 of Form 8-K of H & H Imports., and agree with the statements concerning our Firm contained therein. Very truly yours, Jewett, Schwartz, Wolfe & Assoc CPA’s /s/ Jewett, Schwar |
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| June 14, 2011 |
Current Report 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): June 8, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 000-53539 (Commission Fil |
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| June 10, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): June 9, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 000-53539 (Commission File Number) Ident |
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| June 10, 2011 |
EX-99.1 2 hhiex99z1.htm PRESS RELEASE EXHIBIT 99.1 June 9, 2011 To our valued shareholders, I am pleased to be writing you to update you on the status of our Company, where we have been, where we are heading and where we currently stand. In the following letter, I look to bring you up to speed on the positive news on our current and past projects and our evolving business model. We have received s |
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| June 8, 2011 |
SERIES [A/B/C] COMMON STOCK PURCHASE WARRANT H & H IMPORTS, INC. Form of Warrant EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN E |
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| June 8, 2011 |
Form of Registration Rights Agreement EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 27, 2011, between H & H Imports, Inc., a Florida corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pur |
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| June 8, 2011 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of May 27, 2011, between H & H Imports, Inc., a Florida corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject to the terms and conditions set f |
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| June 8, 2011 |
Current Report 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): May 27, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) (Comm |
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| June 3, 2011 |
EXHIBIT 99.1 May 27, 2011 *** via email *** [email protected] Mary Beth Fasano, President Seen On TV, LLC BINDING LETTER AGREEMENT Re: Acquisition of AsSeenOnTV.com? and SeenOnTV.com ? (?ONTV?) Dear Mary Beth: This Binding Letter Agreement (this ?Agreement?) confirms the terms under which TV Goods, Inc., a Florida corporation (?TVG?), will acquire certain assets owned by Seen On TV, LLC, a Nevada |
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| June 3, 2011 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): May 27, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 000-53539 (Commission File Number) Ident |
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| May 31, 2011 |
TV Goods, Inc. and 50 Cent's SMS Audio, LLC Move from Term Sheet and Sign Definitive Agreement Press Release EXHIBIT 99.1 TV Goods, Inc. and 50 Cent's SMS Audio, LLC Move from Term Sheet and Sign Definitive Agreement TV Goods, Inc. has signed a definitive agreement to shoot and air an infomercial with retail participation CLEARWATER, FL - (Marketwire) – May, 2011 – TV Goods, Inc. ("TV Goods"), a direct response marketing organization and wholly owned subsidiary of H & H Imports, Inc. (OTCBB |
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| May 31, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): May 31, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 000-53539 (Commission File Number) Ident |
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| May 26, 2011 |
SCHEDULE 14C (RULE 14C-101) SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ? Preliminary information statement. |
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| May 23, 2011 |
Of counsel PEARLMAN & PEARLMAN LLC CHARLES B. PEARLMAN BRIAN A. PEARLMAN US Securities and Exchange Commission Edgar Filing Of counsel PEARLMAN & PEARLMAN LLC CHARLES B. |
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| May 23, 2011 |
SCHEDULE 14C (RULE 14C-101) Amendment No. 1 to SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ? Preliminary information statement. ? Confidential, for use of the Commission only (as permitted by Rule 14c-5(d)(2)) ? Definitive information statement. H&H IMPORTS, INC. (Name of Registrant as Specified in Its C |
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| May 12, 2011 |
RESPONSE LETTER Of counsel PEARLMAN & PEARLMAN LLC CHARLES B. PEARLMAN BRIAN A. PEARLMAN May 12, 2011 VIA FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-4631 Attn: Sonia Bednarowski Re: H&H Imports, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed February 9, 2011 File No. 333-170778 Form 8-K |
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| May 12, 2011 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 12, 2011 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 12, 2011 Registration No. |
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| May 10, 2011 |
EXHIBIT 99.1 TV Goods, Inc. and 50 Cent's SMS Audio, LLC Update Details of Preliminary Agreement for TV Goods to Provide Direct Response Marketing to SMS Audio, LLC CLEARWATER, FL-(Marketwire - 05/06/11) - TV Goods, Inc. ("TV Goods"), a direct response marketing organization and wholly owned subsidiary of H & H Imports, Inc. (OTC.BB:HNHI), has announced that it and SMS Audio, LLC ("SMS"), an affil |
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| May 10, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): May 6, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 000-53539 (Commission File Number) Identi |
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| May 10, 2011 |
TV Goods, Inc. Clarification of Its Relationship with 50 Cent's SMS Audio, LLC TV Goods, Inc. Clarification of Its Relationship with 50 Cent's SMS Audio, LLC CLEARWATER, FL-(Marketwire - 05/09/11) - TV Goods, Inc. ("TV Goods"), a direct response marketing organization and wholly owned subsidiary of H & H Imports, Inc. (OTC.BB:HNHI), in response to what it feels is some confusion in the market, has issued a clarification of its relationship with 50 Cent and SMS Audio, LLC ("S |
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| May 5, 2011 |
Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q/A ——————— þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2010 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission Fil |
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| May 5, 2011 |
INFOMERCIAL PRODUCTION AND BRAND LICENSE AGREEMENT INFOMERCIAL PRODUCTION AND BRAND LICENSE AGREEMENT EXHIBIT 10.4 INFOMERCIAL PRODUCTION AND BRAND LICENSE AGREEMENT AGREEMENT dated as of this 13th day of October, 2010 (“Agreement”) by and among TV Goods, Inc., a Florida, corporation with its principal place of business at 14044 Icot Blvd, Clearwater FL 33760 (“TVG”), Sleek Audio, LLC, a Florida limited liability company with its principal place o |
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| May 4, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-Q/A ??????? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2010 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 000-53539 ??? |
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| May 4, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q/A ——————— ü QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2010 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 000-5353 |
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| April 20, 2011 |
Current Report 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): April 19, 2011 ——————— H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) ——————— Florida 000-53539 80-149096 (State or other ju |
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| April 15, 2011 |
EXHIBIT 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| April 15, 2011 |
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): April 11, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) (Commission File N |
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| April 15, 2011 |
SERIES C COMMON STOCK PURCHASE WARRANT EXHIBIT 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD |
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| April 15, 2011 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of April 8, 2011, between H & H Imports, Inc., a Florida corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject to the terms and conditions set |
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| April 15, 2011 |
CONVERTIBLE DEBENTURE DUE DECEMBER 1, 2011 CONVERTIBLE DEBENTURE EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT |
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| April 15, 2011 |
EXHIBIT 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| March 31, 2011 |
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): March 24, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other (Commission File Number) (IRS Employer jurisdict |
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| March 29, 2011 |
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): March 23, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other (Commission File Number) (IRS Employer jurisdict |
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| March 2, 2011 |
SCHEDULE 14C (RULE 14C-101) SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ? Preliminary information statement. |
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| February 14, 2011 |
INFOMERCIAL PRODUCTION AND BRAND LICENSE AGREEMENT INFOMERCIAL PRODUCTION AND BRAND LICENSE AGREEMENT EXHIBIT 10.4 INFOMERCIAL PRODUCTION AND BRAND LICENSE AGREEMENT AGREEMENT dated as of this 13th day of October, 2010 (“Agreement”) by and among TV Goods, Inc., a Florida, corporation with its principal place of business at 14044 Icot Blvd, Clearwater FL 33760 (“TVG”), Sleek Audio, LLC, a Florida limited liability company with its principal place o |
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| February 14, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-Q ??????? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2010 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 000-53539 |
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| February 10, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): February 8, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other (Commission File Number) (IRS Employer jurisdi |
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| February 10, 2011 |
Press Release Exhibit 99.1 PRESS RELEASE TV Goods to Roll Out Hulk Hogan Endorsed Line of Pumice-Based Cleaning Products; PumMagic(TM) Product Line Draws Interest of Big Box Retailers TV Goods Intends to Increase Celebrity Endorsed Product Lines, Which Presently Include Hulk Hogan and 50 Cent Feb. 8, 2011 (Marketwire) - CLEARWATER, FL - (Marketwire) - 02/08/11 - H & H Imports, Inc. (OTCQB: HNHI) ( |
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| February 9, 2011 |
ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF H&H IMPORTS, INC. EXHIBIT 3.3 ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF H&H IMPORTS, INC. Pursuant to Section 607.1006 of the Florida Business Corporation Act, the undersigned, being the President of H&H IMPORTS, INC., a Florida corporation (the ?Corporation?), bearing Document Number P06000145754, does hereby submit these Articles of Amendment for the purpose of amending the Corporation?s Articles |
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| February 9, 2011 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 9, 2011 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 9, 2011 Registration No. |
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| February 9, 2011 |
RESPONSE LETTER Of counsel PEARLMAN & PEARLMAN LLC CHARLES B. PEARLMAN BRIAN A. PEARLMAN February 9, 2011 VIA FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-4631 Attn: Sonia Bednarowski Re: H&H Imports Inc. Registration Statement on Form S-1 / Filed November 23, 2010 File No. 333-170778 Form 8-K / Filed June |
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| February 7, 2011 |
Unregistered Sales of Equity Securities 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 31, 2011 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of incorporation) (Commission Fil |
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| December 9, 2010 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(A) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(A) H&H IMPORTS, INC. (Name of Issuer) Common Stock - $0.0001 Par Value (Title of Class of Securities) 404035 10 7 (CUSIP Number) Greg Collins G. Collins & Co |
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| November 26, 2010 |
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): November 23, 2010 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 23, 2010 |
EXHIBIT 10.6 SUBSCRIPTION AGREEMENT SUBSCRIPTION AGREEMENT (this ?Agreement?) made as of the last date set forth on the signature page hereof between TV Goods Holding Corporation, a Florida corporation (the ?Company?), and the undersigned (the ?Subscriber?). WITNESSETH: WHEREAS, the Company is conducting a private offering (the ?Offering?) consisting of a minimum (the ?Minimum Amount?) of $1,000,0 |
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| November 23, 2010 |
EXHIBIT 4.4 THE SECURITIES REPRESENTED HEREBY MAY NOT BE TRANSFERRED UNLESS (I) SUCH SECURITIES HAVE BEEN REGISTERED FOR SALE PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED, (II) SUCH SECURITIES MAY BE SOLD PURSUANT TO RULE 144, OR (III) THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSFER MAY LAWFULLY BE MADE WITHOUT REGISTRATION UNDER THE SECURITIES |
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| November 23, 2010 |
EXHIBIT 21.1 Subsidiaries TV Goods Holding Corporation, a Florida corporation TV Goods, Inc., a Florida corporation Investors Business Center, LLC, a Florida limited liability company |
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| November 23, 2010 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 23, 2010 S-1 1 hhis1.htm REGISTRATION STATEMENT AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 23, 2010 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————————— FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ——————————— H&H IMPORTS, INC. (Exact name of issuer as specified in its charter) Florida 5900 80-149096 (State or ot |
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| November 23, 2010 |
SUBSCRIPTION AGREEMENT EXHIBIT 10.7 SUBSCRIPTION AGREEMENT SUBSCRIPTION AGREEMENT (this “Agreement”) made as of the last date set forth on the signature page hereof between H&H Imports, Inc, a Florida corporation (the “Company”), and the undersigned (the “Subscriber”). WITNESSETH: WHEREAS, the Company is the parent company of TV Goods Holding Corporation; WHEREAS, the Company is conducting a priva |
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| November 15, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— ü QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2010 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 000-53539 |
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| October 19, 2010 |
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): October 13, 2010 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-149096 (State or other jurisdiction of incorporation) (Commission File |
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| September 24, 2010 |
Current Report 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): September 17, 2010 H & H IMPORTS, INC. (Exact name of registrant as specified in its charter) Florida 000-53539 80-0149096 (State or other jurisdiction of incorporation |
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| September 24, 2010 |
TV Goods Announces Acquisition of KDAA, Inc. EXHIBIT 99.1 TV Goods Announces Acquisition of KDAA, Inc. CLEARWATER, FL-(Marketwire - 09/17/10) - H & H Imports, Inc. (OTC.BB:HNHI - News), parent company of TV Goods Holding Corporation and TV Goods, Inc., today announced that TV Goods Holdings Corporation (its wholly owned subsidiary) has acquired a majority and controlling interest in KDAA, Inc., a privately held Florida corporation. Under the |
