Attached files
| file | filename |
|---|---|
| EX-99.1 - PRESS RELEASE - GENELINK INC | v303022_ex99-1.htm |
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: February 10, 2012
GeneLink, Inc.
(Exact Name of Registrant as Specified in its Charter)
| PA | 00-30518 | 23-2795613 | ||
| (State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
317 Wekiva Springs Road, #200, Longwood, FL 32779
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (800) 558-4363
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
Effective February 10, 2012, pursuant to the terms of a Stock Purchase Agreement (the “Stock Purchase Agreement”) dated October 13, 2011 between GeneLink, Inc. (“GeneLink”) and Capsalus Corp. (“Capsalus”), GeneLink sold 100% of the common stock of GeneWize Life Sciences, Inc. (“GeneWize”) to Capsalus.
Pursuant to the Stock Purchase Agreement, Capsalus paid GeneLink $500,000 and will pay GeneLink an additional earnout payment of between $1.5 million and $4.5 million, subject to the performance of GeneWize following the closing.
The description of the Stock Purchase Agreement does not purport to be complete and is qualified by reference to the Stock Purchase Agreement, which is attached as Exhibit 2.1 to GeneLink’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 17, 2011. A copy of the press release announcing the completion of the sale of GeneWize is attached as Exhibit 99.1 to this report and is incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
| Exhibit Number | Description | |
| 99.1 | Press Release dated February 16, 2012 |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| GeneLink, Inc. (Registrant) | ||
| By: | /s/ Bernard L. Kasten, Jr. M.D. | |
| Bernard L. Kasten, Jr. M.D. Chief Executive Officer | ||
Dated: February 16, 2012
EXHIBIT INDEX
| Exhibit Number | Description | |
| 99.1 | Press Release dated February 16, 2012 |