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| CIK | 1429373 |
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 Eastern Resources, Inc.
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| March 29, 2019 |
ESRI / Eastern Resources, Inc. begin 644 filename1 M)5!$1BTQ+C4-"B6UM;6U#0HQ(# @;V)J#0H\/"]4>7!E+T-A=&%L;V7!E+U!A9V5S+T-O=6YT(#(O2VED7!E+U!A9V4O4&%R96YT(#(@,"!2+U)E M%L@," P(#8Q,B W. |
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| March 31, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form N-SAR ¨ Form N-CSR For Period Ended: December 31, 2013 ¨ 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 |
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| January 24, 2014 |
Eastern Resources, Inc. Announces the Signing of a Term Sheet with Black Diamond Holdings, LLC EX-99.1 2 v366240ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 Eastern Resources, Inc. Announces the Signing of a Term Sheet with Black Diamond Holdings, LLC DENVER, Colo., January 21, 2014 – The Board of Directors of Eastern Resources, Inc. (OTC Bulletin Board: ESRI) is pleased to announce ESRI’s signing of a binding term sheet with Black Diamond Holdings LLC (“BDH”) pursuant to which ESRI will acquire (t |
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| January 24, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K 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 21, 2014 Eastern Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or Other Jurisdiction (Commission File (I.R.S. Em |
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| November 14, 2013 |
AMENDED AND RESTATED MINERAL PRODUCT RECEIVABLES PURCHASE AGREEMENT AMENDED AND RESTATED MINERAL PRODUCT RECEIVABLES PURCHASE AGREEMENT This AMENDED AND RESTATED MINERAL PRODUCT RECEIVABLES PURCHASE AGREEMENT (the “Agreement”), dated as of the day of , 2013 (the “Effective Date”), by and among ELKHORN GOLDFIELDS, INC. |
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| November 14, 2013 |
GORDON SNYDER, ADMINISTRATIVE AGENT 28 Middle Street - Suite 100 Keene, NH 03431 October 31, 2013 GORDON SNYDER, ADMINISTRATIVE AGENT 28 Middle Street - Suite 100 Keene, NH 03431 October 31, 2013 Mr. |
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| November 14, 2013 |
PROMISSORY NOTE Up to $ Date: October , 2013 Denver, Colorado THIS PROMISSORY NOTE (“Note”) is entered into as of October , 2013 (the “Effective Date”) by and between Elkhorn Goldfields, Inc. |
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| November 14, 2013 |
10-Q 1 v35898810q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fi |
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| August 19, 2013 |
EASTERN RESOURCES, INC. 1610 Wynkoop Street, Suite 400, Denver, CO 80202 SUBSCRIPTION AGREEMENT EASTERN RESOURCES, INC. 1610 Wynkoop Street, Suite 400, Denver, CO 80202 SUBSCRIPTION AGREEMENT Ladies and Gentlemen: 1. Subscription. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase the number of units of securities (the “Units”) of Eastern Resources, Inc., a Delaware corporation (the “Company”), set forth on the signature page hereof at a p |
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| August 19, 2013 |
INTER-CREDITOR AND STANDSTILL AGREEMENT INTER-CREDITOR AND STANDSTILL AGREEMENT THIS INTER-CREDITOR AND STANDSTILL AGREEMENT (“Agreement”) is made and effective as of May 13, 2013 (“Effective Date”) by and among (i) Gordon Snyder, as administrative agent (“Administrative Agent”) for the owners of certain secured promissory notes, convertible notes and redeemable options to certain debt holders (individually and together, the “Secured Cr |
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| August 19, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 ¨ 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: 000-54645 EASTERN RES |
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| August 19, 2013 |
EX-4.1 2 v351551ex4-1.htm EXHIBIT 4.1 Warrant Certificate No. NEITHER THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS, AND NEITHER SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSF |
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| August 13, 2013 |
NT 10-Q 1 v352833nt10q.htm NT 10-Q 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 x Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: June 30, 2013 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on |
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| May 15, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q 10-Q 1 v34390110q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File N |
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| April 16, 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) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 ¨ 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: 000-54645 EASTERN RESOURC |
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| April 16, 2013 |
EX-21 2 v339741ex21.htm EXHIBIT 21 EXHIBIT 21 SUBSIDIARIES OF REGISTRANT Elkhorn Goldfields, Inc., a Montana corporation Montana Tunnels Mining, Inc., a Delaware corporation |
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| March 29, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: December 31, 2012 ¨ 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 o |
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| February 19, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K 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 13, 2013 EASTERN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| February 19, 2013 |
Eastern Resources, Inc. Executes Engagement Letter With Investment Bank EXHIBIT 99.1 Eastern Resources, Inc. Executes Engagement Letter With Investment Bank DENVER, CO-(Marketwire - Feb 13, 2013) - Eastern Resources, Inc. ( OTCBB : ESRI ), a Delaware corporation ("ESRI" or, the "Company"): The Board of Directors of Eastern Resources Inc. is pleased to announce that it has executed an advisory agreement with a New York registered broker-dealer with a focus on the preci |
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| November 21, 2012 |
PROMISSORY NOTE - EXTENSION Date: October 18, 2012 PROMISSORY NOTE - EXTENSION Date: October 18, 2012 On September 6, 2012, the undersigned, EASTERN RESOURCES, INC (?Maker?) promised to pay to the order of BLACK DIAMOND HOLDINGS, LLC, (the "Holder"), the principal sum of ONE HUNDRED AND FIFTY THOUSAND, (US $150,000), with interest accruing on the outstanding principal amount of the Note at an annual rate of six percent (6. |
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| November 21, 2012 |
AMENDED AND RESTATED MINERAL PRODUCT RECEIVABLES PURCHASE AGREEMENT AMENDED AND RESTATED MINERAL PRODUCT RECEIVABLES PURCHASE AGREEMENT This AMENDED AND RESTATED MINERAL PRODUCT RECEIVABLES PURCHASE AGREEMENT (the ?Agreement?), dated as of the 18th day of October, 2012 (the ?Effective Date?), by and among ELKHORN GOLDFIELDS, INC. |
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| November 21, 2012 |
PROMISSORY NOTE Up to $150,000 Date: Sept 6, 2012 Denver, Colorado THIS PROMISSORY NOTE (?Note?) is entered into as of September 6, 2012 (the ?Effective Date?) by and between Eastern Resources, Inc. |
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| November 21, 2012 |
PROMISSORY NOTE Up to $30,000 Date: September 14, 2012 Denver, Colorado THIS PROMISSORY NOTE (?Note?) is entered into as of September 14, 2012 (the ?Effective Date?) by and between Elkhorn Goldfields, Inc. |
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| November 21, 2012 |
EASTERN RESOURCES, INC. AND SUBSIDIARIES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to |
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| November 14, 2012 |
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 x Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: September 30, 2012 ¨ 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 |
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| November 2, 2012 |
November 2, 2012 Via E-mail Patrick W. M. Imeson Chief Executive Officer Eastern Resources, Inc. 1610 Wynkoop Street, Suite 400 Denver, CO 80202 Re: Eastern Resources, Inc. Form 8-K Filed April 12, 2012 File No. 000-54645 Dear Mr. Imeson: We have completed our review of your filing. We remind you that our comments or changes to disclosure in response to our comments do not foreclose the Commission |
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| October 18, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 5 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, 2012 EASTERN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or Other Jurisdiction (Commission |
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| October 18, 2012 |
October 17, 2012 VIA EDGAR AND EMAIL United States Securities and Exchange Commission Division of Corporate Finance Washington, D. |
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| October 18, 2012 |
Loss on Related Party Ore Purchase Agreement and Change in Fair Value of Embedded Derivative EXHIBIT 99.1 Loss on Related Party Ore Purchase Agreement and Change in Fair Value of Embedded Derivative Inputs Initiation date 4/15/2011 Measurement date 4/15/2011 Initial price $ 10,000,000 Total delivery 33,000 Price / oz. $ 500 Discount Rate ** 25 % Date OZ to Deliver Total Price Discount Period Discount Factor PV of PMT Futures Price on Measurement Date * Delivery Value PV of Delivery Relate |
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| September 20, 2012 |
CORRESP 1 filename1.htm September 20, 2012 VIA EDGAR FILING United States Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 Attn: Susan Block, Attorney-Advisor Re: Eastern Resources, Inc. Amendment No. 4 to Form 8-K Filed August 22, 2012 File No. 000-54645 Dear Ms. Block: On behalf of our client, Eastern Resources, Inc., a Delaware corporation (the “Company”), |
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| September 13, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q/A Amendment No. 1 (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 ¨ 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: 333 |
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| August 30, 2012 |
August 30, 2012 Via E-mail Patrick W. M. Imeson Chief Executive Officer Eastern Resources, Inc. 1610 Wynkoop Street, Suite 400 Denver, CO 80202 Re: Eastern Resources, Inc. Amendment No. 4 to Form 8-K Filed August 22, 2012 File No. 000-54645 Dear Mr. Imeson: We have reviewed your response dated August 21, 2012 and have the following comment. In some of our comments, we may ask you to provide us wit |
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| August 22, 2012 |
Loss on Related Party Ore Purchase Agreement and Change in Fair Value of Embedded Derivative EXHIBIT 99.1 Loss on Related Party Ore Purchase Agreement and Change in Fair Value of Embedded Derivative Inputs Initiation date 4/15/2011 Measurement date 4/15/2011 Initial price $ 10,000,000 Total delivery 33,000 Price / oz. $ 500 Discount Rate ** 25 % Date OZ to Deliver Total Price Discount Period Discount Factor PV of PMT Futures Price on Measurement Date * Delivery Value PV of Delivery Relate |
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| August 22, 2012 |
August 21, 2012 VIA EDGAR AND EMAIL United States Securities and Exchange Commission Division of Corporate Finance Washington, D. |
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| August 22, 2012 |
8-K/A 1 v3221398ka.htm FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 4 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, 2012 EASTERN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State |
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| August 20, 2012 |
EASTERN RESOURCES, INC. WARRANT TO PURCHASE COMMON STOCK EX-4.1 2 v322025ex4-1.htm EXHIBIT 4.1 Warrant Certificate No. NEITHER THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS, AND NEITHER SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSF |
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| August 20, 2012 |
PROMISSORY NOTE Up to $75,200 Date: July 19, 2012 Denver, Colorado THIS PROMISSORY NOTE (?Note?) is entered into as of July 19, 2012(the ?Effective Date?) by and between Elkhorn Goldfields, Inc. |
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| August 20, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 o 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: 333-149850 EASTERN RE |
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| August 20, 2012 |
Purchase of Gold Stream from Elkhorn Goldfields LLC (?Elkhorn?) August 13, 2012 Via E-Mail Elkhorn Goldfields Inc. 1610 Wynkoop Street Suite 400 Denver, CO 80202 Attention: Robert Trenaman Dear Sirs: Purchase of Gold Stream from Elkhorn Goldfields LLC (?Elkhorn?) Further to our recent discussions and at your request, this binding letter of intent sets forth the general terms and conditions pursuant to which it is proposed that Black Diamond Financial Group LLC |
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| August 20, 2012 |
PROMISSORY NOTE Up to $10,000 Date: July 6, 2012 Denver, Colorado THIS PROMISSORY NOTE (?Note?) is entered into as of July 6, 2012(the ?Effective Date?) by and between Eastern Resources, Inc. |
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| August 16, 2012 |
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 xForm 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: June 30, 2012 ¨ 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 For |
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| August 14, 2012 |
August 14, 2012 VIA EDGAR FILING United States Securities and Exchange Commission Division of Corporate Finance Washington, D. |
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| August 10, 2012 |
Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits - 8-K 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 8, 2012 EASTERN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or other jurisdiction of incorporation) (Commission File Number) |
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| August 10, 2012 |
EXHIBIT 16.1 August 9, 2012 U.S. Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Re: Eastern Resources, Inc. Commission file no: 333-149850 Gentlemen: Sherb & Co., LLP (“Sherb”) is the former independent registered accountant of Eastern Resources, Inc. (the “Company”). We have read the Company’s Current Report on Form 8-K dated August 8, 2012, and are in agreement wi |
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| July 26, 2012 |
July 25, 2012 Via E-mail Patrick W. M. Imeson Chief Executive Officer Eastern Resources, Inc. 1610 Wynkoop Street, Suite 400 Denver, CO 80202 Re: Eastern Resources, Inc. Amendment No. 3 to Form 8-K Filed July 11, 2012 File No. 000-54645 Dear Mr. Imeson: We have reviewed your response dated July 11, 2012 and have the following comments. In some of our comments, we may ask you to provide us with inf |
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| July 11, 2012 |
Loss on Related Party Ore Purchase Agreement and Change in Fair Value of Embedded Derivative EXHIBIT 99.1 Loss on Related Party Ore Purchase Agreement and Change in Fair Value of Embedded Derivative Inputs Initiation date 4/15/2011 Measurement date 4/15/2011 Initial price $ 10,000,000 Total delivery 33,000 Price / oz. $ 500 Discount Rate ** 25 % Date OZ to Deliver Total Price Discount Period Discount Factor PV of PMT Futures Price on Measurement Date * Delivery Value PV of Delivery Relate |
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| July 11, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 3 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, 2012 EASTERN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or Other Jurisdiction (Commission |
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| July 11, 2012 |
July 11, 2012 VIA EDGAR AND EMAIL United States Securities and Exchange Commission Division of Corporate Finance Washington, D. |
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| June 29, 2012 |
June 29, 2012 VIA EDGAR FILING United States Securities and Exchange Commission Division of Corporate Finance Washington, D. |
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| June 15, 2012 |
June 15, 2012 Via E-mail Patrick W. M. Imeson Chief Executive Officer Eastern Resources, Inc. 1610 Wynkoop Street, Suite 400 Denver, CO 80202 Re: Eastern Resources, Inc. Amendment No. 2 to Form 8-K Filed May 31, 2012 File No. 000-54645 Dear Mr. Imeson: We have reviewed your response dated May 31, 2012 and have the following comments. In some of our comments, we may ask you to provide us with infor |
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| June 4, 2012 |
Unregistered Sales of Equity Securities - 8-K 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 25, 2012 EASTERN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 000-54645 45-0582098 (State or Other Jurisdiction (Commission File (I.R.S. Employe |
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| May 31, 2012 |
Loss on Related Party Ore Purchase Agreement and Change in Fair Value of Embedded Derivative EXHIBIT 99.1 Loss on Related Party Ore Purchase Agreement and Change in Fair Value of Embedded Derivative Inputs Initiation date 4/15/2011 Measurement date 4/15/2011 Initial price $ 10,000,000 Total delivery 33,000 Price / oz. $ 500 Discount Rate ** 25 % Date OZ to Deliver Total Price Discount Period Discount Factor PV of PMT Futures Price on Measurement Date * Delivery Value PV of Delivery Relate |
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| May 31, 2012 |
May 31, 2012 VIA EDGAR AND FEDEX United States Securities and Exchange Commission Division of Corporate Finance Washington, D. |
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| May 31, 2012 |
May 31, 2012 VIA EDGAR FILING United States Securities and Exchange Commission Division of Corporate Finance Washington, D. |
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| May 31, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 2 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, 2012 EASTERN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or Other Jurisdiction (Commission |
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| May 24, 2012 |
May 24, 2012 VIA EDGAR FILING United States Securities and Exchange Commission Division of Corporate Finance Washington, D. |
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| May 17, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q/A Amendment No. 1 (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 ¨ 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: 33 |
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| May 16, 2012 |
Financial Statements and Exhibits - FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 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, 2012 EASTERN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or Other Jurisdiction (Commission |
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| May 15, 2012 |
EASTERN RESOURCES, INC. 10% CONVERTIBLE PROMISSORY NOTE EX-4.1 2 v313232ex4-1.htm EXHIBIT 4.1 NEITHER THE ISSUANCE AND SALE OF THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE 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 IN THE ABSENCE OF (I) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE |
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| May 15, 2012 |
EX-10.1 3 v313232ex10-1.htm EXHIBIT 10.1 SUBSCRIPTION AGREEMENT Eastern Resources Corporation 166 East 34th Street, Suite 18K New York, NY 10016 This Subscription Agreement (this “Agreement”) has been executed by the subscriber set forth in the signature page attached hereto (the “Subscriber”) in connection with the private placement offering (the “Offering”) of $ principal amount of 10% eighteen |
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| May 15, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 £ 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: 333-149850 EASTERN R |
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| May 10, 2012 |
May 10, 2012 Via E-mail Patrick W. M. Imeson Chief Executive Officer Eastern Resources, Inc. 1610 Wynkoop Street, Suite 400 Denver, CO 80202 Re: Eastern Resources, Inc. Form 8-K Filed April 12, 2012 File No. 000-54645 Dear Mr. Imeson: We have reviewed your filing and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your |
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| April 12, 2012 |
EMPLOYEE LEASING AGREEMENT This EMPLOYEE LEASING AGREEMENT (this "Agreement") is made and entered into as of August 1, 2011 (the "Effective Date") between Montana Tunnels Mining, Inc. |
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| April 12, 2012 |
EX-10.1 4 v308961ex10-1.htm EXHIBIT 10.1 CANCELLATION AGREEMENT CANCELLATION AGREEMENT, dated April 6, 2012 (this “Agreement”), by and between, Eastern Resources, Inc., a Delaware corporation (the “Company”), and Dylan Hundley (the “Cancelling Party”). BACKGROUND WHEREAS, in connection with a proposed merger transaction (the “Merger”) between the Company and an unrelated third party, Buzz Kill, In |
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| April 12, 2012 |
FORM OF NO SHORT SELLING AGREEMENT FORM OF NO SHORT SELLING AGREEMENT This NO SHORT SELLING AGREEMENT (this “Agreement”) is made as of , 2012, by and between the undersigned person or entity (the “Restricted Holder”) and Eastern Resources, Inc. |
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| April 12, 2012 |
MINERAL PRODUCT RECEIVABLES PURCHASE AGREEMENT MINERAL PRODUCT RECEIVABLES PURCHASE AGREEMENT This MINERAL PRODUCT RECEIVABLES PURCHASE AGREEMENT dated as of the 15th day of April, 2011 by and among ELKHORN GOLDFIELDS, INC. |
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| April 12, 2012 |
SPLIT-OFF AGREEMENT This SPLIT-OFF AGREEMENT, dated as of April 6, 2012 (this “Agreement”), is entered into by and among Eastern Resources, Inc. |
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| April 12, 2012 |
General RELEASE agreement This General Release Agreement (this “Agreement”), dated as of April 6, 2012, is entered into by and among Eastern Resources, Inc. |
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| April 12, 2012 |
EMPLOYMENT SERVICES AGREEMENT This Employment Services Agreement (the “Agreement”) is entered into as of the 6th day of April, 2012, by and between EASTERN RESOURCES, INC. |
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| April 12, 2012 |
12% UNSECURED CONVERTIBLE PROMISSORY NOTE 12% UNSECURED CONVERTIBLE PROMISSORY NOTE Naperville, Illinois February 29, 2012 Original Principal Amount: $1,500,000. |
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| April 12, 2012 |
MINING LEASE WITH OPTION TO PURCHASE (Patented and Unpatented Mining Claims located in Jefferson County, Montana) BETWEEN: MT. |
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| April 12, 2012 |
EX-21.1 26 v308961ex21-1.htm EXHIBIT 21.1 EXHIBIT 21.1 SUBSIDIARIES Elkhorn Goldfields, Inc., a Montana corporation Montana Tunnels Mining, Inc., a Delaware corporation |
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| April 12, 2012 |
INDEMNIFICATION ESCROW AGREEMENT INDEMNIFICATION ESCROW AGREEMENT This Escrow Agreement (this “Agreement”) is entered into as of , 2012 by and between Eastern Resources, Inc. |
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| April 12, 2012 |
EMPLOYMENT SERVICES AGREEMENT This Employment Services Agreement (the “Agreement”) is entered into as of the 6th day of April, 2012, by and between EASTERN RESOURCES, INC. |
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| April 12, 2012 |
EASTERN RESOURCES, INC. Incentive Stock Option Agreement Granted Under 2012 Equity Incentive Plan EASTERN RESOURCES, INC. Incentive Stock Option Agreement Granted Under 2012 Equity Incentive Plan 1. Grant of Option. This agreement (this “Agreement”) evidences the grant by Eastern Resources, Inc., a Delaware corporation (the “Company”), on , 2012 (the “Grant Date”) to , an employee of the Company (the “Participant”), of an option (the “Option”) to purchase, in whole or in part, on the terms pro |
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| April 12, 2012 |
MANAGEMENT SERVICES AGREEMENT THIS AGREEMENT is made and entered into April 6, 2012 by and between BLACK DIAMOND FINANCIAL GROUP, LLC, a limited liability company (“BDFG”), and EASTERN RESOURCES, INC, a Delaware corporation (“ESRI” or the “Company”). |
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| April 12, 2012 |
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 6, 2012 EASTERN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or Other Jurisdiction (Commission File (I.R.S. Emplo |
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| April 12, 2012 |
EASTERN RESOURCES, INC. Non-Statutory Stock Option Agreement Granted Under 2012 Equity Incentive Plan 1. Grant of Option. This agreement (this “Agreement”) evidences the grant by Eastern Resources, Inc., a Delaware corporation (the “Company”), on , 2012 (the “Grant Date”) to , an employee, director, consultant or advisor of the Company (the “Participant”), of an option (the “Option”) to purchase, |
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| April 12, 2012 |
EMPLOYMENT SERVICES AGREEMENT This Employment Services Agreement (the “Agreement”) is entered into as of the 6th day of April 2012, by and between EASTERN RESOURCES, INC. |
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| April 12, 2012 |
Subscription Booklet for Effecting Purchases of $5,000,000 in 8% Series A Bonds in Elkhorn Goldfields Inc. |
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| April 12, 2012 |
EX-10.10 10 v308961ex10-10.htm EXHIBIT 10.10 LOCK-UP AGREEMENT This LOCK-UP AGREEMENT (this “Agreement”) is made as of , 2012, by and between the undersigned person or entity (the “Restricted Holder”) and Eastern Resources, Inc., a Delaware corporation (the “Company”). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Merger Agreement (as de |
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| April 12, 2012 |
EMPLOYMENT SERVICES AGREEMENT This Employment Services Agreement (the “Agreement”) is entered into as of the 6th day of April, 2012, by and between EASTERN RESOURCES, INC. |
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| April 12, 2012 |
GENERAL RELEASE TO ALL WHO THESE PRESENTS SHALL COME OR MAY CONCERN, know that the undersigned, (the “Releasor”), in consideration of good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, releases and discharges EASTERN RESOURCES, INC. |
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| April 12, 2012 |
TERMINATION OF INVESTMENT AGREEMENT TERMINATION OF INVESTMENT AGREEMENT This Termination of Investment Agreement (this “Agreement”) is made as of April 6, 2012 (the “Effective Date”), by and between Buzz Kill, Inc. |
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| April 12, 2012 |
NOTE CANCELLATION GENERAL RELEASE NOTE CANCELLATION AND GENERAL RELEASE TO ALL WHO THESE PRESENTS SHALL COME OR MAY CONCERN, know that the undersigned, (the “Releasor”), in consideration of good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, from EASTERN RESOURCES, INC. |
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| April 12, 2012 |
SECURITY AGREEMENT DEBTOR SECURED PARTY Elkhorn Goldfields, Inc., Black Diamond Holdings, LLC THIS AGREEMENT made and entered into this 15th day of April 2011, by and between ELKHORN GOLDFIELDS, INC. whose address is Suite 1209 – 409 Granville Street, Vancouver, British Columbia, Canada, V6C 1T2, (referred to in this Agreement as “Debtor”) and BLACK DIAMOND HOLDINGS LLC, whose address is P.O. Box |
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| April 12, 2012 |
ELKHORN GOLDFIELDS, INC. a Montana Corporation US $5,000,000 8% SERIES A BONDS DUE JULY 31, 2012 ELKHORN GOLDFIELDS, INC. a Montana Corporation US $5,000,000 8% SERIES A BONDS DUE JULY 31, 2012 No. JULY 31, 2012 $ ELKHORN GOLDFIELDS, INC, a Montana Corporation (the “Company”), for value received promises to pay to: the registered holder of this Bond (the “Holder”), or its assigns the principal amount of: TWO HUNDRED THOUSAND DOLLARS on July 31, 2012 (the “Maturity Date”), in lawful money of t |
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| April 12, 2012 |
LOCK-UP ESCROW AGREEMENT This LOCK-UP ESCROW AGREEMENT (this “Agreement”) is made as of , 2012, by and among the undersigned person or entity (each, a “Restricted Holder” and collectively, the “Restricted Holders”), Eastern Resources, Inc. |
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| April 9, 2012 |
PLEDGE AGREEMENT THIS PLEDGE AGREEMENT (this “Agreement”), dated as of April 6, 2012 is entered into between Elkhorn Goldfields, LLC, a Delaware limited liability company (“Pledgor”), and Gordon Snyder, as Administrative Agent, acting on behalf of the Lender Parties (as hereinafter defined) (“Secured Party”), with reference to the following: WHEREAS, Pledgor is obligated to Secured Party in accordance with certain agreements including without limitation the following: 1. |
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| April 9, 2012 |
TRI-PARTY AGREEMENT: CONSENT TO TRANSFER OF CONTROL OF MORTGAGOR AND ACKNOWLEDGEMENT OF PLEDGE AGREEMENT THIS TRI-PARTY AGREEMENT: CONSENT TO TRANSFER OF CONTROL OF MORTGAGOR AND ACKNOWLEDGEMENT OF PLEDGE AGREEMENT is made this 6th day of April, 2012, by and among ELKHORN GOLDFIELDS, LLC, a Delaware limited liability company (“EGL”), Eastern Resources, Inc. |
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| April 9, 2012 |
STATE OF DELAWARE CERTIFICATE OF MERGER OF DOMESTIC CORPORATIONS 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 Certificate of Merger: FIRST: The name of the surviving corporation is Montana Tunnels Mining, Inc. |
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| April 9, 2012 |
EXECUTION COPY AGREEMENT AND PLAN OF MERGER AND REORGANIZATION AMONG EASTERN RESOURCES, INC. |
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| April 9, 2012 |
EASTERN RESOURCES, INC. 2012 EQUITY INCENTIVE PLAN EASTERN RESOURCES, INC. 2012 EQUITY INCENTIVE PLAN 1. PURPOSE. The Eastern Resources, Inc. 2012 Equity Incentive Plan has two complementary purposes: (a) to attract and retain outstanding individuals to serve as officers, employees, directors, consultants and advisors to the Company and its Affiliates, and (b) to increase stockholder value. The Plan will provide participants incentives to increase |
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| April 9, 2012 |
CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF EASTERN RESOURCES, INC. |
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| April 9, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT 1934 EASTERN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or Other Jurisdiction (Commission File (I.R.S. Employer of Incorporation) Number) I |
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| April 9, 2012 |
LOAN REINSTATEMENT AND MODIFICATION AGREEMENT EX-10.1 7 v308778ex10-1.htm EXHIBIT 10.1 LOAN REINSTATEMENT AND MODIFICATION AGREEMENT This Loan Reinstatement and Modification Agreement (the “Agreement”) is made effective April 6, 2012, by and between Gordon Snyder, acting as Administrative Agent (“Administrative Agent”) on behalf of the holders (“Holders”) of certain notes given in the amounts and on the dates set forth on Exhibit A under cert |
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| April 9, 2012 |
STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF EASTERN RESOURCES, INC. |
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| April 9, 2012 |
STATE OF MONTANA ARTICLES OF MERGER STATE OF MONTANA ARTICLES OF MERGER Pursuant to Section 35-1-816 of the Montana Code Annotated (“MCA”), the undersigned, state the following: 1. |
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| April 2, 2012 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended: December 31, 2011 OR ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-149850 Eastern Resources, |
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| March 30, 2012 |
SUBSIDIARIES OF REGISTRANT Buzz Kill, Inc., a New York corporation EXHIBIT 21 SUBSIDIARIES OF REGISTRANT Buzz Kill, Inc., a New York corporation |
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| March 30, 2012 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended: December 31, 2011 OR ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-149850 Eastern Resources, Inc. (Exact name o |
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| March 30, 2012 |
EASTERN RESOURCES, INC. 10% CONVERTIBLE PROMISSORY NOTE NEITHER THE ISSUANCE AND SALE OF THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. |
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| March 30, 2012 |
SUBSCRIPTION AGREEMENT Eastern Resources Corporation 166 East 34th Street, Suite 18K New York, NY 10016 This Subscription Agreement (this “Agreement”) has been executed by the subscriber set forth in the signature page attached hereto (the “Subscriber”) in connection with the private placement offering (the “Offering”) of $ principal amount of 10% eighteen (18) month convertible promissory notes (the “Notes”) of Eastern Resources, Inc. |
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| January 26, 2012 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-149850 PROSPECTUS EASTERN RESOURCES, INC. 9,080,000 SHARES OF COMMON STOCK OFFERED BY THE SELLING STOCKHOLDERS This prospectus relates to the resale from time to time of up to 9,080,000 issued and outstanding shares of our common stock, par value $0.001 per share, by the selling stockholders listed in this prospectus. The shares offered by this |
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| January 19, 2012 |
January 19, 2012 Securities and Exchange Commission Division of Corporation Finance Washington, D. |
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| January 18, 2012 |
SUBSCRIPTION AGREEMENT Eastern Resources, Inc. 166 East 34th Street, Suite 18K New York, New York 10016 This Subscription Agreement (this “Agreement”) has been executed by the subscriber set forth in the signature page attached hereto (the “Subscriber”) in connection with the private placement offering (the “Offering”) of a maximum of $135,500 principal amount of convertible promissory notes (the |
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| January 18, 2012 |
EASTERN RESOURCES, INC. 10% CONVERTIBLE PROMISSORY NOTE NEITHER THE ISSUANCE AND SALE OF THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. |
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| January 18, 2012 |
AMENDMENT TO $_______ 10% PARTICIPATING NOTE DATED __________, 20__ AMENDMENT TO $ 10% PARTICIPATING NOTE DATED , 20 WHEREAS, on , 20 Buzz Kill, Inc., a New York corporation (the “Obligor”), issued a 10% Participating Note (the “Note”) due , 20 (the “Original Maturity Date”) in the principal amount of $ in favor of (the “Payee”); and WHEREAS, the Obligor and the Payee wish to amend the terms of the Note, to extend the Original Maturity Date by years and to provide |
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| January 18, 2012 |
AMENDMENT TO 10% CONVERTIBLE PROMISSORY NOTE PRINCIPAL AMOUNT $70,000 DATED JANUARY 29, 2010 AMENDMENT TO 10% CONVERTIBLE PROMISSORY NOTE PRINCIPAL AMOUNT $70,000 DATED JANUARY 29, 2010 WHEREAS, on January 29, 2010 Eastern Resources, Inc. |
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| January 18, 2012 |
AMENDMENT TO $45,000 8.25% CONVERTIBLE PROMISSORY NOTE DATED MAY 8, 2009 AMENDMENT TO $45,000 8.25% CONVERTIBLE PROMISSORY NOTE DATED MAY 8, 2009 WHEREAS, on May 8, 2009 Eastern Resources, Inc., a Delaware corporation (the “Obligor”), issued a 8.25% Convertible Promissory Note (the “Note”) due November 8, 2010 (the “Original Maturity Date”) in the principal amount of $45,000.00 in favor of Milestone Enhanced Fund Ltd. (the “Payee”); and WHEREAS, the Obligor and the Pay |
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| January 18, 2012 |
List of Subsidiaries Buzz Kill, Inc., a New York corporation EXHIBIT 21.1 List of Subsidiaries Buzz Kill, Inc., a New York corporation |
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| January 18, 2012 |
As filed with the Securities and Exchange Commission on January 18, 2012 Registration No. |
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| January 13, 2012 |
January 13, 2012 Thomas H. Hanna, Jr. Chief Executive Officer Eastern Resources, Inc. 166 East 34th Street, Suite 18K New York, NY 10016 Re: Eastern Resources, Inc. Post-Effective Amendment No. 1 to Registration Statement on Form S-1 Filed December 30, 2011 File No. 333-149850 Dear Mr. Hanna: We have limited our review of your registration statement to those issues we have addressed in our comment |
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| January 9, 2012 |
January 9, 2012 Securities and Exchange Commission 100 F. Street, NE Washington, D.C. 20549 Attention: Loan Lauren P. Nguyen RE: Eastern Resources, Inc. Delaying Amendment for Eastern Resources, Inc. (the "Registrant”) Post-Effective Amendment No. 1 to Registration Statement on Form S-1 (the “PEA”) (File No. 333-149850) Ladies and Gentlemen: Pursuant to Rule 473 under the Securities Act of 1933, a |
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| December 30, 2011 |
AMENDMENT TO 10% CONVERTIBLE PROMISSORY NOTE PRINCIPAL AMOUNT $70,000 DATED JANUARY 29, 2010 AMENDMENT TO 10% CONVERTIBLE PROMISSORY NOTE PRINCIPAL AMOUNT $70,000 DATED JANUARY 29, 2010 WHEREAS, on January 29, 2010 Eastern Resources, Inc. |
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| December 30, 2011 |
POS AM 1 v244279posam.htm FORM POS AM As filed with the Securities and Exchange Commission on December 30, 2011 Registration No. 333-149850 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Commission File Number: 333-149850 EASTERN RESOURCES, INC. (Exact name of registrant as s |
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| December 30, 2011 |
EX-10.11 3 v244279ex10-11.htm EXHIBIT 10.11 SUBSCRIPTION AGREEMENT Eastern Resources, Inc. 166 East 34th Street, Suite 18K New York, New York 10016 This Subscription Agreement (this “Agreement”) has been executed by the subscriber set forth in the signature page attached hereto (the “Subscriber”) in connection with the private placement offering (the “Offering”) of a maximum of $135,500 principal |
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| December 30, 2011 |
EASTERN RESOURCES, INC. 10% CONVERTIBLE PROMISSORY NOTE NEITHER THE ISSUANCE AND SALE OF THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. |
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| December 30, 2011 |
AMENDMENT TO $45,000 8.25% CONVERTIBLE PROMISSORY NOTE DATED MAY 8, 2009 AMENDMENT TO $45,000 8.25% CONVERTIBLE PROMISSORY NOTE DATED MAY 8, 2009 WHEREAS, on May 8, 2009 Eastern Resources, Inc., a Delaware corporation (the “Obligor”), issued a 8.25% Convertible Promissory Note (the “Note”) due November 8, 2010 (the “Original Maturity Date”) in the principal amount of $45,000.00 in favor of Milestone Enhanced Fund Ltd. (the “Payee”); and WHEREAS, the Obligor and the Pay |
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| December 30, 2011 |
AMENDMENT TO $_______ 10% PARTICIPATING NOTE DATED __________, 20__ AMENDMENT TO $ 10% PARTICIPATING NOTE DATED , 20 WHEREAS, on , 20 Buzz Kill, Inc., a New York corporation (the “Obligor”), issued a 10% Participating Note (the “Note”) due , 20 (the “Original Maturity Date”) in the principal amount of $ in favor of (the “Payee”); and WHEREAS, the Obligor and the Payee wish to amend the terms of the Note, to extend the Original Maturity Date by years and to provide |
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| December 30, 2011 |
List of Subsidiaries Buzz Kill, Inc., a New York corporation EXHIBIT 21.1 List of Subsidiaries Buzz Kill, Inc., a New York corporation |
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| November 14, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011 ¨ 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: 333-149850 EASTE |
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| August 15, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 ? Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 ? 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: 333-149850 EASTERN RE |
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| July 1, 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 27, 2011 Eastern Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or other jurisdiction (Commission (IRS Employer of i |
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| May 16, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011 ¨ 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: 333-149850 EASTERN R |
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| April 15, 2011 |
EX-10.8 2 v218615ex10-8.htm THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THESE SECURITIES MAY BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY (A) TO THE COMPANY, (B) OUTSIDE THE UNITED STATES IN COMPLIANCE WITH RULE 904 OF REGULATION S UNDER THE SECURITIES ACT, (C) IN COMPLIANCE WITH RULE 144 O |
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| April 15, 2011 |
FORM OF SUBORDINATION AGREEMENT FORM OF SUBORDINATION AGREEMENT This Subordination Agreement (this “Subordination Agreement”) is dated as of September 10, 2010, by and among the individuals and corporate entities listed on Schedule 1 hereto (the “Subordinated Lenders”), Eastern Resources, Inc. |
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| April 15, 2011 |
SUBSIDIARIES OF REGISTRANT Buzz Kill, Inc., a New York corporation EXHIBIT 21 SUBSIDIARIES OF REGISTRANT Buzz Kill, Inc., a New York corporation |
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| April 15, 2011 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended: December 31, 2010 OR o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-149850 Eastern Resources, Inc. (Exact name o |
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| March 31, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q oForm 10-D oForm N- SAR oForm N-CSR For Period Ended: December 31, 2010 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on |
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| November 15, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 ? Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2010 ? 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: 333-149850 EASTE |
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| October 25, 2010 |
PRESS RELEASE FOR IMMEDIATE RELEASE EASTERN RESOURCES, INC. ANNOUNCES BUZZKILL PREMIERE IN LOS ANGELES ON SUNDAY AT HOLLYWOOD FILM FESTIVAL LOS ANGELES, CA ? OCTOBER 22, 2010: Eastern Resources, Inc. (OTCBB: ESRI), an independent film production company, announced today that its first feature length major motion picture, BuzzKill, presented by Second City, will have its Los Angeles premiere as a p |
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| October 25, 2010 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 v1997788k.htm 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 22, 2010 Eastern Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or other jurisdiction (Commiss |
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| August 19, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2010 ¨ 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: 333-149850 EASTERN RE |
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| August 17, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NORITICATION OF LATE FILING (Check One) o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended June 30, 2010 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Ttransition Period Ended N/A Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| May 17, 2010 | ||
| May 17, 2010 |
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 13, 2010 EASTERN RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or other jurisdiction (Commission (IRS Employer of incorporation) Fi |
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| May 5, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2010 ¨ 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: 333-149850 EASTERN R |
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| March 23, 2010 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended: December 31, 2009 OR ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-149850 Eastern Resources, Inc. (Exact name o |
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| March 23, 2010 |
SUBSIDIARIES OF REGISTRANT Buzz Kill, Inc., a New York corporation EXHIBIT 21 SUBSIDIARIES OF REGISTRANT Buzz Kill, Inc., a New York corporation |
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| March 23, 2010 |
EASTERN RESOURCES, INC. 10% CONVERTIBLE PROMISSORY NOTE EXHIBIT 10.7 NEITHER THE ISSUANCE AND SALE OF THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE 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 IN THE ABSENCE OF (I) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, |
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| November 12, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2009 ¨ 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: 333-149850 EASTE |
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| July 31, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 – Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2009 ¨ 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: 333-149850 EASTERN RE |
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| May 15, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2009 ? 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: 333-149850 EASTERN RES |
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| May 15, 2009 |
EASTERN RESOURCES, INC. 8.25% CONVERTIBLE PROMISSORY NOTE EX-4.1 2 v149640ex4-1.htm EXHIBIT 4.1 NEITHER THE ISSUANCE AND SALE OF THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE 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 IN THE ABSENCE OF (I) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE |
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| March 31, 2009 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended: December 31, 2008 OR ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-149850 Eastern Resources, Inc. (Exact name o |
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| March 31, 2009 |
EXHIBIT 14.1 EASTERN RESOURCES, INC. CODE OF ETHICS FOR CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER, CHIEF ACCOUNTING OFFICER OR CONTROLLER AND PERSONS PERFORMING SIMILAR FUNCTIONS General Philosophy The honesty, integrity and sound judgment of the Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer or Controller and persons performing similar functions (collectively th |
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| March 31, 2009 |
SUBSIDIARIES OF REGISTRANT Buzz Kill, Inc., a New York corporation EXHIBIT 21 SUBSIDIARIES OF REGISTRANT Buzz Kill, Inc., a New York corporation |
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| November 26, 2008 |
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 26, 2008 Eastern Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 333-149850 45-0582098 (State or other jurisdiction (Commission (IRS Employer o |
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| November 26, 2008 |
Exhibit 99.1 Eastern Resources, Inc. Announces BuzzKill Wins People?s Choice Award for Best Feature Film at NJ Film Festival at Cape May New York, NY - November 26, 2008: Eastern Resources, Inc. (OTCBB: ESRI), an independent film production company, announced today that its first feature length major motion picture, BuzzKill, won the People?s Choice Award for Best Feature Film at the 2008 NJ State |
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| November 18, 2008 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2008 ¨ 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: 333-149850 EASTERN |
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| November 14, 2008 |
SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 Notification of Late Filing SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 Notification of Late Filing Commission File Number 333-149850 (Check One) o Form 10-K and Form 10-KSB o Form 11-K o Form 20-F x Form 10-Q and Form 10-QSB o Form N-SAR For period ended September 30, 2008 o Transition Report on Form 10-K and Form 10-KSB o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q and Form 10-QSB o Transition Report on Form N-SAR For the transition period ended N/A Read Attached Instruction Sheet Before Preparing Form. |
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| September 26, 2008 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2008 ? 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: 333-149850 EASTERN RESO |
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| September 15, 2008 | ||
| September 15, 2008 | ||
| August 13, 2008 |
EASTERN RESOURCES, INC. 9,129,000 SHARES OF COMMON STOCK INITIAL PUBLIC OFFERING Filed pursuant to Rule 424(b)(3) Registration No. 333-149850 PROSPECTUS EASTERN RESOURCES, INC. 9,129,000 SHARES OF COMMON STOCK INITIAL PUBLIC OFFERING This prospectus relates to the offer and sale by the named selling stockholders of up to 9,129,000 shares of our common stock, par value $0.001 per share. We will not receive any proceeds from this offering and have not made any arrangements for t |
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| August 12, 2008 |
Eastern Resources, Inc. 4 Park Avenue, Suite 16K New York, NY 10016 Eastern Resources, Inc. 4 Park Avenue, Suite 16K New York, NY 10016 August 12, 2008 Via EDGAR United States Securities and Exchange Commission Washington, DC 20549 Re: Eastern Resources, Inc. Registration Statement on Form S-1 (File No. 333-149850) Request for Acceleration Ladies and Gentlemen: Pursuant to a conversation with the Staff earlier today, we hereby submit via EDGAR transmission Amendme |
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| August 12, 2008 |
As filed with the Securities and Exchange Commission on August 12, 2008 As filed with the Securities and Exchange Commission on August 12, 2008 Registration No. |
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| August 11, 2008 |
August 8, 2008 Securities and Exchange Commission 450 Fifth Street, NW Washington, DC 20549 Attn: Amanda McManus, Branch Chief - Legal Division of Corporation Finance Mail Stop 3561 Re: Eastern Resources, Inc Amendment No. |
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| August 11, 2008 |
As filed with the Securities and Exchange Commission on August 8, 2008 As filed with the Securities and Exchange Commission on August 8, 2008 Registration No. |
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| July 14, 2008 |
10% NOTE SERIES BUZZ KILL, INC. DUE __________, 2010 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). |
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| July 14, 2008 |
July 11, 2008 Securities and Exchange Commission 450 Fifth Street, NW Washington, DC 20549 Attn: Amanda McManus, Branch Chief - Legal Division of Corporation Finance Mail Stop 3561 Re: Eastern Resources, Inc Registration Statement on Form S-1 File No. |
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| July 14, 2008 |
EX-10.1 3 v119571ex10-1.htm LITERARY PURCHASE AGREEMENT This Literary Purchase Agreement ("Agreement") is entered into as of April 1, 2007, between Buzz Kill, Inc. ("Purchaser"), which is or shall become by the start of principal photography a signatory to the WGA Agreement and Seasmoke, Inc. ("Lender") f/s/o Steven Kampmann and Matt Smollon (“Smollon”) (collectively hereinafter referred to as “Se |
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| July 14, 2008 |
MEMORANDUM OF AGREEMENT THIS MEMORANDUM OF AGREEMENT (the "Agreement") is made as of April 17, 2006 by and between Buzz Kill, Inc. |
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| July 14, 2008 |
EX-10.2 7 v119571ex10-2.htm **NO QUOTE BASIS** BUZZ KILL, INC. 4 Park Avenue, Suite 16K New York, New York 10016 As of April 13, 2007 Seasmoke, Inc. f/s/o Steven Kampmann c/o Elkins & Elkins 16830 Ventura Boulevard, Suite 300 Encino, CA 91436 Re: Buzz Kill/Steven Kampmann Dear Mr. Kampmann: The following shall set forth the agreement (”Agreement") between Buzz Kill, Inc. ("Company'), which is or s |
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| July 14, 2008 |
PRODUCER AGREEMENT This PRODUCER AGREEMENT (“Agreement”) is entered into and effective as August 1, 2007 between Buzz Kill, Inc. |
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| July 14, 2008 |
Exhibit 10.4 INVESTMENT AGREEMENT THIS INVESTMENT AGREEMENT (the "Agreement") is made as of May l, 2007 by and between BUZZ KILL, INC., a New York corporation (the "Producer") and EASTERN RESOURCES, INC., a Delaware corporation ("Financier"). WHEREAS, Financier desires to provide funding to the Producer in the amount of Eight Hundred Thousand Dollars ($800,000) for the production (principal photog |
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| July 14, 2008 |
As filed with the Securities and Exchange Commission on July 11, 2008 As filed with the Securities and Exchange Commission on July 11, 2008 Registration No. |
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| March 21, 2008 |
EX-10.5 9 ex10-5.htm Exhibit 10.5 PRODUCER AGREEMENT This PRODUCER AGREEMENT (“Agreement”) is entered into and effective as August 1, 2007 between Buzz Kill, Inc. whose principal place of business is 4 Park Avenue, Suite 16K, New York, New York, 10016 (“Company”), and Thomas Hanna, who resides at 4 Park Avenue, Suite 16K. New York, New York, 10016 (“Producer”). 1. ENGAGEMENT: Company hereby engage |
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| March 21, 2008 |
10% NOTE SERIES BUZZ KILL, INC. DUE __________, 2010 Exhibit 10.9 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THESE SECURITIES MAY BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY (A) TO THE COMPANY, (B) OUTSIDE THE UNITED STATES IN COMPLIANCE WITH RULE 904 OF REGULATION S UNDER THE SECURITIES ACT, (C) IN COMPLIANCE WITH RULE 144 OR 144A THEREUND |
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| March 21, 2008 |
SUBSIDIARIES OF EASTERN RESOURCES, INC. EX-21.1 14 ex21-1.htm Exhibit 21.1 SUBSIDIARIES OF EASTERN RESOURCES, INC. Buzz Kill, Inc., a New York corporation |
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| March 21, 2008 |
As filed with the Securities and Exchange Commission on March 21, 2008 As filed with the Securities and Exchange Commission on March 21, 2008 Registration No. |
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| March 21, 2008 |
EX-10.2 6 ex10-2.htm Exhibit 10.2 **NO QUOTE BASIS** BUZZ KILL, INC. 4 Park Avenue, Suite 16K New York, New York 10016 As of April 13, 2007 Seasmoke, Inc. f/s/o Steven Kampmann c/o Elkins & Elkins 16830 Ventura Boulevard, Suite 300 Encino, CA 91436 Re: Buzz Kill/Steven Kampmann Dear Mr. Kampmann: The following shall set forth the agreement (”Agreement") between Buzz Kill, Inc. ("Company'), which i |
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| March 21, 2008 |
EX-10.4 8 ex10-4.htm Exhibit 10.4 INVESTMENT AGREEMENT THIS INVESTMENT AGREEMENT (the "Agreement") is made as of May l, 2007 by and between BUZZ KILL, INC., a New York corporation (the "Producer") and EASTERN RESOURCES, INC., a Delaware corporation ("Financier"). WHEREAS, Financier desires to provide funding to the Producer in the amount of Eight Hundred Thousand Dollars ($800,000) for the product |
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| March 21, 2008 |
EX-10.1 5 ex10-1.htm Exhibit 10.1 LITERARY PURCHASE AGREEMENT This Literary Purchase Agreement ("Agreement") is entered into as of April 1, 2007, between Buzz Kill, Inc. ("Purchaser"), which is or shall become by the start of principal photography a signatory to the WGA Agreement and Seasmoke, Inc. ("Lender") f/s/o Steven Kampmann and Matt Smollon (“Smollon”) (collectively hereinafter referred to |
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| March 21, 2008 |
Exhibit 10.3 MEMORANDUM OF AGREEMENT THIS MEMORANDUM OF AGREEMENT (the "Agreement") is made as of April 17, 2006 by and between Buzz Kill, Inc. ("Producer") and Dylan Hundley, an individual, whose principal place of residence is 283 Third St., Jersey City, NJ 07302 ("Finder"). WHEREAS, the parties hereto desire to establish the terms and conditions as between themselves and as to their relationshi |
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| March 21, 2008 |
EASTERN RESOURCES, INC ARTICLE I EX-3.2 3 ex3-2.htm Exhibit 3.2 BY-LAWS OF EASTERN RESOURCES, INC ARTICLE I OFFICES OFFICES 1.1 Registered Office: The registered office shall be established and maintained at State of Delaware, 2711 Centerville Road, Suite 400, Wilmington 19808 and Corporate Service Company shall be the registered agent of the Corporation in charge thereof. 1.2 Other Offices: The Corporation may have other offices |
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| March 21, 2008 |
CERTIFICATE OF INCORPORATION EASTERN RESOURCES, INC. ARTICLE I Exhibit 3.1 CERTIFICATE OF INCORPORATION OF EASTERN RESOURCES, INC. ARTICLE I The name of the corporation is Eastern Resources, Inc. (the “Corporation”). ARTICLE II The address of the Company’s registered office in the State of Delaware is 2711 Centerville Road, Suite 400, City of Wilmington, 19808, County of New Castle. The name of its registered agent at such address is Corporation Service Compa |
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| March 21, 2008 |
EASTERN RESOURCES, INC. SUBSCRIPTION AGREEMENT EX-10.6 10 ex10-6.htm Exhibit 10.6 THIS AGREEMENT RELATES TO AN OFFERING OF SHARES PURSUANT TO REGULATIONS UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). NONE OF THE SHARES TO WHICH THIS AGREEMENT RELATES HAVE BEEN REGISTERED UNDER THE ACT, AND, UNLESS SO REGISTERED, MAY ONLY BE OFFERED OR SOLD PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, OR PURSUANT TO AN A |
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| March 21, 2008 |
EX-10.8 12 ex10-8.htm Exhibit 10.8 ESCROW AGREEMENT THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of July , 2007 by and between BUZZ KILL, INC., a New York corporation (the “Company”); each party listed as a “Buyer” on the Schedule of Buyers attached hereto (collectively, the “Buyers”), and Emerson E. Bruns, PLLC, as Escrow Agent hereunder (“Escrow Agent”). BACKGROUND WHEREA |
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| March 21, 2008 |
BUZZ KILL, INC. SUBSCRIPTION AGREEMENT Exhibit 10.7 THIS AGREEMENT RELATES TO AN OFFERING OF NOTES PURSUANT TO REGULATIONS UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). NONE OF THE NOTES TO WHICH THIS AGREEMENT RELATES HAVE BEEN REGISTERED UNDER THE ACT, AND, UNLESS SO REGISTERED, MAY ONLY BE OFFERED OR SOLD PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, |
