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 12, 2006
Davi Skin, Inc.
(Exact name of registrant as specified in its charter)
Nevada | | 001-14297 | | 86-0907471 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (I.R.S. Employer
Identification No.) |
4223 Glencoe Avenue, Suite B130
Marina Del Rey, California | | 90292 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (310) 827-0800
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:
o | Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425) |
| |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
SECTION 1 — Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On October 12, 2006, Davi Skin, Inc. (the “Company”) entered into an engagement agreement with Gemstone Capital LLC (“Gemstone”) for Gemstone to act as a consultant and advisor to the Company on various financial, operational and strategic matters, including without limitation preparing public filings with the U.S. Securities and Exchange Commission, advising on financial aspects of existing litigation and disputes and assisting in financing and growth strategies. The agreement provides that the Company shall pay to Gemstone a monthly retainer of $8,000 per month and reimbursement of reasonable expenses.
Forward Looking Statements
Certain matters discussed in this report on Form 8-K may constitute forward looking statements under Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Words such as “will” or other similar expressions identify forward looking statements. These statements are based on current expectations. The Company does not undertake any obligation to update any forward looking statement to reflect events after the date of this report.
2
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.
Davi Skin, Inc.
/s/ Joseph Spellman |
Joseph Spellman |
Chief Executive Officer & Director |
Date: October 15, 2006
3
