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U.S. 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 16, 2008
ONCOLOGIX TECH, INC.
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(Name of Small Business Issuer as Specified in Its Charter)
Nevada 0-15482 86-1006416
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
P.O. Box 8832
Grand Rapids, MI 49518-8832
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(Address of principal executive offices)
(616) 977-9933
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(Issuer's telephone number)
Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (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))
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Item 8.01 Other Events.
On June 2, 2008, the Company completed a program to extend the due
dates of its outstanding promissory notes due on or before that date. The
aggregate principal amount of those notes was $2,005,450. The holders of all of
the notes entered into agreements whereunder the dates on which payment is due
is extended until December 4, 2008, the price at which amounts due under the
notes may be converted to shares of common stock was reduced to $0.15 per share;
provided that any conversion effected on or before June 16, 2008 would be at a
price of $0.05 per share.
The notes subject to those agreements included: a series of 8%
convertible promissory notes in the aggregate principal amount of $700,000
originally due on May 8, 2008; a certain convertible promissory note held by a
private investor in the principal amount of $350,000, formerly due on April 30,
2008; a convertible promissory note in the principal amount of $50,000 formerly
due on April 30, 2008, held by Mr. Stanley L. Schloz, a former director;
convertible and non-convertible promissory notes in the aggregate principal
amount of $855,450 formerly due on April 30, 2008, held by Anthony Silverman, a
former director who may be considered to be an affiliate of the Company.
As reported in our Current Report on Form 8-K filed on June 6, 2008,
two holders entered into the agreements, converting the $54,126.07 in principal
and interest due under their notes to 1,082,522 shares of common stock at $0.05
per share. In addition, Mr. Silverman converted a total of $237,972.59 in
principal and interest under the notes held by him to 4,759,452 shares of common
stock at $0.05 per share.
As of the date of this Report, Mr. Silverman has converted an
additional $656,700 in principal and interest under the notes held by him into
13,134,000 shares of common stock at $0.05 per share. As a result, the total
number of shares of common stock held by Mr. Silverman is 22,484,852. Mr.
Silverman has elected to extend $63,821.90 in accrued interest until December 4,
2008.
Mr. Schloz elected to convert $50,000 in principal into 1,000,000
shares of common stock at $0.05 per share. Mr. Schloz has elected to extend
$2,712.23 in accrued interest until December 4, 2008.
Five private investors have elected to convert $850,000 in principal
and $87,945.26 in accrued interest into 18,758,904 shares of common stock at
$0.05 per share. In total, the holders' who elected to extend their notes, which
represented $2,005,450 in outstanding principal and accrued interest, elected to
convert $1,805,450 plus $131,293.92 in accrued interest into 38,734,878 shares
of common stock at $0.05. The remaining principal and interest will be extended
until December 4, 2008. The Company currently has approximately $1,561,534 in
principal due by December 4, 2008 and $1,090,000 in principal due by September
17, 2009 in addition to accruing interest thereon.
There is at present no known source of funds for payment of any of
the remaining notes except for the proceeds, if any, of a proposed asset sale
previously reported. It is not anticipated that any such proceeds will become
available for at least two years. Accordingly, the continued existence of the
Company may depend on further extensions of due dates and/or conversion of the
principal of and interest accrued under the notes to common stock.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Dated: June 18, 2008 ONCOLOGIX TECH, INC.
By: /s/ Judy Lindstrom
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Judy Lindstrom, President
By: /s/ Michael A. Kramarz
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Michael A. Kramarz,
Chief Financial Officer