UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 29, 2009 (January 14, 2009)
GLOBAL BIOTECH CORP.
(Exact Name of Registrant as Specified in Charter)
Delaware 000-33271 98-022951
(State or Other Jurisdiction of (Commission File (IRS Employer
Incorporation) Number) Identification No.)
5800 Metropolitan Blvd. E., Suite 328 H1S 1A7
Montreal, Quebec
(Address of Principal Executive Offices ) (Zip Code)
Registrant's telephone number, including area code: (514) 333-4545
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:
[_] 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 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
1. Effective November 25, 2008, Gilles Lamarre was appointed a Vice President of
the Company. Mr. Lamarre's appointment was confirmed at a meeting of the
directors of the Company held on January 19, 2009. Mr. Lamarre, aged 61, will
serve as Vice President of the company until further notice.
Mr. Lamarre began his career as a Box Office Manager at Expo 67 (Garden of
Stars). In 1969, he joined the National Arts Centre where in 1975 he developed
the first computerized subscription/season ticketing system in North America. In
1984, he made the transition to the private sector by co-founding Uniticket to
service the Ottawa/Hull Region. Uniticket processed over 1.5 million tickets
each year and was sold to Ticketmaster Canada Inc. in 1988. He also co-founded
and developed Ticketnet Corporation in 1984, a major new national network for
ticketing and shared-resource box office management, which was subsequently sold
to AMR in 1986. Mr. Lamarre has acted as a consultant/advisor to a number of
Canadian corporations in the development and implementation of leading edge
technology and business development. More recently, he fulfilled several
executive functions with Comnetix, a leading provider of technology to law
enforcement agencies. He then became a Board member and a member of their Audit
and Compensation committees and resigned in early 2006 to concentrate his
efforts on developing a new venture related to weight loss programs and
products. He is currently the President and CEO of Wykanta International Ltd., a
company engaged in the production and sale of nutraceutical products.
2. On January 14, 2009, Giuseppe Daniele resigned as a director of the Company.
3. On January 19, 2009, Gilles Lamarre was appointed a director of the Company
to fill the vacancy created by the resignation of Mr. Daniele.
4. On January 19, 2009, Perry Choiniere was appointed the Chief Financial
Officer of the Company. Mr. Choiniere, aged 43, will serve as the Company's
Chief Financial Officer until further notice.
Mr. Choiniere has been a director and the Chief Operating Officer of the Company
since May 11, 2006. Mr. Choiniere has been involved in a number of consumer
oriented ventures for more than 20 years. He started his career in the customer
service field for a large provider of heating oil to residential and commercial
users. For most of the next 2 decades he managed and ran several businesses
involved in the maintenance and construction sectors, dealing directly with the
public and being responsible for the day to day administration of the previously
mentioned businesses. During the last 4 years to date, he has been involved with
the negotiations and sales of products, both domestically and internationally,
in the pharmaceutical and nutritional industries. Mr. Choiniere brings to the
Company a broad knowledge of business management and expertise in consumer
relations. Mr. Choiniere has worked with Biomedico Pharma in a technical
quasi-engineering capacity. His intuitive abilities have assisted him in
understanding the mechanical aspects of the Company's oxygenation technology.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On January 19, 2009, the Company adopted amended and restated bylaws relating
generally to the transaction of the business and affairs of the Company. The
bylaws were amended and restated to allow directors to determine the size of the
Board of Directors, within a set range, and to clarify the provisions of the
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original bylaws. A copy of the amended and restated bylaws of the Company is
attached hereto as Exhibit 3.1.
Item 7.01. Regulation FD Disclosure.
1. Effective September 21, 2008, Jean Pierre Robichaud resigned as Vice
President - Sales and Marketing of Global Biotech Corp. (the "Company").
2. Effective September 21, 2008, Frederique Blondeleau was appointed Vice
President - Sales and Marketing. Mr. Blondeleau's appointment was confirmed at a
meeting of the directors of the Company held on January 19, 2009. Mr.
Blondeleau, aged 36, will serve as Vice President - Sales and Marketing of the
Company until further notice.
Mr. Blondeleau has been involved in sales and marketing throughout his career.
During his time as the western sales and marketing director for a U.S. company,
Mr. Blondeleau organized national media events, implemented the launch of
products into new markets, negotiated advertisement purchases, managed and
co-ordinated western U.S. sales, implemented customer loyalty programs,
developed new distribution networks and supervised and co-ordinated the customer
service, manufacturing, shipping, and purchase and supplies departments of the
company. In 1999, Mr. Blondeleau founded, and became the President, CEO and
Chairman of the Board of, Les Breuvages Alaska Inc., a producer of spring water,
carbonated water and flavoured water. Les Breuvages Alaska Inc. was sold in
April of 2005, and Mr. Blondeleau was retained as a consultant for a two year
period thereafter to facilitate the transition of that company to its new
ownership. Currently, he is a consultant with FBE Solution Inc., a company that
provides consulting services to the beverage industry. Mr. Blondeleau has a
degree in business administration with a specialization in international
marketing from the University of Quebec.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
GLOBAL BIOTECH CORP.
Date: January 29, 2009 /s/ Louis Greco
________________________________
Louis Greco
President and Chief Executive Officer
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