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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 11, 2005
HAIRMAX INTERNATIONAL, INC.
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(Exact Name of Registrant as Specified in Charter)
Nevada
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(State or Other Jurisdiction of Incorporation)
000-30212
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(Commission File Number)
13-3422912
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(I.R.S. Employer Identification No.)
9900 West Sample Road, Coral Springs, FL 33065
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(Address of Principal Executive Offices) (Zip Code)
(954) 825-0299
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(Registrant's Telephone Number, Including Area Code)
This Current Report on Form 8-K is filed by Hairmax International, Inc., a
Nevada corporation and "business development company," as defined under Section
2(a)(48) of the Investment Company Act of 1940, as amended (the "Registrant"),
in connection with the items set forth below.
ITEM 8.01 Other Events
On January 11, 2005, the Board of Directors of the Registrant authorized it to
issue up to 10,000,000 shares of its common stock in an offering which is exempt
from registration pursuant to Rule 602 of Regulation E, promulgated under the
Securities Act of 1933, as amended, pursuant to an offering of shares at prices
ranging from $0.325 to $0.65 per share, or an aggregate consideration of up to
$4.8 million. The Registrant intends to offer such shares for sale in the Hong
Kong SAR of the Peoples' Republic of China, and in mainland China.
In connection with the proposed stock offering, the Board of Directors also
authorized the Registrant to prepare and file with the Commission a Form 1-E and
Offering Circular, as required by the rules and regulations promulgated under
Regulation E.
On January 12, 2005, the Board of Directors of the Registrant authorized the
Registrant to continue to own and operate Hairmax of Florida, Inc. and Cleaning
Express USA, Inc., both "eligible portfolio companies" within the meaning of
Section 2(a)(46) of the Investment Company Act of 1940, as amended, and
subsidiaries of the Registrant.
The Board of Directors also authorized the Registrant to maintain its status as
a "business development company" within the meaning of Section 2(a)(48) of the
Investment Company Act of 1940, as amended.
The Registrant filed its Form 1-E and Offering Circular with the Commission on
January 13, 2005 and will make its initial offering or sale of shares of common
stock upon the termination of the ten-day waiting period under Rule 604 under
Regulation E.
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.
HAIRMAX INTERNATIONAL, INC.
By /s/ Ng Chi Shing
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Ng Chi Shing
President
Dated: January 18, 2005