UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 reported): April 30,
2010
WELLQUEST MEDICAL & WELLNESS CORPORATION
(Exact name of registrant as specified in charter)
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Oklahoma
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333-149260
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20-1842879
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(State or other
jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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3400 SE Macy Rd, #18, Bentonville, Arkansas
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72712
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(Address of
principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(479) 845-0880
Copies to:
Gregory Sichenzia, Esq.
James M. Turner,
Esq.
Sichenzia Ross Friedman Ference LLP
61 Broadway
New York, New York 10006
Phone: (212) 930-9700
Fax: (212)
930-9725
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 (see General Instructions A.2.
below):
[ ] 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 8.01 Other Events
On April 30, 2010, WellQuest
Medical & Wellness Corporation (the Company) issued a press release announcing that it intended to voluntarily deregister its common
stock and suspend its reporting obligations under the Securities and Exchange Act of 1935 by filing a Form 15 with the Securities and Exchange
Commission on April 30, 2010. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
ITEM 9.01 Financial Statements and
Exhibits.
99.1 Press Release,
dated April 30, 2010, issued by WellQuest Medical & Wellness Corporation
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.
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WELLQUEST MEDICAL & WELLNESS CORPORATION
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Dated: April 30,
2010
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BY:
/s/ Greg Primm
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Greg
Primm
Chief Financial Officer
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WellQuest Announces Plans To Voluntarily File For
Deregistration With SEC
Anticipates stock will continue to
be publicly traded on PinkSheets
Bentonville, Arkansas, April 30,
2010 In a move to enhance its long term financial strength, WellQuest Medical & Wellness Corporation (the Company or
WellQuest) (Pink Sheets:WEQL), announced today that it intends to voluntarily deregister its common stock on or about April 30, 2010.
WellQuest intends to suspend its reporting obligations under the Securities Exchange Act of 1934 by filing a Form 15 with the Securities and Exchange
Commission. It is eligible to suspend its reporting obligations and deregister its common stock because there are less than 300 holders of record of
the Companys common stock.
Upon the filing of the Form 15,
WellQuests obligation to file certain reports with the SEC, including Forms 10-K, 10-Q, and 8-K, will immediately be suspended. WellQuest expects
that the deregistration of its common stock will become effective 90 days after the date of filing the Form 15 with the SEC. The Company anticipates
that its common stock will continue to be quoted under the symbol WEQL on the Pink Sheets®, an electronic quotation service for over-the-counter
securities. The Pink Sheets is a provider of pricing and financial information for the over-the-counter securities markets. It is a centralized
quotation service that collects and publishes market maker quotes in real time primarily through its website, www.otcmarkets.com.
The Company intends to follow the
Alternative Reporting Standard as defined by Pink OTC Markets, Inc. thereby providing publicly available information for market makers and investors to
be able to quote and trade the Companys common stock on the Pink Sheets. However, the Company can give no assurances that any broker will make a
market in the Companys common stock.
WellQuests President and
CEO, Steve Swift stated, Our core business model in Bentonville, Arkansas is doing well with a record revenue year of over $3.8 Million in 2009.
We believe that we have proven our business model works and pleases our customers. Our focus now is to replicate that success by replicating our model
in numerous locations across the country. We are pursuing several strategies for funding our second location.
Swift continued, With our
strategy for growth in mind, WellQuest continues as a publicly traded company on the Pink Sheets where we have traded for the past two months. We are
committed to transparency for our investors and the market; therefore we will be providing adequate current information according to the Alternate
Reporting Standards published by Pink OTC Markets. The Companys Board of Directors decided to take this action because it believes that the
burdens associated with operating as a registered public company currently outweigh any advantage to WellQuest and its stockholders at this time. We
believe that freeing up the financial and time resources required for registered reporting will create value for our shareholders by allowing us to
better execute our business plan, and improve our long term financial strength.
WellQuest is pursuing a goal to
replicate its positive integrative medical experience by opening branded WellQuest facilities in other metropolitan areas of the U.S. The Company
believes families and businesses are seeking options in the U.S. where annual sick care costs exceed $2.5 trillion, 16.7% of GDP. WellQuest is a
relevant option toward treatment, prevention and wellness. The Companys business is aimed at the evolving healthcare market which includes a $500
billion physician services
sector, an $86 billion
nutraceutical sector, a $12 billion cosmeceutical sector, and a $12.8 billion spa/medical spa sector. These sectors have traditionally been segregated.
WellQuest brings them together in a way that meaningfully serves its customers.
About WellQuest Medical &
Wellness Corporation
WellQuest offers its innovative
concept in healthcare delivery by integrating conventional and complementary physician medicine with wellness, and aesthetic services in one center,
creating an effective environment for the pursuit and maintenance of a healthy life. WellQuests unique model for healthcare helps customers get
well, stay well, and look well. Currently operating in Bentonville, Arkansas, WellQuest seeks to open additional locations in the U.S.
Investor and Media
Contact:
Dilek Mir
(310) 591-5619
dmir@corporateprofile.com
Forward Looking
Statements
This press release contains
forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All
statements other than statements of historical fact in this announcement are forward-looking statements, including but not limited to, the
Companys ability to obtain the necessary financing to continue and expand operations, to market its products and services in new markets and to
offer healthcare services at competitive pricing, anticipated revenue from client visits; general economic conditions and other factors detailed from
time to time in the Companys filings with the United States Securities and Exchange Commission and other regulatory authorities. These statements
include, without limitation, statements regarding our ability to prepare the Company for growth; the Companys planned expansions, and predictions
and guidance relating to the Companys future financial performance. The Company undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future events or otherwise.