ENDO / Thermic Sciences International - SEC Filings, Annual Report, Proxy Statement

Thermic Sciences International
US ˙ OTCPK ˙ US29271J1097

Basic Stats
CIK 54424
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Thermic Sciences International
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
December 12, 2019 15-15D

ENDO / Endocan Corporation 15-15D - - 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 OMB APPROVAL OMB Number: 3235-0167 Expires: March 31, 2021 Estimated average burden hours per response.... 1.50 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE

September 20, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) off The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2016 OMNICANNA HEALTH SOLUTIONS, INC. (Exact name of registrant as specified in charter) Nevada 002-41703 90-0156146 (State or other jurisdiction of incorporation) (Com

May 20, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Filed by OTC Filings Inc. - www.otcedgar.com - 1-866-832-FILE (3453) - OMNICANNA HEALTH SOLUTIONS, INC. - Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) off The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2015 OMNICANNA HEALTH SOLUTIONS, INC. (Exact name of regist

July 10, 2014 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 OR 15(d) off The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2013 ENDOCAN CORPORATION (Exact name of registrant as specified in charter) Nevada 002-41703 90-0156146 (State or other jurisdiction of incorporation) (Com

July 10, 2014 CORRESP

ENDO / Endocan Corporation CORRESP - -

July 10, 2014 Via EDGAR Larry Spirgel Assistant Director United States Securities and Exchange Commission 100 F Street, N.

June 10, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) off The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2013 ENDOCAN CORPORATION (Exact name of registrant as specified in charter) Nevada 002-41703 90-0156146 (State or other jurisdiction of incorporation) (Commission File Numbe

November 7, 2013 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) off The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2013 ENDOCAN CORPORATION. (Exact name of registrant as specified in charter) Nevada 002-41703 90-0156146 (State or other jurisdiction of incorporation) (Commission File N

June 5, 2013 10-Q

Quarterly Report - X-CHANGE CORP

10-Q 1 xchange10q033113.htm X-CHANGE CORP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-Q (Mark one) x Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2013 o Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Nu

May 15, 2013 NT 10-Q

- X-CHANGE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [] Form 10-K [] Form 20-F [] Form 11-K [X] Form 10-Q [] Form N-SAR For Period Ended: March 31, 2013 [] Transition Report on Form 10-K [] Transition Report on Form 20-F [] Transition Report on Form 11-K [] Transition Report on Form 10-Q [] Transition Report on Form N-SAR For th

April 26, 2013 EX-16.1

Letterhead of S. W. Hatfield, CPA

EX-16.1 2 xchange10kex161123112.htm Exhibit No. 16.1 The X-Change Corporation File No. 002-41703 Form 10 -K Report date: April 25, 2013 Letterhead of S. W. Hatfield, CPA April 25, 2013 U. S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Gentlemen: On April 25, 2013, this Firm received the final draft copy of the Annual Report on Form 10-K to be filed by The X-Change Corp

April 26, 2013 EX-16.1

Letterhead of S. W. Hatfield, CPA

EX-16.1 2 xchange8kex161042513.htm Exhibit No. 16.1 Page 1 The X-Change Corporation File No. 002-41703 Form 8 -K Report date: April 25, 2013 Letterhead of S. W. Hatfield, CPA April 25, 2013 U. S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Gentlemen: On April 25, 2013, this Firm received the final draft copy of a Current Report on Form 8-K to be filed by The X-Change C

April 26, 2013 10-K

Annual Report - THE X-CHANGE CORP

xchange10k123112.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-K (Mark one) [X] Annual Report Under Section 13 or 15(d) of The Securities Exchange Act of 1934 For the fiscal year ended December 31, 2012 [ ] Transition Report Under Section 13 or 15(d) of The Securities Exchange Act of 1934 For the transition period from to Commission File Number: 002-41703 The X-

April 26, 2013 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - THE X-CHANGE CORP

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 Date of Report (Date of Earliest Event Reported): April 25, 2013 The X-Change Corporation (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 002-41703 90-0156146 (Commission File No.

April 26, 2013 EX-21.1

List of Subsidiaries

Exhibit No. 21.1 The X-Change Corporation File No. 000-53132 Form 10-K For the year ended December 31, 2012 List of Subsidiaries Caballo Blanco Communications, Ltd. PolySilicon, Inc. Big Sky Oil, Inc. Cut Bank Operating, Inc.

April 5, 2013 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - CURRENT REPORT DATED 4-4-13

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: April 4, 2013 The X-Change Corporation (Exact name of small business issuer as specified in its charter) Commission File Number: 002-41703 Nevada 90-0156146 (State of incorporation) (IRS Employer ID Number) 12655 North

March 29, 2013 NT 10-K

- X-CHANGE CORP

NT 10-K 1 xchange12n25123112.htm X-CHANGE CORP UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (CHECK ONE): xForm 10-K o Form 20-F o Form 11-K o Form 10-Q o Form N-SAR For Period Ended: December 31, 2012 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q

February 26, 2013 8-K

Changes in Registrant's Certifying Accountant

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 Date of Report (Date of Earliest Event Reported): February 22, 2013 The X-Change Corporation (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 002-41703 90-0156146 (Commission File No.

February 21, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - THE X-CHANGE CORP

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: February 21, 2013 The X-Change Corporation (Exact name of small business issuer as specified in its charter) Commission File Number: 002-41703 Nevada 90-0156146 (State of incorporation) (IRS Employer ID Number) 12655 No

February 21, 2013 EX-16.1

Letterhead of S. W. Hatfield, CPA

Exhibit No. 16.1Page 1 The X-Change Corporation File No. 002-41703 Form 8 -K Report date: February 21, 2013 Letterhead of S. W. Hatfield, CPA February 21, 2013 U. S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Gentlemen: On February 21, 2013, this Firm received the final draft copy of a Current Report on Form 8-K to be filed by The X-Change Corporation (SEC File #002-4

December 28, 2012 EX-99.1

ASSET PURCHASE AGREEMENT

Exhibit 99.1 ASSET PURCHASE AGREEMENT AGREEMENT, dated as of December 11, 2012 among Cannabis Science, Inc., a Nevada corporation ("Seller"), and X-Change Corporation, a Delaware corporation (the "Purchaser"). RECITALS A. Seller is the owner of various assets related to the use of cannabis including resale formulas, media, activism and marketing videos and other items (Appendix A) B. Due to the ex

December 28, 2012 EX-99.2

CANNABIS SCIENCE INC. COLOMBIA CORP. JOINT VENTURE OPERATING AGREEMENT

Exhibit 99.2 CANNABIS SCIENCE INC. & COLOMBIA CORP. JOINT VENTURE OPERATING AGREEMENT JOINT VENTURE OPERATING AGREEMENT FOR CANNABIS SCIENCE INC. & COLOMBIA CORP. THIS JOINT VENTURE OPERATING AGREEMENT ("Agreement" or “JV”) is entered into as of the 27th day of July 2012, by Cannabis Science Inc. and Colombia Corp. (the “Companies”). A. The Companies enter into this Agreement in order to conduct m

December 28, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - THE X-CHANGE CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) off The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2012 THE X-CHANGE CORPORATION (Exact name of registrant as specified in charter) Nevada 002-41703 90-0156146 (State or other jurisdiction of incorporation) (Commission F

December 7, 2012 8-K/A

Current Report

8-K/A 1 xchange8ka120712.htm X-CHANGE CORP UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 31, 2012 THE X-CHANGE CORPORATION (Exact Name of Registrant as Specified in its Charter) Nevada 002-41703 90-0156

December 6, 2012 10-Q

Quarterly Report - X-CHANGE CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-Q (Mark one) x Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2012 o Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 002-41703 The X-Change Corporation (Exact Name of Registrant as Specified in Its Charter) Nevada 90-0156146 (State of Incorporation) (I.

November 30, 2012 8-K

Termination of a Material Definitive Agreement

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): November 29, 2012 THE X-CHANGE CORPORATION (Exact Name of Registrant as Specified in its Charter) Nevada 002-41703 90-0156146 (State or Other Jurisdiction of Incorporation) (Commissio

June 26, 2012 EX-10.20

EX-10.20

Exhibit 10.20

June 26, 2012 EX-10.18

EX-10.18

Exhibit 10.18

June 26, 2012 8-K/A

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 4) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 10, 2012 THE X-CHANGE CORPORATION (Exact Name of Registrant as Specified in its Charter) Nevada 002-41703 90-0156146 (State or Other Jurisdiction (Commission (

June 26, 2012 EX-10.19

EX-10.19

Exhibit 10.19

June 26, 2012 8-K

-

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): April 12, 2012 THE X-CHANGE CORPORATION (Exact Name of Registrant as Specified in its Charter) Nevada 002-41703 90-0156146 (State or Other Jurisdiction (Commission (IRS Employer of In

April 4, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events - THE X-CHANGE CORPORATION

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): April 4, 2012 (August 18, 2011) THE X-CHANGE CORPORATION (Exact Name of Registrant as Specified in its Charter) Nevada 002-41703 90-0156146 (State or Other Jurisdiction of Incorporati

April 4, 2012 NT 10-K

- THE X-CHANGE CORPORATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): S Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2011 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report o

March 5, 2012 EX-10.18

REPURCHASE AGREEMENT

Exhibit 10.18 REPURCHASE AGREEMENT This Repurchase Agreement ("Agreement") is made as of February 22, 2012 by and between X-Change Corporation, a Nevada corporation ("Seller"), and Old West Entertainment Corp ("Buyer"). PRELIMINARY STATEMENT Seller desires to sell, and Buyer desires to repurchase, know as Non Operating Music and Entertainment Business (the “Assets”) which were purchased by Seller

March 5, 2012 8-K/A

- THE X-CHANGE CORPORATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 4) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 18, 2011 THE X-CHANGE CORPORATION (Exact Name of Registrant as Specified in its Charter) Nevada 002-41703 90-0156146 (State or Other Jurisdiction of Incorpo

November 25, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-Q (Mark one) [X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2011 [ ] Transition Report U

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-Q (Mark one) [X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2011 [ ] Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 002-41703 The X-Change Corporation (Exact Name of Registrant as Specified in Its Charter) Nevada 90-0156146 (State of Incorporation) (I.

November 15, 2011 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number 002-41703 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10D [ ] Form N-SAR [ ] Form

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number 002-41703 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: September 30, 2011 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [

June 2, 2011 EX-99.1

EX-99.1

Exhibit 99.1

June 2, 2011 8-K

Current Report

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: June 1, 2011 THE X-CHANGE CORPORATION (Exact name of small business issuer as specified in its charter) Commission File Number: 002-41703 Nevada 90-0156146 (State of incorporation) (IRS Employer ID Number) 12655 North C

April 19, 2010 8-K

Current Report

8-K 1 txc8k41610.htm THE X-CHANGE CORPORATION 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 Date of Report (Date of Earliest Event Reported): March 9, 2010 The X-Change Corporation (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation

April 19, 2010 EX-99.2

LOS ANGELES, March 10 /PRNewswire-FirstCall/ -- The X-Change Corporation (OTC:XCHC.PK.ob - News), announced the dismissal of members of its Board of Directors and Officers.

PRESS RELEASE LOS ANGELES, March 10 /PRNewswire-FirstCall/ - The X-Change Corporation (OTC:XCHC.

April 19, 2010 EX-99.1

ACTION BY WRITTEN CONSENT OF THE MAJORITY SHAREHOLDERS THE X-CHANGE CORPORATION IN LIEU OF SPECIAL MEETING

?EXHIBIT A? ACTION BY WRITTEN CONSENT OF THE MAJORITY SHAREHOLDERS OF THE X-CHANGE CORPORATION IN LIEU OF SPECIAL MEETING The undersigned (see attached e-mail), constituting the holder of approximately 68% of the issued and outstanding common stock of The X-Change Corporation, a Nevada Corporation (the ?Company?), hereby consents to and adopts the following resolutions: WHEREAS, the Majority Shareholders of the company deem it advisable and in the best interests of the Company remove certain Company Directors ( in accordance with Sections 2.

February 22, 2010 EX-10.19

Purchase Agreement

EX-10.19 2 ex1019.htm CONTRACT FOR SALE “Exhibit 10” Purchase Agreement This Agreement to Purchase ("Agreement") is made as of February , 2010 by and between X-Change Corporation, a Nevada corporation ("Buyer"), and Nydia Del Valle ("Seller"). PRELIMINARY STATEMENT Seller desires to sell, and Buyer desires to purchase, all of the outstanding shares (the "Shares") of Connected Media Technologies, I

February 22, 2010 8-K

Current Report

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 Date of Report (Date of Earliest Event Reported): February 17, 2010 The X-Change Corporation (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 002-41703 90-0156146 (Commission File No.

February 22, 2010 EX-99.1

X-Change Corporation Finalizes Acquisition of Connected Media Technologies to Form Leading US Hispanic Digital Multimedia Company

Exhibit 99(i) PRESS RELEASE FOR IMMEDIATE RELEASE X-Change Corporation Finalizes Acquisition of Connected Media Technologies to Form Leading US Hispanic Digital Multimedia Company MIAMI, FL?February 17, 2010- X-Change Corporation (OTCBB: XCHC), announced today it has completed its merger with Miami based Connected Media Technologies, Inc.

October 7, 2009 EX-17.1

Board Of Directors

Board Of Directors The X-Change Corporation September 30,2009 Dear Sir: Effectively immediately I submit my resignation as an officer and Director of The X-Change Corporation. Sincerely, /s/ Michele Sheriff Michele Sheriff

October 7, 2009 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 xci8k100609.htm THE X-CHANGE CORPORATION 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 1, 2009 The X-Change Corporation (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of i

September 9, 2009 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): September 9, 2009 The X-Change Corporation (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 002-41703 (Comm

August 17, 2009 8-K

Other Events

8-K 1 txc8k81709.htm THE X-CHANGE CORPORATION 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: August 17, 2009 The X-Change Corporation (Exact name of small business issuer as specified in its charter) Commission File Number: 002-41703 Nevada 90-0156146 (State of inco

July 27, 2009 EX-16

14241 Dallas Parkway, Suite 200

14241 Dallas Parkway, Suite 200 Dallas, Texas 75254 Phone 972.702.8262 Fax 972.702.0673 ► www.kbagroupllp.com

July 27, 2009 8-K

Regulation FD Disclosure, Changes in Registrant's Certifying Accountant

8-K 1 xcc8k72409.htm THE X-CHANGE CORPORATION 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): June 26, 2009 The X-Change Corporation (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of inco

June 18, 2009 8-K

Termination of a Material Definitive Agreement

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): May 4, 2009 The X-Change Corporation (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 002-41703 (Commission

June 8, 2009 SC 13D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 The X-Change Corporation (Name of Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 The X-Change Corporation (Name of Issuer) Common Stock ($.

May 28, 2009 8-K

Unregistered Sales of Equity Securities, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 txc8k52609.htm THE X-CHANGE CORPORATION 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): May 26, 2009 The X-Change Corporation (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incor

February 10, 2009 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 xchange8k-020909.htm X-CHANGE CORPORATION UNITED STATES SECURITIES 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): February 9, 2009 THE X-CHANGE CORPORATION (Exact Name of Registrant as Specified in Charter) (Exact name of registrant as specified in its

January 28, 2009 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

8-K 1 xchc8k-012609.htm X-CHANGE CORPORATION UNITED STATES SECURITIES 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 26, 2009 THE X-CHANGE CORPORATION (Exact Name of Registrant as Specified in Charter) (Exact name of registrant as specified in its cha

January 26, 2009 8-K

Other Events

8-K 1 xchange8k-012109.htm CURRENT REPORT ON FORM 8-K UNITED STATES SECURITIES 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 21, 2009 THE X-CHANGE CORPORATION (Exact Name of Registrant as Specified in Charter) Nevada 002-41703 90-0156146 (State of or

December 31, 2008 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

UNITED STATES SECURITIES 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): December 25, 2008 THE X-CHANGE CORPORATION (Exact Name of Registrant as Specified in Charter) (Exact name of registrant as specified in its charter) Nevada 002-41703 90-0156146 (State of

November 12, 2008 DEF 14C

SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act 1934

DEF 14C 1 d65144def14c.htm DEF 14C SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act 1934 Check the appropriate box: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Definitive Information Statement The X-Change Corporation (Name of Registrant as Specified in Its Charter) Payment of Fil

November 12, 2008 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2008 o Transition report under Section

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2008 o Transition report under Section 13 or 15(d) of the Exchange Act Commission file number: 002-41703 THE X-CHANGE CORPORATION (Exact name of small business issuer as specified in its ch

October 31, 2008 PRE 14C

SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act 1934

SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act 1934 Check the appropriate box: ? Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Information Statement The X-Change Corporation (Name of Registrant as Specified in Its Charter) Payment of Filing Fee (Check the appropriate box): ? No fee required.

September 4, 2008 EX-99.1

THE X-CHANGE CORPORATION APPOINTS NEW CHAIRMAN AND CEO

FOR IMMEDIATE RELEASE THE X-CHANGE CORPORATION APPOINTS NEW CHAIRMAN AND CEO DALLAS, September 4, 2008 ? The X-Change Corporation (OTCBB: XCHC), through its wholly owned subsidiary, AirGATE Technologies, Inc.

September 4, 2008 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 htm28808.htm LIVE FILING 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): August 28, 2008 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Com

August 28, 2008 EX-10.1

AMENDMENT TO PROMISSORY NOTE

AMENDMENT TO PROMISSORY NOTE THIS AMENDMENT TO PROMISSORY NOTE (?Agreement?) is made and entered into as of the 22nd day of August, 2008 by and among AirGate Technologies, Inc.

August 28, 2008 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

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): August 22, 2008 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Commission (I.R.S. Employer of inc

August 20, 2008 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2008 o Transition report under Section 13 or 15(d) of the Exchange Act Commission file number: 002-41703 THE X-CHANGE CORPORATION (Exact name of small business issuer as specif

August 13, 2008 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2008 o Trans

NT 10-Q 1 c74617nt10vq.htm FORM 12B-25 OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2009 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 002-41703 CUSIP NUMBER 98371P109 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o

July 22, 2008 EX-99.1

The X-CHANGE CORPORATION APPOINTS FRED ZEIDMAN TO ITS BOARD OF DIRECTORS

FOR IMMEDIATE RELEASE The X-CHANGE CORPORATION APPOINTS FRED ZEIDMAN TO ITS BOARD OF DIRECTORS DALLAS, July 21, 2008 ? The X-Change Corporation (OTCBB: XCHC) through its wholly owned subsidiary AirGATE Technologies, Inc.

July 22, 2008 SC 13D

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* THE X-CHANGE CORPORATION (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) 98371P109 (CUSIP Number) George R. Jarkesy, Jr. John Thomas Bridge and Opportunity Fund, L.P. 3 Riverway, Suite 1800 Houston, Texas 77056 281-748-3277

July 22, 2008 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): July 21, 2008 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Commission (I.R.S. Employer of incor

July 17, 2008 EX-10.3

AMENDMENT NO. 1 REGISTRATION RIGHTS AGREEMENT

EX-10.3 7 exhibit6.htm EX-10.3 AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT THIS AMENDMENT NO. 1 to the Registration Rights Agreement (this “Amendment”) is entered into as of this day of July, 2008, by and among The X-Change Corporation, a Nevada corporation (the “Company”), and the initial Holders named on the signature pages hereto, and Tejas Securities Group, Inc. (“Tejas”). The Company, th

July 17, 2008 EX-10.4

VOTING AGREEMENT

VOTING AGREEMENT VOTING AGREEMENT dated as of July , 2008, by and among the undersigned holders (each, a ?Shareholder?) of shares of common stock of The X-Change Corporation (the ?Company Common Stock?) for the benefit of Samson Investment Company, a Nevada corporation, Ironman PI Fund (QP), L.

July 17, 2008 EX-4.2

AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE TERM NOTE—TRANCHE A

EX-4.2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE, STATE SECURITIES LAWS. THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE O

July 17, 2008 EX-4.1

AMENDMENT NO. 1 SECURITIES PURCHASE AGREEMENT

EX-4.1 2 exhibit1.htm EX-4.1 AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT THIS AMENDMENT NO. 1 to the Securities Purchase Agreement (this “Amendment”) is entered into as of this day of July, 2008, by and among The X-Change Corporation, a Nevada corporation (the “Company”), and AirGATE Technologies, Inc., a Texas corporation (“AirGATE”), and Samson Investment Company, a Nevada corporation, Iron

July 17, 2008 EX-10.2

TRANCHE B WARRANT

EX-10.2 6 exhibit5.htm EX-10.2 TRANCHE B WARRANT THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE “ACT”) OR ANY APPLICABLE STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN

July 17, 2008 EX-4.3

SENIOR SECURED CONVERTIBLE TERM NOTE—TRANCHE B

EX-4.3 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE, STATE SECURITIES LAWS. THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE O

July 17, 2008 EX-10.1

AMENDED AND RESTATED TRANCHE A WARRANT

EX-10.1 5 exhibit4.htm EX-10.1 AMENDED AND RESTATED TRANCHE A WARRANT THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE “ACT”) OR ANY APPLICABLE STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED

July 17, 2008 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 htm28098.htm LIVE FILING 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): July 10, 2008 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Commi

July 17, 2008 EX-99.1

THE X-CHANGE CORPORATION CLOSES ON SECOND $1.8 MILLION TRANCHE OF $3.6 MILLION FINANCING

FOR IMMEDIATE RELEASE THE X-CHANGE CORPORATION CLOSES ON SECOND $1.8 MILLION TRANCHE OF $3.6 MILLION FINANCING DALLAS, July 15, 2008 ? The X-Change Corporation (OTCBB: XCHC), through its wholly owned subsidiary, AirGATE Technologies, Inc., announced today it has closed on the second $1.8 million tranche of the $3.6 million financing commitment. In exchange for this $1.8 million, the Company issued

July 14, 2008 EX-99

AMENDMENT NO. 1 SECURITIES PURCHASE AGREEMENT

EX-99 2 mm07-1408xchc13da1exd.htm EX. D EXHIBIT D AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT THIS AMENDMENT NO. 1 to the Securities Purchase Agreement (this "Amendment") is entered into as of this 10th day of July, 2008, by and among The X-Change Corporation, a Nevada corporation (the "Company"), and AirGATE Technologies, Inc., a Texas corporation ("AirGATE"), and Samson Investment Company,

July 14, 2008 SC 13D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 The X-Change Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) (CUS

SC 13D 1 d58029sc13d.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 The X-Change Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 98371P109 (CUSIP Number) G. Bryan Dutt 2211 Norfolk, Suite 611 Houston, Texas 77098 (713) 218-6945 (Name, Address an

July 14, 2008 EX-99

VOTING AGREEMENT

EXHIBIT M VOTING AGREEMENT VOTING AGREEMENT dated as of July 10, 2008, by and among the undersigned holders (each, a ?Shareholder?) of shares of common stock of The X-Change Corporation (the ?Company Common Stock?) for the benefit of Samson Investment Company, a Nevada corporation, Ironman PI Fund (QP), L.

July 14, 2008 EX-99.F

AMENDED AND RESTATED TRANCHE A WARRANT

exv99wf AMENDED AND RESTATED TRANCHE A WARRANT THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE “ACT”) OR ANY APPLICABLE STATE SECURITIES LAWS.

July 14, 2008 EX-99

AMENDMENT NO. 1 REGISTRATION RIGHTS AGREEMENT

EX-99 7 mm07-1408xchc13da1exl.htm EX. L EXHIBIT L AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT THIS AMENDMENT NO. 1 to the Registration Rights Agreement (this “Amendment”) is entered into as of this 10th day of July, 2008, by and among The X-Change Corporation, a Nevada corporation (the “Company”), and the initial Holders named on the signature pages hereto, and Tejas Securities Group, Inc. (“

July 14, 2008 SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) THE X-CHANGE CORPORATION (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) THE X-CHANGE CORPORATION (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) 98371P109 (CUSIP Number) Annabel M. Jones Assistant General Counsel – Corporate Affairs Samson Investment Company Two West Second Street Tulsa, Oklahom

July 14, 2008 EX-99

TRANCHE B WARRANT

EXHIBIT H TRANCHE B WARRANT THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE ?ACT?) OR ANY APPLICABLE STATE SECURITIES LAWS.

July 14, 2008 EX-99

SENIOR SECURED CONVERTIBLE TERM NOTE?TRANCHE B

EXHIBIT G THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR ANY APPLICABLE, STATE SECURITIES LAWS.

July 14, 2008 EX-99.E

AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE TERM NOTE—TRANCHE A

EX-99.E 3 d58029exv99we.htm FORM OF THE AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE TERM NOTE THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE, STATE SECURITIES LAWS. THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLED

July 14, 2008 EX-99

AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE TERM NOTE?TRANCHE A

EXHIBIT E THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR ANY APPLICABLE, STATE SECURITIES LAWS.

July 14, 2008 EX-99.D

AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT

EX-99.D 2 d58029exv99wd.htm AMENDMENT NO. 1 TO THE SECURITIES PURCHASE AGREEMENT AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT THIS AMENDMENT NO. 1 to the Securities Purchase Agreement (this “Amendment”) is entered into as of this 10th day of July, 2008, by and among The X-Change Corporation, a Nevada corporation (the “Company”), and AirGATE Technologies, Inc., a Texas corporation (“AirGATE”),

July 14, 2008 EX-99

AMENDED AND RESTATED TRANCHE A WARRANT

EXHIBIT F AMENDED AND RESTATED TRANCHE A WARRANT THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE ?ACT?) OR ANY APPLICABLE STATE SECURITIES LAWS.

July 14, 2008 EX-99.G

SENIOR SECURED CONVERTIBLE TERM NOTE—TRANCHE B

EX-99.G 5 d58029exv99wg.htm FORM OF SENIOR SECURED CONVERTIBLE TERM NOTE THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE, STATE SECURITIES LAWS. THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN TH

July 14, 2008 EX-99.H

TRANCHE B WARRANT

exv99wh TRANCHE B WARRANT THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE “ACT”) OR ANY APPLICABLE STATE SECURITIES LAWS.

July 14, 2008 EX-99.M

VOTING AGREEMENT

EX-99.M 8 d58029exv99wm.htm VOTING AGREEMENT VOTING AGREEMENT VOTING AGREEMENT dated as of July 10, 2008, by and among the undersigned holders (each, a “Shareholder”) of shares of common stock of The X-Change Corporation (the “Company Common Stock”) for the benefit of Samson Investment Company, a Nevada corporation, Ironman PI Fund (QP), L.P., a Texas limited partnership, and John Thomas Bridge an

July 14, 2008 EX-99.L

AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT

EX-99.L 7 d58029exv99wl.htm AMENDMENT TO THE REGISTRATION RIGHTS AGREEMENT AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT THIS AMENDMENT NO. 1 to the Registration Rights Agreement (this “Amendment”) is entered into as of this 10th day of July, 2008, by and among The X-Change Corporation, a Nevada corporation (the “Company”), and the initial Holders named on the signature pages hereto, and Tejas

May 20, 2008 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2008 OR o Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number: 002-41703 THE X-CHANGE CORPORATION (Exact name of small bu

May 15, 2008 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2008 o Tran

OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2009 Estimated average burden hours per response .

April 21, 2008 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): April 21, 2008 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Commission (I.R.S. Employer of inco

April 21, 2008 CORRESP

1

CORRESP 1 filename1.htm April 21, 2008 Mr. Robert S. Littlepage, Jr Accounting Branch Chief United States Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549-0405 Re: The X-Change Corporation Item 4.02 Form 8K Filed April 9, 2008 File No. 002-41703 Dear Mr. Littlepage: We have received your letter dated April 10, 2008 containing comments on the above referenced documen

April 21, 2008 EX-99.1

THE X-CHANGE CORPORATION APPOINTS JAMES F. FARR TO ITS BOARD OF DIRECTORS

FOR IMMEDIATE RELEASE Contacts: Carissa Carlley Marketing and Public Relations (972) 747-0051 THE X-CHANGE CORPORATION APPOINTS JAMES F.

April 14, 2008 EX-10.18

Exhibit 10.18

Exhibit 10.18 Employment Agreement This Agreement is effective October 1, 2007 by and between X-Change Corporation, a Delaware corporation (?the Corporation?) and Mike Sheriff, an individual (hereinafter called ?Executive?). Inasmuch as the Corporation is desirous of employing the Executive in the position, and upon the terms, stated in this Agreement; and, whereas, the Executive is desirous of pr

April 14, 2008 EX-10.19

Exhibit 10.19

Exhibit 10.19 Employment Agreement This Agreement is effective October 1, 2007 by and between X-Change Corporation, a Delaware corporation (?the Corporation?) and Kathleen Hanafan, an individual (hereinafter called ?Executive?). Inasmuch as the Corporation is desirous of employing the Executive in the position, and upon the terms, stated in this Agreement; and, whereas, the Executive is desirous o

April 14, 2008 EX-10.20

Exhibit 10.20

Exhibit 10.20 Employment Agreement This Agreement is effective October 1, 2007 by and between X-Change Corporation, a Delaware corporation (?the Corporation?) and George DeCourcy, an individual (hereinafter called ?Executive?). Inasmuch as the Corporation is desirous of employing the Executive in the position, and upon the terms, stated in this Agreement; and, whereas, the Executive is desirous of

April 14, 2008 EX-21.1

Exhibit 21.1

Exhibit 21.1 SUBSIDIARIES OF THE COMPANY The following are subsidiaries of the X-Change Corporation: AirGATE Technologies, Inc.

April 14, 2008 10KSB

United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-KSB þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Filed by Bowne Pure Compliance Table of Contents United States Securities and Exchange Commission Washington, D.

April 14, 2008 EX-10.21

Exhibit 10.21

Exhibit 10.21 X-Change Corporation 2007 Stock Incentive Plan (As Adopted Effective June 21, 2007) TABLE OF CONTENTS Page No. ARTICLE 1. INTRODUCTION 1 ARTICLE 2. ADMINISTRATION 1 2.1. Committee Composition 1 2.2. Committee Responsibilities 1 2.3. Committee for Non-Officer Grants 1 ARTICLE 3. SHARES AVAILABLE FOR GRANTS 2 3.1. Basic Limitation 2 3.2. Additional Shares 2 ARTICLE 4. ELIGIBILITY 2 4.1

April 14, 2008 10KSB/A

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB/A (Amendment Number 1)

Table of Contents U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB/A (Amendment Number 1) (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended December 31, 2006 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commissions file number 002-41703 THE X-CHANGE CORPORAT

April 9, 2008 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

8-K 1 htm26586.htm LIVE FILING 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): April 7, 2008 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Commi

April 9, 2008 CORRESP

Re: The X-Change Corporation Form 10-KSB for the Fiscal Year Ended December 31, 2006 Form 10-QSB for the Fiscal Quarters ended March 31, 2007, June 30, 2007 and September 30, 2007 File No. 002-41703

CORRESP 1 filename1.htm April 9, 2008 Mr. Larry Spirgel Assistant Director United States Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549-0405 Re: The X-Change Corporation Form 10-KSB for the Fiscal Year Ended December 31, 2006 Form 10-QSB for the Fiscal Quarters ended March 31, 2007, June 30, 2007 and September 30, 2007 File No. 002-41703 Dear Mr. Spirgel: We have

March 31, 2008 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): þ Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2007 o T

OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2009 Estimated average burden hours per response .

March 27, 2008 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): March 26, 2008 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Commission (I.R.S. Employer of inco

March 27, 2008 EX-99.1

X-CHANGE CORPORATION ENTERING INTO AGREEMENT TO DESIGN AND MANUFACTURE “SMART” DOWN-HOLE TOOLS

FOR IMMEDIATE RELEASE Contacts: Carissa Carlley Marketing and Public Relations (972) 747-0051 X-CHANGE CORPORATION ENTERING INTO AGREEMENT TO DESIGN AND MANUFACTURE ?SMART? DOWN-HOLE TOOLS DALLAS, March 26, 2008 ? The X-Change Corporation (OTCBB: XCHC) announces through its wholly owned subsidiary AirGATE Technologies, Inc.

March 19, 2008 CORRESP

Re: The X-Change Corporation Form 10-KSB for the Fiscal Year Ended December 31, 2006 Form 10-QSB for the Fiscal Quarters ended March 31, 2007, June 30, 2007 and September 30, 2007 File No. 002-41703

CORRESP 1 filename1.htm March 19, 2008 Mr. Larry Spirgel Assistant Director United States Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549-0405 Re: The X-Change Corporation Form 10-KSB for the Fiscal Year Ended December 31, 2006 Form 10-QSB for the Fiscal Quarters ended March 31, 2007, June 30, 2007 and September 30, 2007 File No. 002-41703 Dear Mr. Spirgel: We have

March 18, 2008 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 htm26183.htm LIVE FILING 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): March 13, 2008 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Comm

March 18, 2008 EX-99.1

X-CHANGE CORPORATION DELIVERS SURFACE ACOUSTIC WAVE (SAW) TAG TECHNOLOGY FOR THE OIL AND GAS INDUSTRY

FOR IMMEDIATE RELEASE Contacts: Carissa Carlley Marketing and Public Relations (972) 747-0051 X-CHANGE CORPORATION DELIVERS SURFACE ACOUSTIC WAVE (SAW) TAG TECHNOLOGY FOR THE OIL AND GAS INDUSTRY DALLAS, March 13, 2008 ? The X-Change Corporation (OTCBB: XCHC) through its wholly owned subsidiary, AirGATE Technologies, Inc.

March 18, 2008 EX-99.1

X-CHANGE CORPORATION DELIVERS GENERATION I DOWN HOLE TOOL

FOR IMMEDIATE RELEASE Contacts: Carissa Carlley Marketing and Public Relations (972) 747-0051 X-CHANGE CORPORATION DELIVERS GENERATION I DOWN HOLE TOOL DALLAS, March 17, 2008 ? The X-Change Corporation (OTCBB: XCHC) is pleased to announce the completion of the construction and initial testing of the Hexion Down Hole Tool for use in fracture analysis.

March 18, 2008 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): March 17, 2008 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Commission (I.R.S. Employer of inco

March 18, 2008 EX-99.2

X-CHANGE CORPORATION ENTERS INTO AGREEMENT TO TEST SAW TECHNOLOGY

FOR IMMEDIATE RELEASE Contacts: Carissa Carlley Marketing and Public Relations (972) 747-0051 X-CHANGE CORPORATION ENTERS INTO AGREEMENT TO TEST SAW TECHNOLOGY DALLAS, March 18, 2008 ? The X-Change Corporation (OTCBB: XCHC) is pleased to announce the joint testing of its SAW technology with one of the world?s leaders in drill pipe manufacturing.

February 5, 2008 CORRESP

1

February 5, 2008 Mr. Larry Spirgel Assistant Director United States Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549-0405 Re: The X-Change Corporation Form 10-KSB for the Fiscal Year Ended December 31, 2006 Form 10-QSB for the Fiscal Quarters ended March 31, 2007, June 30, 2007 and September 30, 2007 File No. 002-41703 Dear Mr. Spirgel: We have received your letter

January 23, 2008 EX-3.01 (I)

OCT 04 2000

EX-3.01 (I) 2 exhibit1.htm EX-3.01 (I) {Stamp} FILED # C26603-00 OCT 04 2000 Dean Heller, Secretary of State ARTICLES OF INCORPORATION OF DIVERSIFIED TECHNOLOGY GROUP, INC. Know All Men By These Presents That: the undersigned incorporator, being a natural person of the age of eighteen (18) years or more and desiring to form a body corporate under the laws of the State of Nevada, does hereby sign,

January 23, 2008 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): December 28, 2007 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Commission (I.R.S. Employer of i

January 23, 2008 EX-3.01 (II)

THE X-CHANGE CORPORATION a Nevada corporation AMENDED AND RESTATED BYLAWS EFFECTIVE AS OF DECEMBER 28, 2007 TABLE OF CONTENTS

THE X-CHANGE CORPORATION a Nevada corporation AMENDED AND RESTATED BYLAWS EFFECTIVE AS OF DECEMBER 28, 2007 TABLE OF CONTENTS ARTICLE I OFFICES Section 1.

December 19, 2007 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) The X-Chan

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) The X-Change Corporation (Name of Issuer) Common Stock, par value $0.

December 14, 2007 SC 13D

SIGNATURE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* THE X-CHANGE CORPORATION (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) 98371P109 (CUSIP Number) George R. Jarkesy, Jr. John Thomas Bridge and Opportunity Fund, L.P. 3 Riverway, Suite 1800 Houston, Texas 77056 281-748-3277

December 10, 2007 EX-99.1

X-CHANGE CORPORATION PROMOTES KATHLEEN HANAFAN TO PRESIDENT

EX-99.1 2 exhibit1.htm EX-99.1 FOR IMMEDIATE RELEASE Contacts: Michael L. Sheriff Chief Executive Officer X-Change Corporation (972) 747-0051 Carissa Carlley Marketing and Public Relations (972) 747-0051 X-CHANGE CORPORATION PROMOTES KATHLEEN HANAFAN TO PRESIDENT DALLAS, December 10, 2007 – The X-Change Corporation (OTCBB: XCHC) announced today it has appointed Ms. Kathleen Hanafan to the position

December 10, 2007 EX-99.1

X-CHANGE CORP. CLOSES ON $3.6 MILLION FINANCING COMMITMENT

FOR IMMEDIATE RELEASE Contacts: Michael L. Sheriff Chief Executive Officer X-Change Corporation (972) 747-0051 Carissa Carlley Marketing and Public Relations (972) 747-0051 X-CHANGE CORP. CLOSES ON $3.6 MILLION FINANCING COMMITMENT DALLAS, December 10, 2007 ? X-Change Corporation (OTCBB: XCHC), through its wholly owned subsidiary, AirGATE Technologies, Inc., announced today it has closed on the fi

December 10, 2007 EX-10.3

[Signature pages follow]

EX-10.3 SECURITY AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Security Agreement”), dated as of December 4, 2007, by AirGATE Technologies, Inc., a Texas corporation (“Grantor”), in favor of Samson Investment Company, as Collateral Agent (as defined below) and the Secured Parties (as defined herein). INTRODUCTION This Security Ag

December 10, 2007 EX-4.2

SENIOR SECURED CONVERTIBLE TERM NOTE—TRANCHE A

THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR ANY APPLICABLE, STATE SECURITIES LAWS.

December 10, 2007 EX-10.4

[Signature pages follow]

EX-10.4 7 exhibit6.htm EX-10.4 GUARANTY AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Guaranty”), dated as of December 4, 2007, by AirGATE Technologies, Inc., a Texas corporation (“Guarantor”), in favor of Samson Investment Company, as collateral agent (the “Agent”) for the holders of the Notes (as defined in the Purchase Agreeme

December 10, 2007 EX-10.1

TRANCHE A WARRANT

EX-10.1 4 exhibit3.htm EX-10.1 TRANCHE A WARRANT THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE “ACT”) OR ANY APPLICABLE STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN

December 10, 2007 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): December 4, 2007 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Commission (I.R.S. Employer of in

December 10, 2007 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 htm24297.htm LIVE FILING 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): December 4, 2007 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Co

December 10, 2007 EX-10.2

REGISTRATION RIGHTS AGREEMENT

REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of December 4, 2007, by and among The X-Change Corporation, a Nevada corporation (the ?Company?), and the initial Holders named on the signature pages hereto, and Tejas Securities Group, Inc.

December 10, 2007 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 4, 2007 X-Change Corporation (Exact name of registrant as specified in its charter) Nevada 002-41703 900156146 (State or other jurisdiction (Commission (I.R.S. Employer of in

December 10, 2007 EX-99.1

X-CHANGE CORPORATION APPOINTS GEORGE DECOURCY TO DIRECTOR

FOR IMMEDIATE RELEASE Contacts: Michael L. Sheriff Chief Executive Officer X-Change Corporation (972) 747-0051 Carissa Carlley Marketing and Public Relations (972) 747-0051 X-CHANGE CORPORATION APPOINTS GEORGE DECOURCY TO DIRECTOR DALLAS, December 10, 2007 ? The X-Change Corporation (OTCBB: XCHC) announced today it has appointed George DeCourcy as a Director until the Company?s next annual shareho

December 10, 2007 EX-4.1

SECURITIES PURCHASE AGREEMENT Dated as of December 4, 2007 by and among THE X-CHANGE CORPORATION THE PURCHASERS NAMED ON THE SIGNATURE PAGES LIST OF SCHEDULES Schedule 3.2 Schedule 3.3(a)(i) Schedule 3.3(a)(ii) Schedule 3.3(b)(i) Schedule 3.3(b)(ii)

SECURITIES PURCHASE AGREEMENT Dated as of December 4, 2007 by and among THE X-CHANGE CORPORATION and THE PURCHASERS NAMED ON THE SIGNATURE PAGES HERETO 1.

November 14, 2007 10QSB

United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB þ Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934

Table of Contents United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB þ Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2007 o Transition report under Section 13 or 15(d) of the Exchange Act Commission file number: 002-41703 THE X-CHANGE CORPORATION (Exact name of small business issuer as

August 14, 2007 10QSB

United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB þ Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934

e10qsb Table of Contents United States Securities and Exchange Commission Washington, D.

May 15, 2007 10QSB

United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB þ Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2007 o Transition report under Section 13

e10qsb Table of Contents United States Securities and Exchange Commission Washington, D.

April 6, 2007 EX-10

DEVELOPMENT AGREEMENT

DEVELOPMENT AGREEMENT AGREEMENT, effective the day of , 20 between AirGATE Technologies, Inc.

August 11, 2004 10QSB

U.S. Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2004 [ ] Transition report under

U.S. Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2004 [ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from — — — to — — — . Commission file number 002-41703 THE X-CHA

April 1, 2003 NT 10-K

NT 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [X] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: December 31, 2002 - [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ]

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