UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 ORor 15(d) of ~~The~~the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 1115, 2010 (June 914, 2010)

Osteologix, Inc. (Exact name of registrant as specified in its charter)

(Exact name of registrant as specified in its charter)


Delaware	333-112754	32-0104570
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Delaware	333-112754	32-0104570
4415 Cox Road Glen Allen, Virginia	23060
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(Address of Principal Executive Offices)	(Zip Code)

4415 Cox Road Glen Allen, Virginia		23060
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (804) 747-6027

(Former name or former address, if changed since last report.)

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

OnItem ~~June 9, 2010, Osteologix, Inc~~5.07 ~~(the~~Submission ~~“Company”)~~of ~~entered~~Matters ~~into~~to a ~~securities~~Vote ~~purchase agreement (the “Purchase Agreement”) with Nordic Biotech Opportunity Fund K/S, an affiliate~~ of ~~Nordic~~Security ~~Biotech K/S,~~Holders. ~~the~~On ~~Company’s~~June ~~largest shareholder (collectively~~14, ~~“Nordic”)~~ ~~for the issuance and sale (the “Offering”) of 1~~2010,~~494,532~~ ~~shares of common stock (the “Shares”) for an aggregate purchase price of $750~~Osteologix,~~000,~~ ~~or approximately $0~~Inc.~~5018 per share~~, ~~the~~or ~~10-day volume weighted average closing price of~~ the Company~~’s common~~, ~~stock~~held asits ofannual ~~the~~meeting ~~end~~ of ~~trading on June 8, 2010~~stockholders. ~~The Offering was completed on June 11, 2010.~~

~~The~~At ~~terms~~the ~~and~~annual ~~conditions~~meeting, there were at least 27,265,311 shares of ~~the~~common ~~Offering~~stock ~~were~~represented ~~approved~~to vote either in person or by aproxy, ~~special~~or ~~committee~~86.6% ~~comprised~~of the outstanding shares of ~~three independent~~common ~~directors~~stock, which represented ~~was~~a ~~formed~~quorum. byThe ~~the~~final ~~Board~~results inof ~~connection~~voting ~~with~~for each matter submitted to a vote of stockholders at the ~~Offering.~~meeting were as follows:

~~The~~Proposal ~~Offering is exempt from registration pursuant to the~~1: ~~exemption~~Election ~~for transactions by an issuer not involving any public offering under Section 4(2) the Securities Act~~ of ~~1933, as amended (the “Act”), and~~Directors ~~Regulation D under the Act. The Shares were offered only to~~ ~~accredited investors and no underwriters were involved in the Offering.~~

InJohn M. ~~connection with the Offering~~Barberich, ~~the~~Jeremy ~~Company entered into a registration rights agreement dated as~~Curnock ~~of June 9~~Cook, ~~2010,~~Klaus ~~with~~Eldrup ~~Nordic~~Jørgensen, ~~(the “Registration Rights Agreement”)~~Bobby W. ~~Pursuant to the Registration Rights Agreement~~Sandage, ~~Nordic~~Jr. ~~has the right at any time after six months after the closing date of the Offering to cause the Company prepare~~ and ~~file a registration statement covering the resale of the~~ ~~shares of common stock purchased by Nordic, subject to certain limitations~~ Philip J. ~~The~~Young ~~Company~~were ~~also agreed,~~elected ~~among other things,~~ to ~~indemnify~~serve ~~the~~as ~~selling~~directors ~~holders~~until ~~under~~ the ~~registration statements from~~next ~~certain~~annual ~~liabilities~~meeting ~~and~~of tostockholders ~~pay all fees~~ and ~~expenses~~until ~~(excluding~~their ~~underwriting~~successors ~~discounts~~are ~~and~~elected ~~selling~~and ~~commissions~~qualified. ~~and~~The ~~all~~voting ~~legal~~for ~~fees~~each ofdirector ~~any~~was ~~selling~~as ~~holder) incident to the Company’s obligations under~~follows: ~~the Registration Rights Agreement.~~

The foregoing description of the Offering is only a summary and is qualified in its entirety by reference to the Purchase Agreement and the Registration Rights Agreement, copies of which are filed as exhibits to this Current Report on Form 8-K.


	For		Withheld		Broker Non-Vote
John M. Barberich		25,376,555		90,015		1,798,741
Jeremy Curnock Cook		25,461,555		5,015		1,798,741
Klaus Eldrup Jørgensen		25,461,555		5,015		1,798,741
Bobby W. Sandage, Jr.		23,178,979		2,287,591		1,798,741
Philip J. Young		23,263,979		2,202,591		1,798,741

~~The~~Proposal ~~securities sold and issued in connection with the Purchase Agreement have not been registered~~2: ~~under~~Ratification ~~the~~of ~~Act~~Independent orRegistered ~~any~~Public ~~state~~Accounting ~~securities laws and may not be offered or sold in the United States~~Firm ~~absent registration with the SEC or an applicable exemption from the registration requirements.~~

~~Item~~Witt Mares, PLC was ratified as the Company’s independent registered public accounting firm for the fiscal year ending December ~~3.02~~31, ~~Unregistered~~2010 ~~Sales~~with of27,242,845 votes ~~Equity~~in ~~Securities~~favor, 17,501 votes against and 4,965 abstentions.

~~The information called for by this item is contained in Item 1.01, which is incorporated herein by~~2 ~~reference.~~

~~(d) Exhibits~~SIGNATURES

	10.1			Securities Purchase Agreement dated June 9, 2010, by and between Osteologix, Inc. and Nordic Biotech Opportunity Fund K/S.
	10.2			Registration Rights Agreement entered into on June 9, 2010, by and between Osteologix, Inc. and Nordic Biotech Opportunity Fund K/S.

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 thereunto duly authorized.

2OSTEOLOGIX, INC.

~~SIGNATURES~~ By: /s/ Philip J. Young Philip J. Young President and Chief Executive Officer

~~Pursuant~~Date: ~~to the requirements of the Securities Exchange Act of 1934~~June 15, ~~the Registrant has duly~~2010 ~~caused this report to be signed on its behalf by the undersigned thereunto duly authorized.~~

Date: June 11, 2010

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