U.S. 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~~October 824, 2016

ONCOLOGIX TECH, INC.

(Name of Small Business Issuer as Specified in Its Charter)

Nevada	0-15482	86-1006416
(State or other jurisdiction of	(Commission	(I.R.S. Employer
incorporation or organization)	File Number)	Identification No.)

1604 W. Pinhook Rd. #200

Lafayette, LA 70508

(Address of principal executive offices)

(616) 977-9933

(Issuer’s telephone number)

Check the appropriate box below if the Form 8-K 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))

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

The Registrant’s Form 10-K, any Form 10-Q or any Form 8-K of the Registrant or any other written or oral statements made by or on behalf of the Registrant may contain forward-looking statements that are based on management’s beliefs, assumptions, ~~current~~ current expectations, estimates and projections about the medical device business, and the Company itself. Statements, including ~~without~~ without limitation, those related to: future revenue, earnings, margins, growth, cash flows, operating measurements, tax rates and tax benefits; expected economic returns; projected ~~2013~~ operating results, future strength of the Company; future brand positioning; achievement of the Company vision; future marketing investments; the introduction of new lines or categories of products; future growth or success in specific countries, categories or market sectors; capital resources and market risk are forward-looking statements. In addition, words such as “anticipates,” “believes,” “estimates,” “expects,” “forecasts,” “intends,” “is likely,” “plans,” “predicts,” “projects,” “should,” “will,” variations of such words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions (“Risk Factors”) that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements.

Readers are cautioned not to place undue reliance on such forward-looking statements as they speak only of the Registrant’s views as of the date the statement was made. The Registrant undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

ITEM 1.01 – Entry into a Material Definitive Agreement

ITEM 5.01 – Changes in Control of Registrant

~~Senior~~Series ~~Secured~~B ~~Credit~~Convertible ~~Agreement~~Preferred Stock Series. On ~~January~~August 328, ~~2014~~2016, the Board of Directors of Oncologix Tech, Inc. (the “Company”), approved ~~together~~the ~~with~~designation ~~its~~of ~~subsidiaries Dotolo~~68,000 ~~Research~~shares ~~Corporation~~of ~~and~~a ~~Amian~~new ~~Angels,~~series ~~Inc.,~~of ~~entered~~preferred ~~into~~stock. aThe ~~Senior~~Series ~~Secured~~B ~~Revolving~~Convertible ~~Credit~~Preferred ~~Facility~~Shares ~~Agreement~~(“Preferred Share(s)”) with ~~TCA Global~~the ~~Credit~~following ~~Master~~rights ~~Fund~~and LPprivileges: (~~“Lender”~~i) ~~for~~Each aPreferred ~~revolving~~Share ~~credit~~shall ~~facility~~have ofa uppar tovalue ~~Four~~of ~~Million~~$0.001; ~~Dollars~~ (~~$4,000,000~~ii) each ~~for~~Preferred ~~working~~Share ~~capital~~shall ~~financing~~not ~~for~~be ~~any~~entitled ~~purposes~~to ~~permitted~~receive ~~thereunder.~~any ~~The~~dividends; ~~Company~~(iii) ~~drew~~Each ~~down~~Preferred ~~$400,000~~Share onshall have the ~~original~~voting ~~credit~~power ~~facility~~of 0.1% ~~and~~of ~~issued~~the ~~20,000~~ shares of ~~its~~common ~~Series~~stock Dand ~~Convertible~~Preferred Shares taken together; (iv) Each Preferred ~~Stock~~Share toshall ~~secure~~be ~~the~~convertible ~~required~~into ~~$150,000~~.001% inof the ~~Advisory~~number ~~Fees~~of the issued and ~~Investment Banking~~outstanding ~~Fees~~shares of Common Stock at that time. The complete designations are included in Exhibit 99.1.

~~Senior~~Series ~~Secured~~B ~~Credit~~Convertible ~~Agreement~~Preferred ~~Amendment~~Stock Purchase Agreement. On ~~September~~August 2531, ~~2014~~2016, Oncologix Tech, Inc. (the “Company”), ~~drew~~entered into ~~down~~a anSeries ~~additional~~B ~~loan~~Convertible ~~amount~~Preferred ofStock ~~$1,200,000~~Purchase ~~used~~Agreement (“Agreement”) with Diversified Innovative Marketing Enterprises, Ltd. (DIMEVC) for the ~~acquisition~~purchase of ~~Esteemcare~~up ~~Inc.~~to ~~and~~53,000 ~~Affordable~~shares ~~Medical~~of ~~Equipment~~its ~~Solutions~~Series ~~Inc.~~B InConvertible ~~connection~~Preferred ~~with~~Stock ~~the~~for ~~draw-down~~a oftotal ~~the~~investment ~~second~~of ~~tranche,~~up ~~the~~to ~~Company~~ten ~~was~~million ~~required~~dollars ($10,000,000) to ~~incur~~be ~~additional~~utilized ~~Advisory~~for ~~Fees~~debt restructuring, working capital, and ~~Investment~~acquisition ~~Banking~~capital. ~~fees~~The ten ofmillion ~~$450,000~~dollar ~~due~~investment ~~after~~is ~~twelve~~ to be issued to the Company in three (123) ~~months.~~tranches ~~This~~in ~~second~~the ~~tranche~~amounts isof ~~secured~~four bymillion andollars, ~~18.0%~~one million ~~convertible~~dollars ~~promissory~~and ~~note~~five million dollars, ~~due~~respectively. inThe ~~twelve~~tranches ~~months,~~are ~~with~~to anbe ~~extension~~delivered ~~option of~~over ana ~~additional~~period ~~twelve~~of ninety (1290) ~~months~~days. ~~Repayments~~The initial tranche of ~~interest~~four ~~and~~million ~~fees~~dollars ~~begin~~was ~~immediately~~to be delivered on September 2, 2016. ~~Principal~~As ~~repayments~~of ~~begin~~the ~~December~~filing 25of this report, no funds have ~~2014~~been received by Oncologix pursuant to the executed contracts and DIMEVS is in default. The ~~Lender~~CEO ~~will~~of ~~hold~~DIMEVC ~~back~~stated ~~interest~~that the funds were stolen by an offshore party that has not been disclosed to the Company and ~~fees~~that they are seeking to recover the funds. Further, the CEO of ~~each~~DIMEVS ~~deposit~~stated ~~for~~that when the ~~first~~funds ~~three~~are recovered the Company will be funded within thirty (330) ~~months~~days. No shares of Preferred Stock have been, or will be, conferred until successful funding. Upon the ~~agreement~~successful ~~and~~funding ~~then~~of anthe ten million dollars, DIME ~~additional~~would ~~on-going~~have ~~12.5~~effective control of 53% of ~~deposits~~the ~~for~~Company’s ~~principal~~voting ~~payments~~and ~~beginning~~outstanding ~~December~~shares ~~25,~~of ~~2014~~stock. The Series B Convertible Preferred Stock Purchase Agreement is attached in Exhibit 99.2.

Senior Secured Credit Agreement Amendment Payoff. During August 2016, the Company, together with the participation of the CEO at DIMEVC, negotiated in good faith with its senior secured lender, TCA Global Fund (TCA) for a final settlement of its Senior Secured Credit Agreement. The Company, together with DIMEVC executed all legal documents, with a final Settlement payment to TCA of $2,169,972.54. This payoff amount was valid and binding through September 2, 2016. At this time, due to the lapse of time and failure of DMIVES to execute, the Company remains in default under the terms of the TCA Credit Agreement.

~~Default~~Extension ~~and~~of ~~Legal~~Series ~~Actions.~~B OnConvertible ~~January~~Preferred 8,Stock ~~2015,~~Purchase ~~the~~Agreement. ~~Company~~On ~~and~~September ~~TCA~~5, ~~began~~2016, ~~discussion~~Oncologix ~~for the full payment of $450~~Tech,~~000~~ ~~in Investment Banking fees~~Inc. ~~Those discussions continued for sixty~~ (~~60) days in which both parties agreed for~~ the “Company ~~to provide $225,000~~”) ~~with~~and ~~both~~DIMEVC ~~cash~~verbally ~~and~~agreed ~~execution~~to of an ~~equity~~extension ~~debt exchange. On March 27, 2015, TCA filed a notice~~ of ~~default~~the ~~against~~Stock ~~the~~Purchase ~~Company. On~~Agreement ~~March~~to October 31, ~~2015,~~2016. ~~the~~The Company ~~signed~~agreed ~~documents~~to ~~agreeing~~a tothirty (30) ~~pay~~extension ~~TCA~~of the ~~$225,000~~Agreement asbut ~~mutually~~has agreed to ~~resolve~~modify ~~the~~terms ~~default~~to ~~and pay~~include ~~all~~two ~~interest~~(2) ~~and~~separate ~~principal~~five ~~due.~~million ~~TCA~~dollar ~~refused~~tranches. toBased on ~~execute~~ the ~~legal~~Stock ~~documents~~Purchase Agreement and ~~accept~~DIMEVC ~~the funds. On April 6~~representations, ~~2015,~~ the Company ~~paid~~ ~~TCA~~believes ~~$78,000~~it towill ~~cure~~be ~~the~~able ~~notice~~to ofsettle ~~default~~with ~~and also pay~~ TCA at the ~~$225,000 as~~ previous mutually agreed. ~~After~~upon ~~the~~payoff ~~interest payment was issued to TCA, the Company was again placed into default~~amounts.

After extensive contract and payment negotiations to include the payment of $78,000 and the agreed payment of the additional $225,000 which TCA refused, OCLG retained legal counsel and filed a legal Complaint as the Plaintiff in the State of Florida, 17th Circuit on May 14, 2015. The Complaint cited unfair business practices, breach of confidentiality, and evidence stating that OCLG was never in default of the Credit Agreement with TCA Global Fund. This Complaint was evidenced by numerous emails and written correspondence from TCA executive management. TCA counter sued OCLG for Default, on June 25, 2015 for the sixth time.

Senior Secured Credit Agreement – Settlement 1. After many months of on-going discussions, on February 5, 2016, the Company entered into a final settlement agreement with TCA in conjunction with an additional credit facility advance of $200,000. The Settlement Agreement calls for 18.0% interest on the outstanding principal balance. Further, the Settlement calls for weekly payments of $5,000 from March 4, 2016 to May 27, 2016. The weekly payments increase to $10,000 from June 3, 2016 to July 1, 2016. Payments after July 1, 2016 would be negotiated.

Senior Secured Credit Agreement – Settlement 2. On April 8, 2016, the Company entered into a second amendment to the Settlement agreement originally dated February 5, 2016 in conjunction with an additional credit facility advance of $375,000. The second amendment to the settlement agreement creates a twenty-four (24) month replacement Promissory Note in the amount of $2,385,115.53. The note bears interest at eighteen (18%) percent with a default interest rate of twenty four (24%) percent. As a requirement of the Settlement Agreement, the Company incurred additional Advisory Fees and Investment Banking fees of $300,000 which brings the total Advisory Fees and Investment Banking Fees to $900,000 primarily due to TCA stated defaults. Both the Company and TCA agreed to joint dismissal of their litigations against either party. The agreement requires monthly interest payments of $31,695.13 commencing on April 30, 2016 and May 31, 2016 with monthly increased principal and interest payments of $125,261.10 beginning on June 30, 2016.

Financial Controls of the Company Additional requirements of the second amendment to the Settlement Agreement requires the Company to execute an irrevocable, ACH Authorization Agreement with TCA from the Company’s primary bank accounts that allows TCA to debit, without notice to company, the required monthly principle and interest payments. Further, the Company is required to provide TCA with Administrative controls and electronic access to each of its bank accounts and the Company must notify and obtain prior approvals from TCA for all company operational activities, provide prior notifications for all payments including wire transfers, ACH’s, prior approval before issuance of employee payrolls, payroll taxes, and obtain prior approvals of payment to all creditors. Company understands that this level of financial control may constitute a change of control and TCA may be considered an affiliate pursuant to Rule 144 of the Securities Act of 1933.

ITEM 5.02 – Departure of a Director or Certain Officers; Election of Directors

Effective April 11, 2016, Barry Griffith formally resigned as director of Oncologix Tech, Inc. There were no disagreements between Mr. Griffith and the Registrant. Mr. Griffith has reviewed this Form 8-K and approves. Effective April 11, 2016, current Chief Financial Officer, Michael A. Kramarz was appointed as a director of the Registrant.

Effective May, 2, 2016, Vickie Hart formally resigned as President of Company Health Services Division and is continuing as the President of Amian Angels, Inc.

ITEM 9.01 – Financial Statements and Exhibits

	99.1	Settlement Agreement
	99.2	Settlement Agreement – Amendment 1
	99.3	Settlement Agreement – Amendment 2
	99.4	Second Replacement Note

99.1 Series B Convertible Preferred Stock Designations

499.2 Series B Convertible Preferred Stock Purchase Agreement

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: June 24, 2016
Dated: October 26, 2016
	ONCOLOGIX TECH, INC.
	By:	/s/ Roy Wayne Erwin
		Roy Wayne Erwin, Chief Executive Officer
	By:	/s/ Michael A. Kramarz
		Michael A. Kramarz, Chief Financial Officer
		Michael A. Kramarz, Chief Financial Officer,

53.

Filing Compare · Oncologix Tech Inc.