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 1, 2007
Commission
File Number: 000-49620
Cobalis
Corp.
(Exact
name of registrant as specified in its charter)
|
Nevada
(State
or other jurisdiction of
incorporation
or organization)
|
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91-1868007
(I.R.S.
Employer
Identification
No.)
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2445
McCabe Way, Suite 150, Irvine, CA
(Address
of principal executive offices)
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92614
(Zip
Code)
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(949)
757-0001
(Registrant’s
Telephone Number, Including Area
Code)
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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:
|_|
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
2, 2007, Cobalis Corp. (the “Registrant”), filed a motion to vacate an agreed
judgment (the “Motion to Vacate”) in the U.S. District Court for the Northern
District of Texas, Dallas Division with regard to case #3:04-CV- 2405 between
Gryphon Master Fund, L.P. (“Gryphon”) and the Registrant. The underlying
lawsuit, which was originally filed in 2004, stemmed from alleged breach
of
contract claims arising from two investments in the Registrant totaling $1.6
million made by Gryphon in September 2003. In April of 2006, in an effort
to
resolve the litigation, the Registrant and Gryphon entered into a settlement
agreement, which included an agreed judgment in the amount of $1,600,000
with
certain setoffs. The settlement agreement was attached as an exhibit to the
Registrant’s Form 8-K filed with the SEC on April 5, 2006. Full repayment was
due under the settlement agreement on or before April 1, 2007. The Registrant
did not make the payment on or before April 1, 2007.
The
Registrant based the Motion to Vacate on several grounds including that
allegationthat Gryphon breached the “no shorting” provision contained in the
settlement agreement. The Registrant believes, and so alleges in the Motion
to
Vacate, that despite Gryphon’s agreement, Gryphon engaged in shorting of the
Registrant’s stock. There is no guarantee that the Registrant will be successful
in vacating the judgment. If the Registrant is unsuccessful in vacating the
judgment and, if the Registrant is unable to subsequently timely resolve
the
Gryphon matter or raise capital to satisfy the judgment, the Registrant’s
ability to move its business forward would be adversely
affected.
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, thereunto
duly authorized.
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Cobalis
Corp.
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| Date: April
5, 2007 |
By: |
/s/ Chaslav
Radovich |
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Chaslav
Radovich, President
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