HGYN / Hong Yuan Holding Group - SEC-Einreichungen, Jahresbericht, Proxy Statement

Hong Yuan Holding Group
US ˙ OTCPK

Basisstatistiken
CIK 1324759
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 Hong Yuan Holding Group
SEC Filings (Chronological Order)
Auf dieser Seite finden Sie eine vollständige, chronologische Liste der SEC-Einreichungen, mit Ausnahme der Eigentumseinreichungen, die wir an anderer Stelle bereitstellen.
May 15, 2026 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

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 ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2026 ☐ 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 F

May 8, 2026 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56252 HONG YUAN HOLDING GROUP (Exact name

April 1, 2026 NT 10-K

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

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 ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2025 ☐ 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 o

January 13, 2026 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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: October 9, 2025 (Date of earliest event reported) H

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A Amendment No.

January 9, 2026 8-K

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: January 7, 2026 (Date of earliest event reported) HONG YUAN HOLDING G

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: January 7, 2026 (Date of earliest event reported) HONG YUAN HOLDING GROUP (Exact name of registrant as specified in its charter) Nevada 000-56252 91-2154289 (State or other jurisdiction of incorporation) (Commission File Number) (IRS.

November 19, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exac

November 14, 2025 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

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 ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2025 ☐ 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

September 26, 2025 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDI

September 26, 2025 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDIN

August 19, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exact nam

August 14, 2025 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

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 ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2025 ☐ 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 Fo

July 31, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exact na

July 3, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56252 HONG YUAN HOLDING GROUP (Exact name

May 15, 2025 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

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 ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2025 ☐ 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 F

April 1, 2025 NT 10-K

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

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 ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ 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 o

March 11, 2025 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: February 26, 2025 (Date of earliest event reported) HONG YUAN HOLDING GROUP (Exact name of registrant as specified in its charter) Nevada 000-56252 91-2154289 (State or other jurisdiction of incorporation) (Commission File Number) (IRS.

November 12, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exac

August 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exact nam

May 28, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exact na

May 14, 2024 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: May 9, 2024 (Date of earliest event reported) HONG YUAN HOLDING GROUP (Exact name of registrant as specified in its charter) Nevada 000-56252 91-2154289 (State or other jurisdiction of incorporation) (Commission File Number) (IRS.

May 13, 2024 NT 10-Q

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

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 ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ 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 F

April 9, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-27873 HONG YUAN HOLDING GROUP (Exact name

April 2, 2024 NT 10-K

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

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 ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ 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 o

November 13, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exac

August 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exact nam

May 15, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exact na

March 31, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-27873 HONG YUAN HOLDING GROUP (Exact name

November 14, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exac

August 15, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exact nam

May 16, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-56252 HONG YUAN HOLDING GROUP (Exact na

March 29, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56252 HONG YUAN HOLDING GROUP (Exact name

November 10, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-27873 HONG YUAN HOLDING GROUP (Exac

August 10, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-27873 HONG YUAN HOLDING GROUP (Exact nam

May 25, 2021 LETTER

LETTER

United States securities and exchange commission logo May 25, 2021 Li Xudong Chief Executive Officer Cereplast, Inc.

May 19, 2021 CORRESP

2

CORRESP 1 filename1.htm BARNETT & LINN ATTORNEYS AT LAW 60 Kavenish Drive • Rancho Mirage, CA 92270 www.barnettandlinn.com WILLIAM B. BARNETT TELEPHONE: 818-436-6410 Attorney/Principal FACSIMILE: 818-223-8303 [email protected] May 19, 2021 Division of Corporation Finance Office of Life Sciences Securities and Exchange Commission 100 F Street NE Washington D.C. 20549 Attn: David Gessert, Sta

May 19, 2021 10-12G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT No. 2 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 CEREPLAST INC. (Exact Name of the Regi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT No.

May 19, 2021 EX-10.1

Securities Purchase Agreement between Custodian ventures, LLC and Xudong Li dated October 22, 2020

EX-10.1 2 ea141285ex10-1cereplast.htm SECURITIES PURCHASE AGREEMENT BETWEEN CUSTODIAN VENTURES, LLC AND XUDONG LI DATED OCTOBER 22, 2020 EXHIBIT 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT, effective as of the twenty-second day of October, 2020 (the “Effective Date”) by and between Custodian Ventures LLC, a Wyoming limited liability company (“Seller”) and Li Xudong, a non-US person

May 17, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-27873 CEREPLAST INC (Exact name of regi

May 4, 2021 LETTER

LETTER

United States securities and exchange commission logo May 4, 2021 Li Xudong Chief Executive Officer Cereplast, Inc.

April 23, 2021 10-12G/A

- AMENDMENT NO. 1 TO FORM 10-12G

10-12G/A 1 ea139781-1012ga1cereplast.htm AMENDMENT NO. 1 TO FORM 10-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT No. 1 to FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 CEREPLAST INC. (Exact Name of the Registrant as Specified in its Charter) Nevada 91-2154289 (State or Other Juris

April 22, 2021 CORRESP

2

BARNETT & LINN ATTORNEYS AT LAW 1600 E. Florida Avenue, Suite 214 • Hemet, CA 92544 www.barnettandlinn.com WILLIAM B. BARNETT TELEPHONE: 818-436-6410 Attorney/Principal FACSIMILE: 818-223-8303 [email protected] April 22, 2021 Division of Corporation Finance Office of Life Sciences Securities and Exchange Commission 100 F Street NE Washington D.C. 20549 Attn: David Gessert, Staff Attorney Ad

March 26, 2021 LETTER

LETTER

United States securities and exchange commission logo March 26, 2021 Li Xudong Chief Executive Officer Cereplast, Inc.

March 1, 2021 10-12G

- FORM 10-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 CEREPLAST INC.

March 1, 2021 EX-3.2

EX-3.2

March 1, 2021 EX-3.1

Articles of Incorporation and Amendment thereto.

EX-3.1 2 ea136699ex3-1cereplast.htm ARTICLES OF INCORPORATION AND AMENDMENT THERETO

July 12, 2019 15-12B

CERPQ / Cereplast, Inc. 15-12B - - NOTICE OF TERMINATION OF REGISTRATION

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0167 Expires: May 31, 2021 Estimated average burden hours per response 1.50 FORM 15 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 ACT OF

May 31, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Changes in Control of Registrant, Other Events

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 event reported): May 31, 2019 Cereplast, Inc.

February 12, 2015 SC 13G/A

CERPQ / Cereplast, Inc. / Ironridge Global IV, Ltd. - FORM SC 13G/A Passive Investment

United states Securities and exchange commission WashinGton, d.c. 20549 Schedule 13g Under the Securities Exchange Act of 1934 (Amendment No. 1) CEREPLAST, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 156732307 (CUSIP Number) December 31, 2014 (Date of Event which requires filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

May 7, 2014 8-K

Bankruptcy or Receivership

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 27, 2014 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Numbe

March 10, 2014 8-K

Financial Statements and Exhibits, Bankruptcy or Receivership

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 4, 2014 8-K

Regulation FD Disclosure

8-K 1 f140303bankruptcy8k.htm 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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2014 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdictio

February 19, 2014 8-K

Entry into 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): February 14, 2014 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Nu

February 19, 2014 8-K

Other Events

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 18, 2014 8-K

Bankruptcy or Receivership - FORM 8-K

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 18, 2014 8-K

Other Events - FORM 8-K

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 12, 2014 8-K

Regulation FD Disclosure, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Bankruptcy or Receivership

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 7, 2014 8-K

Other Events

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): February 6, 2014 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Num

February 6, 2014 EX-3.1

Endnotes

EX-3.1 2 nvsosfiling1.htm CERTIFICATE OF AMENDMENT FILED AS OF FEBRUARY 3, 2014 ROSS MILLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4520 (775) 684-5708 Website: www.nvsos.gov Certificate of Change Pursuant to NRS 78.209 USE BLACK INK ONLY - DO NOT HIGHLIGHT ABOVE SPACE IS FOR OFFICE USE ONLY 1. Name of corporation: Certificate of Change filed Pursuant to NRS 7

February 6, 2014 8-K

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

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 30, 2014 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement - 8-K

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): January 24, 2014 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File

January 21, 2014 8-K

Termination of a Material Definitive Agreement - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 20, 2014 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission

January 17, 2014 8-K

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): January 13, 2014 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Num

November 14, 2013 10-Q

Quarterly Report - 10-Q

10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 14, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 20, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 17, 2013 8-K

Financial Statements and Exhibits, Other Events - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2013 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File

May 17, 2013 EX-99.1

CEREPLAST, INC., a Nevada corporation,

EX-99.1 Exhibit 99.1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK CEREPLAST, INC., a Nevada corporation, Plaintiff, v. MAGNA GROUP, LLC, a Texas limited liability company, and HANOVER HOLDINGS I, LLC, a New York limited liability company, Defendants. Civil Action No. COMPLAINT Plaintiff Cereplast, Inc. (“Cereplast” or “Plaintiff”), by and through its attorneys, Gibbons P.C., as and f

May 15, 2013 NT 10-Q

- NT 10-Q

NT 10-Q 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 10-D ¨ Form N-SAR ¨ Form N-CSR 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 Rep

May 8, 2013 8-K

Financial Statements and Exhibits, Other Events - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2013 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File

May 8, 2013 EX-99.1

May 7, 2013

EX-99.1 Exhibit 99.1 May 7, 2013 Cereplast Restructures Global Operations to Align with Market Opportunities Reduces Annual Operating Expenses by $600,000-$800,000 EL SEGUNDO, Calif., May 7, 2013 — Cereplast, Inc. (OTCQB: CERP) (the “Company”), a leading manufacturer of proprietary biobased, compostable and sustainable bioplastics, today announced the restructuring of its global operations to alig

April 29, 2013 SC 13G

CERPQ / Cereplast, Inc. / IBC FUNDS LLC Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CEREPLAST, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 156732307 (CUSIP Number) Samuel Oshana, Managing Member, IBC Funds, LLC, 5348 Vegas, Dr., Las Vegas 89108 (786) 218-4651 (Name, Address and Telephone Numbe

April 19, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2013 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission F

April 19, 2013 8-K

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

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 16, 2013 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Numbe

April 19, 2013 EX-99.1

CEREPLAST, INC. CONSOLIDATED BALANCE SHEETS (in thousands, except shares data) December 31, 2012 December 31, 2011 ASSETS Current Assets Cash $ 183 $ 3,940 Accounts Receivable, Net 149 14,744 Inventory, Net 6,941 4,406 Prepaid Expenses and Other Curr

EX-99.1 Exhibit 99.1 April 16, 2013 Cereplast Reports 2012 Year End Financial Results EL SEGUNDO, Calif., April 16, 2013 — Cereplast, Inc. (OTCQB: CERP) (the “Company”), a leading manufacturer of proprietary biobased, compostable and sustainable bioplastics, today announced its financial results for the year ending December 31, 2012. Mr. Frederic Scheer, Chairman and Chief Executive Officer of Cer

April 19, 2013 EX-99.1

April 17, 2013

EX-99.1 Exhibit 99.1 April 17, 2013 Cereplast Reports Preliminary First Quarter 2013 Revenue Results: Exceeds Revenue for Entire 2012 Fiscal Year EL SEGUNDO, Calif., Apr. 17, 2013 — Cereplast, Inc. (OTCQB: CERP) (the “Company”), a leading manufacturer of proprietary biobased, compostable and sustainable bioplastics, today announced preliminary revenue for the first quarter ended March 31, 2013. Ce

April 19, 2013 EX-17.1

JACQUES VINCENT

EX-17.1 Exhibit 17.1 JACQUES VINCENT Mr. Frederic Scheer Chairman of the Board Cereplast, Inc. 300 N. Continental Avenue El Segundo CA 90245 Wednesday, April 17, 2013 Dear Frederic, I do confirm by the present that I have reviewed the 8K disclosure you intend to file and I am in agreement and have no objection to his content. I thank you for the opportunity you provided me to serve on the Board of

April 16, 2013 EX-10.35

EMPLOYMENT AGREEMENT

EX-10.35 Exhibit 10.35 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is entered into as of February 5, 2013, between Cereplast, Inc., a Nevada corporation, (the “Company”) and Michael Okada, (the “Executive”), with reference to the following: WHEREAS, the Company wishes to employ Executive and Executive wishes to accept such employment on the terms and conditions set forth herei

April 16, 2013 EX-10.34

PURCHASE AGREEMENT

EX-10.34 Exhibit 10.34 PURCHASE AGREEMENT PURCHASE AGREEMENT, dated as of January 25, 2013 (this “Agreement”), by and between IBC Funds, LLC a Nevada Limited Liability company (the “Buyer”), and the undersigned Sellers (individually, a “Seller” and collectively, the “Sellers”) of the 7% Convertible Senior Subordinated Notes Due 2016 (the “Notes”) issued by Cereplast, Inc. (the “Company”) pursuant

April 16, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 8, 2013 8-K

Submission of Matters to a Vote of Security Holders - 8-K

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 5, 2013 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Nu

April 1, 2013 NT 10-K

- NT 10-K

NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: December 31, 2012 ¨ 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

March 12, 2013 RW

- REQUEST FOR WITHDRAWAL

Request for Withdrawal Cereplast, Inc. 300 N. Continental Blvd., Suite 100 El Segundo, CA 90245 March 12, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: Cereplast, Inc. Registration Statement on Form S-1 Filed January 25, 2013 File No. 333-186219 Dear Sir or Madam: Pursuant to Rule 477 promulgated under the Securitie

March 7, 2013 LETTER

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-4631 DIVISION OF CORPORATION FINANCE March 7, 2013 Via E-mail Mr. Michael Okada Chief Accounting Officer Cereplast Inc. 300 Continental Boulevard, Suite 100 El Segundo, CA 90245 Re: Cereplast Inc. Form 10-K for Fiscal Year Ended December 31, 2011 Filed April 16, 2012 File No. 1-34689 Dear Mr. Okada: We have completed our revie

February 21, 2013 SC 13G/A

CERPQ / Cereplast, Inc. / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Cereplast, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 156732307 (CUSIP Number) December 31, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

February 19, 2013 DEF 14A

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

February 14, 2013 SC 13G/A

CERPQ / Cereplast, Inc. / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cereplast, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 156732307 (CUSIP Number) December 31, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

February 12, 2013 EX-99

PURCHASE AGREEMENT

EX-99 5 exhibit2purchaseagreement.htm PURCHASE AGREEMENT PURCHASE AGREEMENT, dated as of January 25, 2013 (this “Agreement”), by and between IBC Funds, LLC a Nevada Limited Liability company (the “Buyer”), and the undersigned Sellers (individually, a “Seller” and collectively, the “Sellers”) of the 7% Convertible Senior Subordinated Notes Due 2016 (the “Notes”) issued by Cereplast, Inc. (the “Comp

February 12, 2013 SC 13D

CERPQ / Cereplast, Inc. / IBC FUNDS LLC Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 CEREPLAST, INC.

February 12, 2013 EX-99

PURCHASE AGREEMENT

EX-99 5 exhibit2purchaseagreement.htm PURCHASE AGREEMENT PURCHASE AGREEMENT, dated as of January 25, 2013 (this “Agreement”), by and between IBC Funds, LLC a Nevada Limited Liability company (the “Buyer”), and the undersigned Sellers (individually, a “Seller” and collectively, the “Sellers”) of the 7% Convertible Senior Subordinated Notes Due 2016 (the “Notes”) issued by Cereplast, Inc. (the “Comp

February 12, 2013 SC 13D/A

CERPQ / Cereplast, Inc. / IBC FUNDS LLC Activist Investment

SC 13D/A 1 cereplast13da262013.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A (Amendment No. 1) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 CEREPLAST, INC. (Name of Issuer) Common Stock, Par Value $0.001 (Title of Class of Securities) 156732307 (

February 12, 2013 EX-99

Schedule 13D

EX-99 2 exhibit1jointfilingagreement.htm EXHIBIT 1 CUSIP NO. 156732307 Schedule 13D JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D) on behalf of each of them of a statement on Schedule 13D (includi

February 12, 2013 EX-99

EX-99

EX-99 3 exhibit2conversionnotice.htm

February 12, 2013 EX-99

Schedule 13D

EXHIBIT 1 CUSIP NO. 156732307 Schedule 13D JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to th

February 12, 2013 SC 13D

CERPQ / Cereplast, Inc. / IBC FUNDS LLC Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 CEREPLAST, INC.

February 12, 2013 EX-99

EX-99

Converted by EDGARwiz

February 8, 2013 PRE 14A

- PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confide

February 8, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2013 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission

February 7, 2013 SC 13D/A

CERPQ / Cereplast, Inc. / IBC FUNDS LLC Activist Investment

SECURITIES AND EXCHANGE COMMISSION SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A (Amendment No.

February 7, 2013 SC 13D

CERPQ / Cereplast, Inc. / IBC FUNDS LLC Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 CEREPLAST, INC.

February 7, 2013 EX-99

EX-99

EX-99 3 exhibit2.htm

February 7, 2013 EX-99

NOTICE OF CONVERSION

Converted by EDGARwiz NOTICE OF CONVERSION (To be executed by the Holder in order to convert all or part of the Debenture into Common Stock) IBC Funds LLC 5348 Vegas Drive Las Vegas, NV 89108 The undersigned hereby converts $114,400 of the principal due on January 28th 2013 under the Convertible Debenture issued by Cereplast Inc (“Borrower”) dated as of January 28th, 2013 by delivery of shares of Common Stock of Borrower on and subject to the conditions set forth in Article II of such Debenture.

February 7, 2013 EX-99

Schedule 13D

EX-99 2 exhibit1jointfilingagreement.htm EXHIBIT 1 CUSIP NO. 156732307 Schedule 13D JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D) on behalf of each of them of a statement on Schedule 13D (includi

February 7, 2013 SC 13D/A

CERPQ / Cereplast, Inc. / IBC FUNDS LLC Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A (Amendment No.

January 28, 2013 SC 13G

CERPQ / Cereplast, Inc. / Magna Group LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cereplast, Inc. (Name of Issuer) Shares of Common Stock (Title of Class of Securities) 156732307 (CUSIP Number) 300 N. Continental Blvd. Suite El Segundo, CA 90245 Phone Number: 310-676-5000 (Name, Address and Telephone Number of Person Authorized to Rece

January 25, 2013 EX-10.32

Ironridge WAIVER AGREEMENT

Waiver Agreement, dated September 28, 2012 Exhibit 10.32 Ironridge WAIVER AGREEMENT This Waiver Agreement (“Agreement”) is made and entered into as of September 28, 2012, by and between Cereplast, Inc., a Nevada corporation (“Company”), and Ironridge Technology Co., a division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”). Recitals A. The parties made and en

January 25, 2013 S-1

Registration Statement - FORM S-1

Form S-1 Table of Contents AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 25, 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 25, 2013 EX-10.33

Ironridge WAIVER AGREEMENT

Waiver Agreement, dated October 8, 2012 Exhibit 10.33 Ironridge WAIVER AGREEMENT This Waiver Agreement (“Agreement”) is made and entered into as of October 8, 2012, by and between Cereplast, Inc., a Nevada corporation (“Company”), and Ironridge Technology Co., a division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”). Recitals A. The parties made and entered

January 22, 2013 8-K

Entry into a Material Definitive Agreement - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2013 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission

January 9, 2013 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2013 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission

January 8, 2013 EX-10.2

AMENDMENT TO REGISTRATION RIGHTS AGREEMENT

EX-10.2 Exhibit 10.2 AMENDMENT TO REGISTRATION RIGHTS AGREEMENT This AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 2, 2013, is entered into by and between Cereplast, Inc., a Nevada corporation (the “Company”), and Ironridge Technology Co., a division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”). WHEREAS, the parties ente

January 8, 2013 EX-10.1

AMENDMENT TO STOCK PURCHASE AGREEMENT

EX-10.1 2 d464453dex101.htm EX-10.1 Exhibit 10.1 AMENDMENT TO STOCK PURCHASE AGREEMENT This AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of January 2, 2013, is entered into by and between Cereplast, Inc., a Nevada corporation (the “Company”), and Ironridge Technology Co., a division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”). WHEREAS

January 8, 2013 8-K

Entry into a Material Definitive Agreement, 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): January 2, 2013 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Numb

January 4, 2013 RW

- REQUEST FOR WITHDRAWAL

Request for Withdrawal Cereplast, Inc. 300 N. Continental Blvd., Suite 100 El Segundo, CA 90245 January 4, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: Cereplast, Inc. Registration Statement on Form S-3 Filed November 2, 2012 File No. 333-184739 Dear Sir or Madam: Pursuant to Rule 477 promulgated under the Securiti

December 27, 2012 8-K

Submission of Matters to a Vote of Security Holders - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2012 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commissio

December 21, 2012 CORRESP

-

CORRESPONDENCE December 21, 2012 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: John Cash Kevin Stertzel Re: Cereplast, Inc.

December 19, 2012 SC 13D/A

CERPQ / Cereplast, Inc. / Interinvest Corp Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. )* CEREPLAST INC (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 156732307 (CUSIP Number) Interinvest Corporation 192 South Street, Suite 600 Boston, MA 02111 Attention: Stanley T. Schmidt Telephone: (617-723-7870) Name, Address

December 19, 2012 LETTER

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-4631 DIVISION OF CORPORATION FINANCE December 19, 2012 Via E-mail Mr. Michael Okada Chief Accounting Officer Cereplast Inc. 300 Continental Boulevard, Suite 100 El Segundo, CA 90245 Re: Cereplast Inc. Form 10-Q for Fiscal Quarter Ended September 30, 2012 Filed November 14, 2012 Response Letter Dated October 2, 2012 File No. 1-

December 17, 2012 25

- FORM 25

Form 25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-34689 Cereplast, Inc., The NASDAQ Capital Market (Exact Name of Issuer as specified in this charter, and name of Exchange where security is listed and/or registered) 3

December 13, 2012 EX-99.1

CEREPLAST Voluntarily Moves Listing from NASDAQ to the OTCQB Market

EX-99.1 Exhibit 99.1 CEREPLAST Voluntarily Moves Listing from NASDAQ to the OTCQB Market EL SEGUNDO, Calif., Dec. 7, 2012 (GLOBE NEWSWIRE) — Cereplast, Inc. (CERP), a leading manufacturer of proprietary biobased, sustainable bioplastics, today announced that its Board of Directors has voluntarily decided to move the listing of its common stock from The NASDAQ Capital Market (“NASDAQ”) to the OTC M

December 13, 2012 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2012 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission

December 4, 2012 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

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) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): November 27, 2012 CEREPLAST, INC. (Exact Name of Registrant as Specified in Charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation or Organization

November 28, 2012 SC 13D/A

CERPQ / Cereplast, Inc. / Interinvest Corp Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. )* CEREPLAST INC (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 156732307 (CUSIP Number) Interinvest Corporation 192 South Street, Suite 600 Boston, MA 02111 Attention: Stanley T. Schmidt Telephone: (617-723-7870) Name, Address

November 19, 2012 LETTER

LETTER

November 19, 2012 Via E-mail Frederic Scheer Chairman and Chief Executive Officer Cereplast, Inc.

November 19, 2012 DEF 14A

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

November 15, 2012 PRER14A

- PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confid

November 15, 2012 CORRESP

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Cereplast, Inc. 300 N. Continental Blvd., Suite 100 El Segundo, California 90245 November 15, 2012 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Attention: Pamela Long, Assistant Director Re: Cereplast, Inc. Preliminary Proxy Statement on Schedule 14A Filed October 19, 2012 File No. 001-34689 Ladies and Gentlemen: The follo

November 15, 2012 EX-10.2

FIRST AMENDMENT TO EXCHANGE AGREEMENT

EX-10.2 Exhibit 10.2 FIRST AMENDMENT TO EXCHANGE AGREEMENT This AMENDMENT OF EXCHANGE AGREEMENT (this “Agreement”), dated as of November 8, 2012, is entered into by and between Cereplast, Inc., a Nevada corporation (the “Company”), and Magna Group, LLC, (the “Holder”). WHEREAS, the parties entered into that certain Exchange Agreement dated as of October 15, 2012 (the “Exchange Agreement”), which p

November 15, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

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) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): November 13, 2012 CEREPLAST, INC. (Exact Name of Registrant as Specified in Charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation or Organization

November 15, 2012 EX-10.1

FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT

EX-10.1 Exhibit 10.1 FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT This AMENDMENT OF NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of November 8, 2012, is entered into by and between Cereplast, Inc., a Nevada corporation (the “Company”), and Hanover Holdings I, LLC, a New York limited liability company (the “Lender”). WHEREAS, the parties entered into that certain Note Purchase Agreement dated

November 14, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 13, 2012 LETTER

LETTER

November 13, 2012 Via E-mail Frederic Scheer Chairman and Chief Executive Officer Cereplast, Inc.

November 5, 2012 8-K

Other Events - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2012 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission

November 2, 2012 S-3

- FORM S-3

Form S-3 Table of Contents As filed with the Securities and Exchange Commission on November 2, 2012 Registration Number 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 19, 2012 EX-10.2

CONVERTIBLE PROMISSORY NOTE $100,000 October 15, 2012

EX-10.2 Exhibit 10.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXCHANGEABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTI

October 19, 2012 EX-10.4

CONVERTIBLE PROMISSORY NOTE $500,000 October 15, 2012

EX-10.4 Exhibit 10.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXCHANGEABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTI

October 19, 2012 PRE 14A

- PRELIMINARY PROXY STATEMENT

Preliminary Proxy Statement SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

October 19, 2012 EX-10.1

NOTE PURCHASE AGREEMENT

EX-10.1 Exhibit 10.1 NOTE PURCHASE AGREEMENT NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of October 15, 2012 (the “Effective Date”), by and between Cereplast, Inc., a Nevada corporation (the “Company”), and Hanover Holdings I, LLC, a New York limited liability company (the “Lender”). W I T N E S S E T H: WHEREAS, the Company wishes to sell to Lender, and Lender wishes to purchase, upon th

October 19, 2012 EX-10.3

EXCHANGE AGREEMENT

EX-10.3 Exhibit 10.3 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”), dated as of October 15, 2012, by and between Cereplast, Inc., a Nevada corporation, with offices located at 300 N. Continental Suite 100, El Segundo CA 90245 (the “Company”), and Magna Group, LLC, with offices located at 5 Hanover Square, New York, NY 10004 ( the “Holder”). WHEREAS, subject to the terms and conditio

October 19, 2012 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - 8-K

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): October 15, 2012 CEREPLAST, INC. (Exact Name of Registrant as Specified in Charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation or Organization) (Com

October 3, 2012 CORRESP

-

Correspondence October 2, 2012 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: John Cash Kevin Stertzel Re: Cereplast, Inc.

September 20, 2012 LETTER

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-4631 DIVISION OF CORPORATION FINANCE September 20, 2012 Via E-mail Mr. Michael Okada Chief Accounting Officer Cereplast Inc. 300 Continental Boulevard, Suite 100 El Segundo, CA 90245 Re: Cereplast Inc. Form 10-K for Fiscal Year Ended December 31, 2011 Filed April 16, 2012 Response Letter Dated September 14, 2012 File No. 1-346

September 14, 2012 CORRESP

-

Correspondence September 14, 2012 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: John Cash Kevin Stertzel Re: Cereplast, Inc.

September 4, 2012 8-K

Unregistered Sales of Equity Securities - FORM 8-K

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) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): August 29, 2012 CEREPLAST, INC. (Exact Name of Registrant as Specified in Charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation or Organization)

August 31, 2012 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

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) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): August 24, 2012 CEREPLAST, INC. (Exact Name of Registrant as Specified in Charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation or Organization)

August 31, 2012 EX-10.2

REGISTRATION RIGHTS AGREEMENT

EX-10.2 Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 24, 2012, between Cereplast, Inc., a Nevada corporation (the “Company”), and Ironridge Technology Co., a division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”). This Agreement is made pursuant to the Stock Purchase Ag

August 31, 2012 LETTER

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-4631 DIVISION OF CORPORATION FINANCE August 31, 2012 Via E-mail Mr. Michael Okada Chief Accounting Officer Cereplast, Inc. 300 Continental Boulevard, Suite 100 El Segundo, CA 90245 Re: Cereplast, Inc. Form 10-K for Fiscal Year Ended December 31, 2011 Filed April 16, 2012 File No. 1-34689 Dear Mr. Okada: We have reviewed your f

August 31, 2012 EX-10.1

STOCK PURCHASE AGREEMENT

EX-10.1 Exhibit 10.1 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (“Agreement”) is made and entered into as of August 24, 2012 (“Effective Date”), by and between Cereplast, Inc., a Nevada corporation (“Company”), and Ironridge Technology Co., a division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”). Recitals A. The parties desire that, upon the ter

August 31, 2012 EX-99.1

Certificate of Designation (PURSUANT TO NRS 78.1955)

EX-99.1 Exhibit 99.1 ROSS MILLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4520 (775) 684-5708 Website: www.nvsos.gov Certificate of Designation (PURSUANT TO NRS 78.1955) Filed in the office of Ross Miller Secretary of State State of Nevada Document Number 20120585302-08 Filing Date and Time 08/24/2012 1:45 PM Entity Number C25164-2001 USE BLACK INK ONLY - DO NO

August 14, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Commission File Number 001-34689 CEREPLAST, INC. (Exact name of reg

August 9, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

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) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): August 8, 2012 CEREPLAST, INC. (Exact Name of Registrant as Specified in Charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation or Organization) (

August 9, 2012 EX-10.1

EXCHANGE AGREEMENT

Form of Exchange Agreement Exhibit 10.1 EXCHANGE AGREEMENT EXCHANGE AGREEMENT (this “Agreement”), dated as of , 2012, by and between Cereplast, Inc., a Nevada corporation, with offices located at 300 N. Continental Suite 100, El Segundo CA 90245 (the “Company”), and the investor that is a signatory to this Agreement (the “Investor”). WHEREAS: A. On May 24, 2011, the Company issued those certain 7%

August 7, 2012 SC 13D

CERPQ / Cereplast, Inc. / Interinvest Corp Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. )* CEREPLAST INC (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 156732307 (CUSIP Number) Interinvest Corporation 192 South Street, Suite 600 Boston, MA 02111 Attention: Stanley T. Schmidt Telephone: (617-723-7870) Name, Address

July 26, 2012 8-K

Unregistered Sales of Equity Securities

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 20, 2012 CEREPLAST, INC. (Exact Name of Registrant as Specified in Charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation or Organization) (Commission

July 18, 2012 SC 13G

CERPQ / Cereplast, Inc. / Ironridge Global IV, Ltd. - SCHEDULE 13G Passive Investment

United states Securities and exchange commission WashinGton, d.c. 20549 Schedule 13G Under the securities exchange act of 1934 CEREPLAST, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 156732307 (CUSIP Number) July 18, 2012 (Date of Event which requires filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: q Rule 13d-

July 5, 2012 EX-10.2

AMENDED AND RESTATED SECURED PROMISSORY NOTE (Loan A) $2,500,000.00 Originally Dated: December 21, 2010 Amended and Restated June 22, 2012

EX-10.2 3 d376913dex102.htm AMENDED AND RESTATED SECURED PROMISSORY NOTE (LOAN A) Exhibit 10.2 AMENDED AND RESTATED SECURED PROMISSORY NOTE (Loan A) $2,500,000.00 Originally Dated: December 21, 2010 Amended and Restated June 22, 2012 FOR VALUE RECEIVED, the undersigned, CEREPLAST, INC., a Nevada corporation (“Borrower”), HEREBY PROMISES TO PAY to HORIZON CREDIT I LLC, as successor in interest to C

July 5, 2012 EX-10.5

CEREPLAST, INC. WARRANT TO PURCHASE 225,000 SHARES OF COMMON STOCK

Common Stock Purchase Warrant Exhibit 10.5 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, (iii) RECEIPT O

July 5, 2012 EX-10.4

CEREPLAST, INC. AMENDED AND RESTATED WARRANT TO PURCHASE 140,000 SHARES OF COMMON STOCK

Amended and Restated Common Stock Purchase Warrant Exhibit 10.4 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQU

July 5, 2012 EX-10.1

FIRST AMENDMENT OF VENTURE LOAN AND SECURITY AGREEMENT

First Amendment of Venture Loan and Security Agreement Exhibit 10.1 FIRST AMENDMENT OF VENTURE LOAN AND SECURITY AGREEMENT This AMENDMENT OF VENTURE LOAN AND SECURITY AGREEMENT (this “Agreement”), dated as of May 1, 2012, is entered into by and among CEREPLAST, INC., a Delaware corporation (“Borrower”), COMPASS HORIZON FUNDING COMPANY LLC (“Horizon”), a Delaware corporation and HORIZON CREDIT I LL

July 5, 2012 EX-10.3

AMENDED AND RESTATED SECURED PROMISSORY NOTE (Loan B) $2,500,000.00 Originally Dated: February 17, 2011

Amended and Restated Secured Promissory Note (Loan B) Exhibit 10.3 AMENDED AND RESTATED SECURED PROMISSORY NOTE (Loan B) $2,500,000.00 Originally Dated: February 17, 2011 Amended and Restated as of June 22, 2012 FOR VALUE RECEIVED, the undersigned, CEREPLAST, INC., a Nevada corporation (“Borrower”), HEREBY PROMISES TO PAY to HORIZON CREDIT I LLC, as successor in interest to COMPASS HORIZON FUNDING

July 5, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d376913d8k.htm 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) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): June 29, 2012 CEREPLAST, INC. (Exact Name of Registrant as Specified in Charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporatio

June 6, 2012 8-K

Entry into a Material Definitive Agreement - FORM 8-K

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) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): June 1, 2012 CEREPLAST, INC. (Exact Name of Registrant as Specified in Charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation or Organization) (Co

May 15, 2012 EX-99.2

Cereplast, Inc. Provides Update on Accounts Receivable Collection Company Enters into an Agreement to Recover $8.6 Million of Outstanding Receivables

EX-99.2 Exhibit 99.2 Cereplast, Inc. Provides Update on Accounts Receivable Collection Company Enters into an Agreement to Recover $8.6 Million of Outstanding Receivables EL SEGUNDO, Calif., May 14, 2012 — Cereplast, Inc. (Nasdaq: CERP), a leading manufacturer of proprietary biobased, sustainable bioplastics, today provided an update on the collection of its outstanding receivables. The Company ha

May 15, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2012 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission Fil

May 15, 2012 EX-99.1

Cereplast Reports First Quarter 2012 Results

EX-99.1 Exhibit 99.1 Cereplast Reports First Quarter 2012 Results EL SEGUNDO, Calif., May 15, 2012 — Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of proprietary biobased, sustainable bioplastics, today announced its financial results for the first quarter ending March 31, 2012. “During the first quarter we remained focused on recovering our past-due account receivables. Yesterday we anno

May 15, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 4, 2012 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2012 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File

May 1, 2012 EX-10.1

SUBSCRIPTION AGREEMENT

EX-10.1 Exhibit 10.1 SUBSCRIPTION AGREEMENT Cereplast, Inc. 300 N. Continental Blvd. Suite 300 El Segundo, CA 90245 Gentlemen: The undersigned (the “Investor”) hereby confirms its agreement with Cereplast, Inc., a Nevada corporation (the “Company”), as follows: 1. This Subscription Agreement, including the Terms and Conditions for Purchase of Shares attached hereto as Annex I (collectively, this “

May 1, 2012 424B5

1,000,000 Shares of Common Stock

Prospectus Supplement Filed pursuant to Rule 424(b)(5) Registration No. 333-166307 Prospectus Supplement (To Prospectus dated May 26, 2010) 1,000,000 Shares of Common Stock This prospectus supplement (“Supplement”) modifies, supersedes and supplements information contained in, and should be read in conjunction with, that certain prospectus supplement, dated April 30, 2012, of Cereplast, Inc. (the

May 1, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2012 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission F

April 30, 2012 424B5

1,000,000 Shares of Common Stock

Prospectus Supplement Table of Contents Filed pursuant to Rule 424(b)(5) Registration No.

April 30, 2012 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

Form 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-3

April 16, 2012 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 16, 2012 EX-10.14

INDEMNIFICATION AGREEMENT

Indemnification Agreement EXHIBIT 10.14 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is entered into as of February 13, 2012 (the “Effective Date”), by and between CEREPLAST, INC., a Nevada corporation (the “Company”), and Michael Okada (“Indemnitee”). RECITALS A. Indemnitee is either a member of the board of directors of the Company (the “Board of Directors”) or an

April 16, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2012 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission F

April 16, 2012 EX-99.1

Cereplast Reports 2011 Year End Financial Results

Exhibit 99.1 Exhibit 99.1 Cereplast Reports 2011 Year End Financial Results EL SEGUNDO, Calif., April 16, 2012 — Cereplast, Inc. (Nasdaq: CERP), a leading manufacturer of proprietary biobased, sustainable plastics, today announced its financial results for the year ending December 31, 2011. Frederic Scheer, Chairman and CEO of Cereplast, stated, “On a year over year basis, revenue increased over 2

April 16, 2012 EX-21.1

LIST OF SUBSIDIARES Company Jurisdiction % Owned Cereplast International, S.A. Luxembourg 100 % Cereplast Italia SpA Italy 99 %

Exhibit 21.1 LIST OF SUBSIDIARES Company Jurisdiction % Owned Cereplast International, S.A. Luxembourg 100 % Cereplast Italia SpA Italy 99 %

March 30, 2012 NT 10-K

- FORM 12B-25

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

March 9, 2012 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing - FORM 8-K

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) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 6, 2012 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission Fi

February 27, 2012 8-K

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): February 21, 2012 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Nu

February 27, 2012 EX-17.1

PETROS G. KITSOS

EX-17.1 Exhibit 17.1 PETROS G. KITSOS Via e-mail and overnight courier February 21, 2012 Mr: Frederic Scheer Chairman and Chief Executive Officer Cereplast, Inc. 300 North Continental Blvd., Suite 100 El Segundo, California 90245 Dear Mr. Scheer: Following our discussion earlier tonight, I am writing to confirm that, after lengthy consideration, I have decided to submit my resignation from the boa

February 27, 2012 EX-99.1

Cereplast Appoints Paul Pelosi Jr. to Board of Directors Brings 16 Years Experience in Advising Emerging and Fortune 500 Companies Assisted San Francisco in becoming First Municipality to Implement a Ban on Plastic Bags

EX-99.1 Exhibit 99.1 Cereplast Appoints Paul Pelosi Jr. to Board of Directors Brings 16 Years Experience in Advising Emerging and Fortune 500 Companies Assisted San Francisco in becoming First Municipality to Implement a Ban on Plastic Bags EL SEGUNDO, Calif., February 27, 2012 — Cereplast, Inc. (Nasdaq: CERP), a leading manufacturer of proprietary biobased, sustainable plastics, today announced t

February 14, 2012 SC 13G

CERPQ / Cereplast, Inc. / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cereplast, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 156732307 (CUSIP Number) December 31, 2011 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

February 13, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2012 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission

January 20, 2012 8-K

Financial Statements and Exhibits, Other Events - FORM 8-K

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) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 17, 2012 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission

January 20, 2012 EX-99.1

Cereplast Provides 2011 Shareholder Review and Update 2011 Marked a Year of Exponential Growth

Exhibit 99.1 Exhibit 99.1 Cereplast Provides 2011 Shareholder Review and Update 2011 Marked a Year of Exponential Growth EL SEGUNDO, Calif., Jan. 17, 2012 (GLOBE NEWSWIRE) — Cereplast, Inc. (Nasdaq: CERP—News), a leading manufacturer of proprietary biobased, compostable and sustainable plastics, today is providing a 2011 shareholder review and update. In 2011 the Company enjoyed high growth, signe

December 21, 2011 LETTER

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-4631 DIVISION OF CORPORATION FINANCE December 21, 2011 Via Facsimile Ms. Heather E. Sheehan Chief Financial Officer Cereplast Inc. 300 N. Continental Boulevard, Suite 100 El Segundo, CA 90245 Re: Cereplast Inc. Form 10-Q for the Fiscal Quarter Ended September 30, 2011 Filed November 14, 2011 Response Letter Dated December 14,

December 21, 2011 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A Amendment No. 1 þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Form 10-Q/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 14, 2011 CORRESP

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Correspondence December 14, 2011 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: John Cash Kevin Stertzel Re: Cereplast, Inc.

December 1, 2011 LETTER

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-4631 DIVISION OF CORPORATION FINANCE December 1, 2011 Via Facsimile Ms. Heather E. Sheehan Chief Financial Officer Cereplast, Inc. 300 N. Continental Boulevard, Suite 100 El Segundo, CA 90245 Re: Cereplast, Inc. Form 10-Q for the Fiscal Quarter Ended September 30, 2011 Filed November 14, 2011 File No. 1-34689 Dear Ms. Sheehan:

November 22, 2011 8-K

Submission of Matters to a Vote of Security Holders

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 21, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation) (Commission File Nu

November 15, 2011 EX-99.1

Cereplast Reports Third Quarter 2011 Results - Reports gross margins of 16.7%, representing a sequential increase of 460 basis points -

Exhibit 99.1 Cereplast Reports Third Quarter 2011 Results - Reports gross margins of 16.7%, representing a sequential increase of 460 basis points - EL SEGUNDO, Calif. ? November 14, 2011 ? Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of proprietary biobased, compostable and sustainable plastics, reported financial results for its third quarter ended September 30, 2011. ?Demand for biopl

November 15, 2011 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): November 14, 2011 CEREPLAST, 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) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commissio

November 14, 2011 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, 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): November 10, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Nu

November 14, 2011 EX-1.1

3,125,000 Shares of Common Stock and Warrants to Purchase up to 2,343,750 Shares of Common Stock CEREPLAST, INC. Common Stock (par value $0.001) PLACEMENT AGENT AGREEMENT

exv1w1 Exhibit 1.1 3,125,000 Shares of Common Stock and Warrants to Purchase up to 2,343,750 Shares of Common Stock CEREPLAST, INC. Common Stock (par value $0.001) PLACEMENT AGENT AGREEMENT November 10, 2011 LAZARD CAPITAL MARKETS LLC ARDOUR CAPITAL INVESTMENTS, LLC c/o Lazard Capital Markets LLC 30 Rockefeller Plaza New York, New York 10020 Dear Sirs: 1. Introduction. Cereplast, Inc., a Nevada co

November 14, 2011 424B5

3,125,000 Shares of Common Stock Warrants to Purchase 2,343,750 Shares of Common Stock 2,343,750 Shares of Common Stock underlying Warrants

Final Prospectus Supplement Table of Contents Filed pursuant to Rule 424(b)(5) Registration No.

November 14, 2011 EX-99.1

CEREPLAST ANNOUNCES REGISTERED DIRECT OFFERING OF $5.0 MILLION

Exhibit 99.1 Exhibit 99.1 CEREPLAST ANNOUNCES REGISTERED DIRECT OFFERING OF $5.0 MILLION EL SEGUNDO, Calif. — November 11, 2011 — Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of proprietary biobased, compostable and sustainable plastics, has entered into definitive agreements with institutional investors to sell an aggregate of 3,125,000 units, with each unit consisting of one share of i

November 14, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 14, 2011 EX-10.1

SUBSCRIPTION AGREEMENT

Exhibit 10.1 Exhibit 10.1 SUBSCRIPTION AGREEMENT Cereplast, Inc. 300 N. Continental Blvd. Suite 300 El Segundo, CA 90245 Gentlemen: The undersigned (the “Investor”) hereby confirms its agreement with Cereplast, Inc., a Nevada corporation (the “Company”), as follows: 1. This Subscription Agreement, including the Terms and Conditions for Purchase of Securities attached hereto as Annex I (collectivel

November 14, 2011 EX-10.2

CEREPLAST, INC. Warrant To Purchase Common Stock

Exhibit 10.2 CEREPLAST, INC. Warrant To Purchase Common Stock Warrant No.: Number of Shares of Common Stock: Date of Issuance: November 16, 2011 (?Issuance Date?) Cereplast, Inc. a Nevada corporation (the ?Company?), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [], the registered holder hereof or its permitted assigns (th

November 10, 2011 424B5

SUBJECT TO COMPLETION, DATED NOVEMBER 10, 2011

Table of Contents This preliminary prospectus supplement and the accompanying prospectus relate to an effective registration statement under the Securities Act of 1933, but the information in this prospectus supplement is not complete and may be changed.

November 7, 2011 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): November 7, 2011 CEREPLAST, 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) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation) (Commission

November 7, 2011 EX-99.1

Cereplast Reports Preliminary Results for the Third Quarter of 2011 -Plans to Hold Quarter End Conference Call on November 14th-

Exhibit 99.1 Exhibit 99.1 Cereplast Reports Preliminary Results for the Third Quarter of 2011 -Plans to Hold Quarter End Conference Call on November 14th- EL SEGUNDO, Calif. — November 7, 2011 — Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of proprietary biobased, compostable and sustainable plastics, reported preliminary results for its third quarter ended September 30, 2011. • For the

October 28, 2011 EX-99.1

Cereplast Completes Purchase of Manufacturing Plant in Italy to Help Serve Growing Demand for Bioplastic Materials in Europe Total Production Capacity to Increase 138%

Exhibit 99.1 Cereplast Completes Purchase of Manufacturing Plant in Italy to Help Serve Growing Demand for Bioplastic Materials in Europe Total Production Capacity to Increase 138% EL SEGUNDO, Calif., Oct. 26, 2011 (GLOBE NEWSWIRE) ? Cereplast, Inc. (Nasdaq:CERP ? ), a leading manufacturer of proprietary biobased, compostable and sustainable plastics, has completed its purchase of a manufacturing

October 28, 2011 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): October 24, 2011 CEREPLAST, INC.

e8vk 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 24, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation) (Commission Fil

October 7, 2011 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Definitive Proxy Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 15, 2011 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): August 15, 2011 CEREPLAST, 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) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission

August 15, 2011 EX-10.1

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

exv10w1 Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED AGREEMENT by and between Cereplast, Inc., a Nevada corporation, and any organization(s) under common control as defined in the Internal Revenue Code (the “Company”), and Frederic Scheer (the “Executive”) is effective as of August 1, 2011. WHEREAS, the Board of Directors of the Company (the “Board”) has determi

August 15, 2011 EX-99.1

Cereplast Reports Second Quarter 2011 Results - Grew Second Quarter Net Sales to $7.6 Million vs. $646,000 a Year Ago - - Reiterates 2011 Annual Revenue Guidance Ranging from $28.0 Million to $34.0 Million -

Exhibit 99.1 Cereplast Reports Second Quarter 2011 Results - Grew Second Quarter Net Sales to $7.6 Million vs. $646,000 a Year Ago - - Reiterates 2011 Annual Revenue Guidance Ranging from $28.0 Million to $34.0 Million - EL SEGUNDO, Calif. ? Aug. 15, 2011 (GLOBE NEWSWIRE) ? Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of proprietary biobased, compostable and sustainable plastics, reporte

August 15, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

e10vq Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 11, 2011 424B3

CEREPLAST, INC. $12,500,000 principal amount of 7% Convertible Senior Subordinated Notes due 2016 and 2,155,173 shares of common stock issuable upon conversion of the Notes

Table of Contents Filed Pursuant to Rule 424(b)(3) Under the Securities Act of 1933, as amended Registration No.

August 8, 2011 CORRESP

CEREPLAST, INC. 300 N. Continental, Suite 100 El Segundo, CA 90245 August 8, 2011

corresp CEREPLAST, INC. 300 N. Continental, Suite 100 El Segundo, CA 90245 August 8, 2011 EDGAR Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Pamela Long Dieter King Era Anagnosti Re: Cereplast, Inc. Registration Statement on Form S-3 File No. 333-174929 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Reg

August 5, 2011 S-3/A

As filed with the Securities and Exchange Commission on August 5, 2011

sv3za Table of Contents As filed with the Securities and Exchange Commission on August 5, 2011 Registration Number 333-174929 SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 3, 2011 S-3/A

As filed with the Securities and Exchange Commission on August 3, 2011

sv3za Table of Contents As filed with the Securities and Exchange Commission on August 3, 2011 Registration Number 333-174929 SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 3, 2011 CORRESP

Very Truly Yours, /s/ Marcelle S. Balcombe 61 Broadway New York, New York 10006 212-930-9700 212-930-9725 Fax www.srff.com

corresp August 3, 2011 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

July 25, 2011 LETTER

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE July 25, 2011 Via E-mail Frederic Scheer Chairman and Chief Executive Officer Cereplast, Inc. 300 N. Continental Blvd., Suite 100 El Segundo, CA 90245 Re: Cereplast, Inc. Amendment No. 1 to Registration Statement on Form S-3 Filed: July 11, 2011 File No.: 333-174929 Dear Mr. Scheer: We have revi

July 11, 2011 CORRESP

July 11, 2011

corresp July 11, 2011 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

July 11, 2011 S-3/A

As filed with the Securities and Exchange Commission on July 11, 2011

sv3za Table of Contents As filed with the Securities and Exchange Commission on July 11, 2011 Registration Number 333-174929 SECURITIES AND EXCHANGE COMMISSION Washington, D.

July 1, 2011 LETTER

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE July 1, 2011 Via E-mail Frederic Scheer Chairman and Chief Executive Officer Cereplast, Inc. 300 N. Continental Blvd., Suite 100 El Segundo, CA 90245 Re: Cereplast, Inc. Registration Statement on Form S-3 Filed: June 16, 2011 File No.: 333-174929 Dear Mr. Scheer: We have reviewed your registrati

June 16, 2011 S-3

As filed with the Securities and Exchange Commission on June 16, 2011

sv3 Table of Contents As filed with the Securities and Exchange Commission on June 16, 2011 Registration Number 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 24, 2011 8-K

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): May 24, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation) (Commission File Number)

May 24, 2011 EX-4.2

CEREPLAST, INC. AS ISSUER WELLS FARGO BANK, NATIONAL ASSOCIATION AS TRUSTEE DATED AS OF MAY 24, 2011 7.00% CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2016

Exhibit 4.2 Exhibit 4.2 CEREPLAST, INC. AS ISSUER AND WELLS FARGO BANK, NATIONAL ASSOCIATION AS TRUSTEE INDENTURE DATED AS OF MAY 24, 2011 7.00% CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2016 CROSS-REFERENCE TABLE TRUST INDENTURE ACT SECTION INDENTURE SECTION 310 (a)(1) 5.10 (a) (2) 5.10 (a) (3) N/A (a) (4) N/A (a) (5) N/A (b) 5.10, 5.08, 14.02 311 (a) 5.11 (b) 5.11 (c) N/A 312(a) 2.05 (b) 14.03 (

May 24, 2011 EX-4.1

CEREPLAST, INC. 7.00% Convertible Senior Subordinated Notes Due 2016 No. 1 CUSIP NO. 156732AB5 U.S. $12,500,000

EX-4.1 2 c17845exv4w1.htm EXHIBIT 4.1 Exhibit 4.1 THIS NOTE (OR ITS PREDECESSOR) WAS ORIGINALLY ISSUED IN A TRANSACTION EXEMPT FROM REGISTRATION UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ‘‘SECURITIES ACT’’), AND THIS NOTE AND THE SHARES OF OUR COMMON STOCK ISSUABLE UPON CONVERSION HEREOF MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR

May 24, 2011 EX-10.1

WAIVER TO VENTURE LOAN AND SECURITY AGREEMENT

Exhibit 10.1 Exhibit 10.1 WAIVER TO VENTURE LOAN AND SECURITY AGREEMENT WAIVER, dated as of May 18, 2011 (this “Waiver”), to the Venture Loan and Security Agreement dated as of December 21, 2010 (the “Loan Agreement”) by and between Cereplast, Inc., a corporation organized under the laws of the State of Nevada (the “Borrower”) and Compass Horizon Funding Company LLC, a limited liability company or

May 24, 2011 EX-99.1

CEREPLAST CLOSES PREVIOUSLY ANNOUNCED $12,500,000 PRIVATE PLACEMENT TRANSACTION

Exhibit 99.1 Exhibit 99.1 CEREPLAST CLOSES PREVIOUSLY ANNOUNCED $12,500,000 PRIVATE PLACEMENT TRANSACTION EL SEGUNDO, Calif. — May 24, 2011 — Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of proprietary bio-based, compostable and sustainable plastics has closed a private placement transaction announced on May 19, 2011. The company issued $12.5 million of 7% senior subordinated convertible

May 19, 2011 8-K

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): May 18, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Number)

May 19, 2011 EX-99.1

CEREPLAST ANNOUNCES $12,500,000 PRIVATE PLACEMENT -Transaction Provides Company with Working Capital to Support Growing Worldwide Demand for Bioplastics -

Exhibit 99.1 Exhibit 99.1 CEREPLAST ANNOUNCES $12,500,000 PRIVATE PLACEMENT -Transaction Provides Company with Working Capital to Support Growing Worldwide Demand for Bioplastics - EL SEGUNDO, Calif. — May 19, 2011 — Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of proprietary bio-based, compostable and sustainable plastics has entered into a Securities Purchase Agreement with select inst

May 19, 2011 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 18, 2011, by and among Cereplast, Inc., a Nevada corporation with headquarters located at 300 N. Continental Boulevard, Suite 100, El Segundo, California 90245 (the “Company”), and each investor identified on the signature pages hereto (individually, an “Investor” and coll

May 16, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

e10vq Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 16, 2011 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): May 16, 2011 CEREPLAST, INC. (Exa

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) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission Fil

May 16, 2011 EX-99.1

Cereplast Reports First Quarter 2011 Results Grew First Quarter Revenue to $7.2 Million vs. $0.3 Million A Year Ago Reiterates 2011 Annual Revenue Guidance of $28.0 to $34.0 Million

Exhibit 99.1 Exhibit 99.1 Cereplast Reports First Quarter 2011 Results Grew First Quarter Revenue to $7.2 Million vs. $0.3 Million A Year Ago Reiterates 2011 Annual Revenue Guidance of $28.0 to $34.0 Million EL SEGUNDO, Calif. — May 16, 2011 — Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of proprietary bio-based, compostable and sustainable plastics, announced financial results for its f

May 3, 2011 EX-99.1

CEREPLAST TO ESTABLISH ITALY-BASED BIOPLASTIC MANUFACTURING PLANT — New Location to Create Efficiencies and Enable Continued Expansion into European Market — — Project to be Financed by Local Italian Financial Institutions — — Plant Expected to Have

Exhibit 99.1 Exhibit 99.1 CEREPLAST TO ESTABLISH ITALY-BASED BIOPLASTIC MANUFACTURING PLANT — New Location to Create Efficiencies and Enable Continued Expansion into European Market — — Project to be Financed by Local Italian Financial Institutions — — Plant Expected to Have 100,000 Tons of Capacity — EL SEGUNDO, Calif., May 2, 2011 — Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of propr

May 3, 2011 EX-99.2

[Logo CEREPLAST

Exhibit 99.2 Exhibit 99.2 [Logo CEREPLAST www.cereplast.com] PRESS RELEASE GREEN ECONOMY: A CEREPLAST ITALIAN PLANT AT CANNARA ON MAY 5, 2011. THE PRESENTATION IN PERUGIA WITH CEO FREDERIC SCHEER. Cannara (Perugia). May 2. — In Italy, precisely at Cannara, in 12-14 months, will be built the plant for the European market of one of the leading companies of the American “green economy,” CEREPLAST of

May 3, 2011 8-K

Financial Statements and Exhibits, Other Events

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 2, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Number)

April 18, 2011 EX-99.1

CEREPLAST’S PRELIMINARY FIRST QUARTER 2011 REVENUE EXCEEDS GUIDANCE Rapid Increase in New Distribution Contracts Helps Drive Strong Revenue Growth Increases Full Year 2011 Guidance

Exhibit 99.1 Exhibit 99.1 CEREPLAST’S PRELIMINARY FIRST QUARTER 2011 REVENUE EXCEEDS GUIDANCE Rapid Increase in New Distribution Contracts Helps Drive Strong Revenue Growth Increases Full Year 2011 Guidance EL SEGUNDO, Calif., April 18, 2011 — Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of proprietary biobased, compostable and sustainable plastics, today reported preliminary revenue for

April 18, 2011 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 18, 2011 CEREPLAST, INC. (E

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) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission F

April 15, 2011 424B3

CEREPLAST, INC. 3,385,628 Shares of Common Stock

e424b3 Table of Contents Filed Pursuant to Rule 424(b)(3) Under the Securities Act of 1933, as amended Registration No.

April 12, 2011 CORRESP

CEREPLAST, INC. 300 N. Continental, Suite 100 El Segundo, CA 90245 April 12, 2011

Correspondence CEREPLAST, INC. 300 N. Continental, Suite 100 El Segundo, CA 90245 April 12, 2011 EDGAR Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Jay Ingram Re: Cereplast, Inc. Registration Statement on Form S-3 File No. 333-172204 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under the S

April 1, 2011 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 31, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Numbe

April 1, 2011 EX-99.1

CEREPLAST REPORTS RECORD FOURTH QUARTER AND FULL YEAR 2010 RESULTS 2010 Revenue Increases 133% from 2009 to $6.3 Million Fourth Quarter Revenue Surges 547% Reiterates 2011 Annual Revenue Target of $24 to 32 Million

Exhibit 99.1 CEREPLAST REPORTS RECORD FOURTH QUARTER AND FULL YEAR 2010 RESULTS 2010 Revenue Increases 133% from 2009 to $6.3 Million Fourth Quarter Revenue Surges 547% Reiterates 2011 Annual Revenue Target of $24 to 32 Million EL SEGUNDO, Calif., March 31, 2011 ? Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of proprietary bio-based, compostable and sustainable plastics, today announced

March 31, 2011 CORRESP

Attention: Jay Ingram, Legal Branch Chief Re: Cereplast, Inc. Registration Statement on Form S-3 Filed on February 11, 2011 File No. 333-172204

corresp March 31, 2011 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

March 31, 2011 S-3/A

As filed with the Securities and Exchange Commission on March 31, 2011 Registration Number 333-172204 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cerepl

sv3za Table of Contents As filed with the Securities and Exchange Commission on March 31, 2011 Registration Number 333-172204 SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 31, 2011 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 o TRANSITION REPORT PURSUANT TO SECTI

10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 Or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-34689 Cereplast, Inc. (Exa

March 8, 2011 LETTER

LETTER

March 8, 2011 Frederic Scheer Chief Executive Officer Cereplast, Inc. 300 N. Continental Boulevard Suite 100 El Segundo, CA 90245 Re: Cereplast, Inc. Registration Statement on Form S-3 Filed February 11, 2011 File No. 333-172204 Dear Mr. Scheer: We have limited our review of your registration statement to those issues we have addressed in our comments. In some of our comments, we may ask you to pr

February 22, 2011 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): February 17, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other Jurisdiction of Incorporation) (Commission File Nu

February 22, 2011 EX-99.1

CEREPLAST EXCEEDS HORIZON’S REVENUE TARGETS FOR JANUARY AND FEBRUARY 2011 Company Receives Additional $2.5 Million Growth Capital Infusion from Horizon Technology Finance

Exhibit 99.1 CEREPLAST EXCEEDS HORIZON?S REVENUE TARGETS FOR JANUARY AND FEBRUARY 2011 Company Receives Additional $2.5 Million Growth Capital Infusion from Horizon Technology Finance EL SEGUNDO, Calif.?February 22, 2011?Cereplast, Inc. (NASDAQ: CERP), a leading manufacturer of proprietary bio-based, compostable and sustainable plastics, announced today that it has received an additional $2.5 mill

February 11, 2011 S-3

As filed with the Securities and Exchange Commission on February 11, 2011 Registration Number 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cereplast, Inc. (Exact name

sv3 Table of Contents As filed with the Securities and Exchange Commission on February 11, 2011 Registration Number 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 4, 2011 SC 13G/A

SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.3) CEREPLAST INC. (Name of Issuer) - - Common Stock (Title of Class of Securities) - - 156732208 (CUSIP Number) - - December 31, 2010 Date of Event Which Requires Filing of this Statement) - - Check the appropriate box to designate the rule pursuant to which

February 1, 2011 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this ?Agreement?), dated as of January 26, 2011, by and among Cereplast, Inc., a Nevada corporation with headquarters located at 300 N. Continental Boulevard, Suite 100, El Segundo, California 90245 (the ?Company?), and each investor identified on the signature pages hereto (individually, an ?Investor? and collectively,

February 1, 2011 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): January 26, 2011 CEREPLAST, INC. (Exact name of registrant as specified in its charter) Nevada 001-34689 91-2154289 (State or other jurisdiction of incorporation) (Commission File Num

February 1, 2011 EX-10.2

CEREPLAST, INC. Warrant No. L- Dated: February 1, 2011

Exhibit 10.2 Exhibit 10.2 NEITHER THESE SECURITIES NOR THE SECURITIES FOR WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO

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