As of December 15, 2011, there were 13,544,375 shares of the issuer’s common stock outstanding.
Entry into a Material Definitive Agreement
On May 6, 2014, Force Fuels, Inc. (the “Company”), entered into a Stock Purchase Agreement, dated as of May 6, 2014 (the “Agreement”) with Café Serendipity, Inc. a Nevada corporation (“Café Serendipity”) whereby Café Serendipity would sell 100% of Café Serendipity’s outstanding capital common stock to the Company. As consideration for the Agreement, the Company agreed to issue 30,000,000 shares of common stock. The Agreement contains representations, warranties and covenants customary for transactions of this type.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by the Agreement, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
Cafe Serendipity is a development company, offering a turn-key franchise retail solution for a chain of upscale licensed stores serving the recreational marijuana consumer, offering exclusive brand, marketing and product sourcing. The Company does not buy or sell marijuana as the licensee has the responsibility to procure the appropriate authorizations to purchase this product directly from the grower. Cafe Serendipity offers high quality products within a friendly consistent store front, and provides well trained staff along with a state of the art point of sale technology.
Changes in Control of Registrant
The information set forth under Item 1.01 and Item 3.02 of this report represent a change in control of the Company and are incorporated herein by reference.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Resignation of Director:
On May 2, 2014 Mr. Bobby Orbach resigned as director of the Company. Previous, to this date, Mr. Tom Hemingway resigned as a director and officer of the Company and Mr. Dennis O’Neill resigned as director of the Company
Appointment of New Director:
On May 2, 2014 the Board appointed Mr. Ken Berscht to the Board and appointed the following individuals to serve on our Board of Directors:
Mr. Berscht has had an extensive career in investment banking and finance in the resource field. He has worked worldwide with investors in Europe and Asia as well as North America. Since 2009 Mr. Berscht has worked as vice president of International Enerplus, one of Canada's leading income trusts, managing their offshore branch in Europe. He was the President of Odyssey Management in the Cayman Islands and is a registered Mutual fund administrator in the Cayman Islands. In this position he managed an oil and gas fund for Middle East investors.
Mr. Berscht recently became interim president of a major silver mining company and assisted in raising over 50 million for their operations. He has been sought after as both a director and senior officer in both mining and oil and gas companies in Canada, the United States and Ireland. Mr. Berscht graduated with a degree in Honors Business Administration from the University of Western Ontario. In his years in the investment business he has been qualified with the IDA in Canada as an investment advisor and in the United States as a General Principal with the NYSE. He is a member of the SME and in Europe as an IFA.
Nevada SOS for Cafe Serendipity
President - ROBERT MCNULTY
Profile at Forbes
Mr. McNulty founded Shopping.com in November 1996 and served as its President and CEO from 1996 until its merger with Compaq Computer Corporation in January of 1999. Shopping.com, which was one of the first on-line retailer selling a broad range of consumer brand name products on the Internet, was purchased for $220 million in an all cash transaction by Compaq Computers. Mr. McNulty also founded Home Club (also known as Home Base), in 1983 and served as its Chairman and CEO from 1983 until its merger with Zayre Corp. in 1986. Home Club was a chain of home improvement warehouse stores for contractor trade and do-it-yourself customers, servicing U.S. western states with 38 stores and 7,000 employees.