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Thursday, 10/30/2014 6:21:34 PM

Thursday, October 30, 2014 6:21:34 PM

Post# of 104389
Share Swap...On October 24, 2014, MetaStat, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with an accredited investor (the “Investor”) for the issuance and sale in a private placement (the “Private Placement”) of shares of its common stock, par value $0.001 per share (the “Common Stock”) at $0.75 per share. In the event that the Investor would own in excess of 4.99% or 9.99% of the number of shares of Common Stock outstanding on the closing date after giving effect to the issuance of Common Stock pursuant to the Purchase Agreement, as was the case in this Private Placement, the Company will issue to such Investor shares of its Series A Convertible Preferred Stock (the “Preferred Shares”). Accordingly, the Company issued 374,257 Preferred Shares to the Investor in exchange for the transfer to the Company of 1,069,305 freely tradable shares of common stock of Quantum Materials Corp. (QTMM), a public reporting company which shares of common stock are eligible for quotation on the OTCQB, for an aggregate purchase price of $280,692.56.

http://www.sec.gov/Archives/edgar/data/1404943/000141588914003270/mtst8koct292014.htm

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