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Thursday, July 02, 2015 9:02:08 AM
Effective June 26, 2015, Agritek Holdings, Inc. (the “Company”) issued 1,000 shares of Class B Preferred Stock to Mr. B. Michael Friedman in settlement of $40,000 of accrued and unpaid fees Mr. Friedman previously earned for services provided to the Company.
The Company claims an exemption from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”) since the foregoing issuance did not involve a public offering, the recipient took the securities for investment and not resale, the Company took appropriate measures to restrict transfer, and the recipient had access to similar documentation and information as would be required in a registration statement under the Act. No underwriters or agents were involved in the foregoing issuance and the Company paid no underwriting discounts or commissions.
As a result of the issuance of the shares of Class B Preferred Stock to Mr. Friedman (described in Item 3.02 of this Current Report on Form 8-K), as of June 26, 2015, Mr. Friedman has the right to vote 51% of the total voting shares able to vote on any and all shareholder matters. As a result, Mr. Freidman will exercise majority control in determining the outcome of all corporate transactions or other matters, including the election of directors. The interests of Mr. Friedman may differ from the interests of the other shareholders.
http://ir.agritekholdings.com/all-sec-filings/content/0001554795-15-000269/agtk0701form8k.htm
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