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Re: Sheepdog post# 121446

Friday, 11/17/2017 10:09:03 AM

Friday, November 17, 2017 10:09:03 AM

Post# of 133793
A CEO that knows how to CONTROL which direction his company will go is a major plus. Great for our CEO in taking control. We must applaud him for his most wonderful recent efforts. If you have not had a chance to see what our CEO has been upto then you might want to see the following items.

November 16, 2017 - Supplemental Information
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=182765

Item 8.01 Other Events
On November 10, 2017, the Company closed on its transaction to acquire the Series A Preferred shares held by a former officer of Amelot Holdings, Inc., symbol AMHD on the OTC
Pinksheets. The transaction was funded on November 14, 2017. The Company is finalizing all Quarterly and Annual reports for the period 2015 through the present to be filed with OTC Markets within the next 7 business days.Upon acceptance byOTC Markets, Amelot Holdings, Inc. will be uplifted to "Current" status.

November 14, 2017 - (2) OTC Markets Filings
UNGS - Quarterly Report
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=182504
UNGS Supplemental
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=182479

November 13, 2017 - SEC Filing - Greater Cannabis Company -
Form NT 10-Q - Notification of inability to timely file Form 10-Q or 10-QSB:

https://www.sec.gov/Archives/edgar/data/1695473/000149315217012779/0001493152-17-012779-index.htm

Oct 26, 2017Supplemental Information - Current Report-AMDAQ Corp website 10-26-2017
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=181229

Item 8.01 Other Events

On October 26, 2017, the Company's former wholly owned subsidiary, AMDAQ Corp (f/k/a E 2 Investments, LLC), launched its new corporate website.
The website can be found at www.amdaq.com.

About AMDAQAMDAQ is a revolutionary securitization platform that allows the ownership of both tangible and intangible illiquid assets to be evidenced and transferred using the Ethereum Blockchain. AMDAQ allows both the documented ownership and transfer of assets for which there is no established registration process and the sub-division of ownership interests in otherwise registered assets where transfer processes may be expensive/cumbersome and/or trigger taxes and other expenses.

Examples of assets that can be efficiently held include:

? Co-owned portfolios of real estate interests

? Subdivided interests in a single real estate asset

? Portfolios of art and collectibles

? Commodities

? Cryptocurrency and fiat currency portfolios

?Unincorporated business ventures

Using the AMDAQ platform, assets can be titled in a Smart Contract with ownership interests evidenced by ownership of an associated Ethereum token. The Smart Contract will provide not only the rules as to transfer of ownership but also automated voting mechanisms for each specific situation that requires governance decisions.
Where required by law, assets can be titled using a traditional “trustee” structure with the trustee delegating administration to the Smart Contract. The initial AMDAQ token (or “DAQ”) is a fully ERC20 compatible Ethereum Token that can be held in an Ethereum Wallet.

Only 1,000,000 AMDAQ tokens were mined and the token is designed so that no more can ever be mined.



October 5, 2017 - Supplemental AMDAQ - Anderson Steps Down as President
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=180478

Item 5.02
Departure of Directors or Certain Officers; Election of Officers; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On October 5, 2017, Wayne Anderson has tendered his resignation as an officer and director of AMDAQ Corp effective as of 5:00 pm EDT on the same date.

Prior to Mr. Anderson's resignation, Jeffrey J. Parker was appointed to serve on the Board of Directors of AMDAQ Corp. Upon Mr. Anderson's resignation, Mr. Parker will serve as the Company's sole director. Mr. Parker will also serve as the Company's interim-President while the Company continues with its registration process to take the company public.

Prior to this position with the Company, Mr. Parker served in various leadership capacities in the high tech industry, including Gemesis Corporation, Sterling Semiconductor and a partner in various small business ventures. Mr. Parker is a results-oriented experienced professional providing leadership to sales and operations in the areas of small business and start up environments. Mr. Parker has a proven ability to help build start-ups, develop and execute plans into high volume and effectively liaise with relevant stakeholders to accomplish goals and resolve challenges.

Mr. Parker completed both his undergraduate education and graduation level entrepreneurship certificate at the University of South Florida

https://www.linkedin.com/in/jeffreyjparker/


September 29, 2017 - Supplemental AMDAQ
https://investorshub.advfn.com/boards/edit_ibox.aspx?board_id=15316
Item 8.01 Other Events

On September 1, 2017, Sylios Corp (“Sylios”) filed a corporate action with the Financial Industry Regulatory Authority (“FINRA”) to effect a partial spin-off of its wholly owned subsidiary, AMDAQ Corp, through a stock dividend. On September 29, 2017, Sylios received notification from FINRA that they had received the necessary documentation to process the corporate action requested by Sylios and its transfer agent, Pacific Stock Transfer. The Record Date for the spin-off was September 15, 2017 with a Payment Date of October 2, 2017. Additional information can be found on Sylios corporate website, www.sylios.com
.
September 27, 2017 - Supplemental Information
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=180093
Current Report- Closing of Transaction with TerraTech, Inc.Ltd. 9-27-2017

Item 1.01 Entry into a Material definitive Agreement

On September 25, 2017, the Company and its wholly owned subsidiary, US Natural Gas Corp KY
("KY"), entered into definitive documents with TerraTech, Inc. ("TTECH"), a Texascorporation. On September 12, 2017,
KY and TTECH entered into an LOI with the proposed terms
.
Under the terms of the Agreement and Plan of Share Exchange (hereinafter the "Agreement"), KY will file Amended and Restated
Articles of Incorporation with the State of Florida to increase the number of Authorized shares of common stock to 500,000,000 and
authorize the issuance of 5,000,000 shares of Preferred stock. The name of the company will be changed to TerraTech, Inc., a Florida corporation.
TerraTech, Inc. (Florida) will issue 330 shares of its common stock for each share of common stock outstanding for TTECH. Currently, TTECH has 100,000 shares of common stock outstanding, thus the Company will be required to issue 33,000,000 shares of its common stock to
the holders on TTECH'S common stock. Steven J.Terrell, the founder of TTECH, is the sole director of TerraTech, Inc. (Florida) with additional officers
and directors to be named in the near future During the 4th Quarter of 2017, Sylios Corp will file to spin-off TTECH through a stock dividend to its shareholders.

About TerraTech, Inc. (Texas) TerraTech, Inc. was organized to design, develop, manufacture and sell highly advanced patent
protected tree trimming and spraying equipment to the electric utility industry and the oil and gas pipeline industry. The patented product designs for the target markets far exceed competitive product offerings.

Mr. Steven J. Terrell, President of TerraTech, Inc., has over 25 years of
experience representing business development and vegetation control services (and/or right of way clearing) utilizing patented GPS guided mulching and chipping equipment, GPS guideddozing equipment, mechanical side / tree trimming equipment, and electric utility bucket trucks
and manual crews.The development of this technology has been driven by targeted needs inthe electric utility marketplace as well as other market segments that include tree trimming applications.

For additional information, please see the Company's website at www.terratechmfg.com
.

September 19, 2017 - 8K filed with the SEC for Greater Cannabis Company
https://www.sec.gov/Archives/edgar/data/1695473/000149315217010739/0001493152-17-010739-index.htm

Current report, items 1.01, 3.02, and 9.01
Acc-no: 0001493152-17-010739 (34 Act) Size: 575 KB 2017-09-19 333-218854
171092230



September 15, 2017 - Supplemental Information -US Natural Gas Corp KY Entry into LOI with TerraTech, Inc
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=179524
CURRENT REPORT

1.01 Entry into a Material Definitive Agreement

On September 12, 2017, the Company's wholly owned subsidiary US Natural Gas Corp KY ("KY") (hereinafter the "Company")
entered into a Letter of Intent with TerraTech, Inc. ("TTECH"), a corporation formed under the laws of the State of Texas
.
Under the terms of the LOI, the Company will acquire TTECH through an Agreement and Plan of Share Exchange. KY will file Amended and restated Articles of Incorporation with the State of Florida to increase the number of Authorized shares of common stock to 500,000,000and authorize the issuance of 5,000,000 shares of Preferred stock. The Company will issue 330 shares of its common stock for each share of common stockoutstanding for TTECH. Currently, TTECH has 100,000 shares of common stock outstanding, thus the Company will be required to issue 33,000,000 shares of its common stock to the holders on TTECH'S common stock. Closing is set for September 30, 2017.

Upon Closing, TTECH will become a partially owned subsidiary of Sylios Corp. Steven Terrell, the founder of TTECH, wil l remain the sole officer and director. During the 4th Quarter of 2017, Sylios Corp will file to spinoff TTECH through a stock dividend.


About TerraTech, Inc. TerraTech offers over 40 years of field proven machinery design and fabrication experience. Our design application experience has provided game
-changing product innovation in various industries throughout the world. Our staff experience includes decades in vegetation contracting experience and is supported by world-wide engineering expertise. Our collective professional expertise has enabled us to provide the finest, most versatile equipment the industry has to offer
.
Company founders have had numerous Equipment Design Patents in various industries and will continue to endeavor to develop and offer leading edge technological innovation in the automated vegetation control industry. We have obtained feedback from large tree trimming companies to ensure that we are developing a product that has all of the features necessary to make the tree trimming industry more efficient while keeping safety the #1 priority
!
For more information on TerraTech, Inc., please visit the Company's website at
www.terratechmfg.com

https://www.youtube.com/watch?v=ZYYySVBNXE8

https://www.youtube.com/watch?v=O2m5USWMsV8

https://www.youtube.com/watch?v=A5hGyqrRVvM

https://www.youtube.com/watch?v=HVc4ednjePs
.
September 6, 2017 - Supplemental Information - Current Report- Closing of Transaction with AMDAQ Ltd.
CURRENT REPORT
Item 1.01
Entry into a Material definitive Agreement

On September 1, 2017, the Company's wholly owned subsidiary AMDAQ Corp (f/k/a E2 Investments, LLC) (hereinafter AMDAQ") closed its transaction with AMDAQ, Ltd (hereinafter "LTD"). Under the terms of the Agreement and Plan of Share Exchange (hereinafter the "Agreement"), AMDAQ issued the holders of 100 Ordinary shares of LTD 15,000,000 shares of its common stock. In exchange, AMDAQ received all 100 Ordinary shares of LTD. and 1,000,000 AMDAQ tokens which represents all of the AMDAQ mined Ethereum tokens.

In addition on September 1, 2017, the Company filed an Issuer Company Related Action Form with the Financial Industry Regulatory Authority (hereinafter "FINRA") for the spin-off ofAMDAQ to the Company's shareholders. Upon an approval from FINRA, the Company will file a Registration Statement with the Securities and Exchange Commission on Form S-1 to register the shares issued to the Company's shareholders as well as a percentage issued to the LTD shareholders.

About AMDAQ
AMDAQ is a revolutionary securitization platform that allows the ownership of both tangible and intangible illiquid assets to be evidenced and transferred using the Ethereum Blockchain. AMDAQ allows both the documented ownership and transfer of assets for which there is no established registration process and the subdivision of ownership interests in otherwise registered assets where transfer processes may be expensive/cumbersome and/or trigger taxes and other expenses

September 5, 2017 - OTC MARKETS GREATER CANNABIS COMPANY (GCAN) S1 DECLARED EFFECTIVE
https://www.otcmarkets.com/otciq/ajax/showFinancialReportById.pdf?id=178803

8.01 Other Events

On August 31,2017, the Securities and E xchange Commission declared The Greater Cannabis Company, Inc.'s (the "Company") Registration Statement on Form S1 Effective. The Company has filed its Form 211 with the Financial Industry Regulatory Authority and awaits the Company's trading symbol and initial trading date.

September 1, 2017 - Greater Cannabis Company S1 is "Effective" with the SEC.
https://www.sec.gov/cgi-bin/browse-edgar?company=greater+cannabis+company&owner=exclude&action=getcompany
Greater Cannabis Company, Inc. (Filer)
CIK: 0001695473 (see all company filings)

IRS No.: 300842570 | State of Incorp.: FL | Fiscal Year End: 1231
Type: EFFECT | Act: 33 | File No.: 333-218854 | Film No.: 171064414
SIC: 5961 Retail-Catalog & Mail-Order Houses
Assistant Director 2
AUGUST 31, 2017 - DEFINITIVE AGREEMENT
Item 1.01
Entry into a Material definitive Agreement

On August 21, 2017, the Company's wholly owned subsidiary E 2 Investments, LLC ("E2") ( hereinafter the "Company") entered into a Letter of Intent with AMDAQ LTD ("AMDAQ"), a corporation formed under the Registrar of Companies for England and Wales Under the terms of the LOI the Company is to file documents with the State of Florida to convert the Company from a limited liability company to a Florida for profit corporation, file Articles of Incorporation and a name change to AMDAQ Corp. Each of the required filings was completed on August 25, 2017 and is now effective with the State of Florida. The Company is to issue 15,000,000 shares of common stock in exchange for AMDAQ'S 100 ordinary issued and outstanding shares at Closing. In addition, the Company is to receive 1,000,000 AMDAQ tokens which represents all of the AMDAQ mined Ethereum tokens. The Company and AMDAQ entered into definitive documents on August 28, 2017 and theClosing is to occur on September 1, 2017

August 31, 2017 - Conversion with the State of Florida

http://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOrder=AMDAQ%20P170000723280&aggregateId=domp-p17000072328-b9a8126d-e42e-4ca5-9dc2-12f4c7a6bd05&searchTerm=amdaq&listNameOrder=AMDAQ%20P170000723280

Florida Profit Corporation

AMDAQ CORP
Filing Information
Document Number P17000072328
FEI/EIN NumberNONE
Date Filed 08/29/2017
Effective Date 07/20/2009
State FL
Status ACTIVE
Last Event CONVERSION
Event Date Filed 08/28/2017
Event Effective
No Annual Reports Filed

Document Images No images are available for this filing.
August 29, 2017 PRESS RELEASE regaring E2 and AMDAQ
Sylios Corp Announces Record Date for Spin-Off of AMDAQ Corp
http://www.nasdaq.com/press-release/sylios-corp-announces-record-date-for-spinoff-of-amdaq-corp-20170829-00774
ST. PETERSBURG, FL / ACCESSWIRE / August 29, 2017 /Sylios Corp (OTC-PINK:UNGS), a holding company with operations engaged in the exploration and development of oil and natural gas properties, site specific real estate development, holdings in equities, corporate debt and alternative investments is pleased to update shareholders of important dates pertaining to the spin-off of the Company's wholly owned subsidiary, AMDAQ Corp (f/k/a E 2 Investments, LLC)(the "Subsidiary").

On August 25, 2017, the Company filed a Notice of Conversion with the State of Florida to effectively convert the Subsidiary from a limited liability company to a Florida for profit corporation. In addition, Articles of Incorporation were filed changing the name of the Subsidiary to AMDAQ Corp. Within the Articles, two classes of stock were designated. The first being Common stock with 250 million shares authorized and the second being Preferred stock with 5 million shares authorized.

The Record Date for the stock dividend is set at September 15, 2017, with a tentative Payment Date of October 2, 2017. The final Payment Date will be determined by the Financial Industry Regulatory Authority ("FINRA"). In order for Sylios shareholders to receive the stock dividend, shareholders must own shares of Sylios Corp as of the close of the Record Date. Sylios Corp's common stock will begin trading ex-dividend at the open on September 16, 2017.

Shareholders of Sylios Corp entitled to receive the dividend will receive 1 share of AMDAQ common stock for every 750 shares of Sylios Corp common stock owned. In lieu of issuing fractional shares in connection with the stock dividend, the company will round fractional shares up to the next whole share. In a supplemental filing with OTC Markets dated August 28, 2017, the Company incorrectly gave a ratio of 1 share of AMDAQ per 1000 shares of Sylios Corp.

The Company's transfer agent, Pacific Stock Transfer, will distribute shares of AMDAQ on the Payment Date to certificated shareholders. Shareholders are not required to submit any information to the Company's transfer agent to receive the newly issued AMDAQ shares of common stock. Pacific Stock Transfer will also act as the transfer agent for AMDAQ.

Shareholders should direct any questions pertaining to the stock dividend to dividend@sylios.com. The Company will establish an information page that will go live tomorrow at the following address http://www.sylios.com/amdaqstockdividend, with details on the transaction.

Business Plan for AMDAQ

AMDAQ'S current operations concentrate around alternative investments through a variety of avenues:
Buying and selling of domestic equities
Purchase of third party debt issued by publicly traded entities
Purchase of mineral rights
Direct Stock Purchase participation with other publicly traded entities
Consulting capacity
Direct funding to small and microcap companies through the issuance of debentures

The Company anticipates updating shareholders on potential acquisitions and new business ventures this week.

About Sylios Corp
Sylios Corp, based in St. Petersburg, FL, is a holding corporation with operations engaged in the exploration and development of oil and natural gas properties, holdings in equities, alternative investments, corporate debt and site-specific real estate development


August 28, 2017 Articles of Incorporation E2 INVESTMENTS
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=178112
Item 5.03
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year On August 25, 2017, the Company filed a Reinstatement, Notice of Conversion,Articles of Incorporation and name change for E2 Investments, LLC ("E2") with the State of Florida. Under the Articles of Incorporation, E2 changed its name from E 2 Investments to AMDAQ Corp ("AMDAQ").

AMDAQ shall be authorized to issue two classes of stock. The first being Common stock of which it shall be authorized to issue 250 million shares. The second being Preferred stock of which it shall be authorized to issue 5 million shares. The Record date for the spin off of AMDAQ is set at September 15, 2017. Shareholders of record of Sylios Corp on the close of September 15, 2017 will receive 1 share of common stock of AMDAQ Corp for every 1000 shares ofcommon stock of Sylios Corp owned.The Payment date will be tentatively set at October 2, 2017. The Company will file a corporate action with the Financial Industry Regulatory Authority ("FINRA") this week. The Company will file a Registration Statement onForm S1 with the Securities and Exchange Commission upon completion of the FINRA action.

August 25, 2017 - Reinstatement Filed with Florida for E2 Investments

http://search.sunbiz.org/Inquiry/CorporationSearch/GetDocument?aggregateId=flal-l09000070496-a9488333-299e-4016-a0dc-0074c5b849f6&transactionId=l09000070496-re-ce41d2e8-7473-4d40-8e21-1b28898e9a25&formatType=PDF

Florida Limited Liability Company

E 2 INVESTMENTS, LLC
Filing Information
Document Number L09000070496
FEI/EIN Number 01-0927209

Status ACTIVE
Last Event: REINSTATEMENT
Event Date Filed: 08/25/2017

Principal Address
244 2nd Ave N
Suite 9
ST.PETERSBURG, FL 33701

Changed: 08/25/2017

Changed: 08/25/2017

Registered Agent Name & Address SYLIOS CORP
244 2nd Ave N
Suite 9
ST.PETERSBURG, FL 33701

Name Changed: 08/25/2017

Address Changed: 08/25/2017

Report Year Filed Date
2015 08/25/2017
2016 08/25/2017
2017 08/25/2017


Aug 25, 2017 - Articles of Incorporation - E 2 Investments Spin-Off filings

http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=178068

CURRENT REPORT
Item 5.03
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

On August 24, 2017, the Board approved the filings for the spinoff of its wholly owned subsidiary, E 2 Investments, LLC ("E2").

On August 25, 2017, the Company filed a Reinstatement, Notice of Conversion and Articles of Incorporation for E2 with the State of Florida. Under the Articles of Incorporation,E 2 shall be authorized to issue two classes of stock. The first being Common stock of which it shall be authorized to issue 250 million shares. The
second being Preferred stock of which it shall be authorized to issue 5 million shares.

The Company will announce the Record date and share distribution details to shareholders the week of August 28, 2017.

August 21, 2017 - GREEN LIGHT / CURRENT
Yield sign is gone.

August 17, 2017 - STOP SIGN OTC MARKETS IS GONE -

Financials Posted August 16, 2017

Quarterly Report here: http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=177601

Supplemental Report here: http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=177602

UNGS — Attorney Letter with Respect to Current Information August 15, 2017
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=177511

S1 Amendment – GCAN 7/20/17

https://www.sec.gov/Archives/edgar/data/1695473/000147793217003439/gcc_s1a.htm#PROSPECTUS%20SUMMARY
TABLE OF CONTENTS

PROSPECTUS SUMMARY 6
THE OFFERING 12
SUMMARY FINANCIAL DATA 13
RISK FACTORS 14
NOTE ABOUT FORWARD-LOOKING STATEMENTS 28
TAX CONSIDERATIONS 29
USE OF PROCEEDS 29
DILUTION 29
DESCRIPTION OF SECURITIES 42
DIVIDEND POLICY 43
DESCRIPTION OF BUSINESS 43
PROPERTIES 54
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION 55
DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS 63
EXECUTIVE COMPENSATION 64
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 67
MARKET FOR COMMON STOCK / SHARES ELIGIBLE FOR FUTURE SALE 69
WHERE YOU CAN FIND MORE INFORMATION 70
LEGAL PROCEEDINGS 70
EXPERTS 70
CORPORATE GOVERNANCE 71
FINANCIAL STATEMENTS 74


https://www.sec.gov/Archives/edgar/data/1695473/000147793217003439/gcc_ex1018.htm
EX-10.18 4 gcc_ex1018.htm CONVERTIBLE PROMISSORY NOTE AND WARRANT COVERAGE
EXHIBIT 10.18

CONVERTIBLE PROMISSORY NOTE AND WARRANT

FOR U.S. INVESTORS:

NEITHER THE SECURITIES REPRESENTED HEREBY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). THE HOLDER HEREOF, BY PURCHASING SUCH SECURITIES, AGREES FOR THE BENEFIT OF THE COMPANY THAT SUCH SECURITIES MAY BE OFFERED, SOLD OR OTHERWISE TRANSFERRED ONLY (A) TO THE COMPANY, (B) OUTSIDE THE UNITED STATES IN ACCORDANCE WITH RULE 904 OF REGULATION S UNDER THE SECURITIES ACT OR (C) INSIDE THE UNITED STATES (1) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT, (2) IN ACCORDANCE WITH RULE 144, RULE 145 OR RULE 144A UNDER THE SECURITIES ACT, IF APPLICABLE, AND IN ACCORDANCE WITH ANY APPLICABLE STATE SECURITIES OR "BLUE SKY" LAWS OR (3) IN A TRANSACTION THAT DOES NOT REQUIRE REGISTRATION UNDER THE SECURITIES ACT OR ANY APPLICABLE U.S. STATE LAWS AND REGULATIONS GOVERNING THE OFFER AND SALE OF SECURITIES.

FOR FLORDIA INVESTORS:

THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED WITH THE FLORIDA DIVISION OF SECURITIES AND INVESTOR PROTECTION UNDER THE FLORIDA SECURITIES ACT. THE SECURITIES REFERRED TO HEREIN MAY ONLY BE SOLD TO, AND ACQUIRED BY THE HOLDER IN A TRANSACTION EXEMPT UNDER THE APPLICABLE PROVISIONS OF SAID ACT. THE SECURITIES HAVE NOT BEEN REGISTERED UNDER SAID ACT IN THE STATE OF FLORIDA. IN ADDITION, ALL OFFEREES WHO ARE FLORIDA RESIDENTS SHOULD BE AWARE THAT SECTION 517.061(11)(a)(5) OF THE ACT PROVIDES, IN RELEVANT PART, AS FOLLOWS: "WHEN SALES ARE MADE TO FIVE OR MORE PERSONS IN FLORIDA, ANY SALE IN FLORIDA MADE PURSUANT TO THIS SECTION IS VOIDABLE BY THE PURCHASER IN SUCH SALE EITHER WITHIN 3 DAYS AFTER THE FIRST TENDER OF CONSIDERATION IS MADE BY THE PURCHASER TO THE ISSUER, AN AGENT OF THE ISSUER OR AN ESCROW AGENT OR WITHIN 3 DAYS AFTER THE AVAILABILITY OF THAT PRIVILEGE IS COMMUNICATED TO SUCH PURCHASER, WHICHEVER OCCURS LATER." THE AVAILABILITY OF THE PRIVILEGE TO VOID SALES PURSUANT TO SECTION 517.061(11) IS HEREBY COMMUNICATED TO EACH FLORIDA OFFEREE TO THE EXTENT SALES ARE MADE TO FIVE OR MORE PERSONS IN FLORIDA. EACH PERSON ENTITLED TO EXERCISE THE PRIVILEGE TO AVOID SALES GRANTED BY SECTION 517.061 (11)(A)(5) AND WHO WISHES TO EXERCISE SUCH RIGHT, MUST, WITHIN 3 DAYS AFTER THE TENDER OF ANY AMOUNT TO THE COMPANY OR TO ANY AGENT OF THE COMPANY (INCLUDING THE SELLING AGENT OR ANY OTHER DEALER ACTING ON BEHALF OF THE PARTNERSHIP OR ANY SALESMAN OF SUCH DEALER) OR AN ESCROW AGENT CAUSE A WRITTEN NOTICE OR TELEGRAM TO BE SENT TO THE COMPANY AT THE ADDRESS PROVIDED IN THIS PLACEMENT MEMORANDUM. SUCH LETTER OR TELEGRAM MUST BE SENT AND, IF POSTMARKED, POSTMARKED ON OR PRIOR TO THE END OF THE AFOREMENTIONED THIRD DAY. IF A PERSON IS SENDING A LETTER, IT IS PRUDENT TO SEND SUCH LETTER BY CERTIFIED MAIL, RETURN RECEIPT REQUESTED, TO ASSURE THAT IT IS RECEIVED AND ALSO TO EVIDENCE THE TIME IT WAS MAILED. SHOULD A PERSON MAKE THIS REQUEST ORALLY, HE MUST ASK FOR WRITTEN CONFIRMATION THAT HIS REQUEST HAS BEEN RECEIVED.

FOR CANADIAN INVESTORS:

UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE THE DATE THAT IS 4 MONTHS AND A DAY AFTER THE LATER OF: (i) NOVEMBER 18, 2017, AND (ii) THE DATE THE ISSUER BECAME A REPORTING ISSUER IN ANY PROVINCE OR TERRITORY OF CANADA,

NEITHER THE SECURITIES REPRESENTED HEREBY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY OF THE PROVINCES OF CANADA AND NO PROSPECTUS RELATING TO SUCH SECURITIES HAVE BEEN FILED IN ANY JURISDICTION.


1



XERAFLOP TECHNOLOGIES INC.

CONVERTIBLE PROMISSORY NOTE

USD$100,000 JULY 17, 2017


Vancouver, BC

For value received, XeraFlop Technologies Inc., a British Columbia corporation (the "Company"), promises to pay to the undersigned (the "Holder"), the principal sum set out above (the “Principal”).

1. Interest and Maturity

Interest shall accrue from the date of July 17, 2017 on the unpaid Principal amount at a rate equal to 12%, (“Interest”). Subject to Section 2, the Principal and any accrued but unpaid interest under this Note shall be due and payable upon demand by the Holder at any time after June, 30, 2018 (the "Maturity Date"); provided, however, that in the event that, prior to the Maturity Date, the Company consummates any merger, consolidation, sale of all or substantially all of the property or stock, liquidation or other reorganization of the Company, as a result of which the stockholders of the Company receive cash, stock or other property in exchange for their shares of capital stock and the holders of the Company’s voting equity securities immediately prior to such consummation together own less than a majority interest of the voting equity securities of the successor corporation following such change of control transaction (a “Change of Control Transaction”), then (i) an amount equal to the outstanding Principal amount and any accrued but unpaid Interest under this Note shall be due and payable on the closing date of such Change of Control Transaction and (ii) this Note shall terminate immediately upon payment of such Principal and accrued interest.

2. Conversion and Early Repayment

(a) Conversion by the Holder

On the Maturity Date, unless repaid as described below, the Holder may convert the entire Principal together with accured Interest into Series 2 Common Shares of the Company by providing the Company with written notice that the Holder wishes to convert this Note (the “Conversion Notice”). On the date on which the Conversion Notice is received by the Company (the “Conversion Date”), the Principal and accrued Interest shall be converted into that number of Series 2 Common Shares of the Company (the “Conversion Shares”) at a price per share equal to the most recent round price in which the Company sold an aggregate of at least $10,000,000 in equity. The Holder shall be deemed to be the holder of the Conversion Shares as of the Conversion Date. As soon as practicable after the Holder surrenders this Note to the Company for conversion into Conversion Shares, the Company shall issue and deliver to the Holder the Conversion Shares.


2



(b) Repayment by Company

(i) The Holder has the option to demand repayment of the Principal plus a Redemption Premium in the amount of 20% of the Principal less any accrued but unpaid Interest (the “Redemption Premium”), within five (5) days following the date of completion of the Next Equity Financing by providing the Company with written notice (the “Repayment Notice”) that the Holder wishes to elect to have the Principal plus the Redemption Premium repaid prior to the Due Date.

(ii) The Company has the option to repay the Principal plus a Redemption Premium in the amount of 20% of the Principal less any accrued but unpaid Interest (the “Redemption Premium”), within five (5) days following the date of completion of the Next Equity Financing by providing the Holder with written notice (the “Repayment Notice”) that the Company wishes to elect to repay the Principal plus Redemption Premium repaid prior to the Due Date.

(iii) Upon receipt of the Repayment Notice, the Company shall repay to the Holder, within fifteen (15) days of receiving the Repayment Notice, the amount owing under this Note to the Holder. Upon repayment, the Holder shall surrender the Note to the Company. “Next Equity Financing” means the completion of the sale of shares of the Company's equity securities (the "Equity Securities") issued and sold in a private equity financing yielding aggregate proceeds to the Company of at least USD$10,000,000 (including conversion of this Note and all other promissory notes issued as part of this financing) (the "Next Equity Financing").

(c) Mechanics and Effect of Conversion

No fractional shares of the Company's capital stock will be issued upon conversion of this Note. In lieu of any fractional share to which the Holder would otherwise be entitled, the Company will pay to the Holder in cash the amount of the unconverted Principal and interest balance of this Note that would otherwise be converted into such fractional share. Upon conversion of this Note pursuant to this Section 2, the Holder shall surrender this Note, duly endorsed, at the principal offices of the Company or any transfer agent of the Company. At its expense, the Company will, as soon as practicable thereafter, issue and deliver to such Holder, at the address of the Holder most recently furnished in writing to the Company, a certificate or certificates for the number of shares to which such Holder is entitled upon such conversion, together with any other securities and property to which the Holder is entitled upon such conversion under the terms of this Note, including a cheque payable to the Holder for any cash amounts payable as described herein. Upon conversion of this Note, the Company will be forever released from all of its obligations and liabilities under this Note with regard to that portion of the Principal amount and accrued Interest being converted including without limitation the obligation to pay such portion of the Principal amount and accrued Interest.


3



3. Payment

All payments shall be made in lawful money of US Dollars at such place as the Holder hereof may from time to time designate in writing to the Company. Payment shall be credited first to the accrued Interest then due and payable and the remainder applied to Principal.

4. Warrants

The Company also grants the Holder the right (the “Warrants”), subject to the terms set forth below, to purchase from the Company, at any time on or before the Expiration Date (as defined below), 20% warrant coverage, based on the principal investment totaling $100,000 USD, with a strike price equivelant to the equity round financing. This Warrant (and the right to purchase securities upon exercise hereof) shall terminate upon the earliest to occur of the following (the "Expiration Date"): (a) the date seven (7) years after the date of issuance of this Warrant, (b) the closing of a Change of Control Transaction or (c) the closing of a firm commitment underwritten public offering pursuant to a registration statement under applicable Securities legislation. Next Equity Financing means the completion of the sale of shares of the Company's equity securities (the "Equity Securities") issued and sold in a private equity financing yielding aggregate proceeds to the Company of at least USD$10,000,000 (including conversion of this Note) (the "Next Equity Financing"). The Holder will be able to retain the Warrrants even if it has exercised the repayment or redemption options set out above.

5. Exercise of Warrants

These Warrants may be exercised by the Holder, in whole or in part, by delivering to the Company at the principal office of the Company, or at such other office or agency as the Company may designate: (a) this Note; (b) a written notice of exercise and (c) cash, check, wire transfer, or cancelled promissory notes or other instruments representing indebtedness of the Company to the Holder in an amount equal to (i) the Per Share Price multiplied by (ii) the number of common shares purchased upon such exercise of the Warrants.

6. Transfer; Successors and Assigns

The terms and conditions of this Note shall inure to the benefit of and be binding upon the respective successors and assigns of the parties. Notwithstanding the foregoing, the Holder may not assign, pledge, or otherwise transfer this Note without the prior written consent of the Company, except for transfers to affiliates, and, in any event, in compliance with applicable securities laws. Subject to the preceding sentence, this Note may be transferred only upon surrender of the original Note for registration of transfer, duly endorsed, or accompanied by a duly executed written instrument of transfer in form satisfactory to the Company. Thereupon, a new note for the same Principal amount and interest will be issued to, and registered in the name of, the transferee. Interest and Principal are payable only to the registered holder of this Note.


4



7. Stockholders, Officers and Directors

In no event shall any stockholder, officer or director of the Company be liable for any amounts due or payable pursuant to this Note.

8. Notices

Any notice required or permitted by this Note shall be in writing and shall be deemed sufficient upon delivery, when delivered personally or by a nationally-recognized delivery service or forty-eight (48) hours after being deposited in the mail, as certified or registered mail, with postage prepaid, addressed to the party to be notified at such party's address as set forth below or as subsequently modified by written notice.

9. Amendments and Waivers

Any term of this Note may be amended only with the written consent of the Company and the Holder. Any amendment or waiver effected in accordance with this Section 9 shall be binding upon the Company, the Holder and each transferee of the Note.

10. Governing Law

This Note and all acts and transactions pursuant hereto and the rights and obligations of the parties hereto shall be governed, construed and interpreted in accordance with the laws of the Province of British Columbia, without giving effect to principles of conflicts of law.

[Signature page follows]


5



XERAFLOP TECHNOLOGIES INC.

Per: /s/ David Edmunds
David Edmunds, CFO

AGREED AND ACCEPTED:

/s/ Wayne Anderson
Wayne Anderson, President

The Greater Cannabis Company, Inc.
244 2nd Avenue N., Suite 9
St. Petersburg, FL 33701


(727) 482-1505
TELEPHONE

info@greatercannabiscompany.com
EMAIL



http://greatercannabiscompany.com/budbank-2/
Direct Investments
The Company may, at its election, directly invest in private entities within the cannabis sector either through stock purchase agreements, debentures, joint ventures or a hybrid of each. The Company’s planned investments will focus on those entities whose near-term goals are to maximum shareholder value through the filing of an initial public offering or a corporate event that takes the entity from private to public.

On July 17, 2017, the Company entered into a Convertible Promissory Note and Warrant and Subscription Agreement with Xeraflop Technologies, Inc. (“Xeraflop”). Under the terms of the Agreement, the Company is to invest a total of One Hundred Thousand and NO/100 Dollars ($100,000) upon a successful going public event. The Note accrues interest at 12% annually and matures on June 30, 2018. At the Company’s election, the principal and interest can be converted into Series 2 common shares of Xeraflop with written notice. The Company is also granted the right to purchase 20% warrant coverage based on the Company’s principal investment with a strike price equivelant to the equity round financing. The Company’s investment in Xeraflop is dependent on the Company obtaining an effective Registration Statement and successful 15C211 filing prior to the Closing of the financing round by Xeraflop. In the event neither of these events occur, the Company will not be able to participate in this round of financing with Xeraflop.

June 21, 2017 – BUD BANK INC Conversion Incorporation
6/21/2017 - BUD BANK INC Reinstated CONVERSION Incorporated

http://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOrder=BUDBANK%20P170000542280&aggregateId=domp-p17000054228-97957bc7-9e53-4069-8822-d3573f9a9ffb&searchTerm=budbank&listNameOrder=BUDBANK%20L140001086200

Florida Profit Corporation

BUD BANK, INC.
Filing Information
Document Number
P17000054228

FEI/EIN Number
NONE
Date Filed
06/21/2017

Effective Date
07/02/2014
State
FL
Status
ACTIVE

Last Event
CONVERSION

Event Date Filed
06/21/2017
Event Effective Date
NONE

Principal Address
244 2ND AVE N #9
ST PETERSBURG, FL 33701

Mailing Address
244 2ND AVE N #9
ST PETERSBURG, FL 33701

Registered Agent Name & Address
THE GREATER CANNABIS COMPANY, INC.
244 2ND AVE N #9
ST PETERSBURG, FL 33701

Officer/Director Detail NONE

June 21, 2017 – S1 Registration Filed with SEC

http://greatercannabiscompany.com/wp-content/uploads/2017/06/The-Great-Cannibas-Company-S-1-FINAL-6-20-17-.pdf

June 19, 2017 – UNGS BUD BANK REINSTATEMENT

BUD BANK, LLC
Filing Information

Document Number L14000108620

FEI/EIN Number 36-4794890

Date Filed 07/07/2014

Effective Date 07/02/2014

StateFL StatusACTIVE

Last Event REINSTATEMENT Event Date Filed06/19/2017

June 17, 2017 – GCCsuperstore goes live

On June 17, 2017, The Greater Cannabis Company Superstore, aka GCCsuperstore.com went live

April 17, 2017 -UNGS SupplementalGCC Delivery of shares

http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=169737
Item 8.01 Other Events


All shares of common stock of The Greater Cannabis Company, Inc. (the “shares”) to be issued to shareholders of Sylios Corp, as per the terms of the announced spin-off, were issued to all certificated shareholders on the Payment Date, March 10, 2017. The total number of common shares issued as per the terms of the stock dividend totaled 26,905,818. Of the shares issued, 21,527,342 were issued to Sylios Corp shareholders while 5,378,476 shares were issued to the former parent company, Sylios Corp.

The Company has received several inquiries regarding shares issued to the brokerage firm E*trade Financial (the “brokerage firm”) and the posting of shares to accounts held at the brokerage firm. The Company has been in touch with the brokerage firm and Broadridge on multiple occasions to assist in the location and delivery of all shares due the brokerage firm.

The Company would like to reassure its shareholders that it has in no way “held-back” shares due to the brokerage firm. Shares of Sylios Corp purchased through the brokerage firm are on deposit at multiple separate broker dealers, which has led to the delay in reporting the stock dividend in clients’ accounts. When additional information is provided to the Company, it will

pass this along to shareholders. The Greater Cannabis Company, Inc.

April 4, 2017 – Supplemental GCC Superstore Opening
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=168835

Item 8.1 Other Events
The company’s GCC Superstore order and payment integration glitch has been remedied through the introduction of new software and a reporting patch. The company will begin testing the online store this week in preparation for its grand opening.The company is confident the opening will occur ahead of the upcoming 420 Day.
__________________________________________________________
Mar 31, 2017 Supplemental Information - Issuer Information and Disclosure Statement December 31, 2016 Dec 31, 2016 Active
Mar 31, 2017 Annual Report - Annual Report 2016- Unaudited Dec 31, 2016
__________________________________________________________

March 17, 2017 St. Patrick’s Day UNGS — Supplemental
Current Report- GCC Superstore

http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=167968
Item 8.01 Other Events

The Company has delayed opening the GCC Superstore, LLC while its software developer, webmaster and largest product supplier remedy order integration. The GCC Superstore will go live immediately once this issue is resolved.
At present, the GCC Superstore will carry over 500 products from more than 50 leading brands in the cannabis and hemp sector.

March 8, 2017 UNGS Supplemental FINRA Dividend Approval
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=167447

Item 8.01 Other Events

In January 18, 2017, Sylios Corp (“Sylios”) filed a corporate action with the Financial Industry Regulatory Authority (“FINRA”) to effect a partial spin-off of its wholly owned subsidiary, The Greater Cannabis Company, Inc., through a stock dividend.

On March 7, 2017, Sylios received notification from FINRA that they had received the necessary documentation to process the corporate action requested by Sylios and its transfer agent, Pacific Stock Transfer.

March 7, 2017: FINRA APPROVAL FOR DIVIDENDS GREATER CANNABIS COMPANY

http://otce.finra.org/DailyList USED THE DATE ABOVE TO FIND IT

Date/Time Event Type Eff/Ex Date/Time Symbol Issue Name Market
03/07/2017 16:26:34 Spin-Off UNGS Sylios Corp. Common Stock Other OTC

Comments
Shareholders of UNGS will receive 1 share of The Greater Cannabis Company, Inc. common stock for every 500 shares of UNGS held. Fractional shares will be rounded up to the next whole share. Will not be quoted ex.

Details
Previous Value Current Value
Symbol UNGS UNGS
Issue Name Sylios Corp. Common Stock Sylios Corp. Common Stock
Class
Financial Status Indicator
Market Category Other OTC Other OTC

Current Value
Daily List Date/Time 03/07/2017 16:26:34
Event Type Spin-Off
Daily List Event Code DA
Effective/Ex Date/Time
Subject to Corporate Action CD
Offering Type No Restrictions
Forward Split Ratio
Reverse Split Ratio
Dividend Type Spin-Off
Percentage 0
Cash Amount 0
Declaration Date
Record Date 02/03/2017 00:00:00
Payment Date 03/10/2017 00:00:00
Payment Method
Qualified Dividend Code
Record ID 40104561
Daily List Comment Shareholders of UNGS will receive 1 share of The Greater Cannabis Company, Inc. common stock for every 500 shares of UNGS held. Fractional shares will be rounded up to the next whole share. Will not be quoted ex.


March 6, 2017 Greater Cannabis Company Inc. Supplemental
CONSULTANTS FOR GROW FACILATIES
http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=167376

Item 1.01 Entry into a Material Definitive Agreement

On March 5, 2017, The Greater Cannabis Company, Inc. retained the services of two consultants to further expand its operations. The Consultants are being retained to identify currently operational businesses which specialize in “Grow facilities” and “Delivery” and are available for acquisition.

As of the date of this filing, the Company has identified three (3) Grow facilities for which it is completing further due diligence for a proposed transaction.


Friday, February 24, 2017 -
The Greater Cannabis Company to Launch the GCC Superstore on St. Patrick's Day with in Excess of 150 SKUs
https://www.accesswire.com/455927/The-Greater-Cannabis-Company-to-Launch-the-GCC-Superstore-on-St-Patricks-Day-with-in-Excess-of-150-SKUs

Update on The Greater Cannabis Company, Inc. Spin-Off

ST. PETERSBURG, FL / ACCESSWIRE / February 24, 2017 / Sylios Corp (OTC PINK: UNGS), a holding company with operations engaged in the exploration and development of oil and natural gas properties, site specific real estate development, holdings in equities, corporate debt and alternative investments, is pleased to inform shareholders that The Greater Cannabis Company, Inc. will launch its GCC Superstore on St. Patrick's Day.

The GCC Superstore, a wholly owned subsidiary of The Greater Cannabis Company, Inc., will open its e-commerce store focused on cannabis related merchandise on March 17, 2017, St. Patrick's Day. Product categories will include Vaporizers, E-Liquids, Hand Pipes, Water Pipes, Grinders, Hemp related products, CBD (Cannabidiol) oils, vapes, drinks, and dispensing kiosks, just to name a few. The GCC Superstore will open with in excess of 150 SKUs, and will continue to add new categories and products during its expansion.

The Company is currently working with its transfer Agent, Pacific Stock Transfer, and the Financial Industry Regulatory Authority ("FINRA") to facilitate the spin-off of The Greater Cannabis Company, Inc. to shareholders of record as of the Record Date, February 3, 2017. All shares due to shareholders will be delivered directly to the certificated holder, whether it be the shareholder or the broker dealer.

The S-1 Registration Statement for The Greater Cannabis Company, Inc. is being finalized and will be filed with the Securities and Exchange Commission ("SEC") upon notification from FINRA. During the registration process with the SEC and FINRA, the Company will submit a short list of trading symbols for The Greater Cannabis Company, Inc. Once the Company is notified of the approved symbol, it will inform shareholders.

The Company will inform shareholders of additional operational activities for The Greater Cannabis Company, Inc. in the very near future.

Wayne Anderson, President of Sylios Corp, stated, "I appreciate the patience our shareholders have shown during this spin-off of The Greater Cannabis Company. They have waited a long time for this aspect of our business plan to come to fruition." He added, "In addition to the upcoming GCC Superstore launch, we are working diligently to bring in additional cannabis related businesses under The Greater Cannabis Company umbrella."

About Sylios Corp

Sylios Corp, based in St. Petersburg, FL, is a holding corporation with operations engaged in the exploration and development of oil and natural gas properties, holdings in equities, alternative investments, corporate debt and site-specific real estate development. www.sylios.com

About The Greater Cannabis Company, Inc.

Formed in March 2014, The Greater Cannabis Company, Inc. is a holding corporation that invests directly and indirectly in businesses that cater to the cannabis industry. The Company will look to represent a line of premier products through licensing agreements, product development, acquisitions and joint ventures. www.greatercannabiscompany.com


February 9, 2017 - Marina Property Information appears to be a foreclosure !

Tuesday, February 7, 2017 - Supplemental Update OIL AND GAS
Entry into a Material Definitive Agreement

Supplemental Information - Current Report- Oil and Gas JV 2-5-2017



Item 1.01 Entry into a Material Definitive Agreement On February 5, 2017, the Company, through its wholly owned subsidiary US Natural Gas Corp KY (“KY”), entered into a Joint Venture Agreement (the “Agreement”) with Keller Energy, LLC (collectively the “Parties”) for the acquisition of certain oil producing wells within the states of Kentucky and Tennessee. Under the terms of the Agreement, the Parties will acquire oil producing wells with each Party maintaining a 50% working interest. Upon Closing of the Agreement, KY was assigned a 50% working interest in the Eddie D. Smith #5 and the Amos Nicholas #15-3, both located in Pickett County, TN.
SIGNATURE
Sylios Corp
Date: February 7, 2017
By:
Wayne Anderson

Monday, January 23, 2017 - GCC Superstore, LLC Found

Florida Limited Liability Company

http://greatercannabiscompany.com/e-commerce/

"Through the Company’s wholly owned subsidiary, GCC Superstore, LLC, we are set to launch the most diverse online one-stop shopping experience for the cannabis industry. GCC Superstore is currently in the final stages of design, development and coding. The GCC Superstore will carry everything from E-Liquids, Vape Pens, Vape Mods, Clothing, Clips, Pipes, Bongs, Rolling papers and more."

GCC SUPERSTORE, LLC
Filing Information
Document Number L17000011010

Date Filed 01/13/2017
Effective Date01/09/2017
State FL
Status ACTIVE



Thursday, January 19, 2017: GCC "INC" is Posted as A Corporation
in Florida with Conversions Listed

http://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOrder=GREATERCANNABIS%20P170000045370&aggregateId=domp-p17000004537-69a1f1d7-2049-4ebf-bb2d-ecbb1559d26b&searchTerm=Greater%20Cannabis%20Company&listNameOrder=GREATERCANNABIS%20L140000462060

Detail by Entity Name

Florida Profit Corporation

THE GREATER CANNABIS COMPANY, INC.
Filing Information

Document Number
P17000004537

Date Filed
01/13/2017

Effective Date
03/20/2014

State
FL

Status
ACTIVE

Last Event
CONVERSION

Event Date Filed
01/13/2017
Wednesday, January 18, 2017: News Article Mentions
Sylios Corp and The Greater Cannabis Company

http://m.benzinga.com/article/8913427?utm_referrer=https%3A%2F%2Fwww.google.com%2F

Deal Flow: "“What was good news is that there were numerous announcements related to M&A deals that are currently in negotiation,” the expert continued. On the one hand, Sylios Corp (OTC: UNGS) announced the record date for the spinoff of its wholly owned subsidiary, the Greater Cannabis Company, LLC."



Thursday, January 12, 2017: GCC, LLC REINSTATEMENT
Florida Department of State Division of Corporations

http://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOrder=GREATERCANNABIS%20L140000462060&aggregateId=flal-l14000046206-e94b676c-f6a9-452b-b74a-731886f27d5d&searchTerm=greater%20cannabis%20company&listNameOrder=GREATERCANNABIS%20L140000462060

THE GREATER CANNABIS COMPANY, LLC
2017 FLORIDA LIMITED LIABILITY COMPANY REINSTATEMENT

Filing Information


Document Number L14000046206 FEI/EIN Number 30-0842570 Date Filed 03/20/2014

Effective Date 03/13/2014 State FL

Status ACTIVE

Last Event REINSTATEMENT
Event Date Filed 01/12/2017
Friday, January 6, 2017 - Sylios Website Updated with Divy Questions and Answers

http://www.sylios.com/stockdividend/

Stock Dividend

On December 28, 2016, Sylios Corp announced that its wholly owned subsidiary, The Greater Cannabis Company, Inc. (“GCC”) (f/k/a The Greater Cannabis Company, LLC), would be spun off to shareholders of its common stock. To help guide you through this process and answer questions that you may have, please review the following information.

Important Dates:

Record Date-February 3, 2017
Ex-Dividend Date- February 1, 2017
Payment Date- February 13, 2017

Who gets shares of GCC?

Holders of Sylios Corp common stock, (OTC Pink: UNGS), as of the close of business January 31, 2017.

If I buy shares of Sylios Corp on February 1, 2017 or after will I receive shares of GCC?

No.

How many shares will I receive?

You will receive 1 share of common stock of GCC for every 500 shares of common stock you own of UNGS.

What happens if I do not own 500 shares exactly?

In lieu of issuing fractional shares in connection with the stock dividend, the company will round fractional shares up to the next whole share.

Do I need to contact my broker about the stock dividend?

No. On the Payment Date, GCC’s transfer agent will send out the newly issued shares of GCC common stock to those Broker-Dealers and individuals holding certificates (“certificated shares”). Pacific Stock Transfer will act as GCC’s transfer agent.

Once I receive my shares, can I sell them immediately?

No. GCC is filing an initial Registration Statement (“S-1”) with the Securities and Exchange Commission (“SEC”) to register the shares being issued as per the stock dividend. Once the S-1 is deemed effective by the SEC, shareholders of GCC may sell those shares which were registered.

Is there any cost to me to register my shares of GCC?

No.

Is there a stock symbol for GCC?

During the registration process, the Company will file an application with the Financial Industry Regulatory Authority ("FINRA") for its trading symbol as well as an application with Cusip for its cusip number. Once both are received, the Company will update shareholders.

If I have any questions, who may I contact?

Please contact the Company at dividend@sylios.com.

Friday, January 6, 2017 - Sylios Corp Announces Record Date for
Spin-Off of The Greater Cannabis Company, LLC

http://www.sylios.com/wp-content/uploads/2017/01/1-6-2017-Sylios-Announces-Record-date-for-Spin-Off.pdf

ST. PETERSBURG, FL / ACCESSWIRE / January 6, 2017 / Sylios Corp (OTC PINK: UNGS), a holding company with operations engaged in the exploration and development of oil and natural gas properties, site specific real estate development, holdings in equities, corporate debt and alternative investments is pleased to update shareholders of important dates pertaining to the spin-off of the Company's wholly owned subsidiary, The Greater Cannabis Company, LLC.

On December 28, 2016, Sylios Corp announced that it would spin-off 80.01% of its wholly owned subsidiary, The Greater Cannabis Company, LLC through a pro rata stock distribution to holders of its common stock. Prior to the spin-off, the Company will file a Notice of Conversion with the State of Florida to effectively converting the subsidiary from a limited liability company to a Florida for profit corporation and change the Company's name to The Greater Cannabis Company, Inc. (the new "GCC"). In the newly filed Articles of Incorporation for the Subsidiary, it will designate 500 million shares for Common stock and 10 million shares for Preferred stock.

The Record date for the stock dividend is set at February 3, 2017 with the Ex-Dividend date at February 1, 2017. The stock dividend will be payable February 13, 2017 to shareholders. In order for shareholders to receive the stock dividend, they must own shares of Sylios Corp prior to the Ex-Dividend date. Sylios Corp's common stock will begin trading ex-dividend at the open on February 1, 2017.

Shareholders of Sylios Corp entitled to receive the dividend will receive 1 share of GCC common stock for every 500 shares of Sylios Corp common stock owned. In lieu of issuing fractional shares in connection with the stock dividend, the company will round fractional shares up to the next whole share.

The Company's transfer agent, Pacific Stock Transfer, will distribute shares of GCC on the payment date to certificated shareholders. Shareholders are not required to submit any information to the Company's transfer agent to receive the newly issued GCC shares of common stock. Pacific Stock Transfer will also act as the transfer agent for GCC.

Shareholders should direct any questions pertaining to the stock dividend to dividend@sylios.com. The Company has established an information page, http://www.sylios.com/stockdividend, with details on the transaction.


TUESDAY, January 3, 2017 - Current with the State of Florida
Wednesday, December 28, 2016: BIG NEWS

Sylios Corp to Spin-Off its Wholly Owned Subsidiary, The Greater Cannabis Company, LLC, to Shareholders

https://www.accesswire.com/451847/Sylios-Corp-to-Spin-Off-its-Wholly-Owned-Subsidiary-The-Greater-Cannabis-Company-LLC-to-Shareholders

On December 16, 2016, the Company's Board of Directors approved a corporate action to file a Notice of Conversion with the State of Florida for its subsidiary, The Greater Cannabis Company, LLC, which will convert the subsidiary from a limited liability company to a for profit corporation. The Subsidiary's name will change to The Greater Cannabis Company, Inc. ("GCC"). In the newly filed Articles of Incorporation for the Subsidiary, it will designate 500 million shares for Common stock and 10 million shares for Preferred stock.

Shareholders of Sylios Corp, as of the close of business on January 20, 2017 (the "Record Date"), will receive 1 share of GCC common stock for every 500 shares of Sylios Corp common stock owned. The transaction will be treated as a stock dividend. The Company currently anticipates an Ex-Dividend Date (Ex-Date) of February 10, 2017. Both dates are subject to change. The Company will release information the first week of January 2017 with definitive dates and further information.

After the spin-off, the Company will retain a 19.99% interest in GCC, with 80.01% of the common shares of GCC distributed to Sylios common shareholders. The total number of common shares of GCC post spin-off will be approximately 27.5 million. The Company will release additional instructions prior to the Record Date.

GCC will undergo a two-year audit during the month of January and then file its initial registration statement with the Securities and Exchange Commission to be a fully reporting company. The Company plans on listing GCC on the OTCMarkets OTCQB market place. The Company anticipates shares of GCC to begin trading as a standalone entity during the 1st Quarter of 2017. A new corporate website for GCC will go "live" prior to the Record Date.

Post-split, GCC intends on filing a Registration Rights offering for its existing shareholders. The offering will give each shareholder the right to purchase additional units in GCC for a defined period of time. Shareholders will have the right to purchase additional units of GCC at a fixed price of $.25/unit for a total equity raise of $500,000.00. In the event the Rights Offering is fully subscribed, GCC will have 29.5 million common shares outstanding with a market capitalization of $7.4 million. The Company plans to use the proceeds from the rights offering to provide equity capital to support the continuing execution of the Company's growth strategy plans, acquisitions and general business development.




December 22, 2016: Greater Cannabis Company Twitter Page found by poster: Secret Service

https://mobile.twitter.com/GreaterCannabis




December 16, 2016: OTC Markets Supplemental Information Posted

Current Report - GCC Notice of Conversion to Corporation

https://www.otciq.com/otciq/ajax/showFinancialReportById.pdf?id=164282

Item 5.03. Amendments to Articles of Organization or Bylaws; Change in Fiscal Year. On December 14, 2016, Sylios Corp (the “Company”) filed a Current Report with OTC Markets stating that it would file an Amended and Restated Articles of Incorporation for its wholly owned subsidiary, The Greater Cannabis Company, LLC (the “Subsidiary”). The Board of Directors voted on December 16, 2016 to forgo this corporate action and has elected to file a Notice of Conversion for the Subsidiary.

The Company will file a Notice of Conversion for the Subsidiary, which will convert the Subsidiary from a limited liability company to a for profit corporation. The Subsidiary’s name will change to The Greater Cannabis Company, Inc. In the newly filed Articles of Incorporation for the Subsidiary, it will designate 500 million shares for common stock and 10 million shares for Preferred stock.

The corporate action of the Subsidiary is being implemented for the purpose of business expansion through acquisitions, joint ventures, licensing agreements and for a proposed going public transaction.





December 14, 2016: OTC Markets Supplemental Information Posted

Current Report - GCC Notice of Conversion to Corporation

http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=164117

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On December 13, 2016, the Board of Directors of the Company’s wholly owned subsidiary, The Greater Cannabis Company, LLC (the “Subsidiary”), voted and approved a corporate act to file an Amended and Restated Articles of Incorporation for the Subsidiary.

The Amended and Restated Articles of Incorporation of the Subsidiary will increase the Authorized common shares to 11 Billion. The corporate action of the Subsidiary is being implemented for the purpose of business expansion through acquisitions, joint ventures, licensing agreements and for a proposed going public transaction.

The increase in Authorized common shares of the Subsidiary will not affect the Authorized common shares of the Company.




December 13, 2016: News Article Mentions GREATER CANNABIS COMPANY

'Cannabis' Commercialization Taking Time; Individuals Can Plant 12 Pots Legally? Taxes On Discussion Table

http://www.newseveryday.com/articles/60282/20161213/cannabis-commercialization-taking-time-individuals-can-plant-12-pots-legally-taxes-on-discussion-table.htm

"In the meantime, The Greater "Cannabis" Company is looking at expanding the investment on medical/ recreational marijuana. The company is currently looking at private companies who may either invest or may go with joint ventures for the expansion."




Tuesday, December 13, 2016: Third Quarter Financials uploaded to the OTC Markets (AMENDED)

http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=164090




Monday, December 12, 2016: News Release

http://www.otcmarkets.com/stock/UNGS/news?id=146830

ST. PETERSBURG, FL / ACCESSWIRE / December 12, 2016 / Sylios Corp (OTC Pink: UNGS), a holding company with operations engaged in the exploration and development of oil and natural gas properties, site specific real estate development, holdings in equities, corporate debt and alternative investments is pleased to announce that the Company's wholly owned subsidiary, The Greater Cannabis Company, LLC, is actively seeking to expand its holdings in the medical/recreational marijuana sector.

On November 8, 2016, Florida voters passed Amendment 2 (formally known as the Florida Medical Marijuana Legislation Initiative). The amendment passed with a 71 percent approval. The amendment language allows for medical marijuana to be prescribed by doctors to patients of diseases such as HIV, glaucoma, post-traumatic stress disorder, ALS and Chron's disease.

The Company has elected to diversify its investment holdings concentrated around the medical/recreational marijuana sector. The Company is in active discussions with several private companies about either direct investments or joint ventures. Operational activities focus on alternative grow houses, cannabis business incubators and online portals to name a few. These opportunities were brought forward directly from the consulting efforts of the Company's outside consultant retained and announced in early 2016. The Company will update shareholders on the progress of the discussions as events develop.

Wayne Anderson, President of Sylios Corp, noted, "To help gain a better foothold in this new and exciting sector, we felt it was in the Company's best interest to branch out from our lone investment through our licensing agreement. We have had the opportunity to review numerous companies and investment opportunities and see very attractive potential in several. I expect 2017 to be an exciting year for the Company and shareholders as we look to maximize our investment potential through our cannabis subsidiary."

The Company's previously announced "GCC Superstore" will be placed out for bids for development and design.




Tuesday, December 6, 2016: News Release

http://www.otcmarkets.com/stock/UNGS/news/Sylios-Corp-is-Pleased-to-Announce-the-Company-is-Current-with-OTC-Markets?id=146607

ST. PETERSBURG, FL / ACCESSWIRE / December 6, 2016 / Sylios Corp (OTC Pink: UNGS), a holding company with operations engaged in the exploration and development of oil and natural gas properties, site specific real estate development, holdings in equities, corporate debt, and alternative investments, is pleased to announce that the Company has been upgraded to "Current" status with OTC Markets.

The Company posted its March, June and September 2016 Quarterly Reports and supplemental Issuer Information and Disclosure Statements last week with OTC Markets. The Company is in the process of filing the required documents with the State of Florida to bring it current as well as those for all subsidiaries.

The Company has elected to file a registration statement with the Securities and Exchange Commission during the 1st Quarter of 2017 to bring the Company back to fully reporting status. Management is currently interviewing two auditing firms for the two-year audit to accompany the registration statement.

In addition, the Company is actively working with counsel to address the DTC Chill status and will file its resolution with DTC in the coming weeks.




Monday, December 5, 2016: GREEN LIGHT
UNGS IS CURRENT




Friday, December 2, 2016 Attorney Letter is Posted

http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=163828




Wednesday, November 30, 2016: 3rd Quarter Financials were posted on OTC Markets

UNGS GOING CURRENT

http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=163633

http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=163621

http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=163633




Tuesday, November 22, 2016: UNGS Stop Sign changes to Yield on OTCmarkets.com
2nd Quarter Financials were posted: "Going Current"

http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=163621

http://www.otcmarkets.com/financialReportViewer?symbol=UNGS&id=163620




11/21/2016: Pacific Stock Transfer Company Current Share Structure Update

Issued: 7,379,059,028 (Was previously 8.1 B+)

Authorized: 9B

Restricted: 130,781,131

The issued dropped quite a bit since recent, he must have been doing some buy backs.




November 17, 2016: UNGS HAS A PULSE!

"Going Current"
Nov 17, 2016 Supplemental Information - Issuer Information and Disclosure Statement June 30, 2016 Active
Nov 17, 2016 Quarterly Report - June 30, 2016 Quarterly Report Jun 30, 2016 Active





May 16, 2016: Quaterly Report Update

1st Quarter Financials were posted to http://www.sylios.com website
May 16, 2016 Quarterly Report - March 31, 2016 Quarterly Report Dec 31, 2015 Active




"Patience is bitter, but its fruit is sweet."

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