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Friday, 12/08/2017 3:16:13 PM

Friday, December 08, 2017 3:16:13 PM

Post# of 33515
$GRAS..2017 NOW..NOW.. MOST RECENT FILING IMPORTANT DETAILS -->>

https://ih.advfn.com/p.php?pid=nmona&article=76214529

$GRAS..MUST KNOW -->> PURCHASE ORDER FROM HYUNDAI MOTOR CARS..MONSTA GOODIES COMIN FOR THIS ONE!!~

https://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=12411202

THE VALUE OF THE HYUNDAI CONTRACT IS KEY..IF LARGE THEN WE HAVE A MONSTA RUNNER ON OUR HANDS~

975M = 15% of 6.5B, that's a tiny amount of shares out at this level.

Pursuant to the LOI, the Company will issue 1,000 shares of Series E Preferred Stock, that will convert to 85% of the issued and outstanding shares of the Company on a fully diluted basis at the time of conversion.


- Mr. Rhee founded CTX Virtual Technologies where the company’s revenue grew from nil to $230 million USD.

- At that time Seller shall deliver all intellectual properties and patents pertaining to Ngen’s Business (muffler/silencer technology) the muffler Purchase Order from Hyundai Motor Cars, All instruments and documents necessary to transfer Seller’s assets and technology of the Business to Buyer
https://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=12411202

From Filing:

The transfer of assets and the closing under this Agreement shall take place on January 8, 2018. The closing will be in Charlotte, NC. or Covington KY., as the Parties may agree. At that time Seller shall deliver all intellectual properties and patents pertaining to Ngen’s Business (muffler/silencer technology) the muffler Purchase Order from Hyundai Motor Cars, All instruments and documents necessary to transfer Seller’s assets and technology of the Business to Buyer. Seller shall at that time execute and deliver all papers and instruments suitable for filing and/or which are necessary to transfer ownership of the trade name to Buyer, and Buyer shall thereafter have the option to use said name in any manner or purpose associated with the Business. When that delivery is made to Buyer and when the Seller receives the delivery of the Purchase Price, the acquisition to Buyer shall be completed and effective, and the new majority shareholders shall have ownership and possession of the Buyer, including the Business.

On November 28, 2017, the Company entered into a Letter of Intent (the “LOI”) with Ngen Technologies USA Corp, (“Ngen”), a Texas corporation. Ngen engages in the business of 3D technologies including automotive, mobile and display. Ngen has also developed new state-of-art automotive muffler/silencer technologies (hereinafter, the “Business”). The Company will acquire, free and clear of all liens, encumbrances, and liabilities, one hundred percent (100%) of Ngen’s muffler technology Business. The acquisition includes Ngen’s rights under its contracts, licenses, purchase orders, privileges, franchises and agreements, and all assets and property owned and used by Ngen in the Business. Pursuant to the LOI, the Company will issue 1,000 shares of Series E Preferred Stock, that will convert to 85% of the issued and outstanding shares of the Company on a fully diluted basis at the time of conversion. The Series E Preferred Stock automatically converts to common stock when the shares of common stock are available to accommodate the conversion.

GRAS THE NEW CEO... July 2005 Mr. Rhee has been the President and Chief Executive Officer of Ngen Technologies USA Corp. (“Ngen”). The Company has signed a LOI with Ngen as further described below under Item 8.01. Upon closing of the transaction contemplated in the LOI, Mr. Rhee will own 500 shares of the Company’s Series E Preferred Stock which has conversion rights equal to 42.5% of the issued and outstanding common stock of the Company. Pursuant to the LOI, Mr. Rhee is to also be issued a new series of preferred stock that will have super majority voting rights of the Company.

From February 2010 to June 2015 Mr. Rhee served as President and CEO, principle engineer and a director CTX Virtual Technologies, Inc. (“CTX”). From 1986 to 2009, Mr. Rhee held executive positions with several multi-national corporations whereby he was responsible for strategic business initiatives including mergers and acquisitions, turnarounds and growth. Mr. Rhee served as an independent director to Vermeer Korea (Construction equipment), Samsung Group (Industrial Products) and Oncidium Health Group (Medical services). Mr. Rhee is a graduate from McGill University in Mechanical Engineering and Certified Management Accounting program (C.M.A.) and is a registered professional engineer. Mr. Rhee has also been named the Interim Chief Financial Officer of the Company.

On November 28, 2017, Mr. Edward Carter, age 61, was appointed to the BOD of the Company, and shall serve until his respective successor is duly elected and qualified.

In January 2015, Mr. Carter was a founding partner of Ngen, and currently serves as a member of their BOD and Secretary. The Company has signed a LOI with Ngen as further described below under Item 8.01. Upon closing of the transaction contemplated in the LOI, Mr. Carter will own 500 shares of the Company’s Series E Preferred Stock which has conversion rights equal to 42.5% of the issued and outstanding common stock of the Company. Mr. Carter’s experience includes all aspects of public company related issues with regards to SEC filings, mergers, acquisitions and corporate communications. Over the past 10 years he served as Director of Investor Relations for several small public companies. Mr. Carter has also been named Secretary of the Company.

On November 28, 2017, Dr. Jason Koo, age 57, was named Chief Executive Officer of the Company. Since 2013, Dr. Koo has served as Chief Technology Officer for Ngen. Dr. Koo holds a PhD in electronic engineering from Korea Aerospace University and is a recipient of several distinctions and awards for various patents. Dr. Koo has been active in C level positions for multiple public companies over the years. Prior to joining Ngen, Dr. Koo served as the CEO of Hwa Sound Source, a KOSDAQ listed company from 1994 – 2009 and CTO for Celluon from 2009 to 2013.

On November 29, 2017, Mr. David Lithwick, age 50, was appointed Chief Technology Officer (“CTO”) of the Company. Since 2013 Mr. Lithwick served as Ngen’s North American CTO. Mr. Lithwick has extensive engineering and software application experience, spanning 20 years. Prior to joining Ngen, he held various senior positions with well-known technology companies in Canada and in the USA including CTX, BNE Technologies, and ICC Healthcare Technology Group. Mr. Lithwick holds a degree in computer science from the University of Toronto.

Clifford M. Rhee, President & CEO
Mr. Rhee has served as President and CEO and a director of our company since inception. Mr. Rhee is a graduate from McGill University in the Mechanical Engineering and Certified Management Accounting programs (C.M.A). Mr. Rhee is a registered professional engineer. From 1986 to 2009, Mr. Rhee held executive positions with several multi-national corporations whereby he was responsible for strategic business initiatives including mergers & acquisitions, turnarounds and growth. In 2004, Mr. Rhee led a private investment group that acquired Thomas Equipment (name subsequently changed to Osiris Corporation) from McCain Foods Ltd., which eventually led to public listing on the American Stock Exchange. (AMEX: THM). Mr. Rhee served as President and a director of Thomas Equipment, Inc. and certain subsidiaries from November 2004 until June 2006. From June 2008 to February 2010, Mr. Rhee has served as President, CEO and a director of Oncidium Health Group, a medical services company which was later sold to a private equity fund. From 2009 – 2016, Mr. Rhee founded CTX Virtual Technologies where the company’s revenue grew from nil to $230 million USD.

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