From the 8-k filed on pinksheets friday in AH (no news yet)
Item 1.01 Entries into Share Exchange Agreement with Castle Creek Silver, Inc.
On March 18, 2010 the Board of Directors of BTDG approved the Share Exchange Agreement with Castle Creek Silver, Inc. (Agreement) a company incorporated under the laws of the state of Idaho with offices located P.O. Box 1227, Wallace, Idaho 83873 and B-2 Digital, Corporation ("BTDG"). B-2 Digital Corporation has reached a valuation of assets of Castle Creek Silver Corp. and in doing so has agreed to exchange 1,800,000,000 restricted common stock of B-2 Digital shares to fall under Rule 144, in exchange of 6,000,000 common shares of Capital stock of Castle Creek Silver, Corp. representing 100% of the issued and outstanding shares. BTDG will assume no debt or liabilities.
New leases for mining properties are currently being negotiated and assumed by BTDG through its wholly owned subsidiary
Castle Creek Silver, Corp. Under this Agreement BTDG has purchased Castle Creek Silver Corp. (CCSC) and it will continue to operate as a wholly owned subsidiary of BTDG. The current management of CCSC under the direction of Ray De Mott current President of CCSC will remain and operate the entity as it has
in the past. B-2 Digital is a company geared to the future through Technology Development and Mineral Resources.
This acquisition has until December 31, 2010 to make the final closing. The Company is currently working to bring all of the financials together and ready to become a part of our next reporting for this period. The Company as of this date has not issued any press releases announcing this acquisition.
Item 1.02 Purchase of outstanding Note from Cimarron Capital Limited Group
On March 22, 2010 the Board of Directors of BTDG approved the Limited Assignment Agreement for the purchase of 100% of a Promissory Note dated April 16, 2004 executed by B-2 Digital,
Corp. to Robert C. Russell. Robert C. Russell sold the 100% of the Promissory note in March of 2009 to Cimarron Capital Limited Group (CCLG). In Exchange for 100% of this debt B2 Digital Corp. has agreed to issue restricted common share of stock under Rule144 BTDG to each of the CCLG Partners based upon
their percentage of ownership in the outstanding note. It was felt in the best interest of the Company to retire $800,000.00 of Debt to include incurred interest. To retire this debt the Company has agreed to issue 800,000,000 shares of restricted common stock BTDG. The issue of 800,000,000 shares of restricted common stock under Rule 144 will retire this debt of
$800,000.00 and will become effective with the issuance of said shares. The Company as of this date has not issued any press releases announcing this debt reduction.
Item 1.03 Approval of Debt Reduction Coast Communications Corporation
On January 4, 2010 the Board of Directors of BTDG approved the Debt Reduction as a part of a "Master Asset Purchase Agreement" signed on March 31, 2003. On January 4, 2010, B-2 Digital in exchange for forgiveness and cancellation of $463,578 of Principal with $83,444.16 in interest at 7.5% making a total of $547,020.00 did agree to issue 200,000,000 shares of Restricted common Stock under Rule 144 of B2 Digital. By and through the Board of Directors did further ratify and approve the
issuance of 300,000 Series A Preferred shares. Under this resolution a 120 day period was provided for the issuance of both types of stock. Left unresolved were the additional 700,000 Series A Preferred shares. The issuance of 200,000,000 shares of restricted common stock under Rule 144 will retire
$547,020.00 of debt and will become effective with the issuance of said shares that were to be issued no
later than May 4, 2010. The Company as of this date has not issued any press releases announcing this debt
reduction.
... so freely tradable shares remains 12.219.020...
AI
