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OMVS Breaking out .028 +12%. New management bringing a lot to the table.
Broke the wall solid trading.
OMVS breaking out now at .026.
Bid looking strong, ready to move.
OMVS a couple more hits and .025 will fall.
OMVS looking good.
OMVS Bid support coming in.
OMVS clear .026 and it's game on.
Agreed UF looks like it's being handled in a very professional manner. Thank You for all the solid DD on the OMVS board.
Very possible Pw a lot of people looking to get in.
If we get a 5-6 million share day this will pop hard.
Fantastic UF eyes are looking our way. I see we are still #1 on BB also.
OMVS The more research I do on OMVS the more I like it. This stock could be a serious contender.
IHSI All traders would be wise to keep IHSI in there sights.
With the small SS we have it could easily move a 100-150% in one day. But for a long term run 30-40% would be preferable.
From what I saw at the close yesterday it looks like the .001 test is in sight.
OMVS looks like a great trade UF. With it currently trading at .0249 and a 52 week high of .50 there's plenty of room to run.
OMVS 17,000,000 O/S, New management, Up 25% at .0249 on 1,431,000 shares traded. OMVS started moving late yesterday afternoon. Keep on watch.
OMVS 17,000,000 O/S, New management, Up 25% at .0249 on 1,431,000 shares traded. OMVS started moving late yesterday afternoon. Keep on watch.
OMVS 17,000,000 O/S, New management, Up 25% at .0249 on 1,431,000 shares traded. OMVS started moving late yesterday afternoon. Keep on watch.
Good Morning OMVS. Looking forward to continued breakout.
Thanks for the advice KT.
OMVS Up 25% to close at .0245 on 1,431,000 shares. New CEO ready to move.
OMVS DD COMPILED:
UPDATE AS OF TODAY, MARCH 29, 2017
An 8K was filed on February 22nd
Robert Wilson resigned as CEO. Garett Parsons has taken control of the ticker with 66.67% of ownership and voting rights.
As of March 29, 2017 the stock is trading at .018 with a total of 17,656,844 shares outstanding, equating to a very small $317,823 market cap prior to any substantive moves by the new CEO. Just to reach a market cap of 1M, this stock will be trading at .0566.
Background of Mr. Garett Parsons
With over 10 years of financial consulting for both private and public equity markets, Mr. Parsons has much experience in the field of asset valuation, funding structures and public release document generation. His education includes a Bachelor of Arts in Political Science/ Economics from California State University Sacramento, Sacramento, Ca. and Associate of Arts in Liberal Studies/ Business San Joaquin Delta College and West Hills College, Stockton/ Coalinga Ca.
On March 13, the last remaining officer was removed from Nevada SOS.
And for those attempting to disparage this company and its new direction with rumors of lawsuits, that information is
two years old and has been debunked over and over despite those attempting to drive the price down...
On October 12, 2015, we received notice that the Company had been sued in the United States District Court for the Central District of California.
The plaintiff alleges that we obtained certain trade secrets through a third party also named in the suit.
The case was dismissed in December 2015 for lack of jurisdiction.
In February 2016, we received notice that the Company had been sued in the Clark County District Court of Nevada.
The plaintiff alleges that we obtained certain trade secrets through a third party also named in the suit. We believe the suit is without merit and intend to vigorously defend it.
We have not accrued any liability for this lawsuit as we believe that the likelihood of an unfavorable outcome is remote.
THE COMPANY THAT FILED THIS LAWSUIT IS NO LONGER IN BUSINESS.
The Company Is Clean...
On February 27, 2017, Mr. Parsons named appeared on the updated filing with the Nevada Secretary of State's office.
On March 3, 2017, the subsequent filing mentioned in the 8K was filed like clockwork indicating a ten business day time window
on when Mr. Parsons would be officially in charge and in control of the company. https://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11908203
On March 07, the old management team was removed from OTCMarkets.com
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 7, 2017
ON THE MOVE SYSTEMS CORP.
(Exact name of registrant as specified in its charter)
Nevada
333-168530
27-2343603
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
701 N. Green valley Parkway, Suite 200
Henderson, NV
89074
(Address of principal executive offices)
(Zip Code)
Registrant ’ s telephone number, including area code : 702-990-3271
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On February 16, 2017, On the Move Systems Corp (the “Registrant” or “Company”) closed on a Share Purchase Agreement with Capital Venture Holdings LLC, a Wyoming Limited Liability Company (“LLC”) whereby the Company issued LLC 1,000 shares of Series F Preferred stock, representing all of the issued and outstanding shares of Series F to LLC in consideration for $5,000. Mr. Garett Parsons, an individual, is the sole and managing member of LLC.
In connection with the foregoing, the Company relied upon the exemption from registration under the Securities Act of 1933, as amended and the rules and regulations of the Securities and Exchange Commission thereunder, in reliance upon Section 4(a)(2) thereof and Regulation D thereunder.
To the extent required by Item 1.01 of Form 8-K, the information provided in response to Item 3.03 of this report is incorporated by reference into this Item 1.01.
The above description of the Share Purchase Agreement is filed as Exhibit 10.1 hereto and is incorporated herein by this reference.
Item 3.02 Unregistered Sales of Equity Securities.
The information provided in response to Item 1.01 of this report is incorporated by reference into this Item 3.02.
Item 3.03 Material Modification to Rights of Security Holders.
On February 8, 2017, the Company filed a Certificate of Designation for its Series F Preferred Stock with the Secretary of State of Nevada designating 1,000 shares of its authorized preferred stock as Series F Preferred Stock (“Series F”). The shares of Series F shall have a par value of $0.001 per share. The shares of Series F do not have any dividend rights, liquidation rights and are not redeemable. convertible into shares of common stock. The Series F have conversion rights as follows:
(a) Each share of Series F may be converted at any time following issuance into a number of fully paid and non-assessable shares of common stock determined by multiplying the number of issued and outstanding shares of common stock of the Company on the date of conversion by two and 22 100ths (2.22) and dividing the result by 1,000 (Conversion Price”).
For so long as any shares of the Series F Preferred Stock remain issued and outstanding, the vote of a majority of the Series F holders shall be required for the following: (a) altering or changing the rights, preferences, or privileges of any class of shares; (b) issuing any shares of any class of the Company’s stock; and (c) increasing the number of authorized shares of any class of the Company’s stock.
To the extent required by Item 3.03 of Form 8-K, the information provided in response to Item 1.01 of this report is incorporated by reference into this Item 3.03.
- 2 -
Item 5.01 Change in Control of Registrant.
On February 7, 2017, Panama Iphone Inc. (“Panama”), a significant shareholder of the Company, transacted for the sale (“Sale”) to Mr. Parsons, of 1,000,000 shares of Series E Preferred Stock held by Panama, representing all of the issued and outstanding shares of Series E Preferred Stock (“Series E”). The Series E are restricted securities. The Series E have the right to take action by written consent or vote based on the number of votes equal to twice the number of votes of all outstanding shares of common stock. As a result of the Sale and upon closing, Mr. Parsons shall have 66.67% of the voting power of all shareholders at any time corporate action requires a vote of shareholders.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain officers; Compensatory Arrangements of Certain Officers.
On February 16, 2017, Mr. Robert Wilson resigned in all officer capacities from the Company, and Mr. Parsons was appointed as Chief Executive Officer, Chief Financial Officer, President and Secretary. The resignation was not the result of any disagreement with the Company on any matter relating to our operations, policies or practices.
Effective upon the 10th day after the filing and mailing of an Information Statement required by Rule 14f-1 under the Securities Exchange Act of 1934, as amended (“Appointment Date”), Mr. Wilson will automatically resign as sole director. On such Appointment Date, Mr. Parsons will be appointed as the Company’s director.
Mr. Garett Parsons Age 34, Chief Executive Officer, Chief Financial Officer, President and Secretary
Background of Mr. Garett Parsons
With over 10 years of financial consulting for both private and public equity markets, Mr. Parsons has much experience in the field of asset valuation, funding structures and public release document generation. His education includes a Bachelor of Arts in Political Science/ Economics from California State University Sacramento, Sacramento, Ca. and Associate of Arts in Liberal Studies/ Business San Joaquin Delta College and West Hills College, Stockt
Statement Regarding Change in Majority of Directors Pursuant to Rule 14f-1 (sc 14f1)
Print
Alert
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
SCHEDULE 14F-1
___________________________________
Information Statement Pursuant to Section 14(f) of the
Securities Exchange Act of 1934 and Rule 14f-1 thereunder
ON THE MOVE SYSTEMS CORP.
(Exact name of registrant as specified in its charter)
Nevada
333-168530
27-2343603
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
701 N. Green valley Parkway, Suite,
200 Henderson, NV, 89074
(Address of principal executive offices)
_____________________________
(Former address if changed since last filing)
(702) 990-3271
(Registrant ’ s telephone number)
__________________________________________________________________________
NOTICE OF CHANGE IN THE MAJORITY OF THE BOARD OF DIRECTORS
__________________________________________________________________________
ON THE MOVE SYSTMS CORP.
701 N. Green Valley Parkway, Suite,
200 Henderson, NV, 89074
NO VOTE OR OTHER ACTION OF THE COMPANY’S STOCKHOLDERS IS REQUIRED IN CONNECTION
WITH THIS INFORMATION STATEMENT
WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY
INFORMATION STATEMENT
PURSUANT TO
SECTION 14(F) OF THE SECURITIES EXCHANGE
ACT OF 1934 AND RULE 14F-1 THEREUNDER
March 3, 2017
INTRODUCTION
This Information Statement is being mailed on or about March 3, 2017, to the holders of record at the close of business on February 24, 2017 (the “Record Date”) of the common shares, par value $0.001 per share (“Common Shares”) of On the Move Systems Corp., a Nevada corporation (the “Company”), in connection with the change of control and composition of the board of directors of the Company (the “Board of Directors”) Except as otherwise indicated by the context, references in this Information Statement to “Company,” “we,” “us,” or “our” are references to On the Move Systems Corp.
This Information Statement is being furnished pursuant to Section 14(f) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Rule 14f-1 promulgated thereunder. This Information Statement is being provided solely for informational purposes and not in connection with a vote of our shareholders.
WE ARE NOT SOLICITING YOUR PROXY. NO VOTE OR OTHER ACTION BY THE COMPANY’S
SHAREHOLDERS IS REQUIRED IN RESPONSE TO THIS INFORMATION STATEMENT.
CHANGE OF CONTROL AND CHANGE OF BOARD OF DIRECTORS
The change of control and change of Board of Directors shall become effective at the close of business on the 10 th day following the mailing of this Information Statement to the Company’s shareholders of record (“Effective Date”).
On February 7, 2017, Panama Iphone Inc. (“Panama”), a significant shareholder of the Company, transacted for the sale (“Sale”) to Mr. Parsons, of 1,000,000 shares of Series E Preferred Stock held by Panama, representing all of the issued and outstanding shares of Series E Preferred Stock (“Series E”). The Series E are restricted securities. The Series E have the right to take action by written consent or vote based on the number of votes equal to twice the number of votes of all outstanding shares of common stock. As a result of the Sale and effective on the Effective Date, Mr. Parsons shall have 66.67% of the voting power of all shareholders at any time corporate action requires a vote of shareholders.
On February 16, 2017, Mr. Robert Wilson submitted his resignation from our Board of Directors and appointed Mr. Parsons to our Board of Directors. This appointment results in a change of the majority of the Board of directors of the Company.
To the best of our knowledge, except as set forth in this Information Statement, the incoming director is not currently a director of the Company, did not hold any position with the Company nor has been involved in any transactions with the Company or any of our directors, executive officers, affiliates or associates that have not and are required to be disclosed pursuant to the rules and regulations of the SEC. To the best of our knowledge, none of the officers or incoming or existing directors of the Company has been the subject of any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time, been convicted in a criminal proceeding or been subject to a pending criminal proceeding (excluding traffic violations and other minor offenses), been subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting such person’s involvement in any type of business, securities or banking activities or been found by a court of competent jurisdiction (in a civil action), the SEC or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.
- 1 -
VOTING SECURITIES
As of the Record Date, 17,656,844 Common Shares were issued and outstanding with the holders thereof being entitled to cast one vote per share and 1,000,000 shares of Series E preferred stock issued and outstanding collectively representing 66.67% of the voting power.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth certain information as of the Record Date and gives effect to the above described transaction, with respect to the holdings of: (i) each of our current directors and named executive officers, (ii) each of the individuals who will be appointed as directors of Company on the Appointment Date, and (iii) all directors and executive officers as a group, including the new director. Other than those individuals named below, no holder owns 5% or more of Company’s common stock. To the best of our knowledge, each of the persons named in the table below as beneficially owning the shares set forth therein owns the shares directly and has sole voting power and sole investment power with respect to such shares, unless otherwise indicated. Unless otherwise specified, the address of each of the persons set forth below is the address of the Company. The information below is based on a total of 17,656,844, shares of the Company’s common stock outstanding as of the Record Date.
Name of
Beneficial Owner
Number of
Shares Held
% of
Common
shares
% of
Series E
Preferred
shares
% of
Series F
Preferred
shares
% of
voting
Control
of the
Company
Garett Parsons (1)
1,000,000 Series E Preferred Shares
_______
100%
_______
66.67%
Capital Venture Holdings
LLC (2)
1,000 Series F Preferred Shares
_______
_______
100%
_______
Robert Wilson (3)
0
0
0
0
0
Officers and Directors
as a group (2)
1,000,000 Series E Preferred Shares
1,000 Series F Preferred Shares
0
100%
100%
66.67%
Panama Iphone Corp.
1,684,467
0
0
0
9.54%
________________________
(1) To take effect on the Effective Date.
(2) Mr. Parsons is the sole member of Capital Venture Holdings LLC and is thus deemed beneficial owner of the shares.
(3) As of the date of this filing, Mr. Wilson serves as our sole director. On the Effective Date, Mr. Wilson’s resignation shall become effective as will Mr. Parsons’ appointment as director of the Company.
As of the date of this filing, there has not been any material plan, contract or arrangement (whether or not written) to which Mr. Parsons is a party in connection with his appointments at the Company.
CHANGES IN CONTROL
Other than what is disclosed herein, there are currently no arrangements which may result in a change in control of the Company.
On the Move Systems Corp.
701 N. Green Valley Parkway, Suite 200
Henderson, NV 89074
Phone: (702) 990-3271
www.onthemovesystems.com
With a small share structure and a new CEO in charge the company is ready to move forward.
Today we closed up 25% at .0249 on 1,431,000 shares traded.
We have a 52 week high of .51 so there is plenty of room to run.
OMVS DD COMPILED:
UPDATE AS OF TODAY, MARCH 29, 2017
An 8K was filed on February 22nd
Robert Wilson resigned as CEO. Garett Parsons has taken control of the ticker with 66.67% of ownership and voting rights.
As of March 29, 2017 the stock is trading at .018 with a total of 17,656,844 shares outstanding, equating to a very small $317,823 market cap prior to any substantive moves by the new CEO. Just to reach a market cap of 1M, this stock will be trading at .0566.
Background of Mr. Garett Parsons
With over 10 years of financial consulting for both private and public equity markets, Mr. Parsons has much experience in the field of asset valuation, funding structures and public release document generation. His education includes a Bachelor of Arts in Political Science/ Economics from California State University Sacramento, Sacramento, Ca. and Associate of Arts in Liberal Studies/ Business San Joaquin Delta College and West Hills College, Stockton/ Coalinga Ca.
On March 13, the last remaining officer was removed from Nevada SOS.
And for those attempting to disparage this company and its new direction with rumors of lawsuits, that information is
two years old and has been debunked over and over despite those attempting to drive the price down...
On October 12, 2015, we received notice that the Company had been sued in the United States District Court for the Central District of California.
The plaintiff alleges that we obtained certain trade secrets through a third party also named in the suit.
The case was dismissed in December 2015 for lack of jurisdiction.
In February 2016, we received notice that the Company had been sued in the Clark County District Court of Nevada.
The plaintiff alleges that we obtained certain trade secrets through a third party also named in the suit. We believe the suit is without merit and intend to vigorously defend it.
We have not accrued any liability for this lawsuit as we believe that the likelihood of an unfavorable outcome is remote.
THE COMPANY THAT FILED THIS LAWSUIT IS NO LONGER IN BUSINESS.
The Company Is Clean...
On February 27, 2017, Mr. Parsons named appeared on the updated filing with the Nevada Secretary of State's office.
On March 3, 2017, the subsequent filing mentioned in the 8K was filed like clockwork indicating a ten business day time window
on when Mr. Parsons would be officially in charge and in control of the company. https://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11908203
On March 07, the old management team was removed from OTCMarkets.com
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 7, 2017
ON THE MOVE SYSTEMS CORP.
(Exact name of registrant as specified in its charter)
Nevada
333-168530
27-2343603
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
701 N. Green valley Parkway, Suite 200
Henderson, NV
89074
(Address of principal executive offices)
(Zip Code)
Registrant ’ s telephone number, including area code : 702-990-3271
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On February 16, 2017, On the Move Systems Corp (the “Registrant” or “Company”) closed on a Share Purchase Agreement with Capital Venture Holdings LLC, a Wyoming Limited Liability Company (“LLC”) whereby the Company issued LLC 1,000 shares of Series F Preferred stock, representing all of the issued and outstanding shares of Series F to LLC in consideration for $5,000. Mr. Garett Parsons, an individual, is the sole and managing member of LLC.
In connection with the foregoing, the Company relied upon the exemption from registration under the Securities Act of 1933, as amended and the rules and regulations of the Securities and Exchange Commission thereunder, in reliance upon Section 4(a)(2) thereof and Regulation D thereunder.
To the extent required by Item 1.01 of Form 8-K, the information provided in response to Item 3.03 of this report is incorporated by reference into this Item 1.01.
The above description of the Share Purchase Agreement is filed as Exhibit 10.1 hereto and is incorporated herein by this reference.
Item 3.02 Unregistered Sales of Equity Securities.
The information provided in response to Item 1.01 of this report is incorporated by reference into this Item 3.02.
Item 3.03 Material Modification to Rights of Security Holders.
On February 8, 2017, the Company filed a Certificate of Designation for its Series F Preferred Stock with the Secretary of State of Nevada designating 1,000 shares of its authorized preferred stock as Series F Preferred Stock (“Series F”). The shares of Series F shall have a par value of $0.001 per share. The shares of Series F do not have any dividend rights, liquidation rights and are not redeemable. convertible into shares of common stock. The Series F have conversion rights as follows:
(a) Each share of Series F may be converted at any time following issuance into a number of fully paid and non-assessable shares of common stock determined by multiplying the number of issued and outstanding shares of common stock of the Company on the date of conversion by two and 22 100ths (2.22) and dividing the result by 1,000 (Conversion Price”).
For so long as any shares of the Series F Preferred Stock remain issued and outstanding, the vote of a majority of the Series F holders shall be required for the following: (a) altering or changing the rights, preferences, or privileges of any class of shares; (b) issuing any shares of any class of the Company’s stock; and (c) increasing the number of authorized shares of any class of the Company’s stock.
To the extent required by Item 3.03 of Form 8-K, the information provided in response to Item 1.01 of this report is incorporated by reference into this Item 3.03.
- 2 -
Item 5.01 Change in Control of Registrant.
On February 7, 2017, Panama Iphone Inc. (“Panama”), a significant shareholder of the Company, transacted for the sale (“Sale”) to Mr. Parsons, of 1,000,000 shares of Series E Preferred Stock held by Panama, representing all of the issued and outstanding shares of Series E Preferred Stock (“Series E”). The Series E are restricted securities. The Series E have the right to take action by written consent or vote based on the number of votes equal to twice the number of votes of all outstanding shares of common stock. As a result of the Sale and upon closing, Mr. Parsons shall have 66.67% of the voting power of all shareholders at any time corporate action requires a vote of shareholders.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain officers; Compensatory Arrangements of Certain Officers.
On February 16, 2017, Mr. Robert Wilson resigned in all officer capacities from the Company, and Mr. Parsons was appointed as Chief Executive Officer, Chief Financial Officer, President and Secretary. The resignation was not the result of any disagreement with the Company on any matter relating to our operations, policies or practices.
Effective upon the 10th day after the filing and mailing of an Information Statement required by Rule 14f-1 under the Securities Exchange Act of 1934, as amended (“Appointment Date”), Mr. Wilson will automatically resign as sole director. On such Appointment Date, Mr. Parsons will be appointed as the Company’s director.
Mr. Garett Parsons Age 34, Chief Executive Officer, Chief Financial Officer, President and Secretary
Background of Mr. Garett Parsons
With over 10 years of financial consulting for both private and public equity markets, Mr. Parsons has much experience in the field of asset valuation, funding structures and public release document generation. His education includes a Bachelor of Arts in Political Science/ Economics from California State University Sacramento, Sacramento, Ca. and Associate of Arts in Liberal Studies/ Business San Joaquin Delta College and West Hills College, Stockt
Statement Regarding Change in Majority of Directors Pursuant to Rule 14f-1 (sc 14f1)
Print
Alert
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
SCHEDULE 14F-1
___________________________________
Information Statement Pursuant to Section 14(f) of the
Securities Exchange Act of 1934 and Rule 14f-1 thereunder
ON THE MOVE SYSTEMS CORP.
(Exact name of registrant as specified in its charter)
Nevada
333-168530
27-2343603
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
701 N. Green valley Parkway, Suite,
200 Henderson, NV, 89074
(Address of principal executive offices)
_____________________________
(Former address if changed since last filing)
(702) 990-3271
(Registrant ’ s telephone number)
__________________________________________________________________________
NOTICE OF CHANGE IN THE MAJORITY OF THE BOARD OF DIRECTORS
__________________________________________________________________________
ON THE MOVE SYSTMS CORP.
701 N. Green Valley Parkway, Suite,
200 Henderson, NV, 89074
NO VOTE OR OTHER ACTION OF THE COMPANY’S STOCKHOLDERS IS REQUIRED IN CONNECTION
WITH THIS INFORMATION STATEMENT
WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY
INFORMATION STATEMENT
PURSUANT TO
SECTION 14(F) OF THE SECURITIES EXCHANGE
ACT OF 1934 AND RULE 14F-1 THEREUNDER
March 3, 2017
INTRODUCTION
This Information Statement is being mailed on or about March 3, 2017, to the holders of record at the close of business on February 24, 2017 (the “Record Date”) of the common shares, par value $0.001 per share (“Common Shares”) of On the Move Systems Corp., a Nevada corporation (the “Company”), in connection with the change of control and composition of the board of directors of the Company (the “Board of Directors”) Except as otherwise indicated by the context, references in this Information Statement to “Company,” “we,” “us,” or “our” are references to On the Move Systems Corp.
This Information Statement is being furnished pursuant to Section 14(f) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Rule 14f-1 promulgated thereunder. This Information Statement is being provided solely for informational purposes and not in connection with a vote of our shareholders.
WE ARE NOT SOLICITING YOUR PROXY. NO VOTE OR OTHER ACTION BY THE COMPANY’S
SHAREHOLDERS IS REQUIRED IN RESPONSE TO THIS INFORMATION STATEMENT.
CHANGE OF CONTROL AND CHANGE OF BOARD OF DIRECTORS
The change of control and change of Board of Directors shall become effective at the close of business on the 10 th day following the mailing of this Information Statement to the Company’s shareholders of record (“Effective Date”).
On February 7, 2017, Panama Iphone Inc. (“Panama”), a significant shareholder of the Company, transacted for the sale (“Sale”) to Mr. Parsons, of 1,000,000 shares of Series E Preferred Stock held by Panama, representing all of the issued and outstanding shares of Series E Preferred Stock (“Series E”). The Series E are restricted securities. The Series E have the right to take action by written consent or vote based on the number of votes equal to twice the number of votes of all outstanding shares of common stock. As a result of the Sale and effective on the Effective Date, Mr. Parsons shall have 66.67% of the voting power of all shareholders at any time corporate action requires a vote of shareholders.
On February 16, 2017, Mr. Robert Wilson submitted his resignation from our Board of Directors and appointed Mr. Parsons to our Board of Directors. This appointment results in a change of the majority of the Board of directors of the Company.
To the best of our knowledge, except as set forth in this Information Statement, the incoming director is not currently a director of the Company, did not hold any position with the Company nor has been involved in any transactions with the Company or any of our directors, executive officers, affiliates or associates that have not and are required to be disclosed pursuant to the rules and regulations of the SEC. To the best of our knowledge, none of the officers or incoming or existing directors of the Company has been the subject of any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time, been convicted in a criminal proceeding or been subject to a pending criminal proceeding (excluding traffic violations and other minor offenses), been subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting such person’s involvement in any type of business, securities or banking activities or been found by a court of competent jurisdiction (in a civil action), the SEC or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.
- 1 -
VOTING SECURITIES
As of the Record Date, 17,656,844 Common Shares were issued and outstanding with the holders thereof being entitled to cast one vote per share and 1,000,000 shares of Series E preferred stock issued and outstanding collectively representing 66.67% of the voting power.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth certain information as of the Record Date and gives effect to the above described transaction, with respect to the holdings of: (i) each of our current directors and named executive officers, (ii) each of the individuals who will be appointed as directors of Company on the Appointment Date, and (iii) all directors and executive officers as a group, including the new director. Other than those individuals named below, no holder owns 5% or more of Company’s common stock. To the best of our knowledge, each of the persons named in the table below as beneficially owning the shares set forth therein owns the shares directly and has sole voting power and sole investment power with respect to such shares, unless otherwise indicated. Unless otherwise specified, the address of each of the persons set forth below is the address of the Company. The information below is based on a total of 17,656,844, shares of the Company’s common stock outstanding as of the Record Date.
Name of
Beneficial Owner
Number of
Shares Held
% of
Common
shares
% of
Series E
Preferred
shares
% of
Series F
Preferred
shares
% of
voting
Control
of the
Company
Garett Parsons (1)
1,000,000 Series E Preferred Shares
_______
100%
_______
66.67%
Capital Venture Holdings
LLC (2)
1,000 Series F Preferred Shares
_______
_______
100%
_______
Robert Wilson (3)
0
0
0
0
0
Officers and Directors
as a group (2)
1,000,000 Series E Preferred Shares
1,000 Series F Preferred Shares
0
100%
100%
66.67%
Panama Iphone Corp.
1,684,467
0
0
0
9.54%
________________________
(1) To take effect on the Effective Date.
(2) Mr. Parsons is the sole member of Capital Venture Holdings LLC and is thus deemed beneficial owner of the shares.
(3) As of the date of this filing, Mr. Wilson serves as our sole director. On the Effective Date, Mr. Wilson’s resignation shall become effective as will Mr. Parsons’ appointment as director of the Company.
As of the date of this filing, there has not been any material plan, contract or arrangement (whether or not written) to which Mr. Parsons is a party in connection with his appointments at the Company.
CHANGES IN CONTROL
Other than what is disclosed herein, there are currently no arrangements which may result in a change in control of the Company.
On the Move Systems Corp.
701 N. Green Valley Parkway, Suite 200
Henderson, NV 89074
Phone: (702) 990-3271
www.onthemovesystems.com
With a small share structure and a new CEO in charge the company is ready to move forward.
Today we closed up 25% at .0249 on 1,431,000 shares traded.
We have a 52 week high of .51 so there is plenty of room to run.
No doubt UF, I already wish I had bought more today. Oh well, there's always tomorrow.
OMVS DD COMPILED:
UPDATE AS OF TODAY, MARCH 29, 2017
An 8K was filed on February 22nd
Robert Wilson resigned as CEO. Garett Parsons has taken control of the ticker with 66.67% of ownership and voting rights.
As of March 29, 2017 the stock is trading at .018 with a total of 17,656,844 shares outstanding, equating to a very small $317,823 market cap prior to any substantive moves by the new CEO. Just to reach a market cap of 1M, this stock will be trading at .0566.
Background of Mr. Garett Parsons
With over 10 years of financial consulting for both private and public equity markets, Mr. Parsons has much experience in the field of asset valuation, funding structures and public release document generation. His education includes a Bachelor of Arts in Political Science/ Economics from California State University Sacramento, Sacramento, Ca. and Associate of Arts in Liberal Studies/ Business San Joaquin Delta College and West Hills College, Stockton/ Coalinga Ca.
On March 13, the last remaining officer was removed from Nevada SOS.
And for those attempting to disparage this company and its new direction with rumors of lawsuits, that information is
two years old and has been debunked over and over despite those attempting to drive the price down...
On October 12, 2015, we received notice that the Company had been sued in the United States District Court for the Central District of California.
The plaintiff alleges that we obtained certain trade secrets through a third party also named in the suit.
The case was dismissed in December 2015 for lack of jurisdiction.
In February 2016, we received notice that the Company had been sued in the Clark County District Court of Nevada.
The plaintiff alleges that we obtained certain trade secrets through a third party also named in the suit. We believe the suit is without merit and intend to vigorously defend it.
We have not accrued any liability for this lawsuit as we believe that the likelihood of an unfavorable outcome is remote.
THE COMPANY THAT FILED THIS LAWSUIT IS NO LONGER IN BUSINESS.
The Company Is Clean...
On February 27, 2017, Mr. Parsons named appeared on the updated filing with the Nevada Secretary of State's office.
On March 3, 2017, the subsequent filing mentioned in the 8K was filed like clockwork indicating a ten business day time window
on when Mr. Parsons would be officially in charge and in control of the company. https://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11908203
On March 07, the old management team was removed from OTCMarkets.com
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 7, 2017
ON THE MOVE SYSTEMS CORP.
(Exact name of registrant as specified in its charter)
Nevada
333-168530
27-2343603
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
701 N. Green valley Parkway, Suite 200
Henderson, NV
89074
(Address of principal executive offices)
(Zip Code)
Registrant ’ s telephone number, including area code : 702-990-3271
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On February 16, 2017, On the Move Systems Corp (the “Registrant” or “Company”) closed on a Share Purchase Agreement with Capital Venture Holdings LLC, a Wyoming Limited Liability Company (“LLC”) whereby the Company issued LLC 1,000 shares of Series F Preferred stock, representing all of the issued and outstanding shares of Series F to LLC in consideration for $5,000. Mr. Garett Parsons, an individual, is the sole and managing member of LLC.
In connection with the foregoing, the Company relied upon the exemption from registration under the Securities Act of 1933, as amended and the rules and regulations of the Securities and Exchange Commission thereunder, in reliance upon Section 4(a)(2) thereof and Regulation D thereunder.
To the extent required by Item 1.01 of Form 8-K, the information provided in response to Item 3.03 of this report is incorporated by reference into this Item 1.01.
The above description of the Share Purchase Agreement is filed as Exhibit 10.1 hereto and is incorporated herein by this reference.
Item 3.02 Unregistered Sales of Equity Securities.
The information provided in response to Item 1.01 of this report is incorporated by reference into this Item 3.02.
Item 3.03 Material Modification to Rights of Security Holders.
On February 8, 2017, the Company filed a Certificate of Designation for its Series F Preferred Stock with the Secretary of State of Nevada designating 1,000 shares of its authorized preferred stock as Series F Preferred Stock (“Series F”). The shares of Series F shall have a par value of $0.001 per share. The shares of Series F do not have any dividend rights, liquidation rights and are not redeemable. convertible into shares of common stock. The Series F have conversion rights as follows:
(a) Each share of Series F may be converted at any time following issuance into a number of fully paid and non-assessable shares of common stock determined by multiplying the number of issued and outstanding shares of common stock of the Company on the date of conversion by two and 22 100ths (2.22) and dividing the result by 1,000 (Conversion Price”).
For so long as any shares of the Series F Preferred Stock remain issued and outstanding, the vote of a majority of the Series F holders shall be required for the following: (a) altering or changing the rights, preferences, or privileges of any class of shares; (b) issuing any shares of any class of the Company’s stock; and (c) increasing the number of authorized shares of any class of the Company’s stock.
To the extent required by Item 3.03 of Form 8-K, the information provided in response to Item 1.01 of this report is incorporated by reference into this Item 3.03.
- 2 -
Item 5.01 Change in Control of Registrant.
On February 7, 2017, Panama Iphone Inc. (“Panama”), a significant shareholder of the Company, transacted for the sale (“Sale”) to Mr. Parsons, of 1,000,000 shares of Series E Preferred Stock held by Panama, representing all of the issued and outstanding shares of Series E Preferred Stock (“Series E”). The Series E are restricted securities. The Series E have the right to take action by written consent or vote based on the number of votes equal to twice the number of votes of all outstanding shares of common stock. As a result of the Sale and upon closing, Mr. Parsons shall have 66.67% of the voting power of all shareholders at any time corporate action requires a vote of shareholders.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain officers; Compensatory Arrangements of Certain Officers.
On February 16, 2017, Mr. Robert Wilson resigned in all officer capacities from the Company, and Mr. Parsons was appointed as Chief Executive Officer, Chief Financial Officer, President and Secretary. The resignation was not the result of any disagreement with the Company on any matter relating to our operations, policies or practices.
Effective upon the 10th day after the filing and mailing of an Information Statement required by Rule 14f-1 under the Securities Exchange Act of 1934, as amended (“Appointment Date”), Mr. Wilson will automatically resign as sole director. On such Appointment Date, Mr. Parsons will be appointed as the Company’s director.
Mr. Garett Parsons Age 34, Chief Executive Officer, Chief Financial Officer, President and Secretary
Background of Mr. Garett Parsons
With over 10 years of financial consulting for both private and public equity markets, Mr. Parsons has much experience in the field of asset valuation, funding structures and public release document generation. His education includes a Bachelor of Arts in Political Science/ Economics from California State University Sacramento, Sacramento, Ca. and Associate of Arts in Liberal Studies/ Business San Joaquin Delta College and West Hills College, Stockt
Statement Regarding Change in Majority of Directors Pursuant to Rule 14f-1 (sc 14f1)
Print
Alert
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
SCHEDULE 14F-1
___________________________________
Information Statement Pursuant to Section 14(f) of the
Securities Exchange Act of 1934 and Rule 14f-1 thereunder
ON THE MOVE SYSTEMS CORP.
(Exact name of registrant as specified in its charter)
Nevada
333-168530
27-2343603
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
701 N. Green valley Parkway, Suite,
200 Henderson, NV, 89074
(Address of principal executive offices)
_____________________________
(Former address if changed since last filing)
(702) 990-3271
(Registrant ’ s telephone number)
__________________________________________________________________________
NOTICE OF CHANGE IN THE MAJORITY OF THE BOARD OF DIRECTORS
__________________________________________________________________________
ON THE MOVE SYSTMS CORP.
701 N. Green Valley Parkway, Suite,
200 Henderson, NV, 89074
NO VOTE OR OTHER ACTION OF THE COMPANY’S STOCKHOLDERS IS REQUIRED IN CONNECTION
WITH THIS INFORMATION STATEMENT
WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY
INFORMATION STATEMENT
PURSUANT TO
SECTION 14(F) OF THE SECURITIES EXCHANGE
ACT OF 1934 AND RULE 14F-1 THEREUNDER
March 3, 2017
INTRODUCTION
This Information Statement is being mailed on or about March 3, 2017, to the holders of record at the close of business on February 24, 2017 (the “Record Date”) of the common shares, par value $0.001 per share (“Common Shares”) of On the Move Systems Corp., a Nevada corporation (the “Company”), in connection with the change of control and composition of the board of directors of the Company (the “Board of Directors”) Except as otherwise indicated by the context, references in this Information Statement to “Company,” “we,” “us,” or “our” are references to On the Move Systems Corp.
This Information Statement is being furnished pursuant to Section 14(f) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Rule 14f-1 promulgated thereunder. This Information Statement is being provided solely for informational purposes and not in connection with a vote of our shareholders.
WE ARE NOT SOLICITING YOUR PROXY. NO VOTE OR OTHER ACTION BY THE COMPANY’S
SHAREHOLDERS IS REQUIRED IN RESPONSE TO THIS INFORMATION STATEMENT.
CHANGE OF CONTROL AND CHANGE OF BOARD OF DIRECTORS
The change of control and change of Board of Directors shall become effective at the close of business on the 10 th day following the mailing of this Information Statement to the Company’s shareholders of record (“Effective Date”).
On February 7, 2017, Panama Iphone Inc. (“Panama”), a significant shareholder of the Company, transacted for the sale (“Sale”) to Mr. Parsons, of 1,000,000 shares of Series E Preferred Stock held by Panama, representing all of the issued and outstanding shares of Series E Preferred Stock (“Series E”). The Series E are restricted securities. The Series E have the right to take action by written consent or vote based on the number of votes equal to twice the number of votes of all outstanding shares of common stock. As a result of the Sale and effective on the Effective Date, Mr. Parsons shall have 66.67% of the voting power of all shareholders at any time corporate action requires a vote of shareholders.
On February 16, 2017, Mr. Robert Wilson submitted his resignation from our Board of Directors and appointed Mr. Parsons to our Board of Directors. This appointment results in a change of the majority of the Board of directors of the Company.
To the best of our knowledge, except as set forth in this Information Statement, the incoming director is not currently a director of the Company, did not hold any position with the Company nor has been involved in any transactions with the Company or any of our directors, executive officers, affiliates or associates that have not and are required to be disclosed pursuant to the rules and regulations of the SEC. To the best of our knowledge, none of the officers or incoming or existing directors of the Company has been the subject of any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time, been convicted in a criminal proceeding or been subject to a pending criminal proceeding (excluding traffic violations and other minor offenses), been subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting such person’s involvement in any type of business, securities or banking activities or been found by a court of competent jurisdiction (in a civil action), the SEC or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.
- 1 -
VOTING SECURITIES
As of the Record Date, 17,656,844 Common Shares were issued and outstanding with the holders thereof being entitled to cast one vote per share and 1,000,000 shares of Series E preferred stock issued and outstanding collectively representing 66.67% of the voting power.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth certain information as of the Record Date and gives effect to the above described transaction, with respect to the holdings of: (i) each of our current directors and named executive officers, (ii) each of the individuals who will be appointed as directors of Company on the Appointment Date, and (iii) all directors and executive officers as a group, including the new director. Other than those individuals named below, no holder owns 5% or more of Company’s common stock. To the best of our knowledge, each of the persons named in the table below as beneficially owning the shares set forth therein owns the shares directly and has sole voting power and sole investment power with respect to such shares, unless otherwise indicated. Unless otherwise specified, the address of each of the persons set forth below is the address of the Company. The information below is based on a total of 17,656,844, shares of the Company’s common stock outstanding as of the Record Date.
Name of
Beneficial Owner
Number of
Shares Held
% of
Common
shares
% of
Series E
Preferred
shares
% of
Series F
Preferred
shares
% of
voting
Control
of the
Company
Garett Parsons (1)
1,000,000 Series E Preferred Shares
_______
100%
_______
66.67%
Capital Venture Holdings
LLC (2)
1,000 Series F Preferred Shares
_______
_______
100%
_______
Robert Wilson (3)
0
0
0
0
0
Officers and Directors
as a group (2)
1,000,000 Series E Preferred Shares
1,000 Series F Preferred Shares
0
100%
100%
66.67%
Panama Iphone Corp.
1,684,467
0
0
0
9.54%
________________________
(1) To take effect on the Effective Date.
(2) Mr. Parsons is the sole member of Capital Venture Holdings LLC and is thus deemed beneficial owner of the shares.
(3) As of the date of this filing, Mr. Wilson serves as our sole director. On the Effective Date, Mr. Wilson’s resignation shall become effective as will Mr. Parsons’ appointment as director of the Company.
As of the date of this filing, there has not been any material plan, contract or arrangement (whether or not written) to which Mr. Parsons is a party in connection with his appointments at the Company.
CHANGES IN CONTROL
Other than what is disclosed herein, there are currently no arrangements which may result in a change in control of the Company.
On the Move Systems Corp.
701 N. Green Valley Parkway, Suite 200
Henderson, NV 89074
Phone: (702) 990-3271
www.onthemovesystems.com
With a small share structure and a new CEO in charge the company is ready to move forward.
Today we closed up 25% at .0249 on 1,431,000 shares traded.
We have a 52 week high of .51 so there is plenty of room to run.
Absolutly UF no rest for the weary.
Agreed UF I'm lucky to be here.
OMVS #1 on the BB.
Great close. Can't wait for tomorrow.
Holding tight UF,we have a long way to go.
Looking very strong. Multi day runner here.
Glad to be here. DD looks very compelling
Hey UncleFester looks like you have a winner here.
It was nice to see VFIN get out of the way at .0001. Time to get the word out.
Some decent hits coming in.
It won't take much to get this past .001.
So far the most compelling reason to hold this stock is the small share structure and the lack of any selling.
The most likely reason is a court settlement. Other possibilities include buy out or reverse merger. Nothing for certain yet. This stock was a high flyer a couple years ago. They have cases aginst some very big companys.