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Like Emeril Lagasse would say BAM! Oh yeah, babe! $TIC-TOC$ its COMING$$$$
GO EWLL
Can I get a W( $ )( $ )T W( $ )( $ )T !!!
GO EWLL
Once it starts there will be no stopping it...up up and away. I wont be one of the chasers lol
GO EWLL
Every opportunity I'm given to buy 0001 or lower I will be buying...buying when this starts its move up it is going to FLY!@!@!
EWLL
Two words for yah...I'm Retiring ....They stated that the corvid numbers are atleast 10x higher than being reported. States going back into lock down= more telehealth BOOST
GO EWLL
I'm holding over 1XX Milly im expecting amazing news here REAL SOON$$$
EWLL is going to amaze many $$$$GET READY$$$$
Let's get those 3's + printing again!!!!
GO EWLL: RUN BABY RUN!!!!
Slap-That-Ask we have to burn up those 2's
EWLL
It would be nice to see some news here...its been awhile since we had a company update.
EWLL
We need more intel from the company to see where we are at this point. The Corvid-19 and new telehealth guidelines have opened up OPPORTUNITIS here that were not there in the past. Now earnings and usage data will speak volumes.
EWLL
$$$$$$$$$$
Just think about your statement. Take the time and read there filings in full to get a better understanding of why. It's all there in black and white just have to read there whole Story and interests.
Agree. $$$$The EWLL strong will get bank$$$$
(LRDG)Lord Global Corporation to 27 Health Holdings Corp.
Proxy Statement - Other Information (preliminary) (pre 14c)
July 10 2020 - 12:58PM
Edgar (US Regulatory) Print
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14C INFORMATION
Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934
Check the appropriate box:
[X] Preliminary Information Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2))
[ ] Definitive Information Statement
Lord Global Corporation
(Name of Registrant as Specified In Its Charter)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11.
1) Title of each class of securities to which transaction applies:
2) Aggregate number of securities to which transaction applies:
3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined):
4) Proposed maximum aggregate value of transaction:
5) Total fee paid:
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
1) Amount Previously Paid:
2) Form, Schedule or Registration Statement No.:
3) Filing Party:
4) Date Filed:
We Are Not Asking You for a Proxy and You are Requested Not To Send Us a Proxy
INFORMATION STATEMENT
LORD GLOBAL CORPORATION
318 N Carson St., Ste 208, Carson City, NV 89701
Tel: (816) 304-2686
To Our Stockholders:
This Notice and the accompanying Information Statement has been filed with the Securities and Exchange Commission (the SEC”) and is being furnished, pursuant to Section 14C of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), to the holders of Common Stock, par value $0.001 per share (the “Common Stock”) and to the holder (the “Preferred Stockholder”) of Series B Super Voting Preferred, par value $0.001 per share (the “Super Voting Preferred Stock”) of Lord Global Corporation, a Nevada corporation (the “Corporation”, “we,” “our” or “us”), as of July 8, 2020 (the “Record Date”) in connection with corporate actions taken by the Board of Directors of the Corporation (the “Board”) and the holder of a majority of the issued and outstanding voting capital stock of the Corporation, evidenced by the 1,000,000 outstanding shares of Series B Super Voting Preferred Stock having the power to vote with the holders of Common Stock (the “Majority Consenting Stockholders”), which actions were approved by written consent on July 8, 2020 (the “Joint Written Consent”), a copy of which is attached as Exhibit A hereto, pursuant to Section 78.320 of the Nevada Revised Statutes to:
(1) approve the amendment of the Corporation’s articles of incorporation in order to increase in the number of authorized shares of Preferred Stock, par value $0.001 per share, from one hundred million (100,000,000) shares of Preferred Stock to two hundred million (200,000,000) shares of Preferred Stock (the “Authorized Preferred Stock Share Increase”); and
(2) approve the amendment of the Corporation’s articles of incorporation in order to affect a name change from Lord Global Corporation to 27 Health Holdings Corp. (the “Name Change”).
The Corporation has received a written consent in lieu of a meeting of certain persons who are the holders of a majority of the Company’s shares of voting capital stock, consisting of the sole holder of the Series B Super Voting Preferred Stock (the “Super Voting Preferred Stockholder”). The Super Voting Preferred Stockholder is entitled to vote on all matters subject to a vote or written consent of the holders of the Company’s Common Stock, and on all such matters, the one (1) outstanding share of Super Voting Preferred Stock a number of votes equal to 68% of the total number of votes that all issued and outstanding shares of Common Stock and all other securities of the Company are entitled to, as of any such date of determination, voting together as a single class, on a fully diluted basis, it being the intention that the Super Voting Preferred Stockholder shall have effective voting control of the Company, on a fully diluted basis.
We have attached as Exhibit B hereto a form of the proposed Articles of Amendment to the Articles of Incorporation to implement the Authorized Preferred Stock Share Increase and the Name Change (collectively, the “Corporate Actions”), which were ratified and approved by the joint Written Consent pursuant to the provisions of Section 78.320 of the Nevada Revised Statutes. The actions to be taken pursuant to the Joint Written Consent, attached as Exhibit A hereto, shall be taken at such future date as determined by the board of directors of the Corporation (the “Board”), as evidenced by the filing of the Articles of Amendment with the Secretary of State of the State of Nevada, but in no event earlier than the 20th day after the Definitive Information Statement is mailed or furnished to the stockholders of record as of the Record Date.
This Information Statement contains a brief summary of the material aspects of the Corporate Actions approved by the Board of the Corporation and the holders of the Super Voting Preferred Stock, which have voting rights to vote together with the holders of Common Stock, and constitute a majority of the voting power of the Corporation’s voting capital stock.
Authorized Capital Stock
Our Articles of Incorporation, as amended, provide to authorized capital stock consisting of: (i) 900,000,000 shares of common stock, par value $0.001 (“Common Stock”), of which 1,344,655 shares are outstanding on the Record Date; and (ii) 100,000,000 shares of preferred stock, par value $.001 per share (“Preferred Stock”), of which approximately 97 million shares of Preferred Stock are issued and outstanding on the Record Date.
In January 2020, pursuant to the Certificate of Designation, the Company authorized 1,000,000 shares of Series B Super Voting Preferred Stock, which shall have non-dilutable voting rights equivalent to 68% of all voting shares.
The Super Voting Preferred Stock has the following rights and privileges:
Voting – The holders of the Preferred Stock shall have non-dilutable majority voting rights of 68% over the entire capital structure.
Liquidation – In the event of any liquidation, dissolution, winding-up or sale or merger of the Company, whether voluntarily or involuntarily, each holder of Preferred Stock is entitled to receive, in preference to the holders of common stock, a per-share amount equal to the original issue price of $0.001 (as adjusted, as defined), plus all declared but unpaid dividends.
The Super Voting Preferred Stock was issued to the two principals of 27 Health, Inc., Joseph Frontiere, our CEO, and his wife, Alexandra Aizenshtadt, as compensation for on-going negotiations for revenue generating contracts, prior to the Share Exchange Agreement between the Corporation and 27 Health, Inc, dated February 7, 2020, as a result of which 27 Health, Inc. became a wholly owned subsidiary of the Corporation. As of the date of this information statement, no additional Series B Super Voting Preferred Stock shares are available for issuance.
This Information Statement is being sent to you, as a shareholder of record on July 8, 2020, for information purposes only and you are not required to take any action.
By Order of the Board of Directors:
/s/ Joseph Frontiere
Name: Joseph Frontiere
Title: Chief Executive Officer and Director
/s/ Alexandra Aizenshtadt
Name: Alexandra Aizenshtadt
Title: Chairman
July 10, 2020
We Are Not Asking You for a Proxy and You are Requested Not To Send Us a Proxy
ACTIONS TAKEN BY THE BOARD OF DIRECTORS AND MAJORITY CONSENTING STOCKHOLDERS
ACTION I
APPROVE THE AMENDMENT TO THE ARTICLES OF INCORPORATION TO AFFECT AN INCREASE IN THE AUTHORIZED PREFERRED STOCK CAPITAL
On July 8, 2020, the Board of Directors and Majority Consenting Stockholders, by their Joint Written Consent, approved the Authorized Preferred Stock Share Increase pursuant to which the number of shares of authorized Preferred Stock, par value $0.001, will be increased from 100,000,000 shares to 200,000,000 shares.
The Board of Directors believes that the increase in the number of authorized shares of Preferred Stock is in the best interests of the Company and its stockholders. The purpose of increasing the number of authorized shares of Preferred Stock is to have shares available for issuance for such corporate purposes as the Board of Directors may determine in its discretion, including, without limitation:
? conversion of convertible securities;
? retiring convertible debt;
? investment opportunities;
? future financings and other corporate purposes; and
? future acquisitions.
In order to facilitate our ability to raise additional capital in furtherance of our business plan, we may be expected to issue additional shares of Common Stock and Preferred Stock at the discretion of the Board of Directors. We have no present plans to issue additional shares of authorized Preferred Stock nor have we entered into any agreements or understandings that may require the issuance of any Preferred Stock. However, our Board of Directors and Majority Consenting Stockholders have determined that it is in the best interests of the Company and all our stockholders to have available authorized but unissued shares of Preferred Stock.
Effects of Authorization of Preferred Stock
As a result of the Authorized Preferred Stock Share Increase, we will be able to issue Preferred Stock from time to time, in one or more classes or series, having such designations, preferences, privileges and rights as the Board of Directors may determine. Our Board may determine to authorize as may be required for proper business purposes, including, among others, raising additional capital for ongoing operations, establishing strategic relationships with corporate partners and acquiring or investing in complementary businesses or products.
Although authorization of Preferred Stock is not intended to have any anti-takeover effect and is not part of any series of anti-takeover measures contained in any instruments or the Articles of Incorporation, as amended, or the Bylaws of the Company in effect on the date of this Information Statement, the Company’s stockholders should note that the availability of authorized and unissued shares Preferred Stock could make any attempt to gain control of the Company or the Board more difficult or time consuming and that the availability of additional authorized and unissued Authorized Capital might make it more difficult to remove management. Although the Board currently has no intention of doing so, shares of additional Preferred could be issued by the Board to dilute the percentage of voting rights owned by a significant stockholder and increase the cost of, or the number of, voting shares necessary to acquire control of the Board. Further, while the Board of Directors has no plan to issue any new shares of Preferred Stock, it does believe that having available shares of Preferred Stock for issuance in the future in connection with any proper business purpose will result in a better capital structure to grow our business.
ACTION II
AMENDMENT TO THE ARTICLES OF INCORPORATION TO EFFECT THE CHANGE IN THE NAME OF THE CORPORATION TO 27 HEALTH HOLDINGS CORP.
On July 8, 2019, the Board and the Majority Consenting Stockholders executed the Joint Consent, approving the filing with the State of Nevada of the Articles of Amendment to affect the name change of the Corporation from Lord Global Corporation to 27 Health Holdings Corp.
Reasons for the Name Change
The Corporation’s Board of Directors ratified, approved and recommended that the Corporation’s Majority Consenting Stockholder consent to the Name Change to more accurately reflect the Corporation’s new business plan. The Corporation, through its wholly owned subsidiary, 27 Health, Inc., is implementing its new business plan to establish itself as a reliable and dependable source for providing access to affordable, focused healthcare products and knowledge, as well as providing financial products catered to the growing target market of independent contractors, GIG economy workers, entrepreneurs and freelancers. We are focusing our efforts on revenue generating projects that we believe will benefit the market for our services, as well as our shareholders.
As a result of the foregoing, and to better reflect the Corporation’s shift from its previous operations the Board approved and recommended that the Corporation’s Majority Consenting Stockholders consent to approve the filing of Articles of Amendment to reflect the Name Change to 27 Health Holdings Corp. The Corporate Action implementing the Name Change is subject to filing with and approval by FINRA. At present, we do not intend to make application to FINRA to change our trading symbol from LRDG for the shares of the Corporation’s Common Stock on the OTC Market.
Effective Date
The Corporation will need to file the Articles of Amendment to implement the Corporation Actions to affect : (i) the Authorized Preferred Stock Share Increase; and (ii) the Name Change, by filing with the Secretary of State of the State of Nevada the amended articles of incorporation in order for the Name Change to become effective. Under federal securities rules and regulations, we may not file the Articles of Amendment until at least 20 days after the mailing of the Definitive Information Statement to our Stockholders.
The effectuation of the Authorized Preferred Stock Share Increase and the Name Change is subject to filing the Articles of Amendment following such 20-day period. In addition, while the Authorized Preferred Stock Share increase does not require FINRA approval, the Name Change is subject to and required the he receipt of approval from FINRA.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The following table lists the number of shares of Common Stock and Super Voting Preferred Stock (“Voting Capital Stock”) of our Company as of the Record Date that are beneficially owned by (i) each person or entity known to our Company to be the beneficial owner of more than 5% of the outstanding Common Stock and; (ii) each officer and director of our Company; and (iii) all officers and directors as a group. Information relating to beneficial ownership of Voting Capital Stock by our principal stockholders and management is based upon information furnished by each person using “beneficial ownership” concepts under the rules of the Securities and Exchange Commission. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within sixty (60) days. Under the rules of the SEC, more than one person may be deemed to be a beneficial owner of the same securities, and a person may be deemed to be a beneficial owner of securities as to which he/she may not have any pecuniary beneficial interest. Except as noted below, each person has sole voting and investment power.
The business address of each beneficial owner listed is in care of Lord Global Corporation, 318 N Carson St., Ste 208, Carson City, NV 89701, unless otherwise noted. Except as otherwise indicated, the persons listed below have sole voting and investment power with respect to all shares of our Common Stock owned by them, except to the extent that power may be shared with a spouse.
As of July 8, 2020, we had 1,344,655 of Common Stock and 1,000,000 shares of Super Voting Preferred Stock outstanding.
Name of Beneficial Owner (1) Common
Stock
Beneficially
Owned (2) Percentage of
Common Stock
owned Shares of
Series B
Preferred
Stock
Held (3) Percentage of
Series B
Preferred
Stock Held Number and Percentage of
Total Voting
Shares (4)
Joseph Frontiere, CEO, CFO and Director (1) 0 0.00 % 500,001 51 % 966,326 or 42.77 %
Alexandra Aizenshdadt, Chairman (1) 0 0.00 % 499,999 49 % 948,039 or 41.97 %
JA Ventures Incorporated (1) 1,000,000 74.37 % 0 0 % 0 %
Directors and Officers (2 people) 1,000,000 74.37 % 1,000,000 100 % 84.74 %
(1) The 1,000,000 shares of Common Stock beneficially owned by Joseph Frontiere and his wife, Alexandra Aizenshdadt, are held in the name of JA Ventures Incorporated, which entity is 50% owned by each.
(2) Applicable percentage ownership is based on 1,344,655 shares of Common Stock outstanding as of July 8, 2020. Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities. Shares of Common Stock that are currently exercisable or exercisable within 60 days of July 8, 2020 are deemed to be beneficially owned by the person holding such securities for the purpose of computing the percentage of ownership of such person, but are not treated as outstanding for the purpose of computing the percentage ownership of any other person.
(3) The 1,000,0000 shares of Super Voting Preferred Stock held by Joseph Frontiere, our CEO, and his wife, Alexandra Aizenshtadt have the right to vote in the aggregate, on all shareholder matters votes equal to 68% of the total shareholder vote on any and all shareholder matters. The Super Voting Preferred Stock will be entitled to this 68% voting right, representing at present 914,365 votes, based on the 1,344,655 shares of Common Stock outstanding, no matter how many shares of Common Stock or other voting stock of the Company’s stock are issued and outstanding in the future. In addition, Joseph Frontiere and his wife, Alexandra Aizenshdadt, through JA Ventures Incorporated, own 1,000,000 shares of Common Stock and, as a result, have total voting capital stock, including the Super Voting Preferred Stock, of 1,914,365 shares, representing 84.74% of the total voting capital stock of the Company.
(3) Applicable percentage of total voting capital stock is based on 2,259,020 votes consisting of 1,344,655 shares of Common Stock outstanding and 914,365 votes related to the Super Voting Preferred Stock as of July 8, 2020.
ADDITIONAL INFORMATION
The Corporation is subject to the filing requirements of the Exchange Act, and in accordance therewith files reports, proxy/information statements and other information including annual and quarterly reports on Form 10-K and 10-Q (the “Exchange Act Filings”) with the SEC. Reports and other information filed by the Corporation can be inspected and copied at the public reference facilities maintained at the Commission at 100 F Street, NE Washington, D.C, 20549. Copies of such material can be obtained upon written request addressed to the Commission, Public Reference Section, 100 F Street, NE Washington, D.C 20549, at prescribed rates. The Commission maintains a web site on the Internet (http://www.sec.gov) that contains reports, proxy and information statements and other information regarding issuers that file electronically with the Commission through the Electronic Data Gathering, Analysis and Retrieval System (“EDGAR”).
We will provide without charge an information statement upon written or oral request of such person by first class mail or other equally prompt means within one business day of receipt of such request, a copy of any and all of the information that has been incorporated by reference in this proxy statement (not including exhibits to the information that is incorporated by reference unless such exhibits are specifically incorporated by reference into the information that the proxy statement incorporates). Such requests should be directed to the address and phone number indicated below. This includes information contained in documents filed subsequent to the date on which definitive copies of the proxy statement are sent or given to security holders, up to the date of responding to the request.
By order of the Board of Directors:
LORD GLOBAL CORPORATION
318 N Carson St., Suite 208
Carson City, NV 89701
Tel: (816) 304-2686
July 10, 2020
Grab these gift lows while you can!! Change in the tide coming real soon and this opportunity to get in at this level will be long gone and you will be chasing the fast ride up....
GO EWLL
They also could have received Government loans or grants for funding like SBA EIDL..... We got great news coming very soon. I have been loading loading loading.
EWLL
Maybe something about ATI, our current volume of appointments maybe if we have other companies using our PHZIO platform ect. If the 250k and 10M funding has been received from LRDG ect....
EWLL
Maybe they will drop us a PR today with some info to chew on until Q2 and 8K get released.
GO EWLL
Morning-I can already smell the $$$$Money$$$$
EWLL
My DD says it is a money maker but that is my leg work. Do your DD and form your own opinion. GL
$$$$Yummy reeled in more .0001's this morning$$$$
EWLL
I'm thinking we get some news this coming week. GLTA
EWLL
Couldn't help myself today, my first boat is loaded so I bought another to start filling $$$$EWLL$$$$
GO EWLL
When the lunch hour wraps up i expect to see surge in buys....
EWLL
#17 GO EWLL
#25 now and climbing FAST
#36 on breakout board and moving up!!
EWLL
Sell of drying up have to hit those 2's now ?
PR-8K-Q2 right around the corner Equals $$$$EWLL$$$$
GO EWLL
Telehealth is our new norm and here to stay and PHZIO is the popular platform we are about to get paid$$$$
GO EWLL
Everyone with some backbone will be handsomely rewarded. Alot of shares trading hands right now. BOOM TIME COMING!!!
EWLL
When the PPS breaks free of these 2's the northward movement is going to be jaw dropping. July is here buckle up folks.
EWLL
Good Luck To All= GLTA
Should be a lot of positive news coming our way very soon GLTA
EWLL
Read line 6 in 5/08/2020 8k
6. In addition set fourth in Section 5 above, LRDG commits to file S-1 as soon as reasonably practicable, subject to expedited preparation of the S-1 and review by LRDG's independent auditors and council. LRDG reasonably expect that the S-1 to raise significant equity proceeds that could equal 10 million or more for EWLL and further expects that the S-1 will be declared effective by the SEC and that EWLL will receive the large funding by or about July 1, 2020
So where is this 8k that was supposed to be released?
Management needs to get their heads out of there a** and get us some news. The bleeding is relentless.
He keep referring to the PHIZO platform as ATI platform...Possible platform buyout?
Brett Windsor is going on and on how much he loves the platform and how great the development of it is.