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Re: trader53 post# 6028

Saturday, 02/14/2015 6:15:12 PM

Saturday, February 14, 2015 6:15:12 PM

Post# of 7605
SUGO done deal CHANGE IN NAME OF COMPANY
By a Majority Vote of the Shareholders of American Mineral Group, Inc. the Company changed its name effective January 9, 2015 to CaerVision Global, Inc. in order to better reflect a major shift in its future strategy which will focus on pursuing technological opportunities in the healthcare industry that have been presented to it. Item 1.01 Entry into a Material Definitive Agreement


On January 26, 2015, CaerVision Global, Inc., a Nevada corporation (the “Company”) entered into a Stock Purchase Definitive Agreement (the “Agreement”) with Vitall, Inc., a Delaware corporation (“Vitall”). Pursuant to the terms of the Agreement, the Company agreed to acquire all of the issued and outstanding capital stock of Vitall in exchange for certain consideration as set forth in the Agreement.


In accordance with the terms of the Agreement, the Company agreed to a share exchange in which:


·

Settlements with various debt holders in which prior officers, directors, preferred shareholders, and current common shareholders would receive twenty five percent (25%) of the post-merger issued and outstanding shares; and


·

Current Vitall, Inc. shareholders would receive seventy five percent (75%) of the post-merger issued and outstanding shares.


·

In addition, Jack Zhang, CEO of Vitall, Inc. will be appointed as President and CEO, and a Director of CaerVison Global, Inc. Simultaneously, Frederick Pucillo, Jr. will retire from his positions as President and Director.


·

Erwin Vahlsing, Jr. will remain as Chief Financial Officer and a director, and Thomas Craft, Jr. will also remain as a director of the Company.



SECTION 2 – FINANCIAL INFORMATION


ITEM 2.01 – COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS;


The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the completion of acquisition of assets is incorporated by reference into this Item 2.01.



SECTION 3 – SECURITIES AND TRADING MARKETS


Item 3.02 Unregistered Sales of Equity Securities


The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the unregistered sales of equity securities is incorporated by reference into this Item 3.02.


Pursuant to the Agreement, the Company will issue 15,000,000 shares of its Common Stock to the shareholders of Vitall, Inc.


The issuance of the shares is exempt from registration in reliance upon Section 4(2) and/or Regulation D of the Securities Act of 1933, as amended.


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