ProGreen US Inc. (fka PGUS)

[brunners]

Our board of directors approved the amendments to our Certificate of Incorporation to increase our authorized Common Stock from 250,000,000 shares to 750,000,000 shares on August 20, 2015. Our Company also received the written consent from a stockholder of our Company who is the beneficial owner of a majority of the outstanding shares of our Common Stock on August 20, 2015. Upon the expiration of the 20 day period required by Rule 14c-2 and in accordance with the provisions of the General Corporation Law of the State of Delaware, our Company intends to file a Certificate of Amendment to our Certificate of Incorporation to effect the amendment to increase our authorized Common Stock. The Certificate of Amendment will not be filed until at least 20 days after we file the Information Statement with the Securities and Exchange Commission and deliver the Information Statement to our stockholders of record.