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Re: aries4747 post# 22920

Monday, 11/07/2016 8:45:10 AM

Monday, November 07, 2016 8:45:10 AM

Post# of 23033
Nice. News out today following that 10Q.

On September 30, 2016, the Company authorized the issuance of 3,843,686 shares of Common Stock and 230,621 Shares of Series B Preferred Stock to Sack Lunch Productions, Inc. in exchange for the satisfaction and settlement of $2,190,895.52 in debenture principle and accrued interest owed to Sack Lunch by the Company that will be removed from the Company’s liabilities. The shares will be issued with a restrictive legend to Sack Lunch. The share values were discounted to 95%, which was greater than the $.0001 floor, based upon the conversion provisions of the Debenture, dated December 28, 2011 in the original amount of $2,359,800 and as amended on December 11, 2015.

In the above transactions, the Board of Directors relied upon Rule 506 of the Securities Act of 1933 in originally issuing the convertible debenture and in the subsequent issuances resulting from conversions of the debenture into common and preferred stock were done pursuant to Rule 4(2) of the Securities Act of 1933.

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