EXAD .0031 8k's for merger and spinoff
Experience Art and Design is pleased to announce Metropolitan Dry Cleaners has executed a retainer agreement with Counsel to prepare its Form 10 for filing on or around January 17, 2017. The filing will automatically go effective sixty (60) days later, although Metropolitan could still be in its comment period. Once the Form 10 has been filed for Metropolitan, a Market Maker will file the Form 15c-211 with FINRA so the Company can begin trading. Since Metropolitan will be filing a 15c-211 the Company can apply for an exemption to the 30-day $0.01 or above rule with OTC Markets.
Experience Art and Design will in one filing with FINRA change its name, ticker, and spinoff Metropolitan to its shareholders in a registered spinoff. With the filing date just a few weeks away the record date for shareholders in EXAD to obtain shares of Metropolitan will be announced any day after December 26, 2016. Due to the proximity of the 2016 year-end holidays, there needs to be sufficient time for a record date and pay date prior to the filing.
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Experience Art and Design is pleased to announce the incoming company has agreed to bring all of their assets into EXAD in exchange for control of the company. The total value of the incoming company’s assets are expected to be between $7.5 and $8.2 million dollars for FY-2016, and over $10 million for FY-2017.
Experience Art and Design, Inc. recently announced via an 8-K the Company was entering into an agreement to acquire another company as a subsidiary to increase shareholder value while Metropolitan matured. EXAD also reported the incoming company had several million in assets and quarterly cash flow.
The new company will still be a subsidiary of EXAD and will continue with the plan to bring Metropolitan public next quarter via a Form 10 filing.
The transfer will not cause an increase in the Authorized Shares of EXAD.
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previously announced it is looking to bring in as a subsidiary. The incoming company will help boost shareholder value as well as EXAD’s balance sheet while Metropolitan Dry Cleaners matures. The new subsidiary has several million dollars in liquid assets, as well as consistent quarterly revenue. The completion of this action will allow EXAD to progress its corporate agenda at a faster pace without diluting shareholders. Upon closing EXAD will finally seek to change its name and ticker symbol.
British Columbia Securities Commission Cease Trade Order
Experience Art and Design has been working with the British Columbia Securities Commission “BCSC” to understand and seek a pathway to resolve the Cease Trade Order “CTO” that was placed on the Company by the Canadian regulatory authorities in 2014. Once the CTO in Canada is lifted, Management understands Canadian investors will once again be able to invest and trade in EXAD should they so desire.
EXAD’s understanding as a result of its work with the BCSC is that the CTO placed in 2014was instituted as a result of actions from two prior managements ago who were Canadian residents. EXAD as a corporation has always been registered and headquartered in the United States. The fact that Canadian residents were involved in the Company’s Management triggered a filing requirement which was subsequently not satisfied, and led to the CTO coming into effect.
DTC eligibility
Experience Art and Design has never been part of the DTC system, and thus some brokerages do not permit investing in EXAD. EXAD been in contact with counsel who can get the necessary DTCC Form filed for the Company so it can enter the DTC system for the first time.
Market liquidity
EXAD believes a combination of the CTO being lifted and the stock entering the DTC system will add additional market liquidity potential by allowing Canadian citizens and non-Canadian investors who use brokerages such as TD Ameritrade to invest in EXAD should they so desire.
