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Saturday, May 27, 2017 12:14:36 PM
In June of 2011, the Company entered into an agreement to license and distribute the brands of Worldwide Beverage Imports, LLC ("WBI") in the eastern United States with brands to include KAH Tequila, Agave 99, Ed Hardy Tequila, Mexicali Beer, Chili Beer and Red Pig ale as well as various other products produced and imported by Worldwide Beverage Imports, together with extended credit terms and cash in return for the shares in the Company that would be no greater than 49% of the Company.
On November 1, 2011, the Company amended its agreement with Worldwide Beverage Imports. The Company was granted worldwide distribution rights on both the spirits and beer products of WBI. In connection with the agreement, the Company agreed to issue 2,454,545 additional restricted shares of common stock (the “Additional Shares”) to Worldwide at a purchase price of $0.55 per share in exchange for Worldwide forgiving a $300,000 loan owed by the Company to Worldwide and Worldwide delivering $1,050,000 in inventory to the Company, the sale proceeds of which are to be contributed to the capital of the Company.
Upon the completion of the purchase of the Initial Issuance and the Additional Shares and until one (1) year from the date of the completion of the close of the transaction, the Company agreed not to issue any additional shares of the Company without prior written consent of the Purchaser, provided that the Company may issue certain exempt issuances without the prior written consent of the Purchaser in accordance with the terms of the Purchase Agreement.
As of January 31, 2013, the Company defaulted on its license agreement with WBI and subsequently WBI stopped shipping its KAH tequila and all other products as of January 31, 2013.
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