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Friday, 12/01/2017 5:13:16 PM

Friday, December 01, 2017 5:13:16 PM

Post# of 33515
$GRAS...FROM TODAY'S FILING: On November 28, 2017, the Company entered into a Letter of Intent (the “LOI”) with Ngen Technologies USA Corp, (“Ngen”), a Texas corporation. Ngen engages in the business of 3D technologies including automotive, mobile and display. Ngen has also developed new state-of-art automotive muffler/silencer technologies (hereinafter, the “Business”). The Company will acquire, free and clear of all liens, encumbrances, and liabilities, one hundred percent (100%) of Ngen’s muffler technology Business. The acquisition includes Ngen’s rights under its contracts, licenses, purchase orders, privileges, franchises and agreements, and all assets and property owned and used by Ngen in the Business. Pursuant to the LOI, the Company will issue 1,000 shares of Series E Preferred Stock, that will convert to 85% of the issued and outstanding shares of the Company on a fully diluted basis at the time of conversion. The Series E Preferred Stock automatically converts to common stock when the shares of common stock are available to accommodate the conversion.

The foregoing description of the LOI and its terms is qualified in its entirety by the full text of the LOI, which is filed as Exhibit 99.1 to, and incorporated by reference in, this report.

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