DONT FORGET.. ON TOP OF THE SHARES NICOLE AND HER HUSBAND SELL EVERY DAY.. HER AND DADDY HAVE A 40 MILLION DOLLAR OFFERING COMING AT YOU SOON.
1-A: Item 4. Summary Information Regarding the Offering and Other Current or Proposed Offerings
Summary Infomation
Check the appropriate box to indicate whether you are conducting a Tier 1 or Tier 2 offeringo Tier1 x Tier2
Check the appropriate box to indicate whether the financial statements have been auditedo Unaudited x Audited
Types of Securities Offered in this Offering Statement (select all that apply)
xEquity (common or preferred stock)
Does the issuer intend to offer the securities on a delayed or continuous basis pursuant to Rule 251(d)(3)?x Yes o No
Does the issuer intend this offering to last more than one year?o Yes x No
Does the issuer intend to price this offering after qualification pursuant to Rule 253(b)?x Yes o No
Will the issuer be conducting a best efforts offering?x Yes o No
Has the issuer used solicitation of interest communications in connection with the proposed offering?o Yes x No
Does the proposed offering involve the resale of securities by affiliates of the issuer?o Yes x No
Number of securities offered40000000
Number of securities of that class outstanding109262685
The information called for by this item below may be omitted if undetermined at the time of filing or submission, except that if a price range has been included in the offering statement, the midpoint of that range must be used to respond. Please refer to Rule 251(a) for the definition of "aggregate offering price" or "aggregate sales" as used in this item. Please leave the field blank if undetermined at this time and include a zero if a particular item is not applicable to the offering.
Price per security$
The portion of the aggregate offering price attributable to securities being offered on behalf of the issuer$ 40000000.00
The portion of the aggregate offering price attributable to securities being offered on behalf of selling securityholders$ 0.00
The portion of the aggregate offering price attributable to all the securities of the issuer sold pursuant to a qualified offering statement within the 12 months before the qualification of this offering statement$ 0.00
The estimated portion of aggregate sales attributable to securities that may be sold pursuant to any other qualified offering statement concurrently with securities being sold under this offering statement$ 0.00
Total (the sum of the aggregate offering price and aggregate sales in the four preceding paragraphs)$ 40000000.00
Anticipated fees in connection with this offering and names of service providers
Underwriters - Name of Service Provider
N/A
Underwriters - Fees$ 0.00
Sales Commissions - Name of Service Provider
N/A
Sales Commissions - Fee$ 0.00
Finders' Fees - Name of Service Provider
N/A
Finders' Fees - Fees$ 0.00
Audit - Name of Service Provider
M&K CPAs, PLLC
Audit - Fees$ 76320.00
Legal - Name of Service Provider
Law Offices of Craig V. Butler
Legal - Fees$ 30000.00
Promoters - Name of Service Provider
N/A
Promoters - Fees$ 0.00
Blue Sky Compliance - Name of Service Provider
Yes
Blue Sky Compliance - Fees$ 500.00
CRD Number of any broker or dealer listed:
Estimated net proceeds to the issuer$ 40000000.00
Clarification of responses (if necessary)
1-A: Item 5. Jurisdictions in Which Securities are to be Offered
Jurisdictions in Which Securities are to be Offered
Using the list below, select the jurisdictions in which the issuer intends to offer the securities
Selected States and Jurisdictions
ALABAMA
ALASKA
ARIZONA
ARKANSAS
CALIFORNIA
COLORADO
CONNECTICUT
DELAWARE
DISTRICT OF COLUMBIA
FLORIDA
GEORGIA
HAWAII
IDAHO
ILLINOIS
INDIANA
IOWA
KANSAS
KENTUCKY
LOUISIANA
MAINE
MARYLAND
MASSACHUSETTS
MICHIGAN
MINNESOTA
MISSISSIPPI
MISSOURI
MONTANA
NEBRASKA
NEVADA
NEW HAMPSHIRE
NEW JERSEY
NEW MEXICO
NEW YORK
NORTH CAROLINA
NORTH DAKOTA
OHIO
OKLAHOMA
OREGON
PENNSYLVANIA
RHODE ISLAND
SOUTH CAROLINA
SOUTH DAKOTA
TENNESSEE
TEXAS
UTAH
VERMONT
VIRGINIA
WASHINGTON
WEST VIRGINIA
WISCONSIN
WYOMING
PUERTO RICO
Using the list below, select the jurisdictions in which the securities are to be offered by underwriters, dealers or sales persons or check the appropriate box
Nonex
Same as the jurisdictions in which the issuer intends to offer the securitieso
Selected States and Jurisdictions
1-A: Item 6. Unregistered Securities Issued or Sold Within One Year
Unregistered Securities Issued or Sold Within One Year
None x
Unregistered Securities Act
(e) Indicate the section of the Securities Act or Commission rule or regulation relied upon for exemption from the registration requirements of such Act and state briefly the facts relied upon for such exemption
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