SMC Entertainment Inc (SMCE)

[Penny Stocks 2.0]

Closing Terms of $45,000,000 Deal >> The Genesis acquisition is scheduled to close on or before December 10th, 2021. Salient points of the SMC, Genesis transaction are set out as follows;

Pursuant to the Agreement:

the acquisition is valued at $45 million;
SMC will issue convertible Series B Preferred Shares ("Series B Preferred") with a redemption value equal to $45 million;
The Series B Preferred are convertible to common shares, in accordance with the SEC Rule 144 restrictions, at a discount of 10% to the preceding 10-day weighted average price prior to any conversion;
The new board is authorized to issue up to 20m warrants to Genesis stakeholders and other strategic partners, vendors and advisors at an exercise price of $1 per warrant with a 3-year exercise period from the date of issue;
Genesis shall be entitled to nominate two members to the board of directors and the management and executive team of the company will be expanded to reflect the new growth platform. The board will negotiate management and consulting agreements with the extended executive and management team;
Immediately on closing, SMC will perform a 2-year audit of its financial statements, attain a reporting issuer status with the SEC, undertake a company name and symbol change, and commence the process to up list to a senior public listing exchange; and
SMC will embark on a capital raise of $15 million for further expansion, acquisitions and working capital.