A-1 Group Inc (AWON)

[j03]

Nobody going to talk about the news this morning?

The closing documents set forth the material terms and conditions of both the acquisition of AICPG as well as the change of control transaction previously announced this month as a letter of intent. Under the terms of the Share Exchange Agreement ("SEA"), the Company will be issuing 740,000,000 shares of Common Stock in exchange for all the membership units of AICPG outstanding, making AICPG a wholly owned subsidiary of the Company. In a related party transaction, pursuant to a Share Purchase Agreement ("SPA"), Ruben Padilla purchased all the issued and outstanding voting control shares of the Company from Lloyd Preston Jr. which are 6,000,000 shares of the Series "A" Preferred Stock and 1,000,000 shares of the Series "B" Preferred Stock.