BlueFire Equipment Corp (BLFR)

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NOTE 12. SUBSEQUENT EVENTS On February 28, 2024, BlueFire Equipment, Corp. (the “Company”), executed a Contribution Agreement (the “CA”) with Ram Cap, LLC. (“Ram Cap”), Ram
Cap contributed a total of $275,000 cash to the Company and assigned 10 LOIs secured with cash deposits with a combined approximate total value of
$209,000,000 from its controlling interest company, Ramirez Capital Holdings, LLC., with the plan to merge each company under LOI throughout the
calendar year 2024, starting Q2 2024. Additionally, Ram Cap assigned $30,000,000 out of its $185,000,000 secured line of credit from its controlling interest
company, Ramirez Capital, LLC. for 54,000,000 shares of the Company’s series A preferred stock. Furthermore, the shareholders of 45,000,000 shares of the
Company’s series A preferred stock that were issued in September 2023’s merger, converted their shares to common stock under a First Right of Refusal/LeakOut Agreement and canceled their series B preferred stock pursuant to the Contribution Agreement.
Pursuant to the Contribution Agreement, Kirk Yariger was succeeded by Dr. D Rene Ramirez as Chairman of the Board, while Kirk Yariger transitions to
manage Screaming Eagle Partners, LLC. and Screaming Eagle Energy, LLC. to focus on increasing production and expansion. Nickolas S. Tabraue continues
his executive roles and member of the Board of Directors and will be issued 4,000,000 shares of the Company’s series A preferred stock for his time and effort
throughout his term. Mathew Goldston continues his executive role while Jonas Crafts steps down from being a member of the Board of Directors and is
succeeded by T. Dan Powers. The Board of Directors will elect key individuals to the Company’s executive team and members to expand their Board of
Directors to 7 members.
The controlling director, Nicholas Tabraue, paid for multiple outlays during the year ending December 31, 2023 and 2022, totaling $24,909 and $12,030
respectively. The balance of these transactions is shown under related party loans in the balance sheet.
On April 26, 2024, after several months of not receiving critical operating and financial information from Screaming Eagle, and having established that some
of the information provided up front as part of the acquisition may be either incorrect or potentially fraudulent, the Company's board of directors decided it had
no alternative other than to unwind the acquisition as of the original date of September 27, 2023. The transaction was reversed in its entirety and the Company
is now looking for a new merger partner.