Such a BS artist. There is NO share exchange for the common holders . It is only for certain preferred stock holders. The fact you continue to portray this falsehood should make those who think your some kind of savant realize you're a clown. FROM THE SEC FILING, as you will see, if you can read...NOTHING ABOUT EMGE COMMON HOLDERS..ONLY PREF STOCK GETS THE EXCHANGE. But again, you're just swapping one POS for another:
This SHARE EXCHANGE AGREEMENT (the “Agreement”) is entered into as of this 20th day of February 2024, by and among Resonate Blends, Inc., a corporation duly organized and existing under the laws of the State of Nevada, located at 26565 Agoura Road, Suite 200, Calabasas, CA 91302, (hereinafter referred to as “KOAN”), Emergent Health Corp., a corporation duly organized and existing under the law of the State of Wyoming, located at One Marine Plaza, Suite 305A, North Bergen, NJ 07047 (hereinafter referred to as “EMGE”), and the Holders of Series Class A Preferred Stock, the C Convertible Non-Voting Preferred Stock and the Class F Preferred Stock of EMGE (the “EMGE Preferred Shareholders”). EMGE and the EMGE Preferred Shareholders are hereinafter referred to collectively as the “EMGE Parties” and are each, a “EMGE Party.” Each of KOAN, EMGE and the EMGE Preferred Shareholders are a “Party” and are together, the “Parties”.
WHEREAS, the EMGE Preferred Shareholders own 100% of the issued and outstanding equity interests of the Series A, Series C and Series F Preferred Stock of EMGE on a fully diluted basis, which collectively have more than a majority of all voting capital stock of EMGE (the “EMGE Equity Interests”);
WHEREAS, the EMGE Parties believe that it is in their respective best interests to exchange all of their respective EMGE Equity Interests for an equal number of issued and outstanding shares of preferred stock, of KOAN (the “KOAN Exchange Shares”), which will consist of a series of Preferred Stock that may convert into 93% of the common stock of KOAN on a fully diluted basis and the current shareholders of KOAN owning approximately 7% of the fully-diluted capitalization of KOAN, assuming all existing debt, as annexed hereto as Schedule A, has converted at $0.035 per share, prior to Closing (hereinafter referred to as, the “Exchange”), as more fully set forth in this Agreement;
