InvestorsHub Logo
Followers 137
Posts 48506
Boards Moderated 0
Alias Born 10/27/2016

Re: RMS555 post# 246892

Friday, 09/27/2024 1:36:24 PM

Friday, September 27, 2024 1:36:24 PM

Post# of 246900
sorry but YOU ARE WRONG!!! Brian McLain and Zachary Logan along with their two non disclosed paid promoters are the ones that are keeping KEGS stock down with their endless shares @ .0001.

Sorry that you have not done proper DD. Its all in KEGS latest disclosure. I suggest reading it instead of spreading false and misleading information.

As previously announced, 1812 Brewing Company, Inc. (the “Company”) had been in discussions with its two
convertible debenture (“CD”) holders and a third-party Trillium Partners LP (“Trillium”) to restructure and ultimately
eliminate convertible debt, plus accrued interest, that totaled $13,712,779 as of the period ended June 30, 2022.
As also reported, Trillium and the CD holders entered into an agreement to transfer this debt to Trillium. Elimination
of this debt was and is a top priority for the Company. In 2020 and 2021 alone, the accrued interest on these CDs
generated interest expense of $1.9 million. On October 17, 2022, the Company entered into a Settlement Agreement
and Stipulation with Trillium (“Settlement Agreement”), subject to court review and approval, whereby the Company
agreed to issue shares of common stock to Trillium pursuant to the Section 3(a)10 exemption at a discount of 35%
to the market price (versus a 50% discount that the Company was contractually obliged with the former Convertible
Noteholders). Full satisfaction of the Settlement Agreement would discharge the Company’s convertible debenture
liabilities for $8,486,342 of proceeds to the former CD holders, which represented a reduction of approximately $5
million (or approximately 37% of the outstanding obligations) to the original CD holders.
On October 25, 2022, the District Court of Maryland conducted a fairness hearing and approved the Settlement
Agreement. The Settlement Agreement capped the CD obligations by staying further interest accrual, and if satisfied
in full, the Settlement Agreement would satisfy the obligations altogether.

Over recent months several factors have made untenable the prospects of fully exercising the 3(a)(10) transaction
in its totality. Rapidly rising interest rates and that impact on small businesses like the Company have made market
conditions for shares of the Company softer recently than they had been in the months prior, and the prospects of
those market conditions are uncertain at best.
On July 12, 2023, the Company and Trillium entered into an agreement to end the transaction after the repayment
of Trillium’s first payment of $500,000 to the original debt holders (“Tranche 1”) has been made in full pursuant to
the terms of the Transaction. To date, Trillium has been repaid approximately $200,000 of the balance of the note
with 4,882,933,000 shares of common stock of the Company having been issued. The Company estimates that the
current balance of the debt of Tranche 1 stands at approximately $300k as of the date of this filing. To facilitate the
conclusion of this transaction and to cover any additional costs and fees associated with its conclusion, the Company
agreed to remit to Trillium an additional 800 million of the Company’s shares upon the full repayment of the balance
of Tranche 1, which shall represent the conclusion of the Transaction.
Upon repayment of Tranche 1 in full to Trillium, the debt – having been reduced by $500,000 and with no further
interest accrued during the entire period – will transfer back to the two original CD holders. The Company intends
to further negotiate with these two CD holders at that time.
On July 18th, the Company and Brian McLain agreed to restructure their consulting agreement, which resulted in
the cancellation of 625,000,000 shares of common stock and the issuance of a $200,000 convertible note.

OTC Pink Basic Disclosure Guidelines (v5.0 December 18, 2023)
March 1, 2024, Mr. McLain elected to convert the entire balance of his convertible debentures into 2 billion shares
of restricted common stock.