1812 Brewing Company Inc (KEGS)

[crooked33]

As of July 1, 2007, Seaway Capital, Inc. controls 100% of our outstanding Series
B preferred stock after competing the purchase from GreenShift corporation. The
preferred shares are convertible into 80% of our Common Stock. As a result,
Seaway Capital, Inc. exerts a significant degree of influence over our
management and affairs and over matters requiring stockholder approval,
including the election of directors and approval of significant corporate
transactions. In addition, the concentration of ownership may delay or prevent a
change in control of us and might affect the market price of our commons stock,
even when a change in control may be in the best interest of all stockholder.
Furthermore, the interest of this concentration of ownership may not always
coincide with our interest or the interests of other stockholder and
accordingly, they could cause us to enter into transactions or agreements which
we would not otherwise consider.


The issuance of shares under our convertible debentures agreements could
increase the total common shares outstanding by 7%.