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Tuesday, 06/03/2008 9:36:51 AM

Tuesday, June 03, 2008 9:36:51 AM

Post# of 3365
QBYT - On June 2, 2008, KI Equity Partners V, LLC, a Delaware limited liability company (“KI Equity”), and Mr. Kevin R. Keating (“Keating”) entered into a Stock Purchase Agreement (the “KI/Keating Agreement”) with Mr. Glenn L. Halpryn #msg-29732919, as agent for certain investors in the Company (the “Investors”), pursuant to which KI Equity and Keating will sell to the Investors, and the Investors will purchase from KI Equity and Keating, an aggregate of 69,100,000 shares of Common Stock (the “KI/Keating Shares”), which KI/Keating Shares represent approximately 87% of the issued and outstanding shares of Common Stock. The aggregate purchase price for the KI/Keating Shares is $926,273.46, or approximately $0.0134 per share.

Also on June 2, 2008, the Investors entered into a Stock Purchase Agreement (the “Garisch Agreement”) with Garisch Financial, Inc., an Illinois corporation (“Garisch”), pursuant to which Garisch will sell to the Investors, and the Investors will purchase from Garisch, 5,500,000 shares of Common Stock (the “Garisch Shares”), which Garisch Shares represent approximately 6.9% of the issued and outstanding shares of Common Stock. The aggregate purchase price for the Garisch Shares is $73,726.54, or approximately $0.0134 per share. The Garisch Shares and the KI/Keating Shares are referred to as the “Shares.”

It is anticipated that the closing of the purchase of the Shares (the “Closing”) will occur approximately ten days after the later of the date of the filing of this Information Statement with the Securities and Exchange Commission (the “SEC”) or the date of mailing of this Information Statement to the Company’s shareholders. Pursuant to the terms of the KI/Keating Agreement, at the Closing, (i) the existing directors of the Company will increase the size of the Board to five directors, (ii) the existing directors and officers of the Company will resign effective upon the Closing, (iii) the existing directors will appoint the designees of the Investors detailed below to serve as the directors of the Company, and (iv) the existing directors will appoint Mr. Glenn L. Halpryn to serve as the President and Chief Executive Officer of the Company. As a result of these transactions, control of the Company will pass to the Investors (the “Change of Control”). After the Closing, the Investors will own approximately 94% of the issued and outstanding Common Stock.

As of May 14, 2008, the Company had 79,302,460 shares of Common Stock issued and outstanding and no shares of preferred stock, par value $0.0001 per share, issued and outstanding. Each share of Common Stock is entitled to one vote. Shareholders of QuikByte will have the opportunity to vote with respect to the election of directors at the next annual meeting of QuikByte shareholders.





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