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Re: None

Wednesday, 08/13/2008 12:08:41 PM

Wednesday, August 13, 2008 12:08:41 PM

Post# of 85
Valuation based on the unregisterd private sales of stock range from .04 to .125 on the sales for which a price can be calculated.

Recent Sales of Unregistered Securities


We made the following unregistered sales of its securities from January 1, 2006 through December 31, 2007.


In August 2006, Mr. Armstrong appointed David J. Cutler as a new director of ours and subsequently resigned. Mr. Cutler to undertook to use his best efforts to accelerate the implementation of our business plan, settle our outstanding liabilities, bring our financial statements up to date, seek a listing for us on the OTC Bulletin Board, raise new equity and recruit a senior management team that would fully implement our proposed business plan. If we were to be unable to raise sufficient funds to grow our business organically but were able to obtain a listing on the OTC Bulletin Board the intention was to build our business through the purchase of paintball businesses and assets in return for the issue of shares of our common stock. There could be no assurance that this sequence of events could be successfully completed. In return for accepting his appointment with us, Mr. Cutler was issued with 2,530,376 shares of our common stock making him our controlling shareholder.


Effective August 31, 2006, Mr. Armstrong, our former director and officer, was issued 250,000 shares of our common stock as compensation for his services as a director.


In September 2006, one of our founding shareholders and a former officer of ours, Alton K. Smith, was issued 17,918 shares of our common stock as payment for $768 expenses he had incurred on our behalf.


In September 2006, one of our existing preferred shareholders was issued with 281,459 shares of our common stock as payment for a loan and accrued interest of $12,063 which he had made to us.


In December 2006, we appointed one consultant to update our existing business plan to reflect current developments within the paintball sector and a second consultant to seek out potential acquisitions for us within the paintball sector. These consultants were each remunerated with 100,000 shares of our common stock and deferred compensation payable upon the successful completion of their assignments.


During December 2006, we issued a further 50,000 shares of our common stock to each of three consultants (150,000 shares in total) who assisted us in bringing

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our affairs up to date and progressing the implementation of our business strategy and 697,674 shares of our common stock to Mr. Cutler, our Chief Executive Officer and director, to convert $30,000 of the debt he had provided to us into equity.


In December 2006, we appointed Jeffrey L. Perlmutter as a non-executive director and we issued Mr. Perlmutter 100,000 shares of our common stock as consideration for his appointment as a non-executive director.


In January and February 2007, shareholders holding 180,000 of our Series A Convertible Preferred Shares converted these Convertible Preferred Shares into 360,000 shares of our common stock.


In March 2007, we issued a further 697,674 shares of our common stock to Mr.

Cutler, our Chief Executive Officer and director, to convert a further $30,000 of the debt for advances he had provided to us into equity.


In April and May 2007, we issued 800,000 shares of our common stock at $0.125 per share for total consideration of $100,000. Mr. Perlmutter, our non-executive director, subscribed for 200,000 of these shares for total consideration of $25,000.


In November 2007 we issued a further 40,000 shares of our common stock at $0.125 per share for total consideration of $5,000 to an accredited investor and 300,000 shares of our common stock, valued at $0.125 per share or $37,500, as remuneration to our non-executive director Jeffery L. Perlmutter.


In December 2007, following our registration pursuant to Section 12 (g) of the Securities Exchange Act of 1934 the remaining 8,000 shares of our Series A Convertible Preferred Shares automatically converted into 360,000 shares of our common stock.



I am only expressing my personal opinions or repeating public information from SEC filings or media outlets-which may or may not be correct. Do your own investigating before investing!

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