1812 Brewing Company Inc (KEGS)

[crashman]

Some interesting details, read it and weep:

THE MAJORITY SHAREHOLDERS OF THE AMERICAS LEARNING CENTERS, INC.
By: /s/ Donald Platten
Donald Platten, an individual
Shares owned: 85,250,845
GOLD COAST PROFESSIONAL SERVICES, P.A.
By: Donald Platten
Donald Platten, Vice President
Gold Coast Professional Services, PA
Shares owned: 44,201,280
GROWTH CAPITAL ENTERPRISES, INC.
By: /s/ Dennis Ruggeri
Dennis Ruggeri, Vice President
Shares owned: 16,000,000

3.2 Capital . The authorized capital stock of ALRN consists of 750,000,000 shares of $0.0001 par value
Common shares, of which approximately 179,000,000 shares shall be issued and outstanding at the time of Closing;
and 50,000,000 million shares of Preferred Stock, no par value, in two Series: one (1) share of Series A Preferred
Stock, no par value, of which one (1) share will be issued and outstanding at the time of Closing, and twenty five
million (25,000,000) shares of Series B Preferred Stock, no par value, of which no shares will be issued and
outstanding at the time of Closing. All of the outstanding Common and Preferred shares are duly and validly issued,
fully paid and non-assessable. There are no outstanding subscriptions, options, rights, warrants, debentures,
instruments, convertible securities or other agreements or commitments obligating ALRN to issue any additional
shares of any class, except as listed in Exhibit 3.2.
3.3 Indebtedness . Except for: (i) the Notes held by the Majority Shareholders with the aggregate value of
$345,559, attached hereto and held in escrow, and (ii) the indebtedness by Hackett’s Stores, Inc. of $215,000 and
exchanged pursuant to this Agreement, ALRN shall have no indebtedness outstanding.