Sunday, May 16, 2010 1:01:07 AM
http://www.secinfo.com/d1Za67.4f8Au.htm
PROPOSED CHANGE IN CONTROL OF THE COMPANY
Giving effect to the reorganization and replacement of the officers and
directors of MegaChain by the board of directors of Acola, and the issuance of
MegaChain common stock and MegaChain preferred stock to the Acola shareholders:
* the shareholders of Acola (including Messrs. Skipper
and Dillon) will own 98.8% of the outstanding MegaChiain common stock
and approximately 99.9% of the outstanding voting stock of Acola; and
* Messrs. Skipper and Dillon will own 63.1% of the
outstanding Acola common stock and approximately 98.9% of the
outstanding voting stock of Acola; and
* Messrs. Skipper and Dillon will be the sole directors
of Acola.
As a result of their majority voting stock ownership and director
status upon completion of the merger, Messrs. Skipper and Dillon will be in
control of the business and affairs of Acola.
Upon completion of the reorganization, there will be 30,305,050
outstanding common shares, 30,000,000 shares (98.8%) of which will be held by
the present Acola Holders. Approximately 305,050 shares (1.2%) will be held by
the present MegaChain shareholders.
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