(a) TCGI the sole owner of 27,000,000 shares of the Common Stock of Issuer. Barrientos is the sole owner of 1,000,000 shares of the Common Stock of Issuer. Pursuant to the Investors Rights Agreement between TCGI and Issuer, the Reporting Persons have a preemptive right to receive additional voting securities from the Issuer in the event the Issuer issues additional voting securities at any time during the seven year term of the Investors Rights Agreement in a number sufficient for the Reporting Person to maintain ownership of Reporting Person’s aggregate ownership percentage of 51.87% but in no event to be not less than 51%.
As of the date hereof, the Issuer has 53,978,139 Common Shares issued and outstanding.
(b) TCGI the sole owner of 27,000,000 shares of the Common Stock of Issuer. Barrientos is the sole owner of 1,000,000 shares of the Common Stock of Issuer and have sole power to vote or to direct the vote and have sole power to dispose or to direct the disposition of their respectively owned shares.
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