NATC ~ Here is some further filing summaries from NATC, I decided to pull the pin on this one as the risk was getting a little to high for me right now, not that it is not a viable company but I am leaning towards lower risk this time of year. All these filings came out after the 10-Q so it colors the quarterly differently.
Effective October 12, 2010, our articles of incorporation were amended to increase our authorized capital from 75,000,000 shares of common stock with a par value of $0.001 per share to 500,000,000 shares of common stock with a par value of $0.001 per share.
In November 2010, we effected a forward split, payable by way of the declaration of a share dividend on the issued and outstanding shares of our common stock, to be paid by the issuance of 20 additional shares for each issued and outstanding share held by stockholders of record as of November 7, 2010.
On November 17, 2010, we issued 3,000,000 shares of common stock of our company to two subscribers at a price of $0.10 per share for gross proceeds of $300,000. The proceeds were used to pay outstanding loans from the subscribers. We issued the securities to two non U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933.
Effective October 15, 2010, we entered into a consulting agreement with 1367826 Ontario Limited (“OntarioCo”) and Robbie Manis, pursuant to which OntarioCo is to provide certain consulting services as well as to make its president, Robbie Manis, available to perform the duties of Chief Executive Officer, Secretary and Treasurer of our company. In this capacity, Mr. Manis will fulfill all senior officer duties as required by our company including sourcing and implementing new business opportunities, raising financing reasonably required from time to time by our company, coordinating all required accounting, reporting and disclosure and fulfilling any other needed administrative functions. As consideration for the performance of the consulting services under the agreement, we agreed to pay OntarioCo the sum of US$5,000 per month for the duration of the agreement, exclusive of any applicable sales tax.
Effective October 27, 2010, Nature’s Call Brands Inc. (“Nature’s Call” or the “Company”) entered into a Letter of Intent with two Mexican resident individuals (the “Vendors”) pursuant to which the Vendors agreed to grant us an option to acquire a 100% interest in certain mining properties representing the Cerro Caliche project (the “Properties”) located in the municipality of Cucurpe, Sonora State, Mexico, subject to the parties’ entering into a definitive agreement. Under the terms of the letter of intent, to exercise the option, the Company is required to pay several cash installments aggregating $2 million as detailed below:
Effective November 8, 2010, Nature’s Call Brands Inc. (the “Company”) received approval from FINRA for a forward split, payable by way of the declaration of a share dividend on the issued and outstanding shares of common stock of the Company, par value $0.001, to be paid by the issuance of 20 additional shares for each issued and outstanding share held by stockholders of record as of November 7, 2010. Share certificates are being mailed directly by the Company’s transfer agent to the Company’s stockholders of record as of November 7, 2010. Following the effectiveness of the forward split the number of issued and outstanding shares of common stock of the Company has increased from 9,050,000 to 190,050,000.
On November 17, 2010, as consideration for the conversion of debt to equity, and in further consideration of the subscribers agreeing to invest further equity in the Company in future should the need arise, Robbie Manis, the largest shareholder of the Company, agreed to cancel 108,000,000 of his restricted common shares. The cancellation is expected to be effective as soon as the return to treasury order is delivered to the Company’s transfer agent.
