Some history about HHWW.
Effective June 21, 2010, we effected a one old for 2.1622 new forward stock split of our issued and outstanding shares of common stock. As a result, our authorized capital increased from 500,000,000 shares of common stock to 1,081,100,000 shares of common stock and the issued and outstanding increased from 43,875,000 shares of common stock to 94,866,525 shares of common stock, all with a par value of $0.001.
Also effective June 21, 2010, the Nevada Secretary of State approved a change of name from “Kranti Resources, Inc.” to “Horiyoshi Worldwide Inc.”
The forward stock split and name change were approved on May 25, 2010 by 68.4% of the holders of our common stock by way of a written consent resolution. A formal meeting was not held.
The forward stock split and name change became effective with the Over-the-Counter Bulletin Board at the opening for trading on July 19, 2010 under the new symbol “KRARD”. The “D” will be removed 20 business days from July 17, 2010. Our new CUSIP number is 440E109.
Our company’s name change and share capital changes are as a result of our company’s anticipated change of business to a luxury apparel company. In an effort to maintain and enhance shareholder value, our current management has been investigating alternative opportunities in the retail high-end fashion sector. We are currently in negotiations with Horiyoshi the Third Limited out of Japan for an acquisition or business combination.
Our change of name has been done in the anticipation of successfully concluding such a transaction. Horiyoshi the Third designs, manufactures and distributes luxury apparel, which are designs based upon the artwork for famed tattoo artist Yoshihito Nakano-Horiyoshi III.
/s/ Mitsuo Kojima
Mitsuo Kojima
President and Director
Date: July 20, 2010
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) November 29, 2010
HORIYOSHI WORLDWIDE INC.
Item 1.01 Entry into a Material Definitive Agreement
On November 29, 2010 we entered in a Share Issuance Agreement with Zyndy Trade Corp., pursuant to which Zyndy has agreed to acquire up to $5 million of our shares of common stock pursuant to periodic draw downs at the request of our company. The price per share to be issued on any draw down shall be set at 75% of the volume weighed average closing prices for the ten days preceding any draw down notice. This agreement is to remain in effect until December 31, 2011.
Item 3.02 Unregistered Sales of Equity Securities
On December 2, 2010, we issued 1,933,395 restricted shares of our common stock in a private placement, raising gross proceeds of US$2,000,000, or US$1.03445 per share, pursuant to a draw down on our agreement with Zyndy Trade Corp. We issued all of the shares to one (1) non-US 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.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HORIYOSHI WORLDWIDE INC.
/s/ Mitsuo Kojima
Mitsuo Kojima
President and Director
Date: December 8, 2010
On September 1, 2010, the Company entered into a share exchange agreement with Horiyoshi the Third Limited, a Hong Kong corporation, and the shareholders of Horiyoshi the Third Limited. That agreement was subsequently amended on November 5, 2010. The closing of the transactions contemplated in the share exchange agreement and the acquisition of all of the issued and outstanding common shares in the capital of Horiyoshi the Third Limited also occurred on November 5, 2010. In accordance with the closing of the amended share exchange agreement, the Company issued 30,000,000 shares of common stock to the former shareholders of Horiyoshi the Third Limited in exchange for the acquisition of all of the 10,000 issued and outstanding shares of Horiyoshi the Third Limited. 64,866,000 shares held by our president, Mitsuo Kojima, were cancelled, resulting in 60,000,525 outstanding immediately after the transaction.
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