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Friday, July 20, 2012 9:09:43 PM
"On July 13, 2012, the Company entered into a Securities Purchase Agreement (the "SPA") with six investors pursuant to which the Company (i) sold 100,000,000 shares of its common stock, $0.001 par value per share (the “ Common Stock ”), at a per share price of $0.01 for an aggregate purchase price of up to $1,000,000 and (ii) issued warrants with a term of five years (the “ Warrants ”) to purchase an aggregate of up to 50,000,000 shares of Common Stock at an exercise price per share of $0.01, subject anti-dilution provisions reducing the exercise price if the Company issues shares for less than the exercise price of the Warrants . The SPA includes price protection provisions whereby f or so long as an Investor holds shares of the Common Stock purchased pursuant to the SPA, in the event that the Company issues or sells any shares of Common Stock or any Common Stock equivalent pursuant to which shares of Common Stock may be acquired or issued at a price less than the $0.01 per share purchase price (the "Diluted Price Per Share"), then the Company is obligated to issue additional shares of Common Stock to each such Investor, for no additional consideration, so that the Investor's cost basis in the shares originally purchased plus the shares issued due to the price protection provision equals the Diluted Price Per Share."
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