Global AI Inc (WSCOD)

[Big Brother]

Reverse triangular merger on watch here, looks like this is the incoming company.

BRIGHT MOUNTAIN HOLDINGS, INC

http://mybrightmountain.com/

8K

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=8873820

Looks like there is going to be a r/s though first.

Transaction Overview:

Catalogs will acquire all the shares of capital stock and all other rights to acquire capital stock of Bright Mountain pursuant to a merger of Bright Mountain with and into the Merger Sub, with Merger Sub, Inc. surviving as a wholly-owned subsidiary of Catalogs (the " Merger "). In the Merger-Sub, shares of common stock of Bright Mountain will be exchanged for shares of common stock of Catalogs. In conjunction with the Merger. Catalogs will change its name to Bright Mountain Holdings, Inc. and request a new trading symbol agreeable to all parties.

Merger Consideration:

Immediately prior to the closing of the Definitive Agreement, Catalogs will cause a 10-for-1 reverse split of its common stock resulting in a pre-exchange total of Catalogs shares outstanding of 1,386,280, (subject to verification by transfer agent).

At closing, Catalogs will issue authorized but unissued new common shares totaling approximately 26,339,320 common shares to Bright Mountain shareholders or such an amount that represents 5% of the total issued and outstanding shares of the post closing shares outstanding of Bright Mountain Holdings, Inc. (f/k/a Catalogs). After issuing these shares and upon completion of the Merger, there will be a total of 27,725,600 shares issued and outstanding. The Catalogs shares will be exchanged with Bright Mountain shareholders on a prorate basis based on Bright Mountain's shareholder ownership interests immediately prior to closing of the Definitive Agreement , (the closing ratio is approximately 1.85 Catalogs shares for each existing Bright Mountain share).

Finally, the post-Merger company will issue an additional 200,000 shares of its authorized common capital stock, including 150,000 to Jerrold Burden and 50,000 to Ron Teblum, in full and final payment of any and all outstanding shareholder debt 011 the Catalogs books immediately prior to closing, (see Conditions to Closing). These shares are in addition to the existing 27,725,600 shares existing in Catalogs at the time of the merger.