Sunday, November 11, 2012 8:45:16 PM
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=8878373
Toward the end of the S-1
"On July 5, 2012, we issued 333,333 shares of our common pursuant to a stock purchase agreement. The issuance was not a public offering as defined in Section 4(2) of the Securities Act of 1933 because the issuance was made to an insubstantial number of persons and because of the manner of the offering. This issuance was done with no general solicitation or advertising by us."
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