To the Shareholders of Powerdyne International, Inc.:
This Information Statement is furnished to the shareholders of Powerdyne International, Inc., a Delaware corporation (“Powerdyne” or the “Corporation”), in connection with our prior receipt of approval by written consent in lieu of a special meeting, of the holders of a majority of our common stock of (i) the Powerdyne 2014 Stock Incentive Plan (the “Plan”) and (ii) an amendment to our Certificate of Incorporation to increase the number of authorized shares of common stock from 550,000,000 to 2,000,000,000 (the “Amendment”).
On November 20, 2014, Powerdyne obtained the approval of the Plan and Amendment, by written consent of five shareholders that are the record owners of 160,849,408 shares of common stock in the aggregate, which represented over 50% of the voting power of Powerdyne as of November 20, 2014. The Plan will not become effective and the Amendment cannot be effectuated until 20 days after the mailing of this Information Statement.
POWERDYNE IS NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED TO NOT SEND A PROXY. Because the written consent of the holders of a majority of our voting power satisfies all applicable shareholder voting requirements, we are not asking for a proxy: please do not send us one.
Only shareholders of record at the close of business on November 20, 2014 (the “Record Date”) shall be given a copy of this Information Statement. The date on which this Information Statement will be sent to shareholders will be on or about January 13, 2015.
This Information Statement is for information purposes only. Please read it carefully.
By Order of the Board of Directors
/s/ John M. Faulhaber John M. Faulhaber Chairman of the Board
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