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boothjp21

08/16/16 11:23 AM

#47993 RE: Stcgg #47989

There is NO DILUTION. The preferred status applies to VOTING RIGHTS only.

"Each one (1) share of the Series A Preferred Stock has voting rights equal to (x) 0.019607 multiplied by the total issued and outstanding Common Stock and Preferred Stock eligible to vote at the time of the respective vote (the “Numerator”), divided by (y) 0.49, minus (z) the Numerator. For the avoidance of doubt, if the total issued and outstanding Common Stock eligible to vote at the time of the respective vote is 5,000,000, the voting rights of one share of the Series A Preferred Stock shall be equal to 102,036 (0.019607 x 5,000,000) / 0.49) – (0.019607 x 5,000,000) = 102,036).

Jimmy Quick

08/16/16 11:26 AM

#47994 RE: Stcgg #47989

July 2014, plain and simple