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Backstabbed

12/07/16 8:57 PM

#9242 RE: pagosa #9240

On May 23, 2016, Solaris Power Cells, Inc. (“Solaris” or the “Company”) (OTC Markets: SPCL) filed a Form 8-K with the Securities and Exchange Commission (the “Prior 8-K”) disclosing that the Company had entered into a Share Exchange Agreement, effective as of April 30, 2016 (the “Exchange Agreement”) with Pixel Holdings, Inc., a Delaware corporation (“Holdings”), Pixel Mags, Inc. a Delaware corporation (“Pixel”) and Leonard Caprino (the “Management Stockholder” or “Caprino”) regarding the acquisition by the Company from Holdings of 100% of Pixels outstanding capital stock. .