Powerdyne International Inc. Announces A letter to the Shareholders Update
August 16, 2023 - (GLOBE NEWSWIRE
Dear Shareholders,
We wanted to thank all our Shareholders for their patience and perseverance while Powerdyne International, Inc was being relisted on the OTC Markets
Since our Relisting and our acquisition of Creative Motion Technology, we have had to navigate through the increased costs associated with acquiring a business while also being a public entity.
We have also faced the challenges that come from the initial added costs of merging the business, setting up separate entities, as well as dealing with the growing pains associated with the addition of two new subsidiary companies to Powerdyne.
With the entire Relisting process and all the challenges presented now behind us the Company can begin to evaluate the necessary quarterly costs needed for maintaining the SEC reporting requirements, a cost which we have begun looking at ways of reducing.
As previously reported on March 6, 2022, pursuant to a Securities Purchase Agreement (the “SPA”), Powerdyne International, Inc. (the “Company”), acquired all of the issued and outstanding membership interests of Creative Motion Technology, LLC, a Massachusetts limited liability company, (the “Membership Interests”).
The Membership Interests are owned by Mr. James F. O’Rourke, the principal owner and sole director and officer of the Company.
The purchase price paid by the Company was 2,000,000 shares of its Series A Preferred Stock valued at $1,500,000.
This Form 8-K/A amends the Current Report on Form 8-K, filed on April 6, 2022 (the “Initial 8-K”), to include the consolidated audited financial statements for the years ended December 31, 2021 and 2022 for Creative Motion Technology LLC.
The Audited financial information required by Items 9.01(a) of Form 8-K and certain non-GAAP financial measures and reconciliations, and should be read in conjunction with the Initial 8-K.
ITEM 11: DESCRIPTION OF REGISTRANT’S SECURITIES TO BE REGISTERED
Description of Common Stock
We are authorized to issue 2,000,000,000 shares of our Common Stock, $0.0001 par value (the “Common Stock”). Each share of the Common Stock is entitled to share equally with each other share of Common Stock in dividends from sources legally available therefore, when, and if, declared by our board of directors and, upon our liquidation or dissolution, whether voluntary or involuntary, to share equally in the assets of the Company that are available for distribution to the holders of the Common Stock.
Each holder of Common Stock is entitled to one vote per share for all purposes, except that in the election of directors, each holder shall have the right to vote such number of shares for as many persons as there are directors to be elected.
Cumulative voting shall not be allowed in the election of directors or for any other purpose, and the holders of Common Stock have no preemptive rights, redemption rights or rights of conversion with respect to the Common Stock.
Our board of directors is authorized to issue additional shares of our Common Stock within the limits authorized by our Articles of Incorporation and without stockholder action.
All shares of Common Stock have equal voting rights, and voting rights are not cumulative.
A total of 1,914,903,584 shares of common stock are currently outstanding on the date of this Form 10 registration statement.
2. PWDYhas failed to comply with Exchange Act Section 13(a) and Rules13a-1 and 13a-13 thereunder because it has not filed any periodic reports with the Commission since the period ended June 30, 2017.
The Commission temporarily suspended trading in the securities of the foregoing companies due to a lack of current and accurate information about the companies because they have not filed certain periodic reports with the Commission.