This Information Statement is being furnished to the shareholders of Raven Moon Entertainment, Inc. in connection with: (1) a 1 for 8,000 reverse stock split of our issued and outstanding common shares; (2) a change of name to “Made In America Entertainment, Inc.”; (3) the amendment and restatement of our articles of incorporation, and (4) the amendment of our bylaws. These actions will become effective August 7, 2008, or as soon thereafter as practicable (the "Effective Date") in accordance with the written consent of the holders of a majority of our issued and outstanding voting securities in accordance with the relevant sections of the Florida Business Corporations Act.
Our voting securities consist of our common stock and our Series B Preferred Stock. Each share of common stock is entitled to one vote, and each share of Series B Preferred Stock is entitled to one vote for each share of common stock into which such shares of Series B Preferred Stock are then convertible, on all matters brought to a vote of our shareholders. Our common stock and Series B Preferred Stock vote together as a group.
As of June 30, 2008, there were 7,496,147,920 shares of our common stock, and 567,230 shares of our Series B Preferred Stock issued and outstanding.
On June 30, 2008 each share of Series B Preferred Stock was convertible into 125,000 shares of common stock based upon the conversion price of $0.00008 per share in accordance with the designations, rights and preferences of the Series B Preferred Stock. Accordingly, at June 30, 2008 the outstanding shares of Series B Preferred Stock are convertible into an aggregate of approximately 70,903,750,000 shares of our common stock.
The reverse stock split, when effective, will not change the number of authorized shares of common stock or the par value of the common stock. Except for any changes as a result of the treatment of fractional shares, each shareholder who owns 8,000 or more shares should hold the same percentage of common stock outstanding immediately following the reverse stock split as the shareholder did immediately prior to the reverse stock split.
The reverse split is not intended to take the Company private.
There are no plans to acquire any other business with our stock.
The amendment and restatement of our articles of incorporation is taken to consolidate and streamline our articles, which have been amended over twenty times since January 8, 1998, the date that we were incorporated. A summary of proposed changes to our articles of incorporation is set forth below. A copy of the proposed Amended and Restated Articles of Incorporation are attached as Exhibit “A”.
In general, the new proposed Bylaws conform certain administrative practices and conform to current Florida law by providing for emergency bylaws; by providing for indemnification rights to officers, directors, and others, and providing a procedure for indemnification claims; by providing greater flexibility to Management on setting the location of annual meetings; by eliminating a ceiling on the number of directors; and by increasing substantially the votes required to call a Special Meeting.. A table of proposed changes to our articles of incorporation and our bylaws is set forth below. A copy of the proposed amended Bylaws are attached as Exhibit “B”.
Pennies not a zero sum game as much as some zero game.
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