Stephan R. Seneca 24.25% Geoffrey C. WEBER 24.25% Richard M. Haber 2.5% Andrew J. Lynn 15% Mark Lagos 15%
Mainstreet Equity Fund, LLC By: /s/ Robert G. Shoemaker Robert G. Shoemaker, Manager 9%
Private Equity Fund of West Florida, LLC By: /s/ Arthur Worth Arthur Worth, Manager 10%
EXHIBIT A
Unitholder Percentage of membership units Number of Company Shares Private Equity Fund of West Florida, LLC 10% 62,500 Geoffrey C. Weber 24.25% 151,563 Andrew J. Lynn 15% 93,750 Mark Lagos 15% 93,750 Richard M. Haber 2.5% 15,625 Mainstreet Equity Fund, LLC 9% 56,250 Stephen R. Seneca 24.25% 151,563
Item 1.01 Entry into a Material Definitive Agreement
On January 14, 2010, JBI, Inc., (the “Company”) consummated a confidential private placement (the “Private Offering”) with certain accredited investors for the issuance and sale of 8,260,842 shares of the Company’s common stock, $0.001 par value per share (the “Common Stock”) at per share price of $0.80 for aggregate offering proceeds of $6,608,673. The Private Offering was conducted in connection with the acquisition of Pak-It, LLC, a Florida limited liability company (“Pak-It”) by the Company.
The Private Offering was conducted on a best efforts basis with a minimum investment of $10,000 by the Company’s officers and directors. The gross proceeds received by the Company was $6,608,673.
In connection with the acquisition of Pak-It, the Company also converted a total of $2,736,000 of debt owed to the Pak-It members and lien holders at a per share price of $0.80. The Company issued 3,420,000 shares of common stock in conjunction with this debt conversion.
In addition, the Company paid off debt and founder loans of its subsidiary Javaco, Inc., in an amount totaling $397,644.44 from the proceeds of the Private Offering.
Filing Information Document Number L10000080961 FEI/EIN Number NONE Date Filed 08/03/2010 State FL Status ACTIVE Effective Date 08/02/2010
Principal Address 221 TURNER STREET CLEARWATER FL 33756 US Mailing Address 221 TURNER STREET CLEARWATER FL 33756 US
Registered Agent Name & Address WEBER, GEOFFREY 221 TURNER STREET CLEARWATER FL 33756 US
Manager/Member Detail Name & Address Title MGRM KAPLANIS, MICHAEL P 221 TURNER STREET CLEARWATER FL 33756 US Annual Reports No Annual Reports Filed Document Images
and at what that guy values his JBI stock at i'm worth about a million dollars...unfortuneatly all that does is put us both in fantasy land....or jj land..take your pick...
Please read the lawsuit. The lawsuit is pretty clear what they are asking for and it is the value of the damages claimed. He is claiming millions in damages therefore the lawsuit is for millions.
I just read the complaint line-by-line, and nowhere does Kaplanis assert any entitlement to millions of dollars in damages against JBI. He seeks damages based on an alleged breach of an employment contract. The specific damages identified in the complaint are: unpaid salary or severance, work-related expenses for which he asserts the right to reimbursement, and loss of health insurance and other employment benefits and incentives. Kaplanis has also requested an assessment of litigation costs and reasonable attorney’s fees in the event he prevails in the action. According to the complaint, Kaplanis's base salary was set at $120,000. Although there is some reference to unspecified incentive compensation in addition to the base salary, it is unreasonable to inflate the “value” of the damages sought in the complaint into the millions.
Mr. Kaplanis's company has the same address as PakIt listed in its corporate filings and Mr. Weber is was the registered agent for Pakit and for Mr. Kaplanis's corporation.
Kaplanis's company (Revma) does not have the same address as Pak-It. The 221 Turner Street address appears to be Geoffrey Weber's address. Look at the numerous companies for which Geoffrey Weber is the registered agent and you will see that same address show up time and again. Here are just two examples from a long list:
Once JBI purchased Pak-It, J.P. Raymond replaced Geoffrey Weber as registered agent of Pak-It, and the company's mailing address moved from 221 Turner Street to 311 Park Place.
Incorporated by Geoffrey Weber, John Bordynuik, Ron Kurp, Pak-It, LLC is located at 221 Turner St Clearwater, FL 33756. Pak-It, LLC was incorporated on Sunday, June 03, 2007 in the State of FL and is currently active.
The assertion that John Bordynuik and Ron Kurp incorporated Pak-It together with Geoffrey Weber back in 2007 simply is not supported by the filings. Neither Bordynuik's nor Kurp's names appear in any of the Pak-It filings until after JBI purchased the company. Nor do their names appear on the list of Pak-It members on the Unit Purchase and Exchange Agreement filed with the SEC.
As a side note, observe that Kaplanis first formed Revma Investment Group, LLC in early August 2010, around the same time that (according to the complaint) he was terminated from employment with JBI.