Between January 1, 2012 and February 29, 2012, Marketing Worldwide Corporation (the “Company”) issued shares of its common stock pursuant to the terms of the Company’s Series A Convertible Preferred Stock and the conversion features of the Company’s outstanding indebtedness. A summary of these issuances of shares is set forth below. The shares of common stock were issued without registration under the Securities Act of 1933 based upon legal opinions provided to the Company and its transfer agent that registration was not required.
1. 3,766,234 shares of its common stock for $14,500 of principal and interest due under a Convertible Promissory Note. 2. 4,499,998 shares of its common stock to pay dividends on the Series A Convertible Preferred Stock. 3. 3,000,000 shares of its common stock for $8,997.80 Convertible Promissory Note. 4. 5,238,095 shares of its common stock for $22,000 of principal and interest due under a Convertible Promissory Note. 5. 13,292,614 shares of its common stock for $58,760 of principal and interest due under a Convertible Promissory Note. 6. 3,800,000 shares of its common stock for $11,212.29 Convertible Promissory Note. 7. 6,700,000 shares of its common stock to Fairhills Capital Offshore for $20,000 Convertible Promissory Note. 8. 7,500,000 shares of its common stock for $19,743.75 of principal and interest due under a Convertible Promissory Note. 9. 14,720,812 shares of its common stock for $58,000 of principal and interest due under a Convertible Promissory Note. 10. 9,000,000 shares of its common stock for $38,700 of principal and interest due under a Convertible Promissory Note. 11. 7,926,941 shares of its common stock for $23,780.82 of principal and interest due under a Convertible Promissory Note. 12. 8,200,000 shares of its common stock for $19,987.50 of principal and interest due under a Convertible Promissory Note.
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