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Replies to post #19376 on Solar Energy Initiatives Inc (SNRY)
01/16/14 10:55 AM
Item 2.01 Completion of Acquisition or Disposition of Assets.
Effective June 20, 2013, the Company acquired certain restaurant assets for House Bar & Grill in Temecula, CA from the landlord of the premises, for the assumption of certain debts. The assets then were contributed to a second tier subsidiary of the Company, HB&G Temecula, Inc., a wholly-owned subsidiary of House Bar & Grill, Inc., the restaurant holding and management company formed by the Company. The Company has acquired the right to complete the acquisition from Novation Holdings, Inc. in exchange foir the issuance by the Company of 3,000,000 shares of common stock and 1,000,000 shares of voting preferred stock carrying a total of 51% of all shares entitled to vote.
The subsidiary company, HB&G Temecula, Inc., re-opened House Bar & Grill in Temecula, California in June, 2013, and planned to open multiple operating units nationwide, and possibly in Canada, either as corporate stores or as franchises to accelerate growth. However, subsequent discovery of unreported liabilities from the prior operation, including unpaid sales taxes, made it impossible to transfer the liquor license and other permits to the new operating subsidiary, Angel Martinez and Georgio Martinez, as the sole officers of HB&G Temecula, Inc., were unable to operate the restaurant profitably, and it was discovered that there were other members of Martinez & Cayanan, LLC, the previous operator of the restaurant, who asserted claims against the former company and its operations. As a result, the acquisition agreement between the Company and NOHO was rescinded ab initio, NOHO returned the common and preferred stock in the Company and NOHO no longer has any affiliation with the Company as of October 15, 2013. In addition, the Company transferred the assets and operations of the restaurant back to the landlord and no longer has any interest in the restaurant or its assets.
The acquisition was intended to allow the Company to continue its business plan of identifying growing, profitable businesses which could be acquired and operated in addition to the existing solar energy business, which had experienced difficult conditions due to the economy, over-supply and reduction of various government subsidies. While the Company intended to continue its solar business, including a previously announced agreement to provide solar energy to medical marijuana collectives in California, acquiring this restaurant development and management business was expected to provide the Company with a separate revenue source to help support our overall operating costs and to generate profits.
As of the date of this amended report, the Company has no current operations, has abandoned its efforts to continue in the solar energy business due to lack of available funds, and has terminated the restaurant business. Accordingly, the Company should be considered a shell company, as defined in Rule 12b-2 of the Exchange Act
01/16/14 1:22 PM
01/17/14 9:25 AM
