SELLING SHAREHOLDERS
The shares being offered for resale by the selling stockholders consist of the 9,697,375 shares of our common stock held by 249 shareholders of our common stock which were purchased pursuant by these shareholders in a private placement offering. The following table sets forth the name of the selling stockholders, the number of shares of common stock beneficially owned by each of the selling stockholders as of April 6, 2009 and the number of shares of common stock being offered by the selling stockholders. The shares being offered hereby are being registered to permit public secondary trading, and the selling stockholders may offer all or part of the shares for resale from time to time. However, the selling stockholders are under no obligation to sell all or any portion of such shares nor are the selling stockholders obligated to sell any shares immediately upon effectiveness of this prospectus. All information with respect to share ownership has been furnished by the selling stockholders.
Name of selling stockholder Shares of common stock owned prior to offering Shares of common stock to be sold Shares of common stock owned after offering Percent of common stock owned after offering
1264282 Ontario Ltd. (Jade Amusement) (1) 8,000 8,000 0 0%
1515437 Ontario Inc. (2) 200,000 200,000 0 0%
Anthes, Colin B. 20,000 20,000 0 0%
Anthes, Fiona 16,000 16,000 0 0%
Anthes (In-trust Emily C. Anthes), Thomas 16,000 16,000 0 0%
5
Anthes, Thomas Victor 200,000 200,000 0 0%
Bagley, Brenda (3) 50,000 50,000 0 0%
Barnett, Alan (4) 232,000 232,000 0 0%
Barnett, Tom 6,000 6,000 0 0%
Barnett, Holly 24,000 24,000 0 0%
Beam, Janet 4,000 4,000 0 0%
Best Real Estate Buy Inc. (5) 30,000 30,000 0 0%
Biamonte, Joseph 10,000 10,000 0 0%
Biamonte, Napoleon (6) 122,000 122,000 0 0%
Biamonte, Ralph 5,000 5,000 0 0%
Biamonte, Sarah 2,000 2,000 0 0%
Bjorgan, Chris 2,000 2,000 0 0%
Boric, Doug 8,000 8,000 0 0%
Boric, Dean 30,000 30,000 0 0%
Bosche, Donalda 30,000 30,000 0 0%
Bosco, Kelly 10,000 10,000 0 0%
Bosco, Larry 10,000 10,000 0 0%
Bourbonnais, Mike 20,000 20,000 0 0%
Brain, Kevin 116,000 116,000 0 0%
Brewster, Donna 3,000 3,000 0 0%
Brock, Erwin 2,000 2,000 0 0%
Brown, Ian 200,000 200,000 0 0%
Brown, Tina 200,000 200,000 0 0%
Candler, Curt 20,000 20,000 0 0%
Cavanagh, Christine 2,000 2,000 0 0%
Chevalier, Wayne Thomas 20,000 20,000 0 0%
Cooper, Richard 1,000 1,000 0 0%
Crown, Heather 1,000 1,000 0 0%
Cucuz, Dragoljub 1,000 1,000 0 0%
Cucuz, Nada 1,000 1,000 0 0%
Cucuz (In Trust-Juliana Cucuz), Nada 2,000 2,000 0 0%
Cummings, Stephen 20,000 20,000 0 0%
Cushing, Catherine A. 10,000 10,000 0 0%
Cushing, Robert M. 10,000 10,000 0 0%
D'Amico, Michael 10,000 10,000 0 0%
Dickson, Lorraine 10,000 10,000 0 0%
Dixon, Betty 2,000 2,000 0 0%
D'orazio( In-trust Samara & Lucas Jeffery), Marina 10,000 10,000 0 0%
Dutton, Evan 80,000 80,000 0 0%
Elsley (In-trust Kristin Elsley), Sandra 3,000 3,000 0 0%
Esposito, Christina 1,000 1,000 0 0%
Evans, Catherine 1,000 1,000 0 0%
Evans, David 35,000 35,000 0 0%
Evans, Michael 1,000 1,000 0 0%
Evans, Robin 120,000 120,000 0 0%
Evans,Wendy 150,000 150,000 0 0%
Evans, Gordon 4,000 4,000 0 0%
Everson, Connie 8,000 8,000 0 0%
Farrington, Pamela L. 2,000 2,000 0 0%
Ferrante, Theresa C. 12,000 12,000 0 0%
Finch, Raymond 3,000 3,000 0 0%
Finch, Ruth 3,000 3,000 0 0%
Forsyth, Jeffrey 50,000 50,000 0 0%
6
Forsyth, Victoria 50,000 50,000 0 0%
Gallo, Roy 40,000 40,000 0 0%
Gatto, Nikkie 1,000 1,000 0 0%
Gerhardt, Kent 5,000 5,000 0 0%
Goodyear, Charles 24,000 24,000 0 0%
Goodyear, Hope 2,000 2,000 0 0%
Gordon, Rachael 4,000 4,000 0 0%
Green, Michael 170,000 170,000 0 0%
Harris, Barbara 8,000 8,000 0 0%
Haskell, David 1,000 1,000 0 0%
Haskell, Nancy 3,000 3,000 0 0%
Hrin, Peter 50,000 50,000 0 0%
Hunter, Gillies 300,000 300,000 0 0%
Lane, Jennifer 250 250 0 0%
Jewell, Pat 2,000 2,000 0 0%
Johnson, Scott 66,000 66,000 0 0%
Jordan, Earl T. 20,000 20,000 0 0%
Jovanovic, Mirko 20,000 20,000 0 0%
Kafal, Adam 2,000 2,000 0 0%
Kafal, Paul 44,000 44,000 0 0%
Kafal, Peter 52,000 52,000 0 0%
Kajganich, Anne 2,000 2,000 0 0%
Kajganich, Joanne 1,000 1,000 0 0%
Kajganich, Michael 1,000 1,000 0 0%
Kajganich, Nicholas 1,000 1,000 0 0%
Kajganich (In-Trust Bradley Kajganich), Nicholas 1,000 1,000 0 0%
Kandasamy, Fay 120,000 120,000 0 0%
Kandasamy, Gerald 80,000 80,000 0 0%
Kandasamy, Keith 17,000 17,000 0 0%
Kelly, Mary 7,000 7,000 0 0%
Kelly, Patrick 7,000 7,000 0 0%
Kelly (In Trust-Scarlett Kelly), Mary 5,000 5,000 0 0%
Kelly, Patrick Thomas 1,000 1,000 0 0%
Kent, R. Gordon 40,000 40,000 0 0%
Kobryn, David 20,000 20,000 0 0%
Kobryn, Scott 30,000 30,000 0 0%
Krkljus, Mile 10,000 10,000 0 0%
Lane, Jeremy 100,000 100,000 0 0%
Latinovic, Boro 2,000 2,000 0 0%
Lazaroski, Dejan 6,000 6,000 0 0%
Litalien, Connie 22,000 22,000 0 0%
Litalien, Trisha 10,000 10,000 0 0%
Macesic, Branko 8,000 8,000 0 0%
Macesic, Milan 4,000 4,000 0 0%
Macesic, Milja 4,000 4,000 0 0%
MacGregor, Ian 46,000 46,000 0 0%
MacGregor, Jeannette 10,000 10,000 0 0%
Mackinnon, Carol Ann 2,000 2,000 0 0%
MacLaren, Glenn 100,000 100,000 0 0%
Martin, Patricia 20,000 20,000 0 0%
Martino, Maria 15,000 15,000 0 0%
Martino, Rocco 15,000 15,000 0 0%
Martyn, Bonnie 3,000 3,000 0 0%
Martyn, Gerald 3,000 3,000 0 0%
Maskell, Scott 10,000 10,000 0 0%
Mason, Peter 4,000 4,000 0 0%
7
McGarry, Marion 2,000 2,000 0 0%
McGaw, Dawn 500 500 0 0%
Melchiorre, Lynn 5,000 5,000 0 0%
Melchiorre, Paul 1,000 1,000 0 0%
Mills, Kerry 20,000 20,000 0 0%
Mitrovic, Daniela 10,000 10,000 0 0%
Mitrovic, Miladin 10,000 10,000 0 0%
Moldenhauer, Dean J.D. 4,000 4,000 0 0%
Mrkalj, Andjelko 10,000 10,000 0 0%
Orescanin, Daniel 1,000 1,000 0 0%
Orescanin, John 5,000 5,000 0 0%
Orescanin, Mary 1,000 1,000 0 0%
Orescanin, Mildred 25,000 25,000 0 0%
Orescanin, Nathan 1,000 1,000 0 0%
Orescanin (In-Trust Grandchildren), Mildred 4,000 4,000 0 0%
Pang Jr., Peter Allen 8,000 8,000 0 0%
Paskey, Cindy 90,000 90,000 0 0%
Pieterse, Frank 32,000 32,000 0 0%
Pinder, Wendy 391,000 300,000 91,000 *
Pinder-Doede, Caitlin 2,500 2,500 0 0%
Pinder-Doede, Carrie (16) 2,500 2,500 0 0%
Pirsich, Stephan 2,000 2,000 0 0%
Plante, Chad 2,000 2,000 0 0%
Plante, Sabrina 2,500 2,500 0 0%
Pompetzki, Monika 140,000 140,000 0 0%
Popovacki, Carol 10,000 10,000 0 0%
Popovich, Dara 2,000 2,000 0 0%
Popovich, Dusan 20,000 20,000 0 0%
Prytula, Linda (17) 28,000 28,000 0 0%
Przybysz, Irene 50,000 50,000 0 0%
Radojevic, Lidija 4,000 4,000 0 0%
Rice, Keri Frances 20,000 20,000 0 0%
Richard, Diane 200,000 200,000 0 0%
Richard Jr., Gerard 20,000 20,000 0 0%
Richard, Yvette 20,000 20,000 0 0%
Richards, Bill 30,000 30,000 0 0%
Robbins, Glenn 3,000 3,000 0 0%
Robinson, Barbara 2,000 2,000 0 0%
Rogers, Stephanie 2,000 2,000 0 0%
Romanek, Sharron 3,000 3,000 0 0%
Roth, James D. 10,000 10,000 0 0%
Rouillier, Lise 3,000 3,000 0 0%
Roy, Richard 50,000 50,000 0 0%
Rusic, Bosiljka 1,000 1,000 0 0%
Rusic, Dragon (Danny) 1,000 1,000 0 0%
Saccone, Len 5,000 5,000 0 0%
Samdass, James 4,000 4,000 0 0%
Seburn, Janice 2,000 2,000 0 0%
Senese, Karen 2,000 2,000 0 0%
Senske, Jerrold 4,000 4,000 0 0%
Smith, James H. 20,000 20,000 0 0%
Smudja, Zeljko 6,000 6,000 0 0%
Spadotto, Michael 20,000 20,000 0 0%
Srdjenovic, Nedeljko 4,000 4,000 0 0%
Stark, Laura 2,000 2,000 0 0%
8
Stark, Lisa 2,000 2,000 0 0%
Stark, Pamela 6,000 6,000 0 0%
Stark, William 60,000 60,000 0 0%
Stark, Amy 2,000 2,000 0 0%
Stark, Doris 20,000 20,000 0 0%
Stark, Juliana 2,000 2,000 0 0%
Stark, Malcolm 20,000 20,000 0 0%
Stathourakis, Eugenia V. 1,000 1,000 0 0%
Steip, Ronald (Al) 1,000 1,000 0 0%
Stoll, Joan 4,000 4,000 0 0%
Tsiantoulas, Katherine 12,000 12,000 0 0%
Tsiantoulas, Nicola 2,000 2,000 0 0%
Tsiantoulas, Christos 4,000 4,000 0 0%
Tunstall, Charlotte 2,000 2,000 0 0%
Utvich, David 2,000 2,000 0 0%
Utvich, Danica 10,000 10,000 0 0%
Utvich, Daryl A. 2,000 2,000 0 0%
Utvich, Gregory T. 2,000 2,000 0 0%
Utvich, Judith 1,000 1,000 0 0%
Utvich, Lauren 2,000 2,000 0 0%
Utvich, Melissa E. 2,000 2,000 0 0%
Utvich (In-Trust Amelia Rae Utvich), Gregory T. 2,000 2,000 0 0%
Utvich Jr., Michael E. 2,000 2,000 0 0%
Utvich Sr., Michael E. 2,000 2,000 0 0%
Vandewater, Carolyn 5,000 5,000 0 0%
Varcoe, Ryland 2,000 2,000 0 0%
Varcoe, Scott 4,000 4,000 0 0%
Velemirovich, Dragica 2,000 2,000 0 0%
Vujic, Branislav 2,000 2,000 0 0%
Water Communications Inc. (7) 400,000 300,000 100,000 *
Weir, Ludmilla 10,000 10,000 0 0%
Widdis, Patricia J. 329,530 300,000 29,530 *
Wright, Grant 80,000 80,000 0 0%
Yelda, Dany 4,000 4,000 0 0%
Yorke, Steven 10,000 10,000 0 0%
Zubic, Tihomir 4,000 4,000 0 0%
Elsley, Sandra (21)(23) 7,750,000 300,000 3,450,000 5%
Bordynuik, John (22) 36,308,345 300,000 36,008,345 61%
Stark, Malcolm 133,250 133,250 0 0%
Stark, Malcolm 50,000 50,000 0 0%
Stark, Malcolm 50,000 50,000 0 0%
Stark, Malcolm 33,250 33,250 0 0%
Stark, Malcolm 40,000 40,000 0 0%
Doede, Steve (8)(23) 1,400,000 300,000 1,100,000 1.8%
Bordynuik Sr., John (9) 2,000,000 300,000 1,700,000 2.8%
Seburn, Brian (10)(23) 75,000 75,000 0 0%
Caputo, Marie 55,000 55,000 0 0%
Steip, Ronald (Al) 10,000 10,000 0 0%
Popovacki, John 50,000 50,000 0 0%
Barnett, Alan (4) 125,000 125,000 0 0%
Deurloo, Beverley Joan 120,000 120,000 0 0%
Wright, Grant 80,000 80,000 0 0%
D'Orazio, Marina (11) 46,875 46,875 0 0%
Widdis, Patricia J. 67,000 67,000 0 0%
Widdis, Patricia J. 120,000 120,000 0 0%
Anthes, Thomas Victor 150,000 150,000 0 0%
9
Kafal, Peter 48,000 48,000 0 0%
Stark-Chevers, Roberta 20,000 20,000 0 0%
IP Trust (12) 1,500,000 300,000 1,200,000 2%
Corp. 1683091 (13) 1,500,000 300,000 1,200,000 2%
Matkowski, Barbara 20,000 20,000 0 0%
Goodyear, Charles 90,000 90,000 0 0%
Matkowski, David 3,500 3,500 0 0%
Matkowski, Derek 2,000 2,000 0 0%
Falconer, Frank 20,000 20,000 0 0%
Harry Fois Poultry Farms (14) 40,000 40,000 0 0%
Myers, Howard 20,000 20,000 0 0%
Mehta, Jasmin 5,000 5,000 0 0%
Craig, Kathryn 15,000 15,000 0 0%
Matkowski, Kathryn (15) 8,000 8,000 0 0%
Yole, Leslie 8,000 8,000 0 0%
Kafal, Adam 750 750 0 0%
Kafal, Paul 1,250 1,250 0 0%
Gorman, Sheri 4,250 4,250 0 0%
Dorey, Jeffrey 8,000 8,000 0 0%
Nicholson, Donna 5,000 5,000 0 0%
Lahaie, Mike 2,000 2,000 0 0%
Clarke, Steve (18) 2,000 2,000 0 0%
Brown, Christopher 4,000 4,000 0 0%
Stark, Lisa 8,000 8,000 0 0%
Hunter, Karen 4,000 4,000 0 0%
Stark, Laura 2,000 2,000 0 0%
Barnett, Alan (4) 45,600 45,600 0 0%
Boric, Dean 14,000 14,000 0 0%
Boric, Douglas 8,000 8,000 0 0%
Byford, Dennis 6,000 6,000 0 0%
Cushing, Catherine 10,000 10,000 0 0%
Cushing, Robert 10,000 10,000 0 0%
Kvas, Anton 10,000 10,000 0 0%
Macesic, Branko 16,000 16,000 0 0%
Malivuk, Milan 30,000 30,000 0 0%
Mitrovic, Miladin 20,000 20,000 0 0%
Mrkalj, Andjelko 8,000 8,000 0 0%
Prytula, Linda (17) 40,000 40,000 0 0%
Robbins, Kristen 1,000 1,000 0 0%
Robbins, Lara 2,000 2,000 0 0%
Robbins, Valentina 3,000 3,000 0 0%
Stanojcic, Andja 2,000 2,000 0 0%
Van Dongen, Cory 10,000 10,000 0 0%
Van Dongen, Wilhelmus 10,000 10,000 0 0%
Optic Light (19) 10,000 10,000 0 0%
Pirsich, Steve 5,000 5,000 0 0%
Bordynuik, Janet 2,000 2,000 0 0%
Gisel, Tara 2,000 2,000 0 0%
Litalien, Connie 13,000 13,000 0 0%
Albano, Bruno 2,000 2,000 0 0%
Beni, Mildred 3,000 3,000 0 0%
Orescanin, Mildred 120,000 120,000 0 0%
Culliford, Keith 1,400 1,400 0 0%
Drapeau, Lynn (20) 10,000 10,000 0 0%
Maxwell, Meredith 45,000 45000 0 0%
Maxwell, Larry (24) 10,000 10,000 0 0%
Schertzing, Bert 25,000 25,000 0 0%
Schertzing, Christine 25,000 25,000 0 0%
58,621,250 9,697,375
10
*Less than 1%
To our knowledge, none of the selling shareholders or their beneficial owners (except where noted):
- has had a material relationship with us other than as a shareholder at any time within the past three years; or
- has ever been one of our officers or directors or an officer or director of our predecessors or affiliates
- are broker-dealers or affiliated with broker-dealers.
1. Andjelko Mrkalj exercises voting control and dispositive power over the shares listed on behalf of such entity.
2. Ian Brown and Tina Brown exercise voting control and dispositive power over the shares listed on behalf of such entity.
3. Brenda Bagley is contracted as a bookkeeper for John Bordynuik Inc.
4. Alan Barnett has been an employee of John Bordynuik Inc. since November 17, 2008.
5. Bob Molodynia exercises voting control and dispositive power over the shares listed on behalf of such entity.
6. Napolean Biamonte is the landlord of the building John Bordynuik Inc. leases for operations.
7. Frank Coy and Lisa Matheson exercise voting control and dispositive power over the shares listed on behalf of such entity and Frank Coy is an employee of RBC Dominion Securities as a Registered Representative investment advisor. Mr. Coy purchased in the ordinary course of business, and at the time of the purchase he had no agreements or understandings, directly or indirectly, with any person to distribute the securities.
8. Steve Doede has been an employee of John Bordynuik Inc since August 2, 2008. Steve Doede is our Risk Manager, and was the COO of the registrants sibsidiary company until the merger.
9. John Bordynuik Sr. is the father of John Bordynuik, our President, Chairman of the Board, Secretary and Treasurer and did some minor contract work for John Bordynuik Inc.
10. Brian Seburn has been an employee of John Bordynuik Inc. since August 2, 2008.
11. Marina D’Orazio is a contracted for cleaning services for John Bordynuik Inc.
12. Mildred Orescanin exercises voting control and dispositive power over the shares listed on behalf of such entity.
13. Shirley Bordynuik exercises voting control and dispositive power over the shares listed on behalf of such entity. She is the mother of John Bordynuik, our President, Chairman of the Board, Secretary and Treasurer.
14. Harry Fois exercises voting control and dispositive power over the shares listed on behalf of such entity.
15. Kathryn Matkowski has been an employee and manager of John Bordynuik Inc. since September 22, 2008.
16. Carrie Pinder-Doede was a summer student employee at John Bordynuik Inc. in 2008.
17. Linda Prytula was contracted as a bookkeeper for John Bordynuik Inc.
18. Steve Clarke has been an employee of John Bordynuik Inc. since August 2, 2008.
19. Wilhelmus Van Dongen exercises voting control and dispositive power over the shares listed on behalf of such entity.
20. Lynn Drapeau has been an employee of John Bordynuik Inc. since October 27, 2008.
21. Sandra Elsley was an employee and non-signing officer of the registrants subsidiary company until October 2008. Her employment was terminate with cause in October 2008 and has no role in JBI and is now a common shareholder.
22. John Bordynuik is the President, Chairman of the Board, Secretary and Treasurer of John Bordynuik Inc.
23. To ensure corporate integrity, JBI has the right to repurchase shares that were issued to employees at the original price paid at any time for misconduct or breach of confidentiality, or any breach of JBI’s code of conduct, at the discretion of the Board.
24. Larry Maxwell is an employee of RBC Dominion Securities as a Registered Representative investment advisor. Mr. Maxwell purchased in the ordinary course of business, and at the time of the purchase he had no agreements or understandings, directly or indirectly, with any person to distribute the securities.
11
Item 8. Plan of Distribution.
PLAN OF DISTRIBUTION
The selling security holders may sell some or all of their shares at a fixed price of $0.50 per share until our shares are quoted on the OTC Bulletin Board and thereafter at prevailing market prices or privately negotiated prices. Prior to being quoted on the OTCBB, shareholders may sell their shares in private transactions to other individuals. Although our common stock is not listed on a public exchange, we will be filing to obtain a listing on the Over the Counter Bulletin Board (OTCBB) concurrently with the filing of this prospectus. In order to be quoted on the Bulletin Board, a market maker must file an application on our behalf in order to make a market for our common stock. There can be no assurance that a market maker will agree to file the necessary documents with FINRA, which operates the OTC Electronic Bulletin Board, nor can there be any assurance that such an application for quotation will be approved. There can be no assurance that a market maker will agree to file the necessary documents with FINRA, which operates the OTC Electronic Bulletin Board, nor can there be any assurance that such an application for quotation will be approved. However, sales by selling security holder must be made at the fixed price of $0.50 until a market develops for the stock.
Once a market has been developed for our common stock, the shares may be sold or distributed from time to time by the selling stockholders directly to one or more purchasers or through brokers or dealers who act solely as agents, at market prices prevailing at the time of sale, at prices related to such prevailing market prices, at negotiated prices or at fixed prices, which may be changed. The distribution of the shares may be effected in one or more of the following methods:
O ordinary brokers transactions, which may include long or short sales,
O transactions involving cross or block trades on any securities or market where our common stock is trading, market where our common stock is trading,
O through direct sales to purchasers or sales effected through agents,
O through transactions in options, swaps or other derivatives (whether exchange listed of otherwise), or exchange listed or otherwise), or
O any combination of the foregoing.
In addition, the selling stockholders may enter into hedging transactions with broker-dealers who may engage in short sales, if short sales were permitted, of shares in the course of hedging the positions they assume with the selling stockholders. The selling stockholders may also enter into option or other transactions with broker-dealers that require the delivery by such broker-dealers of the shares, which shares may be resold thereafter pursuant to this prospectus.
Brokers, dealers, or agents participating in the distribution of the shares may receive compensation in the form of discounts, concessions or commissions from the selling stockholders and/or the purchasers of shares for whom such broker-dealers may act as agent or to whom they may sell as principal, or both (which compensation as to a particular broker-dealer may be in excess of customary commissions). Neither the selling stockholders nor we can presently estimate the amount of such compensation. We know of no existing arrangements between the selling stockholders and any other stockholder, broker, dealer or agent relating to the sale or distribution of the shares. We will not receive any proceeds from the sale of the shares of the selling security holders pursuant to this prospectus. We have agreed to bear the expenses of the registration of the shares, including legal and accounting fees, and such expenses are estimated to be approximately $20,000.
Notwithstanding anything set forth herein, no FINRA member will charge commissions that exceed 8% of the total proceeds of the offering.
John Bordynuik/Inc · S-1 · On 4/6/09
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