From recent 10K:
RECENT SALES OF UNREGISTERED SECURITIES
On March 15, 2010 in lieu of paying cash for Sales and Marketing services to an outside consultant the Company issued 17,500 restricted shares of stock to Claude L. Barker and canceled the Company's debt of $6,050. We relied on an exemption from the registration requirements provided by Section 4(2) of the Securities Act.
On September 3, 2010 in lieu of paying cash for investor relations services the Company issued 910,000 restricted shares of stock to existing shareholders for payment of investor relations services performed during 2010 and canceled $180,000 of the Company's debt. We relied on an exemption from the registration requirements provided by Section 4(2) of the Securities Act.
On October 22, 2010, in lieu of paying cash for our Directors and Officers, and Causality & Liability Insurance the Company issued 130,000 restricted shares of stock to the owner of Universal Business Insurance and canceled the Company's debt of $31,965. We relied on an exemption from the registration requirements provided by Section 4(2) of the Securities Act.
On October 22, 2010, in lieu of paying cash for legal fees the Company issued 180,000 restricted shares of stock to Kevin Howard Esq. for services performed during 2010 and canceled $49,716 of the Company's debt. We relied on an exemption from the registration requirements provided by Section 4(2) of the Securities Act.
On November 5, 2010, in lieu of paying cash, the Company issued 7,590,663 restricted shares of stock to eight note holders and existing shareholders and canceled $1,696,399 of the Company's debt related to outstanding convertible notes. We relied on an exemption from the registration requirements provided by Section 4(2) of the Securities Act.
On November 5, 2010, in lieu of paying cash, the Company issued 320,000 restricted shares of stock to existing shareholders for payment of investor relations services performed during 2010 and canceled $80,000 of the Company's debt related to outstanding convertible notes. We relied on an exemption from the registration requirements provided by Section 4(2) of the Securities Act.
On December 15, 2010 the Company issued 15,000 restricted shares of stock to David Beck for the exercise of employee stock options at $0.33 per share for cash proceeds of $4,950. We relied on an exemption from the registration requirements provided by Section 4(2) of the Securities Act.
On December 21, 2010 the Company issued 10,714 restricted shares of stock to Korey Curtis for the exercise of 22,500 employee stock options through a cashless transaction. Mr. Curtis agreed to accept fewer restricted shares rather than pay cash for the entire exercise of his vested options. We relied on an exemption from the registration requirements provided by Section 4(2) of the Securities Act.
On January 31, 2011, in lieu of paying cash for Sales and Marketing services to an outside consultant the Company issued 90,250 restricted shares of stock to Mr. Suhkamder Bedi. We relied on an exemption from the registration requirements provided by Section 4(2) of the Securities Act. |
