To: Dr. Microcap who wrote (7088 ) 9/5/1999 11:57:00 PM From: realmoney Read Replies (1) | Respond to of 8858
Funny; how do insiders file 2,000,000 shares for resale when VGAMD only has 522,000 shares outstanding? Quit posting "SMAK"! Who's smoking SMAK?sec.gov Item 1. Changes in Control of Registrant. Pursuant to a Stock Exchange Agreement and Plan of Reorganization closed on June 16, 1998, the sole stockholder of Virtual Gaming Enterprises, Inc. ("Virtual") acquired twelve million (12,000,000) shares of the Registrant's authorized and unissued common stock in a merger of Virtual into the Registrant. The merger followed an exchange of stock between Virtual and the Registrant which resulted in each corporation owning the majority of the other corporation's issued and outstanding common stock between the closing date and the date of the merger, which was completed on June 24, 1998 by filing of Articles of Merger with the Nevada Secretary of State. Both corporations are and were incorporated in Nevada. The Registrant has been renamed Virtual Gaming Enterprises, Inc. The exchange of stock and the merger of Virtual into the Registrant has resulted in (i) the issue to Virtual's sole stockholder of shares representing approximately fifty-one percent (51%) of the Registrant's issued and outstanding common stock at the completion of the transaction, (ii) the resignation, in connection with the exchange, of the Registrant's incumbent directors and officers and (iii) the election of Virtual's management, as the Registrant's directors and officers. Except as described above with respect to the merger, Virtual's sole stockholder does not own, directly or indirectly, any other common stock of the Registrant.As a result of the merger, the Registrant now has a total of 23,863,461 shares of common stock issued and outstanding, 11,863,461 constituting previously issued and outstanding shares and 12,000,000 constituting shares converted from Virtual's previously issued and outstanding shares.