CHEQUEMATE INTERNATIONAL INC Form: 10KSB40 Filing Date: 7/14/2000 Filing Index freeedgar.com
Recent Sales of Unregistered Securities On July 8, 1999, the Company executed an agreement with Coast Communications, to acquire certain hotel pay-per-view contracts and equipment. As part of this transaction, the Company issued 250,000 (pre-split) shares of restricted common stock, valued at $2.00 per share, to the seller of the purchased assets. On February 18, 2000, the Company executed an agreement with Trimark Pictures, Inc., to digitize certain motion pictures and to acquire a license to convert those motion pictures to a three-dimensional format and to distribute the 3D versions. As part of this transaction, the Company has issued 100,000 shares of restricted common stock to Trimark. On February 4, 2000, the Company executed an agreement with i-O Display Systems, LLC, to acquire $500,000 worth of stereoscopic viewing hardware and later issued 105,263 shares of restricted stock to I-O Display Systems, LLC, representing payment at $4.75 per share. On February 18, 2000, the Company executed an agreement with Iehab Hawatmeh to procure his release from a claim for damages from an alleged breach of contract, and issued him 62,500 shares of restricted stock. 9<PAGE> On March 22, 2000, the Company entered into a modification of its Advisory Agreement with Hudson Consulting Group, Inc., reducing Hudson's fee to 100,000 shares of restricted stock. The Company believed this to be 100,000 pre-split shares, and subsequently issued 25,000 shares of restricted stock to Hudson. In the transactions described above, the recipients of the securities of the Company were U.S. entities making written representations of their "accredited investor" status, and the issuance of the shares is exempt from registration under the provisions of Regulation D promulgated by the Securities and Exchange Commission. On May 11, 2000, the Company issued 671,463 shares of restricted common stock to Crooks Hollow Road, LLC, in exchange for $2.8 million. The Company agreed to register these shares in the near future. On June 13, 2000, the Company issued 105,000 shares of restricted common stock to Networld Limited, in exchange for $105,000.00. On June 13, 2000, the Company issued 130,000 shares of restricted common stock to Silverbrook Corporation, in exchange for $130,000.00. On June 13, 2000, the Company issued 110,000 shares of restricted common stock to Southstar Agents Limited, in exchange for $110,000.00. On June 13, 2000, the Company issued 115,000 shares of restricted common stock to Giai Limited, in exchange for $115,000.00. On June 13, 2000, the Company issued 91,000 shares of restricted common stock to Lotus Services Limited, in exchange for $91,000.00. On June 13, 2000, the Company issued 72,000 shares of restricted common stock to Global Direct Marketing Limited, in exchange for $72,000.00. On June 13, 2000, the Company issued 125,000 shares of restricted common stock to Chelsea International Limited, in exchange for $125,000.00. On June 13, 2000, the Company issued 120,000 shares of restricted common stock to Bournville Management, Ltd., in exchange for $120,000.00. On June 13, 2000, the Company issued 127,000 shares of restricted common stock to Azure Agents Limited, in exchange for $127,000.00. On June 13, 2000, the Company issued 130,000 shares of restricted common stock to Terrano Investments Limited, in exchange for $130,000.00. On June 13, 2000, the Company issued 115,000 shares of restricted common stock to Touchstone Property Services, Inc., in exchange for $115,000.00. On June 13, 2000, the Company issued 60,000 shares of restricted common stock to WTH Limited, in exchange for $60,000.00. In the transactions described above, the recipients of the securities of the Company were accredited and sophisticated non-U.S. entities making written representations of their "offshore" status, and the issuance of the shares was exempt from registration under the provisions of both Regulation S and Rule 144 promulgated by the Securities and Exchange Commission. |