The entire pre-JB TRTN OS (63.7 mill) can be accounted for.
* 40,250,000 were issued to Nicole Wright for $20k ($.0005/sh), later sold to John Bordynuik for $80k ($.002/sh).
* 2,450,000 were issued to the Nevada Business Development Corporation for $350 ($.0014/sh)
* 21,000,000 were issued to 23 financiers/promoters for a total of $90k ($.0043/sh):
(all numbers adjusted for 7:1 forward-split in Jan 2007)
Placetorent.com, Inc. 300,000 (2.1 million post-split)
Emerging Growth Stock, LLC 250,000 (1.75 million post-split)
WestSide Capital Corp. 250,000 (1.75 million post-split)
Royal Strategic Corp 250,000 (1.75 million post-split) Natasha Shula 100,000 (700,000 post-split) Beverly Hills Capital Corp 300,000 (2.1 million post-split)
Marvin Bear 250,000 (1.75 million post-split)
Royal Equine Alliance Corp. 180,000 (1.26 million post-split)
Blue Ridge Investment Group, Inc. 230,000 (1.61 million post-split) The Company, Inc. 30,000 (210,000 post-split)
Beau Allen Courtney 85,000 (595,000 post-split)
Beverly Hills Creative Management, Inc. 300,000 (2.1 million post-split)
James Parker 30,000 (210,000 post-split) Speedy Wire, Inc. 60,000 (210,000 post-split)
Next Super Star, Inc. 60,000 (210,000 post-split) Michael Schlosser 30,000 (210,000 post-split)
Tal Bortniker 85,000 (595,000 post-split) Mark Stever 30,000 (210,000 post-split)
Luxe property Group, LLC 60,000 (420,000 post-split) Trailer Trash Films, LLC 30,000 (210,000 post-split)
Haughty Fragrance, LLC 30,000 (210,000 post-split)
Big Apple Publishing, Inc. 30,000 (210,000 post-split) Arabella Films, LLC 30,000 (210,000 post-split)
In May 2004, we issued 5,750,000 shares of our common stock to Nicole Wright, our founding shareholder and officer and director, in exchange for cash in the amount of $20,000. This sale of stock did not involve any public offering, general advertising or solicitation. At the time of the issuance, Ms. Wright had fair access to and was in possession of all available material information about our company, as she is the sole officer and director of 310. The shares bear a restrictive transfer legend in accordance with Rule 144 under the Securities Act. On the basis of these facts, we claim that the issuance of stock to our founding shareholder qualifies for the exemption from registration contained in Section 4(2) of the Securities Act of 1933.
In May 2004, pursuant to contract we issued 350,000 shares of our common stock to Nevada Business Development Corporation (hereinafter referred to as “NBDC”) in exchange for services valued at $350. This sale of stock did not involve any public offering, general advertising or solicitation. At the time of the issuance, NBDC had fair access to and was in possession of all available material information about our company, as she is the sole officer and director of 310. The shares bear a restrictive transfer legend in accordance with Rule 144 under the Securities Act. On the basis of these facts, we claim that the issuance of stock to our founding shareholder qualifies for the exemption from registration contained in Section 4(2) of the Securities Act of 1933.
In September 2006, we closed our Regulation D, Rule 505 whereby we sold 3,000,000 shares of our Common stock to 23 shareholders. The shares were issued at a price of $0.03 per share for total cash in the amount of $90,000. The shares bear a restrictive legend as they were issued pursuant to a Regulation D, Rule 505 offering.
sec.gov
Stock issuance since JB's involvement:
Mar 31, 2009: JBII (then TRTN) OS is 63,700,000. Authorized is 70,000,000 sec.gov
Apr 24, 2009: John Bordynuik purchases 40,250,000 shares of 310 Holdings common stock (TRTN) from former CEO Nicole Wright for $80,000 (representing 63% of the OS). 310 Holdings (TRTN) is eventually renamed JBII. sec.gov
May 20, 2009: JBII (then TRTN) OS is 63,700,000 sec.gov
June 30, 2009: JBI, Inc.(a Delaware corporation controlled by Mr. Bordynuik) pays John Bordynuik $200,000 for 66,667 shares of JBII common stock (at $3 per share) sec.gov sec.gov
June 30, 2009: JBII (then TRTN) issues 23,846 shares of restricted common stock to John Bordynuik to satisfy loans made for operating capital in the amount of $71,538 ($3 per share). sec.gov sec.gov
June 30, 2009: JBII OS is 53,790,513 sec.gov
July 15, 2009: JBII announces the issuance of 809,593 shares of JBII common stock to John Bordynuik, closing the "Asset Purchase Agreement" with John Bordynuik, Inc. (JBI) sec.gov
July 20, 2009: John Bordynuik files Form 3 reporting beneficial ownership of 41,059,593 shares of JBII common stock sec.gov
Aug 11, 2009: John Bordynuik files Form 13D reporting ownership of 41,059,593 shares of JBII common stock sec.gov
Aug 24, 2009: JBII acquires Javaco from Domark for $150k cash and 2.5 million shares of JBII common stock. JBII also acquires "Media Credits" valued at $10 million from Domark for 1 million shares of JBII common stock sec.gov
Sep 30, 2009: JBII acquires Pak-It for 625,000 shares of JBII common stock plus $3,865,000 in promissary notes due on Dec 29 (a $1.2 million "Loan Agreement" note at 10% interest and a $2.665 million "Liability Note" at 10% interest) sec.gov
Nov 6, 2009: JBII OS is 58,100,106. AS is raised from 70 million to 150 million. sec.gov
Nov 6, 2009: John Bordynuik holds 30,273,846 shares of JBII common stock sec.gov
Nov 16, 2009: JBII OS is 58,725,106 sec.gov
Jan 22, 2010: JBII announces $.80 PIPE - Date of First sale: Dec 29. 8,260,842 total shares of JBII common stock issued at $.80 per share, netting $6,608,673 cash. JBII has also completed $1,768,353 in cash payments to settle the $1.2 million Pak-It "Loan Agreement" note. JBII also issued 3.42 million shares of JBII common stock at $.80 in exchange for $2.736 million owed on the $2.665 million Pak-It "Liability Note" (both notes issued Sep 30). sec.gov
Jan 27, 2010: JBII OS is 47,701,056 (68,701,056 including the soon-to-be cancelled 21 million restricted shares by John Bordynuik) sec.gov
Jan 27, 2010: John Bordynuik will own 9,250,000 common shares of JBII stock and 1,000,000 preferred following cancellation of 21 million shares sec.gov
Feb 17, 2010: JBII TA reports OS is 69,309,700, 45,859,700 of which is restricted siliconinvestor.com
Mar 2, 2010: JBII TA reports the OS is 71,102,200, 47,652,200 of which is restricted siliconinvestor.com
Mar 2, 2010: JBII OS: 50,102,200 (21 million restricted shares canceled by Bordynuik in exchange for 1 mill Preferred shares with 100:1 voting rights) sec.gov
Mar 3, 2010: JBII TA reports OS is 50,102,200, 26,652,200 of which is restricted siliconinvestor.com
Apr 13, 2010: JBII TA reports OS is 50,114,700, 26,664,700 of which is restricted siliconinvestor.com
Apr 26, 2010: JBII TA reports OS is 50,118,450, 26,668,450 of which is restricted siliconinvestor.com
May 10, 2010: JBII TA reports OS is 50,158,450, 26,708,450 of which is restricted siliconinvestor.com
May 20, 2010: JBII announces it has consummated the $4 PIPE. 488,779 total shares sold, raising $1,955,116 in proceeds sec.gov |