Re: our last update Nov 19
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Welcome To Safe On The Move / TextOnHold™ / PushForPanic™ / SafeOnTheMove™
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Message: Re: our last update Nov 19
You are correct, I was meaning the launch was not promised for "next week." Sorry for the confusion. Iamfrendly sent me this to clear the air.
This is the SEC filing re: Appcident announcement. We have not seen an 8-K that the deal has closed...was that why St Clair made 2 trips to the UK in Dec?
The next item of Sasso's release, they did not pay him in full or some other such hang up so he sued them. No news of it being settled either...is this holding up the launch?
On November 6, 2012 the Company executed a letter of intent to purchase the software and all related intellectual property relating to the product known as "APPCIDENT" in consideration for $250,000 worth of common stock valued at one-tenth of a penny (based on recent cash sales of common stock) or 250,000,000 shares. In connection with the execution of the letter of intent, an affiliate of the seller invested $75,000 in the Company in the form of a convertible promissory note. Such person agreed to invest an additional $50,000 in the Company by November 30, 2012. The Company also granted the seller an option to purchase an additional $125,000 shares at one-tenth of a penny no later than May 1, 2013.
Also:
On July 15, 2011, the Company entered into a Settlement and Release Agreement with Sasso (the “Release Agreement”) whereby Sasso released the Company from any claims arising from his employment, including any potential severance. In consideration for entering into the Release Agreement, the Company immediately vested 337.5 shares of Sasso’s 675 shares of outstanding Series C (which was convertible into 42,749,787 shares of common stock). Sasso agreed to a Lock-Up/Leak-Out Agreement (the “Lock-Up”) which limits the sales of Sasso’s shares to: (i) 10,000,000 shares during the first month after entering into the Lock-Up and (ii) beginning August 1, 2011 (and in every calendar month thereafter), 10% of the total trading volume of the Company’s common stock for the prior calendar month. In connection with the Release Agreement and Lock-Up, the Company filed a registration statement on Form S-8 registering 20,000,000 of Mr. Sasso’s shares. Additionally, CSI and Sasso agreed to a Lock-Up/Leak-Out Agreement which limits the sales of the Consideration Shares to 10% of the average trading volume for the Company’s common stock for the prior 30 day period beginning on August 15, 2011, and every 30 day period thereafter. As discussed further in Note 5, in February 2012, the Company agreed to release the shares from the lock-up agreement in exchange for a modification to the payment terms of the $450,000 promissory note, see Note 12.
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