Each one in plain English, with the numbers worked through for a shareholder.
6 Sept 2013business combination● Neutral
Amendment No. 1 to the August 2013 acquisition report repeats the GEI deal terms and adds Form 10-style business disclosure, stating the company designs and makes fuel cell systems, and says it expects full commercial operations in 2014 (a company expectation, not a result). The filing says the deal was accounted for as a recapitalization and that the company does not believe it was a shell before closing.
The company (then named SUJA Minerals, Corp.) reported that on August 15, 2013 it bought 100% of Global Energy Innovations, Inc. (GEI), a Michigan fuel cell maker, for $250,000 cash, 15,000,000 existing common shares delivered by certain shareholders, 2,500 Series A super-voting preferred shares, and a 10-year royalty (2.5% on sales up to $100 million a year, 1.5% above that) to GEI founder Dr. K. Joel Berry. The preferred shares give Dr. Berry 50.00% of total voting power, so control passed to him and he became a director and CEO. Also reported: 10,000,000 shares held by Hemisphere West Co, Ltd were cancelled to ease the change of control, and $119,929.51 of notes were approved for conversion into 19,987,142 shares. This replaces the earlier tiny-loss shell filings with a fuel cell business, not oil and gas, and existing shareholders face dilution and a loss of control.