ABV Consulting, Inc. (OTCMKTS:ABVN) Files An 8-K Entry into a Material Definitive AgreementItem 1.01Entry into a material Definitive Agreement
Entry into a Mutual Rescission Agreement
On December 19, 2017, the board of directors of ABV Consulting, Inc. (“ABVN” or the “Company”) and certain shareholders of the Company (“Shareholders”) entered into a Mutual Rescission Agreement (the “Rescission Agreement”). The Rescission Agreement rescinded the share exchange agreement dated February 24, 2017 (the “Share Exchange Agreement”), between the equity interest owners of Allied Plus (Samoa) Limited (“Allied Plus”), who are also the Shareholders, and the Company.
The Share Exchange Agreement provided for the acquisition of all of the outstanding equity interests of Allied Plus (“Equity Interests”) by the Company in consideration of the issuance of 1,980,000,000 shares of the Company’s common stock (the “Shares”) to the Shareholders. The Shares were issued to the Shareholders and the Equity Interests were transferred to the Company.
The Rescission Agreement provides that the Shareholders will return all of the Shares to the Company in consideration for the return of the Equity Interests to the Shareholders. The Shares will be cancelled and returned to the Company’s treasury. The Shareholders have signed stock powers (“Stock Powers”) in favor of the Company, and the Stock Powers and Shares have been delivered to the Company’s transfer agent for cancellation.
Item 9.01 Financial Statements and Exhibits
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16.1 |
Rescission Agreement |
ABV CONSULTING, INC. ExhibitEX-16.1 2 abv_ex161.htm RESCISSION AGREEMENT abv_ex161.htmEXHIBIT 16.1 MUTUAL RESCISSION AGREEMENT AND GENERAL RELEASE This Mutual Rescission Agreement and General Release (“Rescission Agreement”) is entered into as of December 19,…To view the full exhibit click here
About ABV Consulting, Inc. (OTCMKTS:ABVN)
ABV Consulting, Inc. provides merchandising and consulting services to craft beer brewers and distributors. The Company also provides marketing support within the craft beer industry to retailers and other organizations. The Company provides general branding support, including marketing research, naming and graphic design help. It builds and merchandises displays of product in the off-premise class of trade. It executes sampling promotions, where legal, in the on-premise and off-premise class of trade. The Company develops and/or executes promotions in the on-premise class of trade. It is also involved in manning sampling booths at local beer festivals. It develops and/or executes other sales and marketing strategies. The Company focuses on providing services for retailers and other organizations using craft beer, including organizing, promoting and managing beer festivals; managing merchandising, and promoting and executing sampling efforts in order to drive customers into the store.