SUBSEQUENT EVENTS

6 Months Ended

Dec. 31, 2015

NOTE 8 – SUBSEQUENT EVENTS

On January 15, 2016, the Company, Almost Never, and the Almost Never shareholders, Danny Chan and Derek Williams, entered into the Exchange Agreement.

Pursuant to the Exchange Agreement, the Company issued 1,000,000 shares of Series A Convertible Preferred Stock to the Almost Never Shareholders in exchange for all 100,000,000 shares of issued and outstanding common stock of Almost Never. As a result of the Share Exchange, Almost Never became the Company’s wholly-owned subsidiary, and the Almost Never Shareholders acquired a controlling interest in the Company. Each holder of Series A Convertible Preferred Stock of the Company may convert such shares of Series A Convertible Preferred Stock of the Company into fully paid, non-assessable shares of Common Stock of the Company at a conversion rate calculated by multiplying the number of shares of Series A Convertible Preferred Stock of the Company to be converted by one hundred (100).

Holders of Series A Convertible Preferred Stock are entitled to vote on all matters submitted to the Company’s stockholders and are entitled to such number of votes as is equal to the number of shares of the Common Stock of the Company into which such shares of Series A Convertible Preferred Stock are convertible. The Certificate of Designation of the Company’s Series A Convertible Preferred Stock was filed with the Secretary of State of Nevada on January 15, 2016.

Almost Never is an independent film company focused on film production and production related services in connection with genre specific motion pictures with production costs in the $5.0 million to $50.0 million range.

At the closing of the Share Exchange:

1,000,000 shares of our Series A Convertible Preferred Stock were issued to the Almost Never Shareholders on a pro rata basis in exchange for all 100,000,000 shares of issued and outstanding common stock of Almost Never;

each Almost Never Shareholder received 500,000 shares of our Series A Convertible Preferred Stock, and each share of Series A Convertible Preferred Stock of the Company is convertible, at the option of the holder, into 100 shares of our Common Stock; and

the 27,621,237 shares of our Common Stock issued and outstanding immediately prior to the Share Exchange, now only reflect approximately 20% of the voting rights our outstanding Common Stock as a result of the Share Exchange.

Immediately after the Share Exchange, the two Almost Never Shareholders have voting power equal to approximately 80% of the voting power of the Company.

Other than the Series A Convertible Preferred Stock issued in the Share Exchange, no other securities are convertible into or exercisable or exchangeable for our Common Stock (including options or warrants) are outstanding.

The issuance of Series A Convertible Preferred Stock to the two Almost Never Shareholders in connection with the Share Exchange was not be registered under the Securities Act of 1933, as amended (the “Securities Act”), in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act, which exempts transactions by an issuer not involving any public offering.

At the date of these financial statements, this deal was still in the due diligence process. The Exchange Agreement contains customary representations and warranties, pre-and post-closing covenants of each party and customary closing conditions.