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CAPITAL STOCK
12 Months Ended
Dec. 31, 2012
Notes to Financial Statements  
Note 8. CAPITAL STOCK

The authorized capital of Company is 950,000,000 common shares with a par value of $0.001 per share of which the Company has issued 345,494,891 shares.  The Company has also authorized 50,000,000 shares of preferred stock par value $0.001 and designated 100,000 of these shares as Series A Convertible Preferred Stock of which 96,623 are currently issued and outstanding.  Each preferred Series A share is entitled to vote the equivalent of 7,000 shares of common stock.

 

On December 30, 2010, the Company issued 40,000 shares of common stock in exchange for a stock subscription receivable of $3,000.  The receivable was paid in full in cash to the Company on January 18, 2011.

 

On February 18, 2011, Sweet Spot Games, Inc. (“Sweet Spot”) entered into a Letter of Intent with Greenfield Farms Grassfed Beef, Inc. (“Greenfield”), a North Carolina corporation.  On March 1, 2011 Sweet Spot executed a “Plan of Exchange and Merger” and acquired all of the issued and outstanding shares of Greenfield Farms Grassfed Beef, Inc., a North Carolina corporation.

 

The exchange was made by the majority shareholders of Sweet Spot transferring control by transferring 903,300,000 shares of Sweet Spot in exchange for 100% of the outstanding shares of Greenfield, effectively conveying 75% of the voting control of the Company.  The Sweet Spot shareholders did not receive consideration other than the acquisition by the Company of the shares of Sweet Spot.  The Sweet Spot shares were issued to Greenfield shareholders of record as of the date of the agreement.  On March 18, 2011 Articles of Exchange were filed with the Nevada Secretary of State and March 15, 2011 Articles of Exchange were filed with the North Carolina Secretary of State.  As a result Greenfield has become a wholly owned subsidiary of Sweet Spot Games, Inc.  Subsequently Sweet Spot changed its name to Greenfield Farms Food, Inc.

 

On April 1, 2011 four shareholders of the Company, all of whom were current or former affiliates, converted a total of 881,351,480 shares of Common stock in 96,623 shares of Series A Preferred stock as follows:

 

Charles W. Barkley Esq. (Company Counsel) canceled 31,351,480 shares of common stock and converted those shares into 4,479 Series A preferred shares; Ms. Ginna Romero canceled 12,000,000 shares of common stock and converted those shares in 1,714 Series A preferred shares; Mr. Gregory Galanis (formerly CEO of Sweet Spot Games) has canceled 38,000,000 shares of common stock and converted those shares into 5,430 Series A preferred shares; and Mr. Larry Moore (former President of the Company) has canceled 800,000,000 shares of common stock and converted those shares into 85,000 Series A preferred shares

 

The Company, therefore reduced the 1,204,400,000 outstanding shares of common stock by 881,351,480 (approximately 73%), resulting in 323,048,520 outstanding shares of common stock.

 

The Company executed a 40:1 forward stock split on March 22, 2011.

 

On March 1, 2012 the Company issued 750,000 common shares for the purpose of compensating directors at a value of $0.035, and 925,926 shares for consulting services provided at a value of $0.027.

 

On March 8, 2012 and April 24, 2012 the Company issued 333,333 shares at a value of $0.045 and 375,000 shares at a value of $0.02, respectively, for consulting services rendered.

 

On May 25, 2012 and November 2, 2012 the Company issued 4,347,826 shares and 15,714,286 shares, respectively, to Asher Enterprises for the partial conversions of a convertible note payable.

 

All share information presented in these financial statements and accompanying footnotes have been retroactively adjusted to reflect the increased number of shares resulting from these actions.