Posted On: 03/30/2015 8:59:13 AM
Post# of 145127
WDAS - NEWS: World Assurance Group, Inc. (the “Company” or
“WDAS”) acquired a controlling interest in two companies: Solar Parc Moldoveni SRL (“SPM”)
and Fran SRL (“FRAN”), each a Romanian limited liability company and each a subsidiary of
Power Clouds Pte. Ltd., pursuant to an Equity Acquisition and Contribution Agreement whereby
WDAS contributed 5700 RON to SPM, which represents 95% of the share capital of SPM, and
7600 RON to FRAN, which represents 95% of the share capital of FRAN. In further
consideration for the acquisition of the controlling interest in the two companies, (i) WDAS
issued a $100,000 promissory note to Mr. Forlani, Power Clouds’ CEO and sole shareholder,
accruing no interest and payable in full on March 25, 2016, (ii) Mr. Galdi, WDAS’s CEO and
controlling shareholder, transferred 6,500,000 shares of WDAS common stock owned by Mr.
Galdi individually to Mr. Forlani, and (iii) WDAS issued 6,500,000 shares of WDAS common
stock to Power Clouds.
The issuance of WDAS Common Stock was made pursuant to the exemption from the
registration requirements of the Securities Act of 1933, as amended (the “ Securities Act ”),
provided by Section 4(2) of the Securities Act.
As of the Closing Date and the date of this Report, WDAS owns 95% of the share capital of each
of FRAN SRL and Solar Parc Moldoveni SRL.
“WDAS”) acquired a controlling interest in two companies: Solar Parc Moldoveni SRL (“SPM”)
and Fran SRL (“FRAN”), each a Romanian limited liability company and each a subsidiary of
Power Clouds Pte. Ltd., pursuant to an Equity Acquisition and Contribution Agreement whereby
WDAS contributed 5700 RON to SPM, which represents 95% of the share capital of SPM, and
7600 RON to FRAN, which represents 95% of the share capital of FRAN. In further
consideration for the acquisition of the controlling interest in the two companies, (i) WDAS
issued a $100,000 promissory note to Mr. Forlani, Power Clouds’ CEO and sole shareholder,
accruing no interest and payable in full on March 25, 2016, (ii) Mr. Galdi, WDAS’s CEO and
controlling shareholder, transferred 6,500,000 shares of WDAS common stock owned by Mr.
Galdi individually to Mr. Forlani, and (iii) WDAS issued 6,500,000 shares of WDAS common
stock to Power Clouds.
The issuance of WDAS Common Stock was made pursuant to the exemption from the
registration requirements of the Securities Act of 1933, as amended (the “ Securities Act ”),
provided by Section 4(2) of the Securities Act.
As of the Closing Date and the date of this Report, WDAS owns 95% of the share capital of each
of FRAN SRL and Solar Parc Moldoveni SRL.
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