yes. unfortunately it is true, a 1:500 Reverse Split. here is a brief snippet from the pre 14c filed on march 27th.
you can see the whole thing on http://www.otcmarkets.com/edgar/GetFilingPdf?...D=10590770
Pleasant Kids, Inc.
2600 WEST OLIVE AVENUE, 5F,
BURBANK, CA 91505
INFORMATION STATEMENT PURSUANT TO SECTION 14 OF THE SECURITIES EXCHANGE ACT
OF 1934 AND REGULATION 14C AND SCHEDULE 14C THEREUNDER
WE ARE NOT ASKING YOU FOR A PROXY
AND YOU ARE NOT REQUESTED TO SEND US A PROXY
Dear Pleasant Kids, Inc., Stockholders:
NOTICE IS HEREBY GIVEN THAT on March 25, 2015, the Board of Directors of Pleasant Kids, Inc., a Florida corporation (hereinafter the
“Company,” “we,” “our”), approved the following action:
To authorize a 1 for 500 reverse split of the Company’s outstanding shares of common stock.
The Company obtained the written consent of stockholders holding 45,500,000 issued and outstanding shares of the Company’s Series A
Preferred Stock and 10,000,000 issued and outstanding shares of the Company’s Series B Preferred Stock, which is equal to approximately
59% of the voting power of the Company’s outstanding capital stock, as of March 25, 2015 (the “Majority Stockholders”), to effect that reverse
stock split (the “Reverse Split”). Pursuant to Rule 14c-2 promulgated pursuant to the Securities Exchange Act of 1934, as amended, the
Reverse Split will not be effective until twenty (20) days after the date a Definitive Information Statement is filed with the Securities and
Exchange Commission and a copy thereof is mailed to each of the Company’s stockholders. Notwithstanding the foregoing, we must notify the
Financial Industry Regulatory Authority of the Reverse Split by filing the Issuer Company Related Action Notification Form no later than ten
(10) days prior to the anticipated effective date of the Reverse Split.
Our Series B Preferred Stock was created by written consent of the Board of Directors of the Company (the “Board”) as permitted by the
Company’s Articles of Incorporation, as amended and which may be amended from time to time, and each share of that Series B Preferred
Stock has the equivalent vote equal to 1000 shares of Common Stock (the “Common Stock”). Currently, there are two holders of Series B
Preferred Stock who hold 10,000,000 shares of our Series B Preferred Stock, resulting in the Majority Stockholders holding, in the aggregate,
approximately 54% of the total voting power of all issued and outstanding voting capital stock of the Company. Accordingly, your consent is
not required and is not being solicited in connection with the approval of the Reverse Split.
THE REVERSE SPLIT HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE
COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION PASSED UPON THE FAIRNESS OR MERIT
OF THE REVERSE SPLIT NOR UPON THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED IN THIS
INFORMATION STATEMENT.ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL.
THIS IS NOT A NOTICE OF A SPECIAL MEETING OF STOCKHOLDERS, AND NO STOCKHOLDER MEETING WILL BE
HELD TO CONSIDER THE REVERSE SPLIT. WE ARE NOT ASKING YOU FOR A PROXY, AND YOU ARE REQUESTED
NOT TO SEND US A PROXY. THE ACCOMPANYING MATERIAL IS BEING SENT TO YOU FOR INFORMATIONAL
PURPOSES ONLY.
No action is required by you. The accompanying Information Statement is furnished only to inform our stockholders of the Reverse Split
before it occurs, in accordance with the requirements of United States Federal Securities Laws. This Information Statement is being mailed on
or about April 6, 2015 to all of the Company’s stockholders of record as of the close of business on March 25, 2015.
By Order of the Board of Directors.
/s/ Robert Rico
Name: Robert Rico
Title: Chief Executive Officer
you can see the whole thing on http://www.otcmarkets.com/edgar/GetFilingPdf?...D=10590770
Pleasant Kids, Inc.
2600 WEST OLIVE AVENUE, 5F,
BURBANK, CA 91505
INFORMATION STATEMENT PURSUANT TO SECTION 14 OF THE SECURITIES EXCHANGE ACT
OF 1934 AND REGULATION 14C AND SCHEDULE 14C THEREUNDER
WE ARE NOT ASKING YOU FOR A PROXY
AND YOU ARE NOT REQUESTED TO SEND US A PROXY
Dear Pleasant Kids, Inc., Stockholders:
NOTICE IS HEREBY GIVEN THAT on March 25, 2015, the Board of Directors of Pleasant Kids, Inc., a Florida corporation (hereinafter the
“Company,” “we,” “our”), approved the following action:
To authorize a 1 for 500 reverse split of the Company’s outstanding shares of common stock.
The Company obtained the written consent of stockholders holding 45,500,000 issued and outstanding shares of the Company’s Series A
Preferred Stock and 10,000,000 issued and outstanding shares of the Company’s Series B Preferred Stock, which is equal to approximately
59% of the voting power of the Company’s outstanding capital stock, as of March 25, 2015 (the “Majority Stockholders”), to effect that reverse
stock split (the “Reverse Split”). Pursuant to Rule 14c-2 promulgated pursuant to the Securities Exchange Act of 1934, as amended, the
Reverse Split will not be effective until twenty (20) days after the date a Definitive Information Statement is filed with the Securities and
Exchange Commission and a copy thereof is mailed to each of the Company’s stockholders. Notwithstanding the foregoing, we must notify the
Financial Industry Regulatory Authority of the Reverse Split by filing the Issuer Company Related Action Notification Form no later than ten
(10) days prior to the anticipated effective date of the Reverse Split.
Our Series B Preferred Stock was created by written consent of the Board of Directors of the Company (the “Board”) as permitted by the
Company’s Articles of Incorporation, as amended and which may be amended from time to time, and each share of that Series B Preferred
Stock has the equivalent vote equal to 1000 shares of Common Stock (the “Common Stock”). Currently, there are two holders of Series B
Preferred Stock who hold 10,000,000 shares of our Series B Preferred Stock, resulting in the Majority Stockholders holding, in the aggregate,
approximately 54% of the total voting power of all issued and outstanding voting capital stock of the Company. Accordingly, your consent is
not required and is not being solicited in connection with the approval of the Reverse Split.
THE REVERSE SPLIT HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE
COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION PASSED UPON THE FAIRNESS OR MERIT
OF THE REVERSE SPLIT NOR UPON THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED IN THIS
INFORMATION STATEMENT.ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL.
THIS IS NOT A NOTICE OF A SPECIAL MEETING OF STOCKHOLDERS, AND NO STOCKHOLDER MEETING WILL BE
HELD TO CONSIDER THE REVERSE SPLIT. WE ARE NOT ASKING YOU FOR A PROXY, AND YOU ARE REQUESTED
NOT TO SEND US A PROXY. THE ACCOMPANYING MATERIAL IS BEING SENT TO YOU FOR INFORMATIONAL
PURPOSES ONLY.
No action is required by you. The accompanying Information Statement is furnished only to inform our stockholders of the Reverse Split
before it occurs, in accordance with the requirements of United States Federal Securities Laws. This Information Statement is being mailed on
or about April 6, 2015 to all of the Company’s stockholders of record as of the close of business on March 25, 2015.
By Order of the Board of Directors.
/s/ Robert Rico
Name: Robert Rico
Title: Chief Executive Officer
