PRVT » Topics » Sale of Unregistered Securities in the Fourth Quarter of 2007

These excerpts taken from the PRVT 10-K filed Mar 17, 2008.

Sale of Unregistered Securities in the Fourth Quarter of 2007

In November 2007 we entered into two agreements to acquire shares of Horse Creek Entertainment AB (publ), a mainstream content aggregator operating HomeTV (www.hometv.se), a broadband Video-On-Demand (VOD) platform in Scandinavia, in exchange for our common stock. In two private transactions with Horse Creek Entertainment AB we acquired: (1) 2,000,000 million common shares of Horse Creek Entertainment AB at SEK 1.95 per share in exchange for issuing 169,565 shares of our common stock; and (2) an additional 2,000,000 million common shares of Horse Creek Entertainment AB at SEK 2.80 per share together with stock purchase warrants entitling us to acquire an additional 2,000,000 shares at SEK 1.95 per share until November 2009, in exchange for issuing 265,762 shares of our common stock. The issuance of the common stock is deemed to be exempt from the registration requirement of the Securities Act of 1933, as amended, in reliance on Section 4(2) of the Securities Act as it was sold to an investor believed to be an accredited investor and was made without general solicitation or advertising.

 

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Sale of Unregistered Securities in the Fourth Quarter of 2007

In November 2007 we entered into two agreements to acquire shares of Horse Creek Entertainment AB (publ), a mainstream content
aggregator operating HomeTV (www.hometv.se), a broadband Video-On-Demand (VOD) platform in Scandinavia, in exchange for our common stock. In two private transactions with Horse Creek Entertainment AB we acquired: (1) 2,000,000 million
common shares of Horse Creek Entertainment AB at SEK 1.95 per share in exchange for issuing 169,565 shares of our common stock; and (2) an additional 2,000,000 million common shares of Horse Creek Entertainment AB at SEK 2.80 per
share together with stock purchase warrants entitling us to acquire an additional 2,000,000 shares at SEK 1.95 per share until November 2009, in exchange for issuing 265,762 shares of our common stock. The issuance of the common stock is deemed
to be exempt from the registration requirement of the Securities Act of 1933, as amended, in reliance on Section 4(2) of the Securities Act as it was sold to an investor believed to be an accredited investor and was made without general
solicitation or advertising.

 


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EXCERPTS ON THIS PAGE:

10-K (2 sections)
Mar 17, 2008
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