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TOPIC: FCIC-FCCC Inc.

FCIC - New shell owners 3 years 2 months ago #1750

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Change of Control...

On June 27, 2014, we entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Frederick L. Farrar, LFM Investments, Inc., Chafre, LLC, Charles E. Lanham and Daniel R. Loftus (collectively, the “Purchasers”), pursuant to which the Company agreed to sell to the Purchasers an aggregate of 1,900,000 shares (the “Shares”) of Common Stock for aggregate cash consideration equal to $380,000.00. The Shares represent approximately 54.9% of the issued and outstanding shares of the Company’s Common Stock as of the date of this Information Statement. A closing is expected to occur pursuant to the Purchase Agreement upon satisfaction of all of the conditions thereunder, which is expected to occur on or after July 7, 2014. There are no other arrangements or understandings involving control persons of the Company with respect to the election of directors.

In connection with the entry into the Purchase Agreement, on June 27, 2014, our Board of Directors elected each of Frederick L. Farrar, Daniel R. Loftus and Fred J. Merritt to serve as directors of the Company effective as of the later of (a) 10 days after the mailing of this Information Statement to our stockholders and (b) a “closing” under the Purchase Agreement (such event, the “Change of Control”). Separately, each of our current directors and officers has tendered their resignation from all positions with our Company, also effective as of the Change of Control.

VOTING SECURITIES AND PRINCIPAL HOLDERS

As of June 27, 2014, we had 1,561,022 shares of Common Stock issued and outstanding. Each share of Common Stock is entitled to one vote on matters submitted to stockholders. If the Change of Control had occurred as of the same date, we would have had 3,461,022 shares of Common Stock issued and outstanding.

www.sec.gov/Archives/edgar/data/730669/0...3355/fccc_sc14f1.htm

I OWN SHARES IN FCIC PURCHASED IN THE OPEN MARKET.
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FCIC-FCCC Inc. 13 years 8 months ago #544

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[FCIC-FCCC Inc.]
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