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DMOI and 10 years 2 days ago #1447

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[DMOI and]
On January 9, 2009, we executed a plan and agreement of merger to acquire UBI. Under the plan of merger, there are the following conditions to closing: (1) UBI must deliver an appropriate audit of its financial statements for 2006, 2007 and 2008; (2) our company must effectuate a one-for-thirty-two reverse split of our outstanding common stock, which will result in there being 21,500,522 shares outstanding immediately after such reverse split; (3) our company must change its corporate name from its current name to “ubroadcast, inc.”; (4) our company must pay all accrued and unpaid salary of our president, David Loflin, by issuing, after the reverse split described in the foregoing clause, 5,000,000 shares of our common stock; and (5) our company must divest itself of our ownership of U.S. BioFuels Exchange, LLC, AirRover Networks, Inc., Diamond I Technologies, Inc., and (iii) Touchdev, Limited. We are attempting to complete the acquisition of UBI by the end of January 2009. We see no impediment to closing this transaction.
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