Gem Holdings Acquisition

Proceeding to Completion

We were slightly delayed in our 10-K filing due to debate about whether the Company was a shell company or not. This was significant because, if the Company was a shell company, the Company would need to file a Super 8k in relation to the GEM Holdings acquisition within 4 days of Completion, including audited accounts for GEM within that four day period.

We obtained attorney advice that the Company is not a shell company and therefore has 71 days from Completion to file the audited accounts for GEM Holdings. We are now ready to proceed to Completion of the GEM Holdings acquisition.