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Capital Stock
9 Months Ended
Sep. 30, 2017
Equity [Abstract]  
Common Stock

5. Capital Stock

 

Share Transactions for the nine months ended September 30, 2017:

 

Preferred Stock

 

Our Articles of Incorporation, which were amended effective April 11, 2017, authorize us to issue up to 2,250,000 shares of preferred stock, $0.001 par value. Of the 2,250,000 authorized shares of preferred stock, the total number of shares of Class A Preferred Shares the Corporation shall have the authority to issue is Two Million (2,000,000), with a stated par value of $0.001 per share, the total number of shares of Class B Preferred Shares the Corporation shall have the authority to issue is Two Hundred Forty Nine Thousand, Nine Hundred Ninety Nine (249,999), with a stated par value of $0.001 per share, and the total number of newly authorized Class C Preferred Shares the Corporation shall have the authority to issue is One (1), with One Million Eight Hundred Thousand (1,800,000) Preferred Shares undesignated. Our Board of Directors is authorized, without further action by the shareholders, to issue shares of preferred stock and to fix the designations, number, rights, preferences, privileges and restrictions thereof, including dividend rights, conversion rights, voting rights, terms of redemption, liquidation preferences and sinking fund terms. We believe that the Board of Directors’ power to set the terms of, and our ability to issue, preferred stock will provide flexibility in connection with possible financing or acquisition transactions in the future. The issuance of preferred stock, however, could adversely affect the voting power of holders of common stock and decrease the amount of any liquidation distribution to such holders. The presence of outstanding preferred stock could also have the effect of delaying, deterring or preventing a change in control of our company.

 

Series A Preferred Stock Transactions

 

As of September 30, 2017, we had 7,500 shares of our Class A Preferred Stock issued and outstanding.

 

The 7,500 issued and outstanding shares of Class A Preferred Stock are convertible into shares of common stock at a rate of 20 common shares for each one Class A Preferred Share. The 164,781 issued and outstanding shares of Class B Preferred Stock are convertible into shares of common stock at a rate of 200 common shares for each one Class B Preferred Share. The one share of Class C Preferred Stock issued and outstanding is not convertible. If all of our Class A Preferred Stock, Class B Preferred Stock and Class C Preferred Stock were to be converted into shares of common stock, the number of issued and outstanding shares of our common stock will increase by 32,956,200 shares.

 

Series B Preferred Stock Transactions

 

On or around February 18, 2016, as part of the closing of the Company’s asset sale by CMG Holdings Group to HDS International Corp., CMG Holdings was issued 13,350 Series B Preferred Shares. On August 16, 2016, CMG Holding received an additional 86,650 shares of Series B Preferred Shares to complete the closing of the Good Gaming asset sale.

 

On or around February 18, 2016, our former CEO Vikram Grover was issued 860 Series B Preferred shares in lieu of compensation due for services rendered to SirenGPS in 2015.

 

On or around February 26, 2016, William Schultz funded monies to the Company and had a subscription receivable for 2,500 Series B Preferred shares as consideration for an investment in the Company.

 

On or around February 26, 2016, Paul Rauner was issued 800 Series B Preferred shares as consideration for the strategic change of control transaction with CMG Holdings Group, Inc.

 

On or around February 26, 2016, Galina Berkovich was issued 800 Series B Preferred shares as consideration for the strategic change of control transaction with CMG Holdings Group, Inc.

 

On or around February 26, 2016, Bernard Mangold was issued 400 Series B Preferred shares as consideration for the strategic change of control transaction with CMG Holdings Group, Inc.

 

On or around March 7, 2016, Silver Linings Management, an entity controlled by David Dorwart, our Director, funded monies to the Company and had a subscription receivable for 15,000 Series B Preferred shares as consideration for an investment in the Company.

 

On or around April 22, 2016, William Crusoe was issued 1,000 Series B Preferred shares as consideration for an investment in the Company. The investor has since agreed to lockup his shares for a period of one year.

 

On or around April 22, 2016, Francesca Dorwart was issued 1,000 Series B Preferred shares as consideration for an investment in the Company.

 

On or around August 16, 2016, Britton & Associates was issued 5,000 Series B Preferred shares as consideration for an investment in the Company.

 

On or around August 16, 2016, Independent Drug Distributor was issued 5,000 Series B Preferred shares as consideration for an investment in the Company.

 

On or around August 16, 2016, Pecan Bluff Investments was issued 2,500 Series B Preferred shares as consideration for an investment in the Company.

 

On or around August 16, 2016, SSB Trading was issued 10,000 Series B Preferred shares as consideration for an investment in the Company.

 

On or around September 20, 2016, Bruce Gingrich was issued 2,500 Series B Preferred shares as consideration for an investment in the Company.

 

On January 4, 2017, HOEL converted 70,000 shares of Common Stock of the Company into 500 shares of the Company’s Class B Preferred Stock, pursuant to that certain Stock Conversion Agreement dated December 30, 2016. As of September 30, 2017, HOEL held 2,816 shares of preferred B Stock.

 

On or around August 04, 2017, Michael Tadin was issued 5,000 Series B Preferred shares as consideration for an investment in the Company.

 

On or around September 29, 2017, Andrew Albrecht was issued 750 Series B Preferred shares as consideration for an investment in the Company.

 

On September 30, 2017 all of the above preferred B shares were issued as noted above, 164,781 shares.

 

Series C Preferred Stock Transactions

 

On May 24, 2017, CMG Holdings Group, Inc. transferred 1 share of Series C Preferred Stock to ViaOne Services in accordance with the term under the Stock Pledge Agreement, by and among the Company, CMG and ViaOne, dated November 30, 2016.

 

Common Stock Transactions

 

On July 13, 2017, a shareholder converted 1,000 Series B Preferred Shares into 200,000 common shares.

 

On August 11, 2017, an investor converted 1,250 Series B Shares into 250,000 common shares.