Today, Nexia Holdings announced that it has plans to distribute a stock dividend in Green Endeavors Ltd (GRNE.PK). The company must complete the following steps below before the stock dividend occurs.
— Nexia must sell its interest in Landis LLC and Reflections LLC to a wholly owned subsidiary of GRNE. The terms of the sale of these businesses to GRNE is being formulated.
— Proper exemption from registration or “no sale” opinion letter needs to be obtained from counsel to ensure compliance with all federal and state securities laws.
— Retention of SEC peer review audit firm
— Complete disclosure documents and financials need to be complete for GRNE after it acquires the salon operations.
— Determine how many shares of GRNE will be entitled to Nexia shareholders (ratio or pro rata spin-off)
— Completion of GRNE web site with complete investor information
— Review of Regulation D to ensure that such a spin-off or stock dividend is not integrated into an anticipate Rule 504 offering.
Nexia also has plans to resubmit a Form 15c2-11 to a market maker to improve GRNE’s liquidity and ability to trade. After the subsidiary completes its Rule 504 offering, Nexia intends to file a Form 10SB to make GRNE a fully reporting company. The subsidiary would then be able to uplist to the OTCBB or Small Cap NASDAQ.
Richard Surber, President of Nexia, stated, “I have great expectations for GRNE and the expansion of the Landis Lifestyle Salon business model. We are in the process of creating a robust acquisition and expansion plan. The plan will allow us to quickly acquire and integrate existing salons as well as build out new locations. Our intent is to make sure that we are able to obtain the rights to sell AVEDA(TM) products exclusively at each salon location, which will adhere strictly to AVEDA(TM)’s operating guidelines. GRNE could meet the net asset requirements to be listed on the NASDAQ small cap with as few as 10 salon locations.”
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