Zuma Beach Entertainment Announces Private Offering
Zuma Beach Entertainment, Inc ("Zuma") (Pink Sheets: ZMBC) today announced that it plans to offer 1,000 units (the "Units") at $5,000 per Unit, in a private offering (the "Offering"). Each Unit will consist of 100,000 shares of restricted common stock (the "Shares") and a common share purchase warrant (the "Warrant") to purchase up to 100,000 Shares exercisable at $0.05 per Share for a period of 2 years.
Burbank, CA (PRWEB) May 8, 2009 -- Zuma Beach will be relying directly on the subscription proceeds of the Offering to i) execute the filing of the Company's 15C2-11 to allow Zuma to trade and be quoted on a solicited basis, ii) retain an auditor to conduct a financial audit of the Company, a requirement to proceed with the filing of its Form 10 to attain eligibility for quotation on the Over the Counter Bulletin Board, iii) commence the operations of World Arena Rugby, the first professional indoor rugby league, including the launch of a promotional event in Las Vegas and kicking off the inaugural season in June 2010, iv) develop, license and distribute the Angel Babies property and v) acquire ownership interests in additional film projects.
On March 12, 2008 a meeting of Board of Directors and Majority Shareholders was held to pass an action of unanimous written consent in lieu of an Annual and Special Meeting of Shareholders. The Board and its majority stockholders unanimously adopted and approved an amendment to Zuma's Articles of Incorporation to increase the number of shares of capital stock that Zuma is authorized to issue from 100,000,000 to 800,000,000. The portion designated for authorization in Common Stock and Preferred Stock was increased from 75,000,000 to 750,000,000, and from 25,000,000 to 50,000,000, respectively. An Information Statement detailing the action has been mailed to the shareholders of Zuma of record.
The Board believes that it was advisable and in the best interests of Zuma to have available additional authorized but unissued shares of Common Stock in an amount adequate to provide for Zuma future needs. The unissued shares of Common Stock will be available for issuance from time to time as may be deemed advisable or required for various purposes, including the issuance of shares in connection with future financing or acquisition transactions.
The Shares and Warrants issued pursuant to the Offering will be "restricted securities" under the Securities Act of 1933, as amended (the "Securities Act") and may not be resold absent registration under the Securities Act and applicable state securities laws or an available exemption there under, such as Rule 144 under the Securities Act ("Rule 144"), assuming certain conditions of Rule 144 are met. There can be no assurance that such conditions will be met. Sales offered hereby will only be made to Accredited Investors as defined by Rule 501 of Regulation D, promulgated under the Securities Act.
This communication shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.
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