Page 4 of 9 – SEC Filing
On February 8, 2016, the Issuer entered into
an Agreement and Plan of Merger with Tiger Trade, providing for the merger of Tiger Trade with and into the Issuer, which remained
as the surviving entity in the transaction. At the effective time of the merger, the shares of common stock and preferred stock
of Tiger Trade outstanding immediately before the effective date were canceled, retired and ceased to exist. The merger became
effective February 9, 2016.
On February 10, 2016, the Issuer entered into
a Stock Cancellation Agreement (the “Kepler Cancellation Agreement”) with the Reporting Person, who is the sole Director
and the President, Chief Executive Officer, Chief Financial Officer and Secretary of the Issuer, pursuant to which the Reporting
Person cancelled and forfeited 835,010 shares of the Issuer’s Common Stock. As a result of the consummation of the Kepler
Cancellation Agreement, the Issuer’s issued and outstanding Common Stock decreased to 20,000,000 shares and the Reporting
Person subsequently owned 9,064,990 such shares, representing 45.32% of issued and outstanding shares of the Issuer’s Common
Stock.
On September 29, 2016, the Reporting Person
transferred 264,990 shares of the Issuer’s Common Stock to a service provider as consideration for services rendered to the
Issuer. As a result of the consummation of the transfer, the Reporting Person beneficial ownership of the Issuer’s Common
Stock decreased to 8,800,000 shares, representing 42.2% of issued and outstanding shares of the Issuer’s Common Stock.
On February 13, 2017, the Reporting Person
transferred 1,145,000 shares of the Issuer’s Common Stock as a gift. As a result of the consummation of the gift transfer,
the Reporting Person beneficial ownership of the Issuer’s Common Stock decreased to 7,655,000 shares, representing 33.1%
of issued and outstanding shares of the Issuer’s Common Stock.
On September 28, 2017, the Reporting Person
transferred 25,000 shares of the Issuer’s Common Stock to a service provider as consideration for services rendered to the
Issuer. As consideration for the transfer, the Issuer forgave debt obligations of the Reporting Person in the amount of $12,500.
As a result of the consummation of the transfer, the Reporting Person beneficial ownership of the Issuer’s Common Stock decreased
to 7,630,000 shares, representing 33.0% of issued and outstanding shares of the Issuer’s Common Stock.
On September 28, 2017, the Issuer entered into
a Stock Repurchase and Cancellation Agreement with the Reporting Person, pursuant to which the Issuer repurchased and cancelled
110,000 shares of the Issuer’s Common Stock held by the Reporting Person. As consideration for the repurchase and cancellation
of the shares, the Issuer forgave debt obligations of the Reporting Person in the amount of $55,000. As a result of the consummation
of the transfer, the Reporting Person beneficial ownership of the Issuer’s Common Stock decreased to 7,520,000 shares, representing
32.7% of issued and outstanding shares of the Issuer’s Common Stock. The Reporting Person also continues to hold 100% of
the Issuer’s issued and outstanding shares of Preferred Stock, which along with the Common Stock held by the Reporting Person
represents approximately 44.7% of the Issuer’s issued and outstanding capital stock on a fully diluted basis.
The Reporting Person will continue to evaluate
his investment position in the Issuer and may, depending on the Issuer’s performance and market and other conditions, further
increase or decrease his investment position in the securities of the Issuer. The Reporting Person reserves the right to determine
in the future whether to change the purpose or purposes herein described or whether to adopt plans or proposals regarding the Issuer
or any of its securities.
Except as otherwise set forth herein, the Reporting
Person has no specific plans or proposals that relate to or would result in any of the following:
| (a) | the acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; |
