Geyser Group, Ltd., Acquires Power Beverage Corp., Rescinds Acquisition of Water Star Bottling, Inc.
Changes Corporate Name to XStream Beverage Group, Inc., and Announces 1 for 40 Reverse Split
Geyser Group, Ltd., a Nevada corporation, has acquired Power Beverage Corp., a Florida corporation, formerly a wholly owned subsidiary of XStream Beverage, Inc., a Florida corporation.
On September 14, Geyser and Power Beverage executed a `Definitive Agreement and Plan of Reverse-Acquisition Among Geyser Group, Ltd. and Power Beverage Corp.' In exchange for the acquisition of 100 percent of all 8,000,000 shares of common stock outstanding of Power, Geyser issued 40,000,000 shares of its common stock to Power. Pursuant to the Geyser/Power Agreement, Geyser accepted the resignations of the following officers and directors: Travis G. Miller, former chief principal officer and director; William Fulkerson, former director; Dan Gotthilf, former director; John O'Shaughnessy, former director.
On September 14, 2001, the new Board of Directors of Geyser amended its Articles of Incorporation to increase its outstanding capital stock from 25,000,000 shares of Common Stock (par value $.001) and no preferred stock authorized to 60,000,000 shares of capital stock, consisting of 50,000,000 shares of common stock (par value $0.001) and 10,000,000 shares of preferred stock (par value $0.001). Additionally, the Board agreed to amended its articles to effect a name change from Geyser Group to XStream Beverage, Ltd. as part of its strategy to position itself in the beverage industry.
Founded in September 2001, as a wholly owned subsidiary of XStream Beverage, Inc., Power Beverage plans to acquire operating companies involved with spring water, bottled water, energy drinks and other segments of the beverage industry.
"XStream Beverage has an aggressive and calculated business plan to acquire growth oriented beverage companies with the best potential return on investment under the XStream Beverage brand," said XStream Beverage Chief Executive Officer Edward Arioli.
On September 24, 2001, Geyser Group, Ltd., rescinded its `Definitive Agreement and Plan of Acquisition' with Water Star Bottling, Inc., a Wyoming corporation, which included its 85 percent majority owned subsidiary Geyser Products, LLC, a Delaware Limited Liability Company, dated March 9th, 2001.
On September 14, 2001, a "Rescission And Settlement" was executed between Christopher Michael and Debra Vance, Water Star Bottling, Inc., Geyser Group, Ltd., AquaPure International, and Travis Miller. Pursuant to the rescission agreement, the Board of Directors of Geyser accepted the resignations of C. Michael Vance, former president and director; and Jerry Ludeman, former chief executive officer. The Company cancelled any shares of Common Stock originally issued to the two officers named above.
The company also authorized a 1 for 40 reverse split of its common stock, declared effective for all shareholders of Geyser Group, Ltd. who were shareholders of the company as of the record date of October 15, 2001. For every 40 shares of common stock a shareholder of the Company held prior to the 1:40 reverse split, such shareholder will now hold one share of Common Stock post-reverse split.
XStream will no longer hold any interest in a cold-water geyser in the Bridger/Teton National Forest and retracts all prior press releases of the company's contracts and any future sales projections.
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