ContractShare Exchange Agreement • April 8th, 2014 • Vaporin, Inc. • Retail-eating places
On January 24, 2014, Vaporin, Inc. (formerly known as Valor Gold Corp.) (the “Company”) entered into a Share Exchange Agreement with Vaporin Florida, Inc. (“Vaporin Florida”). Pursuant to the Agreement, all of the issued and outstanding common stock of Vaporin Florida were exchanged for an aggregate of 35 million shares of the Company’s common stock. Additionally, 1,000 shares of Vaporin Florida’s Series A Preferred Stock was exchanged for 100,000 shares of Series C Preferred Stock. The completion of the Share Exchange resulted in a change of control. The Share Exchange was accounted for as a reverse acquisition and re-capitalization, whereas Vaporin Florida is deemed the accounting acquirer and Vaporin, Inc. the legal acquirer.
