Limitless Venture Group Settles $163,391 Note with Beaufort Capital Partners


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PK:LVGI / PK:TTDZ / OTC:BB:ELTP
04/16/2014 [ACCESSWIRE]

Limitless Venture Group Inc.’s (OTCPINK: LVGI) announced that the company and a third- party debt holder Beaufort Capital Partners reached an amicable settlement regarding an outstanding note which had essentially floorless convertible terms attached.

The parties agreed to a two tranche fixed conversion to settle in its entirety a $163,391.00 note balance, for a total of 273,257,143 shares.

"We've believe that that these shares have already been sold and Beaufort Capital no longer has any equity interest in the company," stated LVGI CEO Joseph Francella. He went on to say, "I'm pleased to have settled this matter and appreciate Beaufort's full cooperation in reaching a resolve that has allowed them to recoup their capital and remove further and future dilution to our shareholders. This is one more step in our continued efforts to build shareholder value."

This action comes only two weeks after the Holbrook, NY-based company announced that  it had  developed and about to enter into production on a line of HEMP-based health products called The HempCore(TM) Health Series.

New Line of Hemp-Based Products

This will be a series of four products all based around the health benefits derived from the use of HEMP as the main ingredient. One product will be aimed as heart health and cholesterol reduction, one towards joint pain/arthritis relief, one for brain health/cognitive function and one for anxiety relief.

On Apr. 15, LVGI’s share price closed at 0.0033 cents, up 0.0003 cents from its closing price of 0.003 cents the previous day, on volume of 80,704,726 shares.

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Green Cures Inc. Totally Replaces It Top Tier of Management

In other news, Green Cures Inc. and Triton Distribution Systems Inc. (OTCPINK: TTDZ) announced the appointment of Mr. Robert Calkin as new chief executive officer, Meki Cox as new chief technology officer, Romeo O Cruz as new treasurer & board member, Dr. Wendy Osegueda as new South and Central America chief of operations & board member and the addition of Dr. Jhasmin Santizo to the board of directors.

The announcement of the new management team came less than a week after Green Cure’s Mar. 29 closing of its acquisition for controlling interest in Triton. The company is in the process of it changing its name and ticker symbol.

The California-based medical marijuana company said it would also the cancel approximately 300 million common shares owned by Green Cures Inc. and being acquiring assets (including intellectual property and products) into the company.

Name Change Strategy

Green Cures believes a new name and trading symbol for the company will help the market to identify its business focus following the restructuring and reorganization. The name of the company is to be legally changed to “Green Cures and Botanical Distribution, Inc."  

Triton and Green Cures also announced that Triton plans to acquire certain assets, including rights to domain names, certain trademarks with pending registrations and intellectual property, and certain existing products, which will be used in Triton's business. 

The assets to be acquired include AllBotanical.com, AllCannabis.com, FutureMarijuana.com, CBDoil.us, and CBDcolorado.com, as well as exclusive licensing rights to all Green Magic and Green Cures products from Green Cures Inc., in order to enable the Company to move quickly with business operations following the restructuring plan completion. Management believes that acquiring these assets will enable the Company to begin commercial operations and implement its business plan, while offering initial products, allowing the Company to move forward more quickly in this fast-paced industry.

Additionally, Triton's management anticipates that the website Allbotanical.com will initially feature a total of 10 products, ready-to-ship, from the Green Magic line, along with additional products from other distributors. The Company intends to offer Green Magic Products to the public with an active Liability, and Packagers Protection Policy; therefore, the launching of Allbotanical.com is rescheduled for an expected date of April 14, 2014.

The company is also providing an update on the previously announced distribution of the shares of common stock of another publicly traded company, Privileged World Travel Club Inc., to stockholders of the company. Management is working to determine the best time and methods to make such a distribution, while balancing factors involved, including the costs and time required for undertaking such a distribution transaction, the performance of Privileged World Travel Club in the market and more.

On Apr. 15, TTDZ’s share price closed at 3 cents, unchanged from its closing price of the previous day on volume of 39.7-million shares.

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Lincoln Park Capital Fund Makes  up to $40 Million Available to Elite Pharmaceuticals

Meanwhile, Elite Pharmaceuticals Inc. (OTCBB: ELTP) announced Apr. 14 that it has entered into a common stock purchase agreement with Lincoln Park Capital Fund LLC ("LPC"), a Chicago-based institutional investor for up to $40 million.

Proceeds from the transaction will be used to develop the Company's pipeline of products, including the abuse resistant opioids, and for general corporate purposes.

Will Help Develop Abuse-Resistant Opioids

Commenting on the new financing, Elite's President and CEO, Mr. Nasrat Hakim said, "This commitment from Lincoln Park helps Elite to develop our range of abuse resistant opioids on an accelerated pace. By investing in the clinical development of our abuse deterrent products, we expect to significantly increase the value of these products in anticipation of future product partnerships. There is a great interest in our technology and, as Elite has done since I started here last August, we will continue to aggressively scale up and complete the clinical studies necessary to file these products as soon as possible. Our first filing is expected to be by year's end."

Elite Pharmaceuticals has agreed to file a registration statement with the U.S. Securities & Exchange Commission ("SEC") covering the shares that may be issued to Lincoln Park Capital under the terms of the common stock purchase agreement.

After the SEC has declared the registration statement related to the transaction effective, the company has the right, at its sole discretion over a period of three years to sell up to an aggregate of $40 million of its common stock to LPC under the terms and amounts as set forth in the agreement.

Under the terms of the agreement, there are no upper limits to the price that LPC may pay to purchase Elite's common stock. Elite will control the timing and the amount of shares to be sold. LPC has no right to require any sales and is obligated to purchase common stock as directed by Elite.

Under the terms of the agreement, LPC has agreed not to cause or engage in any manner whatsoever, any direct or indirect short selling or hedging of Elite's shares of common stock. In consideration for entering into the agreement, Elite has issued shares of common stock to LPC as a commitment fee and will issue additional commitment fee shares in proportion to the amount of shares purchased by LPC under the agreement.

On Apr. 15, ELTP’s share price closed at 34 cents, down 3 cents from the previous day’s close of 37 cents a share.

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