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MONDIAL VENTURES, INC. FILES (8-K) Disclosing Unregistered Sale of Equity Securities, Other Events

August 1, 2014



Item 3.02. Unregistered Sales of Equity Securities

During the period commencing May 20, 2014 through July 31, 2014 the Company issued 309,120,125 common shares to reduce debt on convertible promissory notes and account payable balances in the amount of $77,382. The issued and outstanding common shares of the Company at the beginning of the period commencing May 19, 2014 was 23,182,295 and for the period ending July 31, 2014 the issued and outstanding common shares of the Company was 332,302,490.

The Company claims an exemption from the registration requirements of the Securities Act of 1933, as amended (the "Act") for the private placement of these securities pursuant to Section 4(2) of the Act and/or Rule 506 of Regulation D promulgated thereunder since, among other things, the transaction does not involve a public offering, the Investor is an "accredited investor" and/or qualified institutional buyer, the Investor has access to information about the Company and its investment, the Investor will take the securities for investment and not resale, and the Company is taking appropriate measures to restrict the transfer of the securities.

Item 8.01. Other Events

On June 13, 2014, the Company issued a 10% interest original issue discount convertible promissory note, with right re purchase under certain terms up to 180 days from the effective date to certain institutional or accredited investors in behalf of its direct investment to the Company. Terms for the purchase price included payment of two installments in the amount of $22,000 on the total face amount of $44,000. The convertible promissory note matures on December 13, 2014. The Company has the right to pre pay any time before December 13, 2014 with 7 days notice at 130% of face value and including interest thereon the principal amount.


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Source: Edgar Glimpses


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