Galaxy Next Generation, Inc. Provides Clarification Regarding Recent Corporate Changes
TOCCOA, Ga., July 25, 2018 (GLOBE NEWSWIRE) -- On June 24, 2018 Galaxy Next Generation, Inc. ("Galaxy"), implemented a reverse merger into Full Circle Registry, Inc. (OTC:FLCR). Galaxy is a U.S. distributor of interactive learning technology hardware and software that create fully collaborative instructional environments.
As there appears to be confusion regarding the terms of the reverse merger, FLCR wishes to address questions and concerns in this press release, which should be read in concert with the 8-K filed on June 22, 2018 (), and its press release from July 17, 2018 ().
- On completion of the Merger, and after the FINRA Filing, holders of the common shares of Galaxy will receive approximately 200 million shares of the common stock of FLCR
- After the FINRA Filing and upon completion of the Merger, the Holders of Galaxy Shares will own, on a Fully Diluted Basis approximately 89.0% of all the outstanding common stock of FLCR
- The Remaining 11.0% of the Common Stock of FLCR will be distributed as follows: 7.0% percent to the holders of common stock, pro rata and 4.0% to the holders of convertible debt, pro rata.
- Articles of Incorporation will be amended to effect a Reverse Stock Split in which each 350 shares of FLCR common stock will be converted into one (1) share of FLCR common stock, with any fractional shares rounded up to one (1) whole share.
The company reiterates that this is not a new filing, it simply clarifies prior information released in the 8-K and press releases on June 22 and July 17, respectively. In addition, FLCR filed a preliminary information statement on July 16, 2018, and when the actions described in that information statement are completed, among other things, FLCR’s name will be changed to Galaxy Next Generation, Inc.
About Galaxy Next Generation, Inc.
Galaxy Next Generation is a U.S. distributor of interactive learning technology hardware and software that allows the presenter and participant to engage in a fully collaborative instructional environment. Galaxy's products include Galaxy's own private-label interactive touch screen panel as well as numerous other national and international branded peripheral and communication devices. Galaxy's distribution channel consists of 22+ resellers across the U.S. who primarily sell the Company's products within the commercial and educational market. Galaxy does not control where resellers focus their resell efforts, although generally, the K-12 education market is the largest customer base for Galaxy products - comprising nearly 90% of Galaxy's sales.
Forward-Looking Statements
Certain statements contained in this press release are forward-looking statements and are based on future expectations, plans and prospects for FLCR's business and operations and involve a number of risks and uncertainties. FLCR's forward-looking statements in this report are made as of the date hereof and FLCR disclaims any duty to supplement, update or revise such statements on a going forward basis, whether as a result of subsequent developments, change, expectations or otherwise. In connection with the "safe harbour" provision of the Private Securities Litigation Reform Act of 1995 FLCR is identifying certain forward-looking information regarding, among other things, the merger of GALAXY into GMS, which is a wholly owned subsidiary of FLCR. Actual events or results may differ materially from those contained in these forward-looking statements. Important factors that could cause further events or results to vary from those addressed in the forward-looking statements include, without limitation, risks and uncertainties arising from the ability of FLCR to successfully complete the merger, to implementation of FLCR’s business plan; uncertainties relating to the ability to realize the expected benefits of the merger; unanticipated or unfavorable regulatory matters; general economic conditions in the region and industry in which GALAXY operates, and other risk factors as discussed in FLCR' s other filings made from time to time with the United States Securities and Exchange Commission.
Contact:
Craig Brelsford
RedChip Companies
407.644.4256
