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Hey guys. I have been lurking on the site for quite a while now, and I have been watching this stock for a while now. New news:
Entry into a Material Definitive Agreement, Completion of Acquisition or D
Item 1.01 Entry into a Material Definitive Agreement
On May 16, 2006, Aventura Holdings, Inc., a Florida corporation (the "Company") entered into several agreements with Horvath Holdings, LLC ("Horvath"), a Michigan limited liability Company, which owns and operates automobile dealerships and finance companies concentrating in the sub-prime lending market. These agreements included among other documents, a Class A Common Stock Purchase Warrant ("Warrant"). All of such material agreements (including, but not limited to, the Warrant and the Securities Purchase Agreement referenced below) were filed as Exhibits to a Form 8-K filed by the Company on May 22, 2006.
On May 16, 2006, the Company acquired 30% of the equity of Horvath's wholly owned subsidiary Ohio Funding Group, Inc. ("Ohio Funding"), with an agreed value of $100,000 in exchange for the issuance of 200,000,000 shares of the Company's common stock pursuant to the terms of a Securities Purchase Agreement entered into by and among the Company, Horvath, Ohio Funding and Melissa Apple as Trustee for the Maria Lopez Irrevocable Trust UTD March 29, 2004 (the "Trust").
On October 1, 2006, Horvath partially exercised the Warrant by assigning an additional 30% of the equity of Ohio Funding with an agreed value of $100,000 in exchange for the issuance of 200,000,000 shares of the Company's common stock. The material agreements related to this partial exercise of the Warrant are included as Exhibits to this Form 8-K. In connection with this partial exercise of the Warrant, Horvath was granted one additional Board seat designation right (in addition to the single Board seat designation right granted to Horvath in the original May 16, 2006 transaction). As of the date hereof, Horvath has not appointed any directors pursuant to its Board seat designation rights.
Item 2.01 Completion of Acquisition or Disposition of Assets
On October 1, 2006, pursuant to a partial exercise of the Warrant by Horvath described in Item 1.01 above, the Company acquired an additional 30% of the equity of Ohio Funding with an agreed value of $100,000. Following this transaction, the Company obtained a controlling position in Ohio Funding by virtue of its total 60% ownership of Ohio Funding's common stock.
Horvath is a related party due to its stock ownership in the Company, the Board seat designation rights it has been granted, the ability to acquire control of the Company through a full exercise of the Warrant and the proxy rights it has been granted by the Trust, the Company's current majority shareholder. These various rights are described in the Form 8-K filed on May 22, 2006 and the Exhibits thereto. The Company and Horvath determined the $100,000 agreed value for the Ohio Funding shares by multiplying the 2005 net earnings of Ohio Funding by a factor of 4 and then multiplying the product by the 30% equity ownership being acquired by the Company. The Board of Directors of the Company believes that such consideration is fair and is not more favorable to Horvath than a value that could be negotiated with a third party in an "arm's length" transaction.
Is this stock done, or poised to make a huge jump? Discuss away...............money has been made on this stock.
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