Filing Details
- Accession Number:
- 0001496274-10-000002
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2010-07-15 13:00:00
- Reporting Period:
- 2010-07-01
- Filing Date:
- 2010-07-15
- Accepted Time:
- 2010-07-15 13:06:35
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1444183 | Alpine Alpha 2 Ltd. | N/A | Blank Checks (6770) | 753264749 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1429119 | E James Hahn | Po Box 735 Alpine NJ 07620 | Yes | No | No | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Acquisiton | 2010-07-01 | 400,000 | $0.38 | 537,410 | No | 4 | J | Indirect | By Alpine Venture Associates, LLC |
Common Stock | Acquisiton | 2010-07-06 | 150,599 | $0.00 | 688,009 | No | 4 | J | Indirect | By Alpine Venture Associates, LLC |
Common Stock | Acquisiton | 2010-07-06 | 250,000 | $0.00 | 938,009 | No | 4 | P | Indirect | By Alpine Venture Associates, LLC |
Common Stock | Acquisiton | 2010-07-06 | 250,000 | $0.20 | 1,188,009 | No | 4 | J | Indirect | By Alpine Venture Associates, LLC |
Common Stock | Acquisiton | 2010-07-06 | 500,000 | $0.00 | 1,688,009 | No | 4 | P | Indirect | By Sabrina Hahn |
Common Stock | Acquisiton | 2010-07-06 | 425,000 | $0.00 | 2,113,009 | No | 4 | P | Indirect | By Evan Hahn |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | J | Indirect | By Alpine Venture Associates, LLC |
No | 4 | J | Indirect | By Alpine Venture Associates, LLC |
No | 4 | P | Indirect | By Alpine Venture Associates, LLC |
No | 4 | J | Indirect | By Alpine Venture Associates, LLC |
No | 4 | P | Indirect | By Sabrina Hahn |
No | 4 | P | Indirect | By Evan Hahn |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Warrant | Acquisiton | 2010-07-06 | 71,467 | $0.00 | 71,467 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
71,467 | 2010-07-06 | 2015-07-06 | No | 4 | J | Indirect |
Footnotes
- The Reporting Person and his wife each has 50% membership interests in Alpine Venture Associates, LLC ("AVA"). The Reporting Person has sole voting and dispositive power with respect to the securities owend by Alpine Venture Associates, LLC. Therefore, any securities owned by AVA are deemed to be benefically owned by the Reporting Person.
- On July 1, 2010, the Issuer and AVA reached an agreement, where all then the Issuer's outstanding liabilities owed to AVA shall be converted into 400,000 shares of the Issuer's common stock, par value $0.001 per share (the "Common Stock"), in the name of AVA at a price of $0.3813 per share.
- On July 6, 2010, certain shareholders of Goodintend Holdings Limited, a BVI company ("Goodintend") acquired from AVA its 96.5% ownership interests in the Issuer. As part of the consideration for such acquisition of AVA's controlling interests, AVA received 150,599 shares of Common Stock and a warrant to purchase 71,467 shares of Common Stock. There was no public market for the Issuer's Common Stock.
- On July 6, 2010, the Issuer, Goodintend and the stockholders of Goodintend entered into a share exchange agreement, where in exchange of Goodintend's all then outstanding ordinary shares (the "Goodintend Shares"), the Issuer issued to the stockhlders of Goodintend a total of 24,737,500 shares of Common Stock (the "Share Exchange Transaction"). AVA, as a shareholder of 250 shares of Goodintend Shares, received 250,000 shares of Common Stock. There was no public market for Goodintend Shares.
- On December 17, 2009, Goodintend completed a financing transaction where it raised gross proceeds of $800,000 through a private placement of convertible promissory notes to certain accredited investors (the "December 2009 Financing"). All notes issued in connection with the December 2009 Financing were automatically converted into an aggregate of 4,000,000 shares of the Issuer's Common Stock on July 6,2010, simultaneously with the consummation of the Share Exchange Transaction, reflecting a conversion price of $0.20 per share. As an investor in the December 2009 Financing, AVA received 250,000 shares of Common Stock upon the conversion of its promissory notes of $50,000.
- Sabrina Hahn is the daughter of the Reporting Person. In the Share Exchange Transaction on July 6, 2010, Sabrina Hahn, as a shareholder of 500 shares of Goodintend Shares, received 500,000 shares of Common Stock. There was no public market for Goodintend Shares.
- Evan Hahn is the son of the Reporting Person. In the Share Exchange Transaction on July 6, 2010, Evan Hahn, as a shareholder of 425 shares of Goodintend Shares, received 425,000 shares of Common Stock. There was no public market for the Goodintend Shares.
- The exercise price of the warrant is the purchase price per share in the first offering of the Issuer's securities conducted after the consummation of the Share Exchange Transaction.