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Unregistered Sale of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities.
Cherry Hill, NJ, October 1, 2009, Nuvilex, Inc. (OTC Bulletin Board: NVLX), announced today that Mr. Robert S. Trump, a successful entrepreneur and an accredited investor based in New York, has acquired five million five hundred fifty-five thousand five hundred and fifty (5,555,555) restricted shares of Nuvilex, Inc. Common Stock for a cash investment made to the Company in the amount of two-hundred and fifty thousand dollars ($250,000). The restricted (Securities Act Rule 144) Common Stock purchase was made at $0.045 per share. Mr. Trump first became familiar with the Company as a consumer of the Company's retail products, Cinnergen™ and Cinnechol™. Mr. Trump's personal results from the use of these products were excellent and as a result Mr. Trump made this investment in support of the Company's growth strategy and business plans.
The Company believes the issuance of the shares is exempt from the registration and prospectus delivery requirement of the Securities Act of 1933 by virtue of
Section 4(2). The shares were issued directly by the Company and did not involve a public offering or general solicitation. The recipient of the shares was afforded an opportunity for effective access to files and records of the Company that contained the relevant information needed to make his investment decision, including the Company's financial statements and 34 Act reports. The Company reasonably believed that the recipient had such knowledge and experience in its financial and business matters that he was capable of evaluating the merits and risks of his investment.
About Nuvilex, Inc.
Nuvilex, Inc. is an emerging healthcare consumer products company. The Company’s lead products include: Last Shot Hangover Remedy™, a unique sugar-free, calorie-free and caffeine-free liquid formula designed to ease the symptoms of a hangover; Cinnergen™, which promotes a healthy glucose metabolism; Cinnechol™, designed to help maintain normal cholesterol levels and support normal cardiovascular function; and Infinitink ®, a permanent yet more easily removable tattoo ink. The Company’s complete portfolio spans aesthetics, dermatology, environmental and nutraceutical products, all of which are designed to directly or indirectly improve human health. In March 2009, Nuvilex merged with Freedom2 Holdings, Inc., the developer of Infinitink ®. In conjunction with the merger, the Company changed its name to Nuvilex, Inc. from eFoodSafety.com. Please visit www.nuvilex.com for additional information on the Company.
Safe Harbor Statement
Statements contained in this presentation that are not strictly historical are "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934. The forward-looking statements are made based on information available as of the date hereof, and the Company assumes no obligation to update such forward-looking statements. Forward-looking statements are sometimes identified by words such as "intends", "anticipates", "believes", "expects", and "hopes" and involve a number of risks and uncertainties that could cause the Company's actual results to differ materially from projected results. All parties are cautioned that such forward-looking statements involve risks and uncertainties that could cause the Company's actual results to differ materially from those in these forward-looking statements. Such risks and uncertainties include but are not limited to demand for the Company's products and services, the planned share exchange with Freedom2 Holdings, Inc., our ability to secure additional financing, and other factors that may be more fully described in reports to shareholders and periodic filings with the Securities and Exchange Commission.
Investor Relations Contacts:
Blair Barnes
Senior Vice President and Chief Financial Officer
Nuvilex, Inc.
Ph: 856-433-6088
Email: bbarnes@nuvilex.com
Press Contact:
Pat Arcand
Arcand & Madison
Ph: 617-576-7777
Email: pat@am-pr.com
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