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| CIK | 1386044 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Freedom Holdings, Inc.
SEC Filings (Chronological Order)
På denne siden finner du en fullstendig, kronologisk liste over SEC-arkiveringer, med unntak av eierskaps-arkiveringer som vi leverer andre steder.
| August 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-54853 FREEDOM HO |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period |
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| August 5, 2025 |
Calculation of Registration Fee EXHIBIT 107 CALCULATION OF REGISTRATION FEE Title of each Class of Securities to be Registered Shares to be Registered(1) Proposed Maximum Aggregate Offering Price Per Share Maximum Aggregate Offering Price(2) Amount of Registration Fee Shares of Common Stock, par value $0. |
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| August 5, 2025 |
As filed with the Securities and Exchange Commission on August 1, 2025. As filed with the Securities and Exchange Commission on August 1, 2025. Registration No. 333-285724 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Freedom Holdings, Inc. (Exact name of Registrant as specified in its charter) Florida 4911 56-2560951 (Incorporation or (Primary Standard Industrial (I.R.S. Empl |
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| July 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-54853 FREEDOM H |
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| June 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Mark One) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-54853 Commission file number Freedom Holdings, Inc. ak |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Perio |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2025 FREEDOM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Commission file number 000-52952 Florida 56-2560951 (State or other jurisdiction of (I.R.S. |
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| April 28, 2025 |
Letter to SEC from OLAYINKA OYEBOLA & CO dated April 23, 2025. EXHIBIT 16.1 April 23, 2025 United States Securities and Exchange Commission Office of the Chief Accountant 100 F Street, N.E. Washington, D.C. 20549 Re: Freedom Holdings, Inc. Dear Sirs/Madams, We have read the statements under item 4.01 in the Form 8-K dated April 18, 2025, of Freedom Holdings, Inc. to be filed with the Securities and Exchange Commission and we agree with such statements therein |
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| April 16, 2025 |
As filed with the Securities and Exchange Commission on April 16, 2025. As filed with the Securities and Exchange Commission on April 16, 2025. Registration No. 333-285724 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Freedom Holdings, Inc. (Exact name of Registrant as specified in its charter) Florida 4911 56-2560951 (Incorporation or (Primary Standard Industrial (I.R.S. Empl |
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| April 16, 2025 |
Calculation of Registration Fee EXHIBIT 107 CALCULATION OF REGISTRATION FEE Title of each Class of Securities to be Registered Shares to be Registered(1) Proposed Maximum Aggregate Offering Price Per Share Maximum Aggregate Offering Price(2) Amount of Registration Fee Shares of Common Stock, par value $0. |
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| March 12, 2025 |
As filed with the Securities and Exchange Commission on March 11, 2025. As filed with the Securities and Exchange Commission on March 11, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Freedom Holdings, Inc. (Exact name of Registrant as specified in its charter) Florida 4911 56-2560951 (Incorporation or (Primary Standard Industrial (I.R.S. Employer org |
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| March 12, 2025 |
STRATA Purchase Agreement dated January 30, 2025 EXHIBIT 10.1 STRATA PURCHASE AGREEMENT THIS STRATA PURCHASE AGREEMENT (the “Agreement”), dated as of January 30, 2025, by and between THE AWARENESS GROUP via FREEDOM HOLDINGS, Inc., a Florida corporation (the “Company”), and CLEARTHINK CAPITAL PARTNERS, LLC, a Delaware limited liability company (the “Investor”). WHEREAS: Subject to the terms, conditions and limitations on the number of shares whic |
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| March 12, 2025 |
EXHIBIT 21.1 Freedom Holdings, Inc. List of Subsidiaries Subsidiary State or Jurisdiction of Incorporation Percentage Owned The Awareness Group, Inc. Nevada 100 % Renewable Energy Products Manufacturing Corp. Delaware 51 % |
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| March 12, 2025 |
Calculation of Registration Fee EXHIBIT 107 CALCULATION OF REGISTRATION FEE Title of each Class of Securities to be Registered Shares to be Registered(1) Proposed Maximum Aggregate Offering Price Per Share Maximum Aggregate Offering Price(2) Amount of Registration Fee Shares of Common Stock, par value $0. |
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| March 12, 2025 |
Warrant dated January 30, 2025 EXHIBIT 10.2 THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR APPLICABLE EXEMPTION OR SAFE HARBOR PROVISION. COMMON STOCK PURCHA |
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| March 12, 2025 |
Series A & B Preferred Stock Certificates of Designation EXHIBIT 4.1 ARTICLES OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM ACQUISITION CORP Freedom Acquisition Corp., a Florida Corporation certifies that: Capital Stock A. COMMON STOCK: The aggregate number of shares of common stock (the “Common Stock”) authorized to be issued by this Corporation shall be Five Hundred Million (500,000,000), with a par value of $0.0001 per share. Each share of iss |
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| February 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-54853 FREEDO |
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| January 31, 2025 |
Equity Purchase Agreement dated January 25, 2025 EXHIBIT 10.1 FORM CONFIDENTIAL EQUITY PURCHASE AGREEMENT BY AND AMONG THE AWARENESS GROUP LLC AND RENEWABLE ENERGY PRODUCTS MANUFACTURING CORP. JANUARY [ • ], 2025 NO AGREEMENT, ORAL OR WRITTEN, RELATING TO ANY OF THE MATTERS COVERED BY THIS DRAFT AGREEMENT HAS BEEN ENTERED INTO BETWEEN THE PARTIES. THIS DOCUMENT, IN ITS PRESENT FORM OR AS MAY BE REVISED HEREAFTER, WILL NOT BECOME A BINDING AGREEM |
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| January 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: January 25, 2025 (Date of earliest event reported) FREEDOM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Florida 000-52952 56-2560951 (State or other jurisdiction of Incorporation) (Commission |
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| January 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-54853 Commission file number Freedom Holdings, Inc. aka |
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| December 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition P |
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| December 12, 2024 |
Resignation of John E. Vivian dated September 17, 2024 EXHIBIT 17.1 |
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| December 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: September 17, 2024 (Date of earliest event reported) FREEDOM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Florida 000-52952 56-2560951 (State or other jurisdiction of Incorporation) (Commissio |
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| December 12, 2024 |
Agreement and Plan of Merger and Reorganization dated 09/17/2024 EXHIBIT 10.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among FREEDOM HOLDINGS, INC., a Florida corporation, TAG ACQUISITION CORP., a Nevada corporation and THE AWARENESS GROUP, INC., a Nevada corporation September 17, 2024 TABLE OF CONTENTS Page ARTICLE I. THE MERGER 1 1.1 The Merger 1 1.2 The Closing. 2 1.3 Actions at the Closing. 2 1.4 Additional Actions. 2 1.5 Conversion of Company Securi |
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| December 12, 2024 |
Resignation of Robin Wright dated September 17, 2024 EXHIBIT 17.2 |
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| September 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 September 7, 2024 Date of Report (Date of earliest event reported) 000-52952 Commission File Number FREEDOM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Florida 56-2560951 (State or other jurisdiction of inco |
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| September 10, 2024 |
Binding Term Sheet dated September 9, 2024 EXHIBIT 10.1 September 9, 2024 FREEDOM HOLDINGS, INC. John Vivian CEO THE AWARENESS GROUP, LLC Pablo Diaz Curiel CEO RE: Binding Term Sheet regarding the reverse merger This Binding Term Sheet (“Binding Term Sheet”) memorializes the principal terms agreed to in the nonbinding Term Sheet dated August 8, 2024 upon which Freedom Holdings, Inc., (“FHLD” or “Pubco”) and The Awareness Group, LLC (along |
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| September 10, 2024 |
Acknowledged Letter dated September 7, 2024 Terminating the Letter of Intent dated June 24, 2024 EXHIBIT 10.2 FREEDOM HOLDINGS, INC. September 7, 2024 Frank AI AB Ellagardsvagen 40A 187 45 Taby, Sweden Attn: Johannes Vermandois and Eric Heimer Co-Founders Re: Letter of Intent - Termination Dear Sirs, Please accept this letter to formally terminate the letter of intent dated June 24, 2024. After much discussion and research into the world of Artificial Intelligence, we have determined that suc |
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| September 10, 2024 |
Freedom Holdings and The Awareness Group (TAG) Announce Binding LOI For Reverse Merger EXHIBIT 99.1 Freedom Holdings and The Awareness Group (TAG) Announce Binding LOI For Reverse Merger · Led by industry veteran Pablo Diaz, TAG is an emerging alternative energy company with solar, blockchain, marketing and fintech assets · The TAG GRID will form the foundation of an aggressive organic and inorganic growth strategy to provide an all-inclusive, all-encompassing solution to solar serv |
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| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-54853 FREEDOM HO |
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| August 15, 2024 |
UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ............ 2.50 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transi |
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| July 2, 2024 |
Letter of Intent dated June 24, 2024 EXHIBIT 10.1 |
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| July 2, 2024 |
FREEDOM HOLDINGS CORPORATE UPDATE; ANNOUNCES MANAGEMENT HAS SIGNED LETTER OF INTENT EXHIBIT 99.1 FREEDOM HOLDINGS CORPORATE UPDATE; ANNOUNCES MANAGEMENT HAS SIGNED LETTER OF INTENT Freedom Holdings signs Letter of Intent: Chatsworth, California – July 2, 2024 – Freedom Holdings, Inc. aka Freedom Acquisition Corp ("FHLD" the "Company," OTC: FHLD) Company is pleased to announce Freedom Holdings new management has Chatsworth, CA – Freedom Holdings, Inc. aka Freedom Acquisition Corp |
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| July 2, 2024 |
FREEDOM HOLDINGS CORPORATE UPDATE; ANNOUNCES MANAGEMENT HAS SIGNED LETTER OF INTENT EXHIBIT 99.1 FREEDOM HOLDINGS CORPORATE UPDATE; ANNOUNCES MANAGEMENT HAS SIGNED LETTER OF INTENT Freedom Holdings signs Letter of Intent: Chatsworth, California – July 2, 2024 – Freedom Holdings, Inc. aka Freedom Acquisition Corp ("FHLD" the "Company," OTC: FHLD) Company is pleased to announce Freedom Holdings new management has Chatsworth, CA – Freedom Holdings, Inc. aka Freedom Acquisition Corp |
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| July 2, 2024 |
Letter of Intent dated June 23, 2024 EXHIBIT 10.1 |
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| July 2, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 June 23, 2024 Date of Report (Date of earliest event reported) 000-52952 Commission File Number Freedom Holdings, Inc. aka Freedom Acquisition Corp. (Exact name of registrant as specified in its charter) Florida 56-2560951 (State or |
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| July 2, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 June 23, 2024 Date of Report (Date of earliest event reported) 000-52952 Commission File Number Freedom Holdings, Inc. aka Freedom Acquisition Corp. (Exact name of registrant as specified in its charter) Florida 56-2560951 (State o |
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| May 21, 2024 |
FREEDOM HOLDINGS CORPORATE UPDATE: MANAGEMENT ANNOUNCES A CHANGE OF AUDIT FIRMS HAS BEEN COMPLETED EXHIBIT 99.1 FREEDOM HOLDINGS CORPORATE UPDATE: MANAGEMENT ANNOUNCES A CHANGE OF AUDIT FIRMS HAS BEEN COMPLETED Chatsworth, CA– May 21, 2024, – Freedom Holdings, Inc. aka Freedom Acquisition Corp (FHLD the Company; OTC: FHLD) Freedom Holdings is pleased to announce that the Company has engaged Olayinka Oyebola & CO Chartered Accountants to complete the requirement of having the financial statement |
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| May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 May 14, 2024 Date of Report (Date of earliest event reported) 000-52952 Commission File Number FREEDOM HOLDINGS, INC. Aka Freedom Acquisition Corp (Exact name of registrant as specified in its charter) Florida 56-2560951 (State or ot |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-54853 FREEDOM H |
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| February 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-54853 FREEDO |
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| February 14, 2024 |
UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ............ 2.50 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ T |
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| January 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-54853 Commission file number Freedom Holdings, Inc. aka |
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| January 2, 2024 |
UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ............ 2.50 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ T |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-54853 FREEDOM HOL |
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| August 14, 2023 |
UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ............ 2.50 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transi |
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| May 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-54853 FREEDOM HO |
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| May 15, 2023 |
UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ............ 2.50 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ Trans |
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| April 25, 2023 |
Freedom Holdings Embarks on New Business Focus EXHIBIT 99.1 Freedom Holdings Embarks on New Business Focus Chatsworth, CA – April 20, 2023 – Freedom Holdings, Inc. aka Freedom Acquisition Corp ("FHLD" the "Company," OTC: FHLD) is pleased to announce new management has completed its first purchase agreement evidencing the Company’s commitment to the new business focus in the Cannabis industry. The Company has entered into a Binding Stock Exchan |
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| April 25, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 April 19, 2023 Date of Report (Date of earliest event reported) 000-52952 Commission File Number Freedom Holdings, Inc. aka Freedom Acquisition Corp. (Exact name of registrant as specified in its charter) Florida 56-2560951 (State or |
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| April 25, 2023 |
Definitive Agreement dated April 19, 2023 EXHIBIT 10.1 FREEDOM HOLDINGS, INC. aka Freedom Acquisition Corp, Mr. John Vivian, CEO 21605 Independence Ave. Chatsworth, CA 91311 March 28, 2023 Jennifer Moon Re: Binding Definitive Stock Exchange Agreement This Binding Definitive Stock Exchange Agreement (“Agreement”) memorializes the principal terms upon which Freedom Holdings, Inc aka Freedom Acquisition Corp, a Florida corporation (the “Buye |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-54853 FREEDOM |
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| March 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2022 ☐ REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-54853 Commission file number Freedom Holdings, Inc. aka Freedom Acq |
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| March 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-54853 FREEDOM HOL |
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| March 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-54853 FREEDOM HO |
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| March 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-54853 Commission file number Freedom Holdings, I |
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| February 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 February 3, 2023 Date of Report (Date of earliest event reported) 000-52952 Commission File Number Freedom Holdings, Inc. aka Freedom Acquisition Corp. (Exact name of registrant as specified in its charter) Florida 56-2560951 (State |
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| February 10, 2023 |
{[The Remainder of Page Intentionally Left Blank. Signature Page Follows} EX-10.1 2 fhldex101.htm AGREEMENT EXHIBIT 10.1 FREEDOM HOLDINGS, INC. aka Freedom Acquisition Corp, a Florida corporation 106 Ogden St., PO Box 591, Ossian IN, 46777 January 18, 2023 MedCann Industries, Inc. Mr. John Vivian, CEO 21605 Independence Ave. Chatsworth, CA 91311 Re: Binding Definitive Agreement Dear John This Binding Definitive Agreement (“Agreement”) memorializes the principal terms up |
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| February 10, 2023 |
Freedom Holdings Closes with MEDcann Industries, Inc. EXHIBIT 99.1 Freedom Holdings Closes with MEDcann Industries, Inc. Ossian, Indiana – February 7, 2023 – Freedom Holdings, Inc. aka Freedom Acquisition Corp ("FHLD" the "Company," OTC: FHLD) Freedom Holdings is pleased to announce that it has closed on the Definitive Agreement with MEDcann Industries as announced. The Closing took place on February 3, 2023 and the terms of the agreement have been c |
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| August 2, 2022 |
Stock Purchase Agreement Rescission dtd May 6, 2022 EX-10.1 4 fhldex101.htm STOCK PURCHASE AGREEMENT EXHIBIT 10.1 STOCK PURCHASE AGREEMENT-RESCISSION This STOCK PURCHASE AGREEMENT RESICISSON (the “Rescission”) dated May 6, 2022, is intended to rescind the STOCK PURCHASE AGREEMENT (the “Agreement”), dated December 30, 2021, between Freedom Holdings, Inc. (the “Buyer”) and each of the Persons identified as sellers on the signature pages hereto (each |
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| August 2, 2022 |
Amendment of Articles of Incorporation as filed in the State of Florida dtd 6-24-2022 EX-3.1 2 fhldex31.htm AMENDMENT OF ARTICLES OF INCORPORATION EXHIBIT 3.1 1 2 3 |
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| August 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 June 23, 2022 Date of Report (Date of earliest event reported) 000-52952 Commission File Number Freedom Holdings, Inc. aka Freedom Acquisition Corp. (Exact name of registrant as specified in its charter) Florida 56-2560951 (State or |
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| August 2, 2022 |
Amendment of Articles of Incorporation as filed in the State of Florida dtd 8-2-2022 EX-3.2 3 fhldex32.htm AMENDMENT OF ARTICLES OF INCORPORATION EXHIBIT 3.2 1 2 3 4 5 |
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| May 17, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 NT 10-Q 1 formnt10-q.htm UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ............ 2.50 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10D ☐Form N-CEN ☐ Form N-CSR For Period Ended |
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| February 15, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 NT 10-Q 1 formnt10-q.htm UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response ............ 2.50 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10D ☐ Form N-CEN ☐ Form N-CSR For Period E |
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| January 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 333-140530 Commission file number Freedo |
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| January 7, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 January 6, 2022 Date of Report (Date of earliest event reported) 000-52952 Commission File Number FREEDOM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Maryland 56-2560951 (State or other jur |
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| January 7, 2022 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 FDCTech signs Agreement with Freedom Holdings, Inc. and its subsidiary Carbon-Zero to Develop a Blockchain-based Carbon Credit Ecosystem The Blockchain-based Carbon Credit Ecosystem aims to bring more liquidity, transparency, accessibility, and standardization to voluntary carbon markets. Irvine, CA, Jan. 06, 2022 (GLOBE NEWSWIRE) — FDCTech, Inc. (“FDC” or the “Co |
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| January 5, 2022 |
EX-99.1 3 ex99-1.htm EXHIBIT 99.1 FHLD’s Wholly-Owned Subsidiary Carbon-Zero Provides insights into its Vision on the Rapidly Growing Voluntary Carbon Credit Market Stamford, CT, Dec. 31, 2021 (GLOBE NEWSWIRE) — Freedom Holdings, Inc. (“FHLD” or the “Company,” OTC: FHLD) wholly-owned subsidiary Carbon Zero Asset Management, Inc. (“Carbon-Zero”) intends to become the leading blockchain-driven marke |
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| January 5, 2022 |
8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 December 30, 2021 Date of Report (Date of earliest event reported) 000-52952 Commission File Number FREEDOM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Maryland 56-2560951 (State or other j |
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| January 5, 2022 |
EX-99.2 4 ex99-2.htm EXHIBIT 99.2 Freedom Holdings, Inc. Closes Acquisition of Carbon-Zero, a Blockchain-Based Carbon Credit Fintech Company Stamford, CT, Dec. 30, 2021 (GLOBE NEWSWIRE) — Freedom Holdings, Inc. (“FHLD” or the “Company,” OTC: FHLD) is pleased to announce that on December 30, 2021, it closed the acquisition of Carbon Zero Asset Management, Inc. (“Carbon-Zero” or “Target”) for a stoc |
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| January 5, 2022 |
Securities Purchase Agreement-Carbon Zero dated December 31, 2021 Exhibit 10.1 |
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| January 5, 2022 |
Freedom Holdings, Inc. Beefs up the Board of Directors EXHIBIT 99.3 Freedom Holdings, Inc. Beefs up the Board of Directors Stamford, CT, Dec. 30, 2021 (GLOBE NEWSWIRE) — Freedom Holdings, Inc. (“FHLD” or the “Company,” OTC: FHLD) is pleased to announce that on December 30, 2021, Mr. Steve Lowe was appointed to the Board of Directors. Mr. Lowe has worked in the Global Finance and Commodity Industries for over 35 years, with significant experience in th |
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| December 30, 2021 |
Freedom Holdings, Inc. Clarifies OTC Markets Yield Sign EX-99.1 3 ex99-1.htm Exhibit 99.1 Freedom Holdings, Inc. Clarifies OTC Markets Yield Sign Stamford, CT – December 30, 2021 – Freedom Holdings, Inc. (“FHLD” or the “Company,” OTC: FHLD) is pleased to Clarify that the Company is not delinquent in its SEC filings. The Company has a fiscal year of September 30 therefore the deadline for filing the annual report is December 30, 2021, without an extensi |
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| December 30, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 NT 10-K 1 formnt10-k.htm UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response ............ 2.50 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10D [ ]Form N-CEN [ ] Form N-CSR |
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| December 30, 2021 |
Security Purchase Agreement dated 12-30-2021 Exhibit 1.01 |
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| December 30, 2021 |
Other Events, Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 December 30, 2021 Date of Report (Date of earliest event reported) 000-52952 Commission File Number FREEDOM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Maryland 56-2560951 (State or other j |
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| December 30, 2021 |
Freedom Holdings, Inc. Closes Acquisition of Carbon-Zero, EX-99.2 4 ex99-2.htm Exhibit 99.2 Freedom Holdings, Inc. Closes Acquisition of Carbon-Zero, a Blockchain-Based Carbon Credit Fintech Company Stamford, CT – December 30, 2021 – Freedom Holdings, Inc. (“FHLD” or the “Company,” OTC: FHLD) is pleased to announce that on December 30, 2021, it closed the acquisition of Carbon Zero Asset Management, Inc. (“Carbon-Zero” or “Target”) for a stock-for-stock |
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| December 29, 2021 |
8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 December 28, 2021 Date of Report (Date of earliest event reported) 000-52952 Commission File Number FREEDOM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Maryland 56-2560951 (State or other j |
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| December 29, 2021 |
Binding Letter of Intent dated 12-28-2021 Exhibit 1.01 FREEDOM HOLDINGS, INC. Freedom Holdings, Inc., a Maryland corporation 6461 N 100E, Ossian IN, 46777 December 28, 2021 Mr. Andrew Howard, CEO Carbon Zero Asset Management, Inc. One Stamford Plaza Downtown, 9th Floor, Stamford, CT 06901 Re: Binding term Sheet RE: Binding Term Sheet regarding Freedom Holdings, Inc.?s acquisition of Carbon Zero Asset Management, Inc. Dear Andrew, This Bin |
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| December 29, 2021 |
Amendment-Articles of Incorporation Certificate of Designation Amendment EX-3.03 3 ex3-03.htm Exhibit 3.03 CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM HOLDINGS, INC. FREEDOM HOLDINGS, Inc., a Maryland Corporation certifies that: 1. Brian Kistler is the Chief Executive Officer of FREEDOM HOLDINGS, Inc, a Maryland corporation, and Brian Kistler is the Secretary. 2. The Board of Directors of FREEDOM HOLDINGS, Inc. has approved the following amendments |
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| December 29, 2021 |
EX-99.1 4 ex99-1.htm Exhibit 99.1 Freedom Holdings Signs Binding Letter of Intent to Acquire Blockchain-Based Asset Management Company Through acquisition, Company enters into the Ethereum-based Blockchain Technology Allowing Fractional Ownership Of Carbon Credits Ossian, IN, December 29, 2021, Freedom Holdings, Inc. (PINK: FHLD) (“FHLD” or the “Company”), today announced that it has signed a bind |
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| December 20, 2021 |
Freedom Holdings, Inc. 6461 N 100 E Ossian, Indiana 46777 CORRESP 1 filename1.htm Freedom Holdings, Inc. 6461 N 100 E Ossian, Indiana 46777 December 17, 2021 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attn: Ms. Jessica Livingston RE: Freedom Holdings, Inc. Amendment No. 3 to Form 10 Filed October 7, 2021 File No. 000-52952 Dear Ms. Livingston, Please receive this letter to follow up my ph |
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| December 10, 2021 |
Exhibit 99.1 FREEDOM HOLDINGS ANNOUNCES CHANGE IN AUDITORS. BF BORGERS CPA PC APPOINTED AS NEW INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Ossian, IN, December 8, 2021, Freedom Holdings, Inc. (PINK: FHLD) (“FHLD” or the “Company”), is pleased to announce it has engaged the independent auditing firm BF Borgers CPA PC (“Borgers”) as its PCAOB audit firm moving forward. Brian Kistler, CEO, FHLD sta |
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| December 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 December 8, 2021 Date of Report (Date of earliest event reported) 000-52952 Commission File Number FREEDOM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Maryland 56-2560951 (State or other jurisdiction of inco |
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| December 10, 2021 |
Olayinka Oyebola Co letter of acknowledgment EX-16.1 2 ex16-1.htm Exhibit 16.1 Office of the Chief Accountant Securities and Exchange Commission 100F Street, NE Washington, D.C. 20549 Dear Sir/Madam: We have read the statements made by Freedom Holding, Inc. (the Company), which were provided to us and which we understand will be filed with the Commission pursuant to Item 4.01 of its Form 8-K, regarding our dismissal as their certifying accou |
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| November 30, 2021 |
Freedom Holdings, Inc. 6461 N 100 E Ossian, Indiana 46777 Freedom Holdings, Inc. 6461 N 100 E Ossian, Indiana 46777 November 30, 2021 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attn: Ms. Jessica Livingston RE: Freedom Holdings, Inc. Correspondence Received October 25, 2021 Amendment No. 3 to Form 10 Filed October 7, 2021 File No. 000-52952 Dear Ms. Livingston, We have reviewed your letter |
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| November 10, 2021 |
Freedom Holdings, Inc. 6461 N 100 E Ossian, Indiana 46777 CORRESP 1 filename1.htm Freedom Holdings, Inc. 6461 N 100 E Ossian, Indiana 46777 November 9, 2021 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attn: Ms. Jessica Livingston RE: Freedom Holdings, Inc. Correspondence Received October 25, 2021 Amendment No. 3 to Form 10 Filed October 7, 2021 File No. 000-52952 Dear Ms. Livingston, We ha |
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| October 18, 2021 |
Freedom Holdings, Inc. 6461 N 100 E Ossian, Indiana 46777 Freedom Holdings, Inc. 6461 N 100 E Ossian, Indiana 46777 October 18, 2021 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attn: Ms. Jessica Livingston RE: Freedom Holdings, Inc. Amendment No. 3 to Form 10 Filed October 7, 2021 File No. 000-52952 Dear Ms. Livingston, We have reviewed your letter dated October 14, 2021. Set forth below a |
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| October 7, 2021 |
EXHIBIT 3.3 CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM ENERGY HOLDINGS, INC. FREEDOM ENERGY HOLDINGS, Inc., a Maryland Corporation certifies that: 1. Brian Kistler is the Chief Executive Officer of FREEDOM ENERGY HOLDINGS, Inc, a Maryland corporation, and Brian Kistler is the Secretary. 2. The Board of Directors of FREEDOM ENERGY HOLDINGS, Inc. has approved the following amen |
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| October 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. FORM 10/A Amendment No. 3 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Freedom Holdings, Inc. f/k/a Freedom Energy Holdings, Inc. (Exact name of registrant as specified in its charter) 333-140530 Commission file number Maryland 56-2560951 (State of other jurisdic |
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| September 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. FORM 10/A Amendment No. 2 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Freedom Holdings, Inc. f/k/a Freedom Energy Holdings, Inc. (Exact name of registrant as specified in its charter) 333-140530 Commission file number Maryland 56-2560951 (State of other jurisdic |
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| September 27, 2021 |
Amendment to Certificate of Incorporation EX-3.3 2 fdmfex33.htm CERTIFICATE OF INCORPORATION EXHIBIT 3.3 CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM ENERGY HOLDINGS, INC. FREEDOM ENERGY HOLDINGS, Inc., a Maryland Corporation certifies that: 1. Brian Kistler is the Chief Executive Officer of FREEDOM ENERGY HOLDINGS, Inc, a Maryland corporation, and Brian Kistler is the Secretary. 2. The Board of Directors of FREEDOM EN |
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| August 23, 2021 |
Amendment to Certificate of Incorporation EX-3.3 2 fdmfex33.htm CERTIFICATE OF INCORPORATION EXHIBIT 3.3 CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM ENERGY HOLDINGS, INC. FREEDOM ENERGY HOLDINGS, Inc., a Maryland Corporation certifies that: 1. Brian Kistler is the Chief Executive Officer of FREEDOM ENERGY HOLDINGS, Inc, a Maryland corporation, and Brian Kistler is the Secretary. 2. The Board of Directors of FREEDOM EN |
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| August 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. FORM 10/A Amendment No. 1 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Freedom Holdings, Inc. f/k/a Freedom Energy Holdings, Inc. (Exact name of registrant as specified in its charter) 333-140530 Commission file number Maryland 56-2560951 (State of other jurisdic |
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| July 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Freedom Energy Holdings, Inc. Aka Freedom Holdings, Inc. (Exact name of registrant as specified in its charter) 333-140530 Commission file number Maryland 56-2560951 (State of other jurisdiction of incorporatio |
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| May 12, 2008 |
United States Securities and Exchange Commission Washington, D.C. 20549 Form 15 United States United States Securities and Exchange Commission Washington, D.C. 20549 Form 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission file number 333-140530 FREEDOM FINANCIAL HOLDINGS, INC. (Exact name of reg |
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| April 15, 2008 |
United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-KSB United States United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-KSB (Mark One) (X) ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 ( ) TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 333-105778 Freedom F |
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| March 31, 2008 |
UNITED STATES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 333-140530 CUSIP Number: 35637N106 (Check one) [ x ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: 12/31/2007 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Trans |
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| March 27, 2008 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 24, 2008 FREEDOM FINANCIAL HOLDINGS INC. (Exact name of registrant as specified in its charter) Maryland 333-140530 56-2560951 (State or other jurisdiction of incorporation) (Co |
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| March 27, 2008 |
PROMISSORY NOTE 1. Names: Borrower: Freedom Financial Holdings, Inc 6615 Brotherhood Way Suite A Fort Wayne, Indiana 46825 Lender: Robert W. Carteaux 7009 Woodcroft Lane Fort Wayne, Indiana 46804 2. Promise to Pay. For value received, Borrower promises to pay Lender $15,000 (fifteen thousand dollars). Lender agrees to loan $15,000 (fifteen thousand dollars) to Borrower. 3. Principal Payment. Borro |
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| February 14, 2008 |
As filed with the Securities and Exchange Commission on February 14, 2008 As filed with the Securities and Exchange Commission on February 14, 2008 Registration No. |
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| February 13, 2008 |
Registration Rights Agreement Class B Convertible Preferred EX-10 14 amendregrightsagrmtclassbnot.htm Registration Rights Agreement Class B Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the th day of December 2007 by and between Freedom Financial Holdings, Inc. (the “Company”), a corporation organized and existing under the laws of the State of Maryland having its principal place of business at Fort Wayne, Indiana and Brian Kistler |
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| February 13, 2008 |
Amended Common Stock Warrant December __, 2007 EX-10 10 amendwarrantagrmtbldingpurch.htm Amended Common Stock Warrant December , 2007 NEITHER THIS WARRANT, NOR THE STOCK TO BE ISSUED UPON EXERCISE HEREOF, HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 SECURITIES ACT"), OR QUALIFIED OR REGISTERED UNDER ANY STATE SECURITIES LAWS (THE "STATE SECURITIES LAWS"), AND THIS WARRANT HAS BEEN, AND THE COMMON STOCK TO BE ISSU |
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| February 13, 2008 |
Amended Series A Common Stock Warrant December __, 2007 EX-10 5 amendformwarrantagrmtseriesa.htm index 1;index 2;toc 1;toc 2;toc 3;toc 4;toc 5;toc 6;toc 7;toc 8;toc 9;footnote text;annotation text;header;footer;footnote reference;annotation reference;page number;endnote reference;endnote text;toa heading;Default Paragraph Font;HTML Preformatted;annotation subject;Balloon Text;00000000http://schemas.microsoft.com/office/word/2003/wordml2450 1 Amended Se |
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| February 13, 2008 |
EX-10 17 formsubscragrmtclassd.htm , 2007 Freedom Financial Holdings, Inc. Attn: Board of Directors 6615 Brotherhood Way Fort Wayne, Indiana 46825 Ladies and Gentlemen: The undersigned hereby subscribes for shares of the Class D Convertible Preferred shares of stock (the "Shares") of Freedom Financial Holdings, Inc. (the "Corporation") and as full consideration for the issuance of the Shares by th |
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| February 13, 2008 |
EX-10 16 formnovagrmt.htm NOVATION AGREEMENT Freedom Financial Holdings, Inc., a corporation organized and existing under the laws of the State of Maryland, with an address of 6615 Brotherhood Way, Fort Wayne, Indiana, 46825, hereinafter referred to as the Company, and , hereinafter referred to as , in consideration of the promises made herein, agree as follows: 1. Original Agreement. On , Company |
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| February 13, 2008 |
EX-10 22 novagrmtfields.htm NOVATION AGREEMENT Freedom Financial Holdings, Inc., a corporation organized and existing under the laws of the State of Maryland, with an address of 6615 Brotherhood Way, Fort Wayne, Indiana, 46825, hereinafter referred to as the Company, and Gregory K. Fields and G.K. Fields and Associates with an address of 6615 Brotherhood Way, Fort Wayne, Indiana, 46825, Brian K. K |
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| February 13, 2008 |
EX-10 20 novagrmtserviceskistler.htm NOVATION AGREEMENT Freedom Financial Holdings, Inc., a corporation organized and existing under the laws of the State of Maryland, with an address of 6615 Brotherhood Way, Fort Wayne, Indiana, 46825, hereinafter referred to as the Company, and Brian K. Kistler, an individual residing at 6461 N 100 E, Ossian, Indiana 46777 hereinafter referred to as Kistler, in |
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| February 13, 2008 |
Amended Common Stock Warrant Agreement December 31, 2007 EX-10 11 amendwarantagrmtpersguarante.htm index 1;index 2;toc 1;toc 2;toc 3;toc 4;toc 5;toc 6;toc 7;toc 8;toc 9;footnote text;annotation text;footer;footnote reference;annotation reference;page number;endnote reference;endnote text;toa heading;Default Paragraph Font;annotation subject;Balloon Text;00000000http://schemas.microsoft.com/office/word/2003/wordml2450 1 Amended Common Stock Warrant Agree |
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| February 13, 2008 |
G.K. Fields and Associates 6615 Brotherhood Way Fort Wayne, Indiana 46825 December 26, 2007 EX-10 23 subscragrmtfields.htm G.K. Fields and Associates 6615 Brotherhood Way Fort Wayne, Indiana 46825 December 26, 2007 Freedom Financial Holdings, Inc. Attn: Board of Directors 6615 Brotherhood Way Fort Wayne, Indiana 46825 Ladies and Gentlemen: The undersigned hereby subscribes for 6100 shares of the Class D Convertible Preferred shares of stock (the "Shares") of Freedom Financial Holdings, I |
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| February 13, 2008 |
Amended Registration Rights Agreement Class C Convertible Preferred EX-10 8 amregrghtagrmtbldgpurclasscc.htm Amended Registration Rights Agreement Class C Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the day of December 2007 by and between Freedom Financial Holdings, Inc. (the “Company”), a corporation organized and existing under the laws of the State of Maryland having its principal place of business at Fort Wayne, Indiana and Robert W. |
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| February 13, 2008 |
EX-10 15 formamendlockupagrmentsellin.htm December , 2007 VIA U.S. MAIL Brian Kistler Freedom Financial Holdings, Inc. 6615 Brotherhood Way, Suite A Fort Wayne, IN 46825 Re: Amended Lock-Up Agreement Dear Mr. Kistler: I am a shareholder of Freedom Financial Holdings, Inc., a Maryland corporation (the “Company”). I am the holder of () shares of common stock of the Company (the “Shares”). In the thi |
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| February 13, 2008 |
EX-10 18 novationagrmtcarteaux.htm NOVATION AGREEMENT Freedom Financial Holdings, Inc., a corporation organized and existing under the laws of the State of Maryland, with an address of 6615 Brotherhood Way, Fort Wayne, Indiana, 46825, hereinafter referred to as the Company, and Robert Carteaux, an individual residing at 7009 Woodcroft Lane, Fort Wayne, Indiana 46804, hereinafter referred to as Car |
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| February 13, 2008 |
Amended Registration Rights Agreement Class C Convertible Preferred EX-10 7 amregrghtagrmtbldgpurclasscl.htm Amended Registration Rights Agreement Class C Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the day of December, 2007 by and between Freedom Financial Holdings, Inc. (the “Company”), a corporation organized and existing under the laws of the State of Maryland having its principal place of business at Fort Wayne, Indiana and Stan Lip |
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| February 13, 2008 |
Robert Carteaux 7009 Woodcroft Lane Fort Wayne, IN 46804 October 31, 2007 EX-10 19 subscragrmtcarteaux.htm Robert Carteaux 7009 Woodcroft Lane Fort Wayne, IN 46804 October 31, 2007 Freedom Financial Holdings, Inc. Attn: Board of Directors 6615 Brotherhood Way Fort Wayne, Indiana 46825 Ladies and Gentlemen: The undersigned hereby subscribes for Three Hundred thousand (300,000) shares of the Class D Convertible Preferred shares of stock (the "Shares") of Freedom Financial |
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| February 13, 2008 |
As filed with the Securities and Exchange Commission on February 13,2008 Registration No. |
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| February 13, 2008 |
CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM FINANCIAL HOLDINGS, INC. EX-3 3 amarticlesffhi122007.htm CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM FINANCIAL HOLDINGS, INC. Freedom Financial Holdings, Inc., a Maryland Corporation certifies that: 1. Brian Kistler is the Chief Executive Officer of Freedom Financial Holdings, Inc, a Maryland corporation and Robin Hunt is the Chief Financial Officer and Secretary. 2. The Board of Directors of Freedom |
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| February 13, 2008 |
Amended Registration Rights Agreement EX-10 12 amendregrightsagrmntpersguar.htm Amended Registration Rights Agreement THIS REGISTRATION RIGHTS AGREEMENT is made as of the th day of December 2007 by and between Freedom Financial Holdings, Inc. (the “Company”), a corporation organized and existing under the laws of the State of Maryland having its principal place of business at Fort Wayne, Indiana and Robert W. Carteaux, an individual w |
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| February 13, 2008 |
Brian K. Kistler 6461 N 100 E Ossian, Indiana 46777 December 31, 2007 FORM 16 Brian K. Kistler 6461 N 100 E Ossian, Indiana 46777 December 31, 2007 Freedom Financial Holdings, Inc. Attn: Board of Directors 6615 Brotherhood Way Fort Wayne, Indiana 46825 Ladies and Gentlemen: The undersigned hereby subscribes for 52,500 shares of the Class D Convertible Preferred shares of stock (the "Shares") of Freedom Financial Holdings, Inc. (the "Corporation") and as full conside |
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| February 13, 2008 |
EX-10 13 formamendlockupagrmtmergshs.htm December , 2007 VIA U.S. MAIL Brian Kistler Freedom Financial Holdings, Inc. 6615 Brotherhood Way, Suite A Fort Wayne, Indiana 46825 Re: Amended Lock-Up Agreement Dear Mr. Kistler: I am a shareholder of Freedom Financial Holdings, Inc., a Maryland corporation (the “Company”). I am the holder of () shares of common stock of the Company (the “Shares”). In May |
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| February 13, 2008 |
Amended Series B Common Stock Warrant December __, 2007 EX-10 6 amendformwarrantagrmtseriesb.htm index 1;index 2;toc 1;toc 2;toc 3;toc 4;toc 5;toc 6;toc 7;toc 8;toc 9;footnote text;annotation text;header;footer;footnote reference;annotation reference;page number;endnote reference;endnote text;toa heading;Default Paragraph Font;HTML Preformatted;annotation subject;Balloon Text;00000000http://schemas.microsoft.com/office/word/2003/wordml2450 1 Amended Se |
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| February 13, 2008 |
Amended Common Stock Warrant December __, 2007 EX-10 9 amendwarrantagrmtbldgpurchli.htm index 1;index 2;toc 1;toc 2;toc 3;toc 4;toc 5;toc 6;toc 7;toc 8;toc 9;footnote text;annotation text;header;footer;footnote reference;annotation reference;page number;endnote reference;endnote text;toa heading;Default Paragraph Font;annotation subject;Balloon Text;00000000http://schemas.microsoft.com/office/word/2003/wordml2450 1 Amended Common Stock Warrant |
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| January 25, 2008 |
Promissory Note PROMISSORY NOTE 1. Names: Borrower: Freedom Financial Mortgage Corp 6615 Brotherhood Way Suite A Fort Wayne, Indiana 46825 Lender: Robin W. Hunt 17318Dawkins Road New Haven, Indiana 46774 2. Promise to Pay. For value received, Borrower promises to pay Lender $15,000 (fifteen thousand dollars). Lender agrees to loan $15,000 (fifteen thousand dollars) to Borrower. 3. Principal Paymen |
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| January 25, 2008 |
As filed with the Securities and Exchange Commission on , 2007 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| January 25, 2008 |
CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM FINANCIAL HOLDINGS, INC. CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM FINANCIAL HOLDINGS, INC. |
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| January 25, 2008 |
Promissory Note PROMISSORY NOTE 1. Names: Borrower: Freedom Financial Holdings, Inc 6615 Brotherhood Way Suite A Fort Wayne, Indiana 46825 Lender: Robert W. Carteaux 7009 Woodcroft Lane Fort Wayne, Indiana 46804 2. Promise to Pay. For value received, Borrower promises to pay Lender $20,000 (twenty thousand dollars). Lender agrees to loan $20,000 (twenty thousand dollars) to Borrower. 3. Principal |
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| December 21, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 20, 2007 FREEDOM FINANCIAL HOLDINGS INC. (Exact name of registrant as specified in its charter) Maryland 333-140530 56-2560951 (State or other jurisdiction of incorporation) |
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| December 18, 2007 |
As filed with the Securities and Exchange Commission on , 2007 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| December 4, 2007 |
As filed with the Securities and Exchange Commission on , 2007 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| December 4, 2007 |
FORM 32 Credit Agreement One Hundred Thousand dollars ($100,000) October 1, 2007 Fort Wayne, Indiana Freedom Financial Holdings, Inc. |
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| December 4, 2007 |
As filed with the Securities and Exchange Commission on , 2007 As filed with the Securities and Exchange Commission on December 4, 2007 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| December 4, 2007 |
As filed with the Securities and Exchange Commission on December 4, 2007 As filed with the Securities and Exchange Commission on February, 2007 As filed with the Securities and Exchange Commission on December 4, 2007 Registration No. |
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| December 4, 2007 |
FORM 32 Credit Agreement One Hundred Thousand dollars ($100,000) September 14, 2007 Fort Wayne, Indiana Freedom Financial Holdings, Inc. |
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| December 4, 2007 |
FORM 32 Credit Agreement Twenty five Thousand dollars ($25,000) September 14, 2007 Fort Wayne, Indiana Freedom Financial Holdings, Inc. |
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| November 14, 2007 |
CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM FINANCIAL HOLDINGS, INC. FORM OF CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF P5 PERFORMANCE TRAINING AND PHYSICAL THERAPY, INC CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM FINANCIAL HOLDINGS, INC. |
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| November 14, 2007 |
United States United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007. or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to . Commission file number 333-140530 FREEDOM FINANCIAL HOLDIN |
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| October 2, 2007 |
Filed pursuant to Rule 424(b)(3) and 424(c) Registration No. 333-140530 PROSPECTUS SUPPLEMENT NO. 1 Dated September 26, 2007 (To Prospectus dated September 14, 2007) 1,500,000 Shares of Common Stock FREEDOM FINANCIAL HOLDINGS, INC. Common Stock Sticker Supplement to Prospectus This prospectus supplement supplements the prospectus dated September 14, 2007 of Freedom Financial Holdings, Inc. (the “C |
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| September 12, 2007 |
Freedom Financial Holdings, Inc. 6615 Brotherhood Way, Suite A Fort Wayne, IN 46825 Freedom Financial Holdings, Inc. 6615 Brotherhood Way, Suite A Fort Wayne, IN 46825 September 11, 2007 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, DC 20549 Attention: Filing Desk Re: Freedom Financial Holdings Withdrawal of Registration Statement on Form 8-A (File No. 001-33683; Accession Number 0001144204-07-048547). Ladies and Gent |
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| September 12, 2007 |
September 7, 2007 Larry Spirgel Mail Stop 3720 Securities and Exchange Commission 100 F. |
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| September 12, 2007 |
September 7, 2007 Larry Spirgel Mail Stop 3720 Securities and Exchange Commission 100 F. |
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| September 10, 2007 |
As filed with the Securities and Exchange Commission on September 10, 2007 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 31, 2007 |
Amended Line of Credit Agreement Amended Line of Credit Agreement Five Hundred Thousand dollars ($500,000) August 1, 2007 Fort Wayne, Indiana Whereas, the Borrower and Lender entered into a Line of Credit Agreement on April 27, 2007 for a maximum amount of three hundred thousand dollars ($300,000); Where as the Borrower and Lender desire to amend the Line of Credit Agreement to increase the maximum amount of the Line of Credit to |
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| August 31, 2007 |
August 31, 2007 Michele M. Anderson Mail Stop 3720 Securities and Exchange Commission 100 F. Street NE Washington, D.C. 20549 Re: Amendment #6 to Freedom Financial Holdings, Inc. Registration Statement on Form SB-2 Filed August 31, 2007 File No. 333-140538 Dear Ms. Anderson: Enclosed is a copy of Amendment No. 6 to the Registration Statement on Form SB-2 (the "Registration Statement") of Freedom F |
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| August 31, 2007 |
As filed with the Securities and Exchange Commission on August 31, 2007 As filed with the Securities and Exchange Commission on August 31, 2007 Registration No. |
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| August 22, 2007 |
As filed with the Securities and Exchange Commission on August 22, 2007 As filed with the Securities and Exchange Commission on August 22, 2007 Registration No. |
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| August 22, 2007 |
August 22, 2007 Larry Spirgel Mail Stop 3720 Securities and Exchange Commission 100 F. |
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| August 22, 2007 |
Amended Line of Credit Agreement Amended Line of Credit Agreement Five Hundred Thousand dollars ($500,000) August 1, 2007 Fort Wayne, Indiana Whereas, the Borrower and Lender entered into a Line of Credit Agreement on April 27, 2007 for a maximum amount of three hundred thousand dollars ($300,000); Where as the Borrower and Lender desire to amend the Line of Credit Agreement to increase the maximum amount of the Line of Credit to |
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| August 20, 2007 |
ESCROW AGREEMENT between FREEDOM FINANCIAL HOLDINGS, INC., ALARON FINANCIAL SERVICES, INC. and TOWER TRUST COMPANY Dated as of August 9, 2007 ACCOUNT NUMBER(S) 00-0496 SHORT TITLE OF ACCOUNT Freedom Financial Holdings, Inc. - Escrow ESCROW AGREEMENT made this 9th day of August, 2007 by and between Tower Trust Company (“Escrow Agent”), Freedom Financial Holdings, Inc. (the “Company”) and Alaron Fin |
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| August 20, 2007 |
FREEDOM FINANCIAL HOLDINGS, INC. NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION |
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| August 20, 2007 |
SOLICITING DEALER AGREEMENT SOLICITING DEALER AGREEMENT, dated as of February 6, 2007 (this “Agreement”), between FREEDOM FINANCIAL HOLDINGS, INC. |
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| August 20, 2007 |
Amended Line of Credit Agreement Amended Line of Credit Agreement Five Hundred Thousand dollars ($300,000) August 1, 2007 Fort Wayne, Indiana Whereas, the Borrower and Lender entered into a Line of Credit Agreement on April 27, 2007 for a maximum amount of three hundred thousand dollars ($300,000); Where as the Borrower and Lender desire to amend the Line of Credit Agreement to increase the maximum amount of the Line of Credit to |
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| August 20, 2007 |
August 20, 2007 Larry Spirgel Mail Stop 3720 Securities and Exchange Commission 100 F. |
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| August 20, 2007 |
As filed with the Securities and Exchange Commission on August 20, 2007 As filed with the Securities and Exchange Commission on August 20, 2007 Registration No. |
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| July 16, 2007 |
As filed with the Securities and Exchange Commission on July 16, 2007 As filed with the Securities and Exchange Commission on July 16, 2007 Registration No. |
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| July 16, 2007 |
ESCROW AGREEMENT between FREEDOM FINANCIAL HOLDINGS, INC., ALARON FINANCIAL SERVICES, INC. and TOWER TRUST COMPANY Dated as of July , 2007 ACCOUNT NUMBER(S) 00-0496 SHORT TITLE OF ACCOUNT Freedom Financial Holdings, Inc. - Escrow ESCROW AGREEMENT made this day of July, 2007 by and between Tower Trust Company (“Escrow Agent”), Freedom Financial Holdings, Inc. (the “Company”) and Alaron Financial Se |
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| July 16, 2007 |
Line of Credit Agreement Three Hundred Thousand dollars ($300,000) April 27, 2007 Fort Wayne, Indiana Freedom Financial Holdings, Inc. |
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| July 16, 2007 |
SECOND AMENDMENT TO FRIEDLAND CAPITAL CORPORATE FINANCE ADVISORY SERVICES AGREEMENT SECOND AMENDMENT TO FRIEDLAND CAPITAL CORPORATE FINANCE ADVISORY SERVICES AGREEMENT This Second Amendment to the Friedland Capital Corporate Finance Advisory Services Agreement is made and entered into as of June 25, 2007, by and among Friedland Capital, Inc. |
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| July 16, 2007 |
National City. Treasury Management GLOBAL WIRE TRANSFER PRODCUT GUIDE Global Wire Transfer With National City’s Global Wire Transfer Service, domestic and international funds transfers are moved quickly and securely. CONTENTS · Product Description · Product Supplement · Operating & Processing Guidelines Business Financing Treasury Management Investment Banking Investment Management/Trust Personal |
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| July 16, 2007 |
July 13, 2007 Larry Spirgel Mail Stop 3720 Securities and Exchange Commission 100 F. |
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| July 16, 2007 |
June 25, 2007 VIA U.S. MAIL Freedom Financial Holdings, Inc. 6615 Brotherhood Way, Suite A Fort Wayne, IN 46825 Re: Surrender of Shares Dear Board of Directors: I am a shareholder of Freedom Financial Holdings, Inc., a Maryland corporation (the “Company”). I am the holder of a total of () shares of common stock of the Company. In January 2007 I was issued shares (the “Anti-Dilution Shares”) pursua |
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| July 16, 2007 |
NATIONAL CITY SOFTWARE ADDENDUM NATIONAL CITY SOFTWARE ADDENDUM Subject to the terms and conditions of this Software Addendum (this “Addendum”), National City hereby grants to Client a non-exclusive, non-transferable license to use the Software as described in the applicable Product Guide and its documentation and related materials. |
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| July 16, 2007 | ||
| May 29, 2007 |
As filed with the Securities and Exchange Commission on May 29, 2007 As filed with the Securities and Exchange Commission on May 29, 2007 Registration No. |
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| May 29, 2007 |
May 25, 2007 Michele M. Anderson Legal Branch Chief Mail Stop 3720 Securities and Exchange Commission 100 F. Street NE Washington, D.C. 20549 Re: Freedom Financial Holdings, Inc. Amendment 1 to Registration Statement on Form SB-2 Filed May 3, 2007 File No. 333-140538 Dear Ms. Anderson: The following responses address the comments of the reviewing staff of the Commission as set forth in a comment l |
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| May 29, 2007 |
NATIONAL CITY MASTER TREASURY MANAGEMENT SERVICES AGREEMENT NATIONAL CITY MASTER TREASURY MANAGEMENT SERVICES AGREEMENT NATIONAL CITY BANK (“National City”) and FREEDOM FINANCIAL MORTGAGE CORPORATION (“Client”) are entering into a Master Treasury Management Services Agreement (the “Master Agreement”), consisting of the following general terms and conditions (these “General Terms and Conditions”), the Software Addendum attached hereto, and product guides (“Product Guides”) for the treasury management services selected by Client on a Master Selection Sheet from time to time (“Services”), as of this 27th day of March, 2007. |
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| May 4, 2007 |
May 3, 2007 Cheryl Grant Mail Stop 3720 Securities and Exchange Commission 100 F. Street NE Washington, D.C. 20549 Re: Amendment #1 to Freedom Financial Holdings, Inc. Registration Statement on Form SB-2 File No. 333-140538 Dear Ms. Grant: Enclosed is a copy of Amendment No. 1 to the Registration Statement on Form SB-2 (the "Registration Statement") of Freedom Financial Holdings, Inc. (the "Compan |
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| May 3, 2007 | ||
| May 3, 2007 | ||
| May 3, 2007 |
FORM OF STOCK ESCROW AGREEMENT FORM OF STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of , 2007 (“Agreement”) by and among Freedom Financial Holdings, Inc. |
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| May 3, 2007 |
As filed with the Securities and Exchange Commission on May 3, 2007 As filed with the Securities and Exchange Commission on May 3, 2007 Registration No. |
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| May 3, 2007 |
Common Stock Warrant January 9, 2007 Common Stock Warrant January 9, 2007 NEITHER THIS WARRANT, NOR THE STOCK TO BE ISSUED UPON EXERCISE HEREOF, HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 SECURITIES ACT"), OR QUALIFIED OR REGISTERED UNDER ANY STATE SECURITIES LAWS (THE "STATE SECURITIES LAWS"), AND THIS WARRANT HAS BEEN, AND THE COMMON STOCK TO BE ISSUED UPON EXERCISE HEREOF WILL BE, ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. |
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| May 3, 2007 |
ESCROW AGREEMENT between FREEDOM FINANCIAL HOLDINGS, INC., ALARON FINANCIAL SERVICES, INC. and TOWER TRUST COMPANY Dated as of , 2007 ACCOUNT NUMBER(S) 00-0496 SHORT TITLE OF ACCOUNT Freedom Financial Holdings, Inc. - Escrow ESCROW AGREEMENT made this day of , 2007 by and between Tower Trust Company (“Escrow Agent”), Freedom Financial Holdings, Inc. (the “Company”) and Alaron Financial Services, I |
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| May 3, 2007 |
April , 2007 VIA U.S. MAIL Brian Kistler Freedom Financial Holdings, Inc. 6615 Brotherhood Way, Suite A Fort Wayne, IN 46825 Re: Amended Lock-Up Agreement Dear Mr. Kistler: I am a shareholder of Freedom Financial Holdings, Inc., a Maryland corporation (the “Company”). I am the holder of () shares of common stock of the Company (the “Shares”). In the third quarter of 2006 I agreed to the imposition |
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| May 3, 2007 | ||
| May 3, 2007 |
Common Stock Warrant January 9, 2007 Common Stock Warrant January 9, 2007 NEITHER THIS WARRANT, NOR THE STOCK TO BE ISSUED UPON EXERCISE HEREOF, HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 SECURITIES ACT"), OR QUALIFIED OR REGISTERED UNDER ANY STATE SECURITIES LAWS (THE "STATE SECURITIES LAWS"), AND THIS WARRANT HAS BEEN, AND THE COMMON STOCK TO BE ISSUED UPON EXERCISE HEREOF WILL BE, ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. |
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| February 8, 2007 |
List of Subsidiaries of Freedom Financial Holdings, Inc. EX-21.1 73 v062592ex21-1.htm Exhibit 21.1 List of Subsidiaries of Freedom Financial Holdings, Inc. Name of Subsidiary Jurisdiction of Incorporation Effective Ownership Freedom Financial Indiana Freedom Financial Mortgage Corporation Holdings, Inc. - 100% |
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| February 8, 2007 |
CODE OF BYLAWS TITAN HOLDINGS, INC. ARTICLE I CODE OF BYLAWS OF TITAN HOLDINGS, INC. ARTICLE I Identification 1.01. Name And Existence. The name of the Corporation is Titan Holdings, Inc. (herein referred to as the “Corporation”). The Corporation exists under the provisions of the Indiana Business Corporation Law, as amended, and its successors (herein referred to as the “Law”). 1.02. Principal Office. The principal office of the Corporation |
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| February 8, 2007 |
CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF TITAN HOLDINGS, INC. CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF TITAN HOLDINGS, INC. Titan Holdings, Inc., a Maryland Corporation certifies that: 1. Brian Kistler is the President and Chief Executive Officer of Titan Holdings, Inc, a Maryland corporation. Robin W. Hunt is the Secretary and Chief Financial Officer of Titan Holdings, Inc. 2. The Board of Directors of Titan Holdings, Inc. has approved the f |
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| February 8, 2007 |
BYLAWS OF NORTHERN BUSINESS ACQUISITION CORP. Article 1 BYLAWS OF NORTHERN BUSINESS ACQUISITION CORP. Article 1 Offices Section 1. Principal Place of Business. The principal place of business of the corporation shall be located at 76 Cranbrook Rd., Cockeysville, MD 21020-3404. Section 2. Registered Agent. The name and address of the registered agent of the corporation within the State of Maryland is HIQ Maryland Corporation, 516 N. Charles St., 5th Flo |
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| February 8, 2007 |
SOLICITING DEALER AGREEMENT SOLICITING DEALER AGREEMENT, dated as of February 6, 2007 (this “Agreement”), between FREEDOM FINANCIAL HOLDINGS, INC. |
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| February 8, 2007 |
Registration Rights Agreement THIS REGISTRATION RIGHTS AGREEMENT is made as of the day of 2006 by and between Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Rodney J. Sinn 17225 Rd 1 Spencerville, IN 46788 May 3, 2006 Rodney J. Sinn 17225 Rd 1 Spencerville, IN 46788 May 3, 2006 VIA U.S. MAIL Brian Kistler Freedom Financial Holdings, Inc. 421 East Cook Road, Suite 200 Fort Wayne, Indiana 46825 Re: Freedom Financial Holdings, Inc.- Proposed Issuance of Common Stock Dear Mr. Kistler: I am a shareholder of Freedom Financial Holdings, Inc., a Maryland corporation (the “Company”). I am the holder of Three Hundred Fif |
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| February 8, 2007 |
OFFICE LEASE - STONE POINTE OFFICE PARK OFFICE LEASE - STONE POINTE OFFICE PARK THIS OFFICE LEASE ("Lease") is entered into effective July 1, 2003 by PD Properties, LLC, an Indiana limited liability company ("Landlord"), and Freedom Financial Mortgage Corp. |
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| February 8, 2007 |
Freedom Financial Holdings, Inc Freedom Financial Holdings, Inc January 1, 2007 GK Fields and Associates dba ACTION International 918 Perry Woods Cove Fort Wayne, In 46845 RE: Addendum to consulting agreement dated November 7, 2006 Dear Greg, This is to inform you that Freedom Financial Holdings, Inc has decided to lower our participation in the Business Consulting Program from Platinum $2,995 to Bronze $1,495 from this date forward. |
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| February 8, 2007 |
Registration Rights Agreement Class C Convertible Preferred Registration Rights Agreement Class C Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the 30th day of September 2006 by and between Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
FREEDOM FINANCIAL HOLDINGS, INC. RESTRICTED STOCK AGREEMENT This Agreement is made as of September 30, 2006 in Fort Wayne, Indiana, between Freedom Financial Holdings, Inc., a Maryland corporation (the “Company”), and Brian Kistler (“Kistler”), an individual with a principal residence of 6461 N 100 E Ossian, Indiana 46777. WHEREAS the Company desires to issue to Kistler and Kistler desires to acqu |
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| February 8, 2007 |
Freedom Financial Mortgage Corporation 421 East Cook Road, Suite 200 Fort Wayne, Indiana 46825 April 28, 2006 Rodney J. |
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| February 8, 2007 |
Employment Agreement EMPLOYMENT AGREEMENT made as of August 1, 2006, between Brian Kistler, an individual residing at 6461 N 100E, Ossian, Indiana 46777(hereinafter referred to as the "Employee") and Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Registration Rights Agreement Class B Convertible Preferred Registration Rights Agreement Class B Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the 30th day of September 2006 by and between Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Registration Rights Agreement Class B Convertible Preferred Registration Rights Agreement Class B Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the 30th day of September 2006 by and between Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
CONSULTING AGREEMENT This Agreement is made effective as of June 13, 2006, by and between Freedom Financial Mortgage Corporation, of 421 East Cook Rd. |
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| February 8, 2007 |
FREEDOM FINANCIAL HOLDINGS, INC. 2006 INCENTIVE STOCK PLAN FREEDOM FINANCIAL HOLDINGS, INC. 2006 INCENTIVE STOCK PLAN THIS FREEDOM FINANCIAL HOLDINGS, INC. 2006 INCENTIVE STOCK PLAN (the "Plan") is designed to retain directors, executives, selected employees and consultants and reward them for making major contributions to the success of the Company. These objectives are accomplished by making long-term incentive awards under the Plan thereby providing Pa |
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| February 8, 2007 |
As filed with the Securities and Exchange Commission on February__, 2007 As filed with the Securities and Exchange Commission on February, 2007 Registration No. |
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| February 8, 2007 |
EXCHANGE AGREEMENT By, Between and Among Titan Holdings, Inc. and Freedom Financial Mortgage Corporation and Rodney J. Sinn and Robin W. Hunt and Derrick Brooks and Tracey A. White and A. Dale Bloom As of April , 2006 TABLE OF CONTENTS Page 1. BASIC TRANSACTION 1 1.1 Exchange 1 2. CLOSING 1 2.1 Closing 1 2.2 Cooperation after Closing 2 3. REPRESENTATIONS AND WARRANTIES OF FFM AND SHAREHOLDERS 2 3. |
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| February 8, 2007 |
EX-10.4 18 v062592ex10-4.htm Freedom Financial Mortgage Corporation 421 East Cook Road, Suite 200 Fort Wayne, Indiana 46825 April 28, 2006 Robin W. Hunt 17318 Dawkins Road New Haven, IN 46788 Dear Robin: This letter is being delivered in connection with your continued employment by Freedom Financial Mortgage Corporation, an Indiana corporation (the “Company”). By signing this letter, you agree tha |
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| February 8, 2007 |
Freedom Financial Holdings, Inc Official Offer for Personal Guarantee Freedom Financial Holdings, Inc Official Offer for Personal Guarantee Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Convertible Note THIS NOTE AND THE SECURITIES ISSUABLE UPON ITS CONVERSION HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY STATE SECURITIES LAWS. |
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| February 8, 2007 |
Freedom Financial Holdings, Inc Official Offer to Purchase Real Estate Freedom Financial Holdings, Inc Official Offer to Purchase Real Estate Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
FREEDOM FINANCIAL HOLDINGS, INC. 1NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATIO |
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| February 8, 2007 |
ARTICLES OF INCORPORATION OF NORTHERN BUSINESS ACQUISITION CORP. The undersigned, being a natural person and acting as incorporator, does hereby adopt the following Articles of Incorporation for the purpose of forming a business corporation in the State of Maryland, pursuant to the provisions of the Maryland General Corporation Law. FIRST: (1) The name of the incorporator is Kevin Wessell. (2) The |
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| February 8, 2007 |
ARTICLES OF INCORPORATION OF TITAN HOLDINGS, INC. ARTICLES OF INCORPORATION OF TITAN HOLDINGS, INC. The undersigned incorporator, desiring to form a corporation (herein referred to as the "Corporation") pursuant to the provisions of the Indiana Business Corporation Law, as amended (herein referred to as the "Law"), executes the following Articles Of Incorporation: ARTICLE I CORPORATE NAME 1.01. Corporate Name. The name of the Corporation is Titan |
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| February 8, 2007 |
Noncompete and Nondisclosure Agreement Noncompete and Nondisclosure Agreement THIS NONCOMPETE AND NONDISCLOSURE AGREEMENT ("Agreement") dated as of May 3, 2006 by and between Freedom Financial Mortgage Corporation, a corporation with a principal place of business at 421 East Cook Road, Suite 200, Fort Wayne, Indiana 46825 ("Employer"), and Robin W. |
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| February 8, 2007 |
February 5, 2007 VIA U.S. MAIL Brian Kistler Freedom Financial Holdings, Inc. 6615 Brotherhood Way, Suite A Fort Wayne, Indiana 46825 Re: Lock Up Agreement Dear Mr. Kistler: I am a shareholder of Freedom Financial Holdings, Inc., a Maryland corporation (the “Company”). I am the holder of () shares of common stock of the Company (the “Shares”). I hereby agree that for a period of three hundred sixt |
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| February 8, 2007 |
COMMERCIAL LEASE AGREEMENT (Single-Tenant Facilities) COMMERCIAL LEASE AGREEMENT (Single-Tenant Facilities) CORDREY COCHRAN REALTY INC In consideration of the mutual covenants set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, this Lease is entered into this 1st day of October 2002 between the undersigned landlord (hereinafter “Landlord”), and the undersigned tenant (hereinafter “T |
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| February 8, 2007 |
Registration Rights Agreement Class C Convertible Preferred Registration Rights Agreement Class C Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the 9th day of January, 2007 by and between Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Registration Rights Agreement Class C Convertible Preferred Registration Rights Agreement Class C Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the 30 day of September 2006 by and between Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Common Stock Warrant Agreement September 30, 2006 Common Stock Warrant Agreement September 30, 2006 NEITHER THIS WARRANT, NOR THE STOCK TO BE ISSUED UPON EXERCISE HEREOF, HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 SECURITIES ACT"), OR QUALIFIED OR REGISTERED UNDER ANY STATE SECURITIES LAWS (THE "STATE SECURITIES LAWS"), AND THIS WARRANT HAS BEEN, AND THE COMMON STOCK TO BE ISSUED UPON EXERCISE HEREOF WILL BE, ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. |
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| February 8, 2007 |
Common Stock Warrant January 9, 2007 Common Stock Warrant January 9, 2007 NEITHER THIS WARRANT, NOR THE STOCK TO BE ISSUED UPON EXERCISE HEREOF, HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 SECURITIES ACT"), OR QUALIFIED OR REGISTERED UNDER ANY STATE SECURITIES LAWS (THE "STATE SECURITIES LAWS"), AND THIS WARRANT HAS BEEN, AND THE COMMON STOCK TO BE ISSUED UPON EXERCISE HEREOF WILL BE, ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. |
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| February 8, 2007 |
Freedom Financial Holdings, Inc Amended and Restated Official Offer for Personal Guarantee Freedom Financial Holdings, Inc Amended and Restated Official Offer for Personal Guarantee Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Common Stock Warrant Agreement September 30, 2006 Common Stock Warrant Agreement September 30, 2006 NEITHER THIS WARRANT, NOR THE STOCK TO BE ISSUED UPON EXERCISE HEREOF, HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 SECURITIES ACT"), OR QUALIFIED OR REGISTERED UNDER ANY STATE SECURITIES LAWS (THE "STATE SECURITIES LAWS"), AND THIS WARRANT HAS BEEN, AND THE COMMON STOCK TO BE ISSUED UPON EXERCISE HEREOF WILL BE, ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. |
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| February 8, 2007 |
PLAN AND AGREEMENT OF REORGANIZATION by merger of TITAN HOLDINGS, INC. with and into NORTHERN BUSINESS ACQUISITION CORP. under the name of TITAN HOLDINGS, INC. This is a Plan and Agreement of Merger dated as of December 15, 2005 (“Plan”) is by and between TITAN HOLDINGS, INC, an Indiana corporation (the “Merging Corporation”), and NORTHERN BUSINESS ACQUISITION CORP., a Maryland corporation (the “S |
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| February 8, 2007 |
Series A Common Stock Warrant January __, 2006 Series A Common Stock Warrant January , 2006 NEITHER THIS WARRANT, NOR THE STOCK TO BE ISSUED UPON EXERCISE HEREOF, HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 SECURITIES ACT"), OR QUALIFIED OR REGISTERED UNDER ANY STATE SECURITIES LAWS (THE "STATE SECURITIES LAWS"), AND THIS WARRANT HAS BEEN, AND THE COMMON STOCK TO BE ISSUED UPON EXERCISE HEREOF WILL BE, ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. |
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| February 8, 2007 |
NOVATION AGREEMENT Freedom Financial Holdings, Inc., formerly known as Titan Holdings, Inc., a corporation organized and existing under the laws of the State of Maryland, with an address of 421 East Cook Road, Suite 200, Fort Wayne, Indiana, 46825, hereinafter referred to as the Company, and Brian Kistler, an individual residing at 6461 N 100E, Ossian, Indiana 46777, hereinafter referred to as Kis |
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| February 8, 2007 |
Brian K. Kistler 6461 North 100 East Ossian, IN 46777 September 30, 2006 Brian K. Kistler 6461 North 100 East Ossian, IN 46777 September 30, 2006 Freedom Financial Holdings, Inc. Attn: Board of Directors 421 East Cook Road Fort Wayne, Indiana 46825 Ladies and Gentlemen: The undersigned hereby subscribes for 304,589 shares of the Class B Convertible Preferred shares of stock (the “Shares”) of Freedom Financial Holdings, Inc. (the “Corporation”) and as full consideration |
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| February 8, 2007 |
Registration Rights Agreement Class B Convertible Preferred Registration Rights Agreement Class B Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the 31st day of December 2006 by and between Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Noncompete and Nondisclosure Agreement Noncompete and Nondisclosure Agreement THIS NONCOMPETE AND NONDISCLOSURE AGREEMENT ("Agreement") dated as of May 3, 2006 by and between Freedom Financial Mortgage Corporation, a corporation with a principal place of business at 421 East Cook Road, Suite 200, Fort Wayne, Indiana 46825 ("Employer"), and Rodney J. |
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| February 8, 2007 |
CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM FINANCIAL HOLDINGS, INC. CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM FINANCIAL HOLDINGS, INC. |
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| February 8, 2007 |
CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM FINANCIAL HOLDINGS, INC. CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF FREEDOM FINANCIAL HOLDINGS, INC. |
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| February 8, 2007 |
CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF TITAN HOLDINGS, INC. CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF TITAN HOLDINGS, INC. Titan Holdings, Inc., a Maryland Corporation certifies that: 1. Brian Kistler is the President and Chief Financial Officer of Titan Holdings, Inc, a Maryland corporation. Robin Hunt is the Secretary of Titan Holdings, Inc. 2. The Board of Directors of Titan Holdings, Inc. has approved the following amendments to the Arti |
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| February 8, 2007 |
Registration Rights Agreement Class B Convertible Preferred Registration Rights Agreement Class B Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the 6th day of February 2007 by and between Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
February 5, 2007 VIA U.S. MAIL Brian Kistler Freedom Financial Holdings, Inc. 6615 Brotherhood Way, Suite A Fort Wayne, Indiana 46825 Re: Amended Lock-Up Agreement Dear Mr. Kistler: I am a shareholder of Freedom Financial Holdings, Inc., a Maryland corporation (the “Company”). I am the holder of () shares of common stock of the Company (the “Shares”). In May 2006 I agreed to the imposition of rest |
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| February 8, 2007 |
CORPORATE FINANCE ADVISORY SERVICES AGREEMENT CORPORATE FINANCE ADVISORY SERVICES AGREEMENT FRIEDLAND CORPORATE INVESTOR SERVICES LLC (“FRIEDLAND”) hereby agrees to provide to Northern Business Acquisition Corp. |
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| February 8, 2007 |
Common Stock Warrant Agreement September 30, 2006 Common Stock Warrant Agreement September 30, 2006 NEITHER THIS WARRANT, NOR THE STOCK TO BE ISSUED UPON EXERCISE HEREOF, HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 SECURITIES ACT"), OR QUALIFIED OR REGISTERED UNDER ANY STATE SECURITIES LAWS (THE "STATE SECURITIES LAWS"), AND THIS WARRANT HAS BEEN, AND THE COMMON STOCK TO BE ISSUED UPON EXERCISE HEREOF WILL BE, ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. |
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| February 8, 2007 |
Freedom Financial Holdings, Inc Second Amended and Restated Official Offer to Purchase Real Estate Freedom Financial Holdings, Inc Second Amended and Restated Official Offer to Purchase Real Estate Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Brian K. Kistler 6461 North 100 East Ossian, IN 46777 December 31 , 2006 Brian K. Kistler 6461 North 100 East Ossian, IN 46777 December 31 , 2006 Freedom Financial Holdings, Inc. Attn: Board of Directors 6615 Brotherhood Way Fort Wayne, Indiana 46825 Ladies and Gentlemen: In September 2006, the undersigned subscribed for 304,589 shares of the Class B Convertible Preferred shares of stock (the "Shares") of Freedom Financial Holdings, Inc. (the "Corporation") and as full |
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| February 8, 2007 |
Series B Common Stock Warrant January __, 2006 Series B Common Stock Warrant January , 2006 NEITHER THIS WARRANT, NOR THE STOCK TO BE ISSUED UPON EXERCISE HEREOF, HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 SECURITIES ACT"), OR QUALIFIED OR REGISTERED UNDER ANY STATE SECURITIES LAWS (THE "STATE SECURITIES LAWS"), AND THIS WARRANT HAS BEEN, AND THE COMMON STOCK TO BE ISSUED UPON EXERCISE HEREOF WILL BE, ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. |
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| February 8, 2007 |
Common Stock Warrant January 9, 2007 Common Stock Warrant January 9, 2007 NEITHER THIS WARRANT, NOR THE STOCK TO BE ISSUED UPON EXERCISE HEREOF, HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 SECURITIES ACT"), OR QUALIFIED OR REGISTERED UNDER ANY STATE SECURITIES LAWS (THE "STATE SECURITIES LAWS"), AND THIS WARRANT HAS BEEN, AND THE COMMON STOCK TO BE ISSUED UPON EXERCISE HEREOF WILL BE, ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. |
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| February 8, 2007 |
Registration Rights Agreement THIS REGISTRATION RIGHTS AGREEMENT is made as of the 30th day of September 2006 by and between Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Mentor Plan Program ACTION Mentoring Program - PROGRAM AGREEMENT - Mentor Plan Program ACTION Mentoring Program - PROGRAM AGREEMENT - This Agreement is between You (Your Company or business entity) and Your Business Coach (hereinafter referred to as “ACTION”) Client Name BRIAN KISTLER Company Name FREEDOM FINANCIAL HOLDINGS, INC (The Client and/or Company herein referred to as “you”) Business Address 6615 BROTHERHOOD WAY, FT WAYNE, IN 46825 Home Address Business Phone 260 490-5363 Home Phone 260 622-6485 Fax Number 260 490-5004 Mobile Phone 260 450-3570 Email bkis2323@aol. |
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| February 8, 2007 |
CORPORATE FINANCE ADVISORY SERVICES AGREEMENT CORPORATE FINANCE ADVISORY SERVICES AGREEMENT FRIEDLAND CAPITAL INC. [“FRIEDLAND”] hereby agrees to provide to Titan Holdings, Inc. [the “Company”] corporate finance advisory services specifically and primarily designed to achieve the Company’s corporate finance objectives, specifically to result in the Company’s shares [or the shares of a successor entity controlled by the Company or its sharehol |
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| February 8, 2007 |
Registration Rights Agreement Class C Convertible Preferred Registration Rights Agreement Class C Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the 9th day of January 2007 by and between Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Freedom Financial Holdings, Inc Amended and Restated Official Offer to Purchase Real Estate Freedom Financial Holdings, Inc Amended and Restated Official Offer to Purchase Real Estate Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
Robin W. Hunt 17318 Dawkins Rd New Haven, IN 46774 May 3, 2006 Robin W. Hunt 17318 Dawkins Rd New Haven, IN 46774 May 3, 2006 VIA U.S. MAIL Brian Kistler Freedom Financial Holdings, Inc. 421 East Cook Road, Suite 200 Fort Wayne, Indiana 46825 Re: Freedom Financial Holdings, Inc.- Proposed Issuance of Common Stock Dear Mr. Kistler: I am a shareholder of Freedom Financial Holdings, Inc., a Maryland corporation (the “Company”). I am the holder of Two Hundred For |
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| February 8, 2007 |
AMENDMENT TO FRIEDLAND CAPITAL CORPORATE FINANCE ADVISORY SERVICES AGREEMENT AMENDMENT TO FRIEDLAND CAPITAL CORPORATE FINANCE ADVISORY SERVICES AGREEMENT WHEREAS, Friedland Capital, Inc. |
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| February 8, 2007 |
Registration Rights Agreement Class B Convertible Preferred Registration Rights Agreement Class B Convertible Preferred THIS REGISTRATION RIGHTS AGREEMENT is made as of the 31st day of December 2006 by and between Freedom Financial Holdings, Inc. |
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| February 8, 2007 |
FREEDOM FINANCIAL HOLDINGS, INC. AMENDED AND RESTATED RESTRICTED STOCK AGREEMENT FREEDOM FINANCIAL HOLDINGS, INC. AMENDED AND RESTATED RESTRICTED STOCK AGREEMENT This Agreement is made as of December 31, 2006 in Fort Wayne, Indiana, between Freedom Financial Holdings, Inc., a Maryland corporation (the “Company”), and Brian Kistler (“Kistler”), an individual with a principal residence of 6461 N 100 E Ossian, Indiana 46777. WHEREAS in September 2006 the Company and Kistler enter |
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| February 8, 2007 |
OFFICE LEASE – STONE POINTS OFFICE PARK OFFICE LEASE – STONE POINTS OFFICE PARK THIS OFFICE LEASE (“Lease”) is entered into effective February 1, 2004 by PD Properties, LLC, an Indiana limited liability company (“Landlord”), and Freedom Financial Mortgage Corp. |
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| February 8, 2007 |
EXECUTIVE SUITES LEASE THIS LEASE is made April 1, 2001 between ASP MV, L.L.C., (“Landlord”), and Freedom Financial Mortgage Corporation (“Tenant”). WITNESSETH WHEREAS, Landlord operates a suite of executive offices called Cypress Point Executive Suites (“Suites”) in a building located at 10014 N. Dale Mabry Highway (“Building”), which is located within an office park known as Cypress Point Office |
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| February 8, 2007 |
Freedom Financial Holdings, Inc. 6615 Brotherhood Way, Suite A Fort Wayne, Indiana 46825 January 10 , 2007 Gregory Fields Dear Greg: This letter is being delivered in connection with your employment by Freedom Financial Holdings, Inc., a Maryland corporation (the “Company”). By signing this letter, you agree that this letter sets forth the basic terms and conditions of your employment. 1. Salary. |
