MINE / Minerco, Inc. - SEC-arkiveringer, Årsrapport, Fullmaktsdokument

Minerco NOTICE OF TERMINATION OF REGISTRATION

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 333-156059 MINERCO, INC. (Exact name of registrant as specified in its chart

Exchange Agreement, Minerco – Saad, dated July 1, 2016

Exhibit 10.1 AGREEMENT TO EXCHANGE COMMON SHARES FOR NOTES THIS EXCHANGE AGREEMENT, dated as of July 1, 2016 is entered into by and between Minerco, Inc. (the “Company”) and Beau Saad (“Saad”). WITNESSETH: WHEREAS, Saad entered into a certain Share Purchase Agreement, dated February 23, 2016, where among other things, Saad purchased 1,470,588 restricted shares of the Company’s common stock for a P

Amended Convertible Promissory Note – Messina, dated July 31, 2016

Exhibit 10.22 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Convertible Promissory Note – Saad, dated April 8, 2016

EX-10.27 25 f8k043016ex10xxviiminerco.htm CONVERTIBLE PROMISSORY NOTE - SAAD, DATED APRIL 8, 2016 Exhibit 10.27 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SAL

Convertible Promissory Note – Vanis, dated July 31, 2016

EX-10.30 28 f8k043016ex10xxxminercoinc.htm CONVERTIBLE PROMISSORY NOTE - VANIS, DATED JULY 31, 2016 Exhibit 10.30 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR S

Exchange Agreement, Minerco – Ciarello dated July 1, 2016

Exhibit 10.6 AGREEMENT TO EXCHANGE COMMON SHARES FOR NOTE THIS EXCHANGE AGREEMENT, dated as of July 1, 2016 is entered into by and between Minerco, Inc. (the “Company”) and Ray Ciarello (“Ciarello”). WITNESSETH: WHEREAS, Ciarello entered into a certain Share Purchase Agreement, dated February 23, 2016, where among other things, Ciarello purchased 735,294 restricted shares of the Company’s common s

Exchange Agreement, Minerco – Schmidt, dated July 1, 2016

Exhibit 10.9 AGREEMENT TO EXCHANGE COMMON SHARES FOR NOTE THIS EXCHANGE AGREEMENT, dated as of July 1, 2016 is entered into by and between Minerco, Inc. (the “Company”) and Bryce Schmidt (“Schmidt”). WITNESSETH: WHEREAS, Schmidt entered into a certain Share Purchase Agreement, dated March 8, 2016, where among other things, Schmidt purchased 625,000 restricted shares of the Company’s common stock f

Convertible Promissory Note – Ciarello dated February 23, 2016

Exhibit 10.8 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Convertible Promissory Note – Saad, dated February 23, 2016

Exhibit 10.4 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Convertible Promissory Note – Messina, dated April 30, 2016

Exhibit 10.19 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Convertible Promissory Note – MSF, dated July 5, 2016

EX-10.15 13 f8k043016ex10xvminercoinc.htm CONVERTIBLE PROMISSORY NOTE - MSF, DATED JULY 5, 2016 Exhibit 10.15 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE,

Exchange Agreement, Minerco – MSF, dated January 5, 2017

Exhibit 10.14 AGREEMENT TO EXCHANGE Note Extension THIS EXCHANGE AGREEMENT, dated as of January 5, 2017 is entered into by and between Minerco, Inc. (the “Company”) and MSF International, Inc. (“MSF”). WITNESSETH: WHEREAS, the Company entered into a Promissory Note with MSF, dated July 5, 2016, in principal amount of Three Hundred and Fifty Thousand Dollars ($350,000) due on January 5, 2017 (the “

Convertible Promissory Note – Vanis, dated April 30, 2016

EX-10.28 26 f8k043016ex10xxviiiminerco.htm CONVERTIBLE PROMISSORY NOTE - VANIS, DATED APRIL 30, 2016 Exhibit 10.28 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR

Promissory Note – Pacific Isle, dated July 15, 2016

Exhibit 10.25 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Asset Purchase Agreement, Minerco – Pacific Isle Wholesale, Dispose Athena Brands, dated July 15, 2016

Exhibit 10.24 ASSET PURCHASE AGREEMENT DATED AS OF July 15, 2016 Minerco, Inc. AND Pacific Isle Wholesale, Ltd. TABLE OF CONTENTS 1.0 Purchase and Sale of Assets. 1 1.1. Agreement to Purchase and Sell. 1 1.2. Purchase Price. 1 1.3. Payment of Purchase Price. 2 1.4. Closing. 2 2.0 Representations and Warranties of Seller. 2 2.1. Existence and Good Standing. 2 2.2. Corporate Authority. 2 2.3. Compli

Promissory Note – MSF, dated July 5, 2016

Exhibit 10.13 PROMISSORY NOTE Athena Equity Exchange Principal Amount: U.S. $350,000.00 Effective Date: July 5, 2016 FOR VALUE RECEIVED, Minerco, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to MSF International, Inc., a Belize Corporation, or his successors and assigns (the “Payee”), at its address at 15 2nd Avenue, Buttonwood Bay, Belize City, Belize, Central America, or to s

Exchange Agreement, Minerco – MSF, dated July 5, 2016

Exhibit 10.12 AGREEMENT TO EXCHANGE ATHENA EQUITY for PROMISSORY NOTE THIS EXCHANGE AGREEMENT, dated as of July 5, 2016 is entered into by and between Minerco, Inc. (the “Company”) and MSF International, Inc. (“MSF”). WITNESSETH: WHEREAS, the Company owns Eighty-One and Eight-Tenths percent (81.8%) of the equity of its subsidiary, Athena Brands, Inc. (“Athena”); and WHEREAS, MSF owns Eighteen and

Amended Convertible Promissory Note – Messina, dated April 30, 2016

Exhibit 10.21 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Convertible Promissory Note – Casey, dated May 24, 2016

EX-10.29 27 f8k043016ex10xxixminercoinc.htm CONVERTIBLE PROMISSORY NOTE - CASEY, DATED MAY 24, 2016 Exhibit 10.29 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR S

Exchange Agreement, Minerco – Rios, dated February 1, 2017

Exhibit 10.16 AGREEMENT TO EXCHANGE Note Extension THIS EXCHANGE AGREEMENT, dated as of February 1, 2017 is entered into by and between Minerco, Inc. (the “Company”) and Blanca A. Rios. (“Rios”). WITNESSETH: WHEREAS, the Company entered into a Convertible Promissory Note with V. Scott Vanis (“Vanis”), an Officer and Director of the Company, dated April 30, 2016, in the principal amount of Four Hun

Exchange Agreement, Minerco – Vanis, dated July 1, 2017

Exhibit 10.23 AGREEMENT TO EXCHANGE ACCRUED SALARY AND PREF B & C SHARES FOR PREF A SHARES THIS EXCHANGE AGREEMENT, dated as of July 3, 2017 is entered into by and between Minerco, Inc. (the “Company”) and V. Scott Vanis (“Vanis”). WITNESSETH: WHEREAS, Vanis is the Chief Executive Officer (“CEO”) and a Director of the Company and has been affiliated with the Company since March, 2010; and WHEREAS,

Convertible Promissory Note – Rios, dated April 30, 2016

Exhibit 10.17 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Exchange Agreement, Minerco – Messina, dated April 3, 2017

Exhibit 10.18 AGREEMENT TO EXCHANGE PREF C SHARES FOR RESTATED NOTES THIS EXCHANGE AGREEMENT, dated as of April 3, 2017 is entered into by and between Minerco, Inc. (the “Company”) and Sam J. Messina, III (“Messina”). WITNESSETH: WHEREAS, Messina was the Chief Financial Officer (“CFO”) and was a Director of the Company and resigned all positions effective March 31, 2017; and WHEREAS, Messina enter

Convertible Promissory Note – Messina, dated July 31, 2016

Exhibit 10.20 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Convertible Promissory Note – Saad, dated March 8, 2016

Exhibit 10.5 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Stock Purchase Agreement, Schmidt, dated March 8, 2016

Exhibit 10.10 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of March 8, 2016 (the “Effective Date”), by and between Minerco, Inc., a Nevada corporation, with headquarters located at 800 Bering Drive, Suite #201, Houston, Texas 77057 (the “Company”), and Bryce Schmidt, an individual, at the address set forth on the signature page of this Agreement (the “Buyer”).

Convertible Promissory Note – Schmidt, dated March 8, 2016

Exhibit 10.11 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Convertible Promissory Note – Ciarello, dated March 30, 2016

EX-10.26 24 f8k043016ex10xxviminerco.htm CONVERTIBLE PROMISSORY NOTE - CIARELLO, DATED MARCH 30, 2016 Exhibit 10.26 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR

Current Report

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) July 6, 2017 (April 30, 2016) MINERCO, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation) (Commissi

Minerco NT 10-Q

NT 10-Q 1 nt-10qapril2016.htm NT 10-Q OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Expires: August 31, 2015 Estimated average burden hours per response.......2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Per

Current Report

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) May 18, 2016 (May 17, 2016) MINERCO, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation) (Commission

4 AMENDED AND RESTATED LINE OF CREDIT $ 3,000,000.00 May 17, 2014

SEC Exhibit 4 AMENDED AND RESTATED LINE OF CREDIT $ 3,000,000.00 May 17, 2014 FOR VALUE RECEIVED , MINERCO, INC . (?MINE?), a Nevada corporation (the ? Company ?), does hereby promise to pay to the order of POST OAK LLC (the ? Lender ?), at such place as Lender may designate in writing, in lawful money of the United States of America, the principal sum of up to Three Million Dollars ($3,000,000.00

Current Report

8-K 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 29, 2016 (April 25, 2016) MINERCO, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation) (Co

Assignment and Extension of Agreement No: 910024 “Yo Gabba Gabba!”

Exhibit Assignment and Extension of Agreement No: 910024 ?Yo Gabba Gabba!? We refer to the Agreement between SmartKids, LLC of 150 Pico Boulevard, Santa Monica, California, 90405, USA (?Licensee?) and GabbaCaDabra LLC, of 15000 Ventura Blvd, 3rd Floor, Sherman Oaks, California, 91403, the USA (the ?Licensor?) dated May 9, 2012.

Current Report

8-K 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 30, 2016 (March 30, 2016) MINERCO, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation) (Co

ASSET PURCHASE AND LICENSE AGREEMENT

EX-10.1 2 exhibit10130mar2016.htm EXHIBIT 10.1 5 ASSET PURCHASE AND LICENSE AGREEMENT THIS ASSET PURCHASE AND LICENSE AGREEMENT (this “Agreement”) is dated March 28, 2016, and is between Smart Kids, LLC, a California limited liability company (“Seller”) and Athena Brands, Inc., a Nevada corporation (“Buyer”). WHEREAS, the Seller owns the trademark Kids 50 (the “Trademark”) and has licensed the rig

MINERCO RESOURCES, INC. 8% CONVERTIBLE REDEEMABLE NOTE DUE DECEMBER 31, 2017 BACK END NOTE

EX-10.8 3 exhibit108-january312016.htm EXHIBIT 10.8 EXHIBIT 10.8 THE SECURITIES OFFERED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY SECTION 3(b) OF THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER

Minerco 10-Q (Quarterly Report)

10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2016 or o 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: 333-156059 Minerco, Inc

MINERCO RESOURCES, INC. 8% CONVERTIBLE REDEEMABLE NOTE DUE DECEMBER 31, 2017

EXHIBIT 10.7 THE SECURITIES OFFERED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY SECTION 3(b) OF THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT) US $220,000.00 MINERCO RESOURCES, IN

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

EX-10.18 13 exhibit1018-january312016.htm EXHIBIT 10.18 EXHIBIT 10.18 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT This Second Amendment to Employment Agreement (the "Agreement") is entered into as of the 21st day of March, 2016 as an amendment to the original Employment Agreement dated September 10, 2014 as amended on September 2, 2015 between Sam J Messina III ("Employee") and Minerco, Inc., a Nevad

MINERCO RESOURCES, INC. 8% CONVERTIBLE REDEEMABLE NOTE DUE FEBRUARY 2, 2017

EXHIBIT 10.9 THE SECURITIES OFFERED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY SECTION 3(b) OF THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT) US $110,000.00 MINERCO RESOURCES, IN

Stock Purchase Agreement, Ciarello, dated February 23, 2016

EXHIBIT 10.14 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of February 23, 2016 (the “Effective Date”), by and between Minerco, Inc., a Nevada corporation, with headquarters located at 800 Bering Drive, Suite #201, Houston, Texas 77057 (the “Company”), and Micaddan Marketing Consultants, LLC, a New Jersey limited liability company, at the address set forth on

CONVERTIBLE PROMISSORY NOTE

EX-10.12 7 exhibit1012-january312016.htm EXHIBIT 10.12 EXHIBIT 10.12 1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN T

MINERCO RESOURCES, INC. 8% CONVERTIBLE REDEEMABLE NOTE DUE FEBRUARY 2, 2017 BACK END NOTE

EX-10.10 5 exhibit1010-january312016.htm EXHIBIT 10.10 EXHIBIT 10.10 THE SECURITIES OFFERED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY SECTION 3(b) OF THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUN

STOCK PURCHASE AGREEMENT

EX-10.16 11 exhibit1016-january312016.htm EXHIBIT 10.16 EXHIBIT 10.16 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of February 23, 2016 (the “Effective Date”), by and between Minerco, Inc., a Nevada corporation, with headquarters located at 800 Bering Drive, Suite #201, Houston, Texas 77057 (the “Company”), and Ray Ciarello, an individual, at the address set f

Stock Purchase Agreement, Saad, dated March 8, 2016

EX-10.15 10 exhibit1015-january312016.htm EXHIBIT 10.15 EXHIBIT 10.15 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of March 8, 2016 (the “Effective Date”), by and between Minerco, Inc., a Nevada corporation, with headquarters located at 800 Bering Drive, Suite #201, Houston, Texas 77057 (the “Company”), and Beau Saad, an individual, at the address set forth on

CONVERTIBLE PROMISSORY NOTE

EX-10.11 6 exhibit1011-january312016.htm EXHIBIT 10.11 EXHIBIT 10.11 1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN T

Stock Purchase Agreement, Saad, dated February 23, 2016

EXHIBIT 10.13 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of February 23, 2016 (the “Effective Date”), by and between Minerco, Inc., a Nevada corporation, with headquarters located at 800 Bering Drive, Suite #201, Houston, Texas 77057 (the “Company”), and Beau Saad, an individual, at the address set forth on the signature page of this Agreement (the “Buyer”).

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

EX-10.17 12 exhibit1017-january312016.htm EXHIBIT 10.17 EXHIBIT 10.17 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT This Second Amendment to Employment Agreement (the "Agreement") is entered into as of the 21st day of March, 2016 as an amendment to the original Employment Agreement dated September 10, 2014 as amended on September 2, 2015 between V. Scott Vanis ("Employee") and Minerco, Inc., a Nevada C

Minerco NT 10-Q

NT 10-Q 1 nt-10qapril2016.htm NT 10-Q OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Expires: August 31, 2015 Estimated average burden hours per response.......2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Per

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 ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2015 or o 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: 333-156059 Minerco, Inc. (Ex

Other Events

8-K 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 21, 2015 (December 21, 2015) MINERCO, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporatio

V. Scott Vanis

EX-99.1 2 exhibit99121dec2015.htm EXHIBIT 99.1 Page 1 of 4 V. Scott Vanis Minerco's Chairman and CEO A Letter from the Chairman December 21, 2015 Dear Shareholders, The Holiday Season is in full swing, and we all find ourselves reflecting on the year that has passed and looking forward to the upcoming year. In 2015, we had a very dynamic year that included impressive growth and many obstacles to o

Minerco NT 10-Q

NT 10-Q OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

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 þ ANNUAL REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JULY 31, 2014 Commission File Number: 333-156059 MINERCO, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization) 800 Bering Drive Su

V. Scott Vanis

EX-99.1 2 exhibit99113nov2015.htm EXHIBIT 99.1 V. Scott Vanis Minerco's Chairman and CEO A Letter from the Chairman November 13, 2015 Dear Shareholders, We just filed our audited Annual Report on Form 10-K for Fiscal Year (FY) 2015. Since our last financial report in June, 2015, many constructive changes have occurred in and for our company. While most all of the changes have been positive and dem

Other Events

8-K 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) November 13, 2015 (November 13, 2015) MINERCO, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporatio

Minerco NT 10-K

NT 10-Q OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

ASSET PURCHASE AGREEMENT The Brand: VitaminFIZZ

Exhibit ASSET PURCHASE AGREEMENT The Brand: VitaminFIZZ ASSET PURCHASE AGREEMENT (this ? Agreement ?), dated as of September 28, 2015, by and among Athena Brands, Inc.

Other Events

8-K 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) October 5, 2015 (September 28, 2015) MINERCO, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation

Minerco’s Athena Brands Acquires 100% of VitaminFIZZ® Minerco/Athena Achieve Total Ownership of Flagship Product

Exhibit CONTACT: Jason Grimley Spelling Communications [email protected] 323-309-8714 Minerco?s Athena Brands Acquires 100% of VitaminFIZZ? Minerco/Athena Achieve Total Ownership of Flagship Product Houston, TX - October 5, 2015 - Minerco, Inc. (OTC:MINED), parent company of Athena Brands, Inc., the makers of VitaminFIZZ?, announced that, through Athena, it has acquired all the outstanding

EXCHANGE AGREEMENT

EX-10.1 2 exhibit1012oct2015.htm EXHIBIT 10.1 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of October 1, 2015 by and between Minerco Resources, Inc., a Nevada corporation, with its principal place of business at 800 Bering Drive, Suite #201, Houston, Texas 77057 (the “Company”), and Eco Processing, with an address of 64 Oak Street, Milford, NH 03055 (the “Shareholder”).

EX-10.2

EX-10.2 3 exhibit1022oct2015.htm EXHIBIT 10.2

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

8-K 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) October 2, 2015 (September 29, 2015) MINERCO, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation

Current Report

8-K 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) October 1, 2015 (September 28, 2015) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Inc

EXCHANGE AGREEMENT

Exhibit EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “ Agreement ”) is dated as of September 28, 2015 and effective as of August 1, 2015 by and between Minerco Resources, Inc.

Minerco DEF 14C

DEF 14C 1 minedef14c10sep2015.htm DEF 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ¬ Preliminary Information Statement ¬ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) x Definitive Information Stat

Index to Pro Forma Condensed Combined Financial Statements

Index to Pro Forma Condensed Combined Financial Statements Index Pro Forma Condensed Combined Balance Sheets as of July 31, 2014 3 Pro Forma Condensed Combined Statement of Operations as of July 31, 2014 4 Notes to the Pro Forma Condensed Combined Financial Statements 5 3 5 Minerco Resources, Inc.

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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 Date of report (Date of earliest event reported) September 4, 2015 (October 24, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incor

REPORT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EX-99.1 2 mine8kaex991.htm EXHIBIT 99.1 The unaudited interim financial statements of Avanzar Sales and Distribution, LLC. follow. All currency references in this report are to U.S. dollars unless otherwise noted. Index Report of Independent Registered Public Accounting Firm 1 Balance Sheets 2 Statements of Comprehensive Loss 3 Statements of Cash Flows 4 Statements of Members’ Deficit 5 Notes to F

Current Report

8-K 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) September 3, 2015 (September 2, 2015) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of In

AMENDMENT TO EMPLOYMENT AGREEMENT

EX-10.2 3 exhibit1023sep2015.htm EXHIBIT 10.2 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement (the "Agreement") is entered into as of the 2nd day of September, 2015 as an amendment to the original Employment Agreement dated September 10, 2014 between V. Scott Vanis ("Employee") and Minerco Resources, Inc., a Nevada Corporation, it’s affiliates, predecessors and subsidiarie

AMENDMENT TO EMPLOYMENT AGREEMENT

Exhibit AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement (the "Agreement" ) is entered into as of the 2 nd day of September, 2015 as an amendment to the original Employment Agreement dated September 10, 2014 between Sam J Messina III ( "Employee" ) and Minerco Resources, Inc.

SETTLEMENT AGREEMENT MUTUAL RELEASE

Exhibit SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release of all Claims (?Agreement?) is entered into and executed on the date(s) indicated below, by and between Minerco Resources, Inc.

V. Scott Vanis

EX-99.2 3 ex99231aug2015.htm EXHIBIT 99.2 V. Scott Vanis Minerco's Chairman and CEO A Letter from the Chairman August 31, 2015 Dear Shareholders, First, I want to thank you for your patience over the past few weeks. We have been quietly consolidating our foundation and adapting our plan to propel our company forward. The next steps in the evolution of Minerco, Athena (formerly Level 5 Beverage Com

Other Events

8-K 1 minerco8k31aug2015.htm 8-K 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) August 31, 2015 (August 28, 2015) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or

Minerco PRE 14C

PRE 14C 1 mine14c31aug2015.htm PRE 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement ¬ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ¬ Definitive Information Stateme

Minerco’s Level 5 Beverage Co. Becomes Athena Brands Minerco Renames & Rebrands Maker of VitaminFIZZ®

EX-99.1 2 ex99131aug2015.htm EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: Jason Grimley Spelling Communications [email protected] 323-309-8714 Minerco’s Level 5 Beverage Co. Becomes Athena Brands Minerco Renames & Rebrands Maker of VitaminFIZZ® Houston, TX - August 28, 2015 - Minerco Resources, Inc. (OTC:MINE), parent company of Level 5 Beverage Company, Inc., the makers of VitaminFIZZ®, an

V. Scott Vanis

EX-99.1 2 ex99125jun2015.htm EXHIBIT 99.1 V. Scott Vanis Minerco's Chairman and CEO A Letter from the Chairman June 25, 2015 Dear Shareholders, As most of you know, we just filed our Form 10-Q for the quarterly period ending on April 30 of this year. Frankly, it's a mix of good news but also missed expectations. My job is to shed light on the facts and that’s what I pledge always to do. That said,

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) June 25, 2015 (June 25, 2015) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation)

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 ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2015 or o 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: 333-156059 Minerco Resources,

Minerco NT 10-Q

NT-10Q April 2015 OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Current Report

Minerco 8K - 05262015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Minerco Resources, Inc.

Exhibit 10.2 - 05262015 Minerco Resources, Inc. 800 Bering Drive, Suite 201 Houston, Texas 77057 May 21, 2015 Anthony R. Skinner President New World Beverage, LLC 44 Inverness Drive, #5 Englewood, Colorado 80112 RE: Notice of Termination of The Herbal Collection Brand Licensing Agreement Dear Mr. Skinner: As noticed in the letter to you dated April 15, 2015 requesting the noted failures be cured,

EXCHANGE AGREEMENT

EX-10.4 5 exhibit1048may2015.htm EXHIBIT 10.4 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of April 30, 2015, by and between Minerco Resources, Inc., a Nevada Corporation, with headquarters located at 800 Bering Drive, Suite 201, Houston, TX 77057 (the “Company”) and LOMA Management Partners, LLC, a Limited Liability Company under the laws of New York, with an address a

EXCHANGE AGREEMENT

EX-10.2 3 exhibit1028may2015.htm EXHIBIT 10.2 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of April 30, 2015, by and between Minerco Resources, Inc., a Nevada Corporation, with headquarters located at 800 Bering Drive, Suite 201, Houston, TX 77057 (the “Company”) and Ann Powers, an individual, with an address at 105 Lake Ellis Road, Athol, MA 01331 (the “Dividend holder

Current Report

Minerco 8K - 05082015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

EXCHANGE AGREEMENT

EX-10.5 6 exhibit1058may2015.htm EXHIBIT 10.5 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of April 30, 2015, by and between Minerco Resources, Inc., a Nevada Corporation, with headquarters located at 800 Bering Drive, Suite 201, Houston, TX 77057 (the “Company”) and MSF International, Inc., a Corporation formed under the county of Belize, with an address at 15 2nd Aven

EXCHANGE AGREEMENT

EX-10.6 7 exhibit1068may2015.htm EXHIBIT 10.6 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of April 30, 2015, by and between Minerco Resources, Inc., a Nevada Corporation, with headquarters located at 800 Bering Drive, Suite 201, Houston, TX 77057 (the “Company”) and V. Scott Vanis, an individual, with an address at 800 Bering Drive, Houston, Texas 77057 (the “Dividend

SECURITIES PURCHASE AGREEMENT

EX-10.1 2 exhibit1018may2015.htm EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 5, 2015, effective April 30, 2015, by and between Minerco Resources, Inc., a Nevada corporation (the “Company”) and MSF International, Inc., a Belize corporation (the “Purchaser”). WHEREAS, the Company desires to sell to the Purchaser and the Purchase

EXCHANGE AGREEMENT

EX-10.3 4 exhibit1038may2015.htm EXHIBIT 10.3 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of April 30, 2015, by and between Minerco Resources, Inc., a Nevada Corporation, with headquarters located at 800 Bering Drive, Suite 201, Houston, TX 77057 (the “Company”) and John Powers, an individual, with an address at 10643 Camarelle Circle, Fort Myers, Florida 33913 (the “D

Minerco's Level 5 Increases Avanzar Stake to 75% Minerco Continues Strategy of Creating Shareholder Value Through Acquisition of Cash-Flowing Assets

EX-99.1 3 exhibit9916may2015.htm EXHIBIT 99.1 Minerco's Level 5 Increases Avanzar Stake to 75% Minerco Continues Strategy of Creating Shareholder Value Through Acquisition of Cash-Flowing Assets HOUSTON, May 06, 2015 - Minerco Resources, Inc. (OTC:MINE), parent company of Level 5 Beverage Company, Inc., the makers of VitaminFIZZ®, announced that Level 5 has exercised its option to purchase an addi

NOTICE OF EXERCISE OF INITIAL OPTION Level 5 Beverage Company, Inc. 16501 Sherman Way, Suite 215 Van Nuys, California 91411 April 30, 2015

EX-10.1 2 exhibit1016may2015.htm EXHIBIT 10.1 NOTICE OF EXERCISE OF INITIAL OPTION Level 5 Beverage Company, Inc. 16501 Sherman Way, Suite 215 Van Nuys, California 91411 April 30, 2015 Avanzar Sales and Distribution, LLC 3260 Lilly Avenue Long Beach, California 90808 Attention: William Juarez, Jr. Ladies and Gentlemen: Reference is made to that certain Membership Interest Purchase Agreement (the “

Current Report

Minerco 8K - 05062015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

2 LIMITED PARTNERSHIP INTEREST PURCHASE AGREEMENT

Exhibit 10.3 22Apr2015 2 LIMITED PARTNERSHIP INTEREST PURCHASE AGREEMENT This Limited Partnership Interest Purchase Agreement (the ?Agreement?) is made and entered into as of the 21 st day of April, 2015, by and among Level 5 Beverage Company, Inc., a corporation organized under the laws of Delaware, with offices located at 800 Bering Drive, Suite 201, Houston, Texas 77057 (the ?Purchaser?), Power

Minerco’s Level 5 Acquires Equity in VitaminFIZZ® Brand

Exhibit 99.1.22Apr2015 Minerco?s Level 5 Acquires Equity in VitaminFIZZ? Brand HOUSTON, TX - April 22, 2015 - Minerco Resources, Inc. (OTC:MINE), parent company of Level 5 Beverage Company, Inc., the makers of VitaminFIZZ?, announced that Level 5 has purchased a 10% equity position in the VitaminFIZZ Brand. Level 5 holds the rights to purchase up to 56% interest in the brand, over the next five ye

ASSIGNMENT AGREEMENT

EX-10.4 5 exhibit10422apr2015.htm EXHIBIT 10.4 ASSIGNMENT AGREEMENT This Assignment Agreement (the “Agreement”) is made as of April 21, 2015 by and between Power Brands International, LLC, a limited liability company organized under the laws of California, with offices located at 16501 Sherman Way, #225, Van Nuys, California 91406 (the “Assignor” and the “General Partner”), and Level 5 Beverage Co

Other Events

Minerco 8K - 04212015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

1 ASSIGNMENT AGREEMENT

EX-10.2 3 exhibit10222apr2015.htm EXHIBIT 10.2 1 ASSIGNMENT AGREEMENT This Assignment Agreement (the “Agreement”) is made as of April 21, 2015 by and among Big Red, Inc., a corporation organized under the laws of Texas, with offices located at 6500 River Place Boulevard, Building 1, Suite 450, Austin, Texas 78730 (the “Assignor”), Level 5 Beverage Company, Inc., a corporation organized under the l

2 LIMITED PARTNERSHIP INTEREST PURCHASE AGREEMENT

EX-10.1 2 exhibit10122apr2015.htm EXHIBIT 10.1 2 LIMITED PARTNERSHIP INTEREST PURCHASE AGREEMENT This Limited Partnership Interest Purchase Agreement (the “Agreement”) is made and entered into as of the 21st day of April, 2015, by and among Level 5 Beverage Company, Inc., a corporation organized under the laws of Delaware, with offices located at 800 Bering Drive, Suite 201, Houston, Texas 77057 (

Current Report

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 6 , 2015 (April 1, 2015) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation

Amendment to the Line of Credit, Dated May 1, 2014

EX-10.1 2 exhibit1011apr2015.htm EXHIBIT 10.1 Amendment to the Line of Credit, Dated May 1, 2014 The parties agree that the $2,000,000 Line of Credit (the “Line of Credit”) by and between Minerco Resources Inc. (the “Maker”) and Post Oak, LLC (the “Lender”) is hereby amended as follows: 1. Line of Credit. The total of Advances allowed outstanding at any given time shall increase from Two Million D

Breaking News Post Oak Increases Minerco's LOC to $3 Million

EX-99.1 3 exhibit9911apr2015.htm EXHIBIT 99.1 V. Scott Vanis Chairman/CEO Minerco Resources, Inc I’m very pleased to present our Spring Issue of The Minerco Messenger. For the first time, we decided to publish breaking news in the Messenger. As you can see in the news story on the right, Minerco has received an extended Line of Credit to help carry out our plan of strategic acquisitions. Also in t

Minerco’s Level 5 Increases Equity Position in Avanzar Sales and Distribution

Exhibit 99.1 Minerco?s Level 5 Increases Equity Position in Avanzar Sales and Distribution HOUSTON, TX - March 26, 2015 - Minerco Resources, Inc. (OTC:MINE), parent company of Level 5 Beverage Company, Inc., the makers of VitaminFIZZ?, announced that Level 5 has exercised its option to purchase an additional 21% equity stake in Avanzar Sales and Distribution, LLC in California. This option increas

Current Report

Minerco 8K - 03252015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

NOTICE OF EXERCISE OF INITIAL OPTION Level 5 Beverage Company, Inc. 16501 Sherman Way, Suite 215 Van Nuys, California 91411 March 24, 2015

EX-10.1 2 exhibit101.htm EXHIBIT 10.1 NOTICE OF EXERCISE OF INITIAL OPTION Level 5 Beverage Company, Inc. 16501 Sherman Way, Suite 215 Van Nuys, California 91411 March 24, 2015 Avanzar Sales and Distribution, LLC 3260 Lilly Avenue Long Beach, California 90808 Attention: William Juarez Ladies and Gentlemen: Reference is made to that certain Membership Interest Purchase Agreement (the “Purchase Agre

MINERCO RESOURCES, INC. NON-RETALIATION POLICY

mineex992.htm Exhibit 99.2 MINERCO RESOURCES, INC. NON-RETALIATION POLICY Minerco Resources, Inc. (?Minerco?) is committed to providing a workplace conducive to open discussion of its business practices. It is Minerco?s policy to comply with all applicable laws that protect employees against unlawful discrimination or retaliation by their employer as a result of their lawfully reporting informatio

MINERCO RESOURCES, INC. CORPORATE TRADING POLICY

mineex991.htm Exhibit 99.1 MINERCO RESOURCES, INC. CORPORATE TRADING POLICY This policy supercedes any previously dated policies related to the trading of the Company’s securities for all Board members, officers, and employees. I. GENERAL POLICY 1.1 The purpose of this policy and procedure is to assure compliance with the laws prohibiting “insider trading” in Minerco Resources, Inc.’s (the “Compan

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 mine10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from To Commission file

Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics, Other Events

mine8k.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 Date of report (Date of earliest event reported) March 23, 2015 (March 20, 2015) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of I

MINERCO RESOURCES, INC. CODE OF BUSINESS CONDUCT AND ETHICS

mineex141.htm Exhibit 14.1 MINERCO RESOURCES, INC. CODE OF BUSINESS CONDUCT AND ETHICS The Board of Directors of Minerco Resources, Inc., a Nevada corporation (?Minerco?), has adopted this Code of Business Conduct and Ethics to: ? promote honest and ethical conduct, including fair dealing and the ethical handling of conflicts of interest; ? promote full, fair, accurate, timely and understandable d

Minerco Resources Chairman & CEO Issues Letter to Shareholders Regarding Q2 of FY 2015

mineex991.htm Exhibit 99.1 Minerco Resources Chairman & CEO Issues Letter to Shareholders Regarding Q2 of FY 2015 HOUSTON, March 23, 2015 - Minerco Resources, Inc. (OTC:MINE), the parent company of Level 5 Beverage Company, Inc. a specialty beverage company which develops, produces, markets and distributes a diversified portfolio of forward-thinking, good-for-you consumer brands issued a letter to

Other Events

mine8k.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 Date of report (Date of earliest event reported) March 23, 2015 (March 23, 2015) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of I

Minerco NOTIFICATION OF LATE FILING

OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Current Report

8-K 1 mine8k.htm CURRENT REPORT 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) February 9, 2015 (February 6, 2015) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State o

BRAND LICENSING AGREEMENT MINERCO RESOURCES, INC. and NEW WORLD BEVERAGE, LLC.

Exhibit 10.1 BRAND LICENSING AGREEMENT MINERCO RESOURCES, INC. and NEW WORLD BEVERAGE, LLC. This Brand Licensing Agreement (the “Agreement”) is made on February 6, 2015, and effective as of February 1, 2015, between New World Beverage, LLC. (the “Licensee”), a limited liability company organized and existing under the laws of the State of Colorado having offices at 44 Inverness, #5, Englewood, CO

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

8-K/A 1 mine8ka.htm CURRENT REPORT 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 Date of report (Date of earliest event reported): January 12, 2015 (January 7, 2015) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (St

MINERCO RESOURCES, INC. CERTIFICATE OF DESIGNATIONS, RIGHTS AND PREFERENCES OF THE SERIES C CONVERTIBLE PREFERRED STOCK

Exhibit 10.3 MINERCO RESOURCES, INC. CERTIFICATE OF DESIGNATIONS, RIGHTS AND PREFERENCES OF THE SERIES C CONVERTIBLE PREFERRED STOCK I, V. Scott Vanis, President of MINERCO RESOURCES, INC., a Nevada corporation (hereinafter called the “Corporation”), pursuant to the provisions of Chapter 78 of the Nevada Revised Statutes, hereby makes this Certificate of Designation under the corporate seal of the

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

8-K/A 1 mine8ka.htm CURRENT REPORT 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 Date of report (Date of earliest event reported): January 12, 2015 (January 7, 2015) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (St

MINERCO RESOURCES, INC. CERTIFICATE OF DESIGNATIONS, RIGHTS AND PREFERENCES OF THE SERIES B CONVERTIBLE PREFERRED STOCK

Exhibit 10.3 MINERCO RESOURCES, INC. CERTIFICATE OF DESIGNATIONS, RIGHTS AND PREFERENCES OF THE SERIES B CONVERTIBLE PREFERRED STOCK I, V. Scott Vanis, President of MINERCO RESOURCES, INC., a Nevada corporation (hereinafter called the “Corporation”), pursuant to the provisions of Chapter 78 of the Nevada Revised Statutes, hereby makes this Certificate of Designation under the corporate seal of the

AGREEMENT TO EXCHANGE CLASS B PREFERRED SHARES FOR CLASS C PREFERRED SHARES THIS AGREEMENT, dated as of January 7, 2015 is entered into by and between Minerco Resources, Inc. (the “Company”) and V. Scott Vanis (”Vanis”). WITNESSETH: WHEREAS, Vanis is

Exhibit 10.1 AGREEMENT TO EXCHANGE CLASS B PREFERRED SHARES FOR CLASS C PREFERRED SHARES THIS AGREEMENT, dated as of January 7, 2015 is entered into by and between Minerco Resources, Inc. (the “Company”) and V. Scott Vanis (”Vanis”). WITNESSETH: WHEREAS, Vanis is the Chief Executive Officer (“CEO”) of the Company and has been the Company’s CEO since July 9, 2014; and WHEREAS, Vanis was issued five

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

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): January 8, 2015 (January 5, 2015) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorpora

Kmart to Carry VitaminFIZZ®

Exhibit 99.1 Kmart to Carry VitaminFIZZ® Minerco's Level 5 Places VitaminFIZZ in All 47 Southern California Kmart Locations HOUSTON, January 5, 2015 - Level 5 Beverage Company, Inc., a subsidiary of Minerco Resources, Inc. (OTC:MINE), has announced that it’s functional sparkling water line, VitaminFIZZ®, is now available in Southern California Kmart stores. This new account was placed through Avan

Termination and Mutual Release Sales Commission Agreement

Exhibit 10.4 Termination and Mutual Release of Sales Commission Agreement This Termination and Mutual Release Agreement (the "Agreement") is entered into on January 6, 2015 (the “Signing Date”) and is effective as of January 1, 2015 (the “Effective Date”), by and among Level 5 Beverage Company, Inc. (“Level 5”), a Delaware corporation, a subsidiary of Minerco Resources, Inc. (“Minerco”), a Nevada

Minerco Achieves a Zero Balance on All Mature Convertible Notes

Exhibit 99.2 Minerco Achieves a Zero Balance on All Mature Convertible Notes HOUSTON, January 8, 2015 - Minerco Resources, Inc. (OTC:MINE), announces today that as of this week, the company has completely satisfied its obligations under all existing, mature Convertible Promissory Notes. All mature Minerco convertible notes have a zero balance as they complete the transition to more traditional, no

MINERCO RESOURCES, INC. CERTIFICATE OF DESIGNATIONS, RIGHTS AND PREFERENCES OF THE SERIES B CONVERTIBLE PREFERRED STOCK

Exhibit 10.3 MINERCO RESOURCES, INC. CERTIFICATE OF DESIGNATIONS, RIGHTS AND PREFERENCES OF THE SERIES B CONVERTIBLE PREFERRED STOCK I, V. Scott Vanis, President of MINERCO RESOURCES, INC., a Nevada corporation (hereinafter called the “Corporation”), pursuant to the provisions of Chapter 78 of the Nevada Revised Statutes, hereby makes this Certificate of Designation under the corporate seal of the

AGREEMENT TO EXCHANGE CLASS B PREFERRED SHARES FOR CLASS C PREFERRED SHARES

Exhibit 10.2 AGREEMENT TO EXCHANGE CLASS B PREFERRED SHARES FOR CLASS C PREFERRED SHARES THIS AGREEMENT, dated as of January 7, 2015 is entered into by and between Minerco Resources, Inc. (the “Company”) and Sam J Messina III (”Messina”). WITNESSETH: WHEREAS, Messina is the Chief Financial Officer (“CFO”) of the Company and has been the Company’s CFO since July 1, 2014; and WHEREAS, Messina was is

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 ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2014 or o 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: 333-156059 Minerco Resources

MINERCO RESOURCES, INC. 8% CONVERTIBLE REDEEMABLE NOTE DUE OCTOBER 22, 2015

EX-10.5 2 mineex105.htm CONVERTIBLE REDEEMABLE NOTE Exhibit 10.5 THE SECURITIES OFFERED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY SECTION 3(b) OF THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER

MINERCO RESOURCES, INC. 8% CONVERTIBLE REDEEMABLE NOTE DUE OCTOBER 22, 2015 BACK END NOTE

Exhibit 10.6 THE SECURITIES OFFERED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY SECTION 3(b) OF THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT) US $250,000.00 MINERCO RESOURCES, IN

Other Events

8-K 1 mine8k.htm CURRENT REPORT 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 22 (December 22, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Ot

Minerco Resources Chairman & CEO Issues Letter to Shareholders Regarding Q1 of FY 2015

Exhibit 10.1 Minerco Resources Chairman & CEO Issues Letter to Shareholders Regarding Q1 of FY 2015 HOUSTON, December 22, 2014 - Minerco Resources, Inc. (OTC:MINE), the parent company of Level 5 Beverage Company, Inc. a specialty beverage company which develops, produces, markets and distributes a diversified portfolio of forward-thinking, good-for-you consumer brands issued a letter to its shareh

MINE / Minerco, Inc. NT 10-Q - - LATE FILING NOTIFICATION

OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Sales & Marketing Agency Agreement This Agreement is made this 2nd Day of December, 2014 by and between VitaminFizz, LLC a limited liability company duly organized under the laws of the State of Nevada (hereinafter “Client”), and Advantage Sales & Ma

EX-10.1 2 mineex101.htm SALES AND MARKETING AGENCY AGREEMENT Exhibit 10.1 Sales & Marketing Agency Agreement This Agreement is made this 2nd Day of December, 2014 by and between VitaminFizz, LLC a limited liability company duly organized under the laws of the State of Nevada (hereinafter “Client”), and Advantage Sales & Marketing LLC, a California Limited Liability Company, having its office locat

8-K

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 2, 2014 MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation) (Commission

Minerco/Level 5 Beverage Partner with Advantage Sales and Marketing Top Sales & Marketing Agency to Broker VitaminFIZZ

EX-99.1 3 mineex991.htm PRESS RELEASE Exhibit 99.1 Minerco/Level 5 Beverage Partner with Advantage Sales and Marketing Top Sales & Marketing Agency to Broker VitaminFIZZ HOUSTON, TX – December 10, 2014 - Level 5 Beverage Company, Inc., a subsidiary of Minerco Resources, Inc. (OTC: MINE), announced today that Advantage Sales and Marketing (ASM) will be the official broker for VitaminFIZZ, the light

Minerco Resources Chairman & CEO Issues Letter to Shareholders

Exhibit 10.1 Minerco Resources Chairman & CEO Issues Letter to Shareholders HOUSTON, TX, November 7, 2014 - Minerco Resources, Inc. (OTC:MINE), the parent company of Level 5 Beverage Company, Inc. a specialty beverage company which develops, produces, markets and distributes a diversified portfolio of forward-thinking, good-for-you consumer brands issued a letter to its shareholders from Chairman

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) May 6, 2014 (April 29, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation)

EMPLOYMENT AGREEMENT

EX-10.47 5 mineex1047.htm EMPLOYMENT AGREEMENT WITH SAM J MESSINA III, DATED SEPTEMBER 10, 2014 Exhibit 10.47 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is entered into as of the 10th day of September, 2014 between Sam J Messina III ("Employee") and Minerco Resources, Inc., a Nevada Corporation, it’s affiliates, predecessors and subsidiaries (the "Company”). WHEREAS, Employee

BRAND LICENSING AGREEMENT LEVEL 5 BEVERAGE COMPANY, INC. and VITAMINFIZZ, L.P.

EX-10.50 7 mineex1050.htm BRAND LICENSING AGREEMENT Exhibit 10.50 BRAND LICENSING AGREEMENT LEVEL 5 BEVERAGE COMPANY, INC. and VITAMINFIZZ, L.P. This Brand Licensing Agreement (the “Agreement”) is made on June 25, 2014, and effective as of November 21, 2013, between Level 5 Beverage Company, Inc. (the “Licensee”), a corporation organized and existing under the laws of the State of Delaware having

EMPLOYMENT AGREEMENT

EX-10.46 4 mineex1046.htm EMPLOYMENT AGREEMENT WITH V. SCOTT VANIS DATED SEPTEMBER 10, 2014 Exhibit 10.46 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is entered into as of the 10th day of September, 2014 between V. Scott Vanis ("Employee") and Minerco Resources, Inc., a Nevada Corporation, its affiliates, predecessors and subsidiaries (the "Company”). WHEREAS, Employee and the

SOCIAL MEDIA, MARKETING AND ADVERTISING CONSULTING AGREEMENT

Exhibit 10.45 SOCIAL MEDIA, MARKETING AND ADVERTISING CONSULTING AGREEMENT This Agreement is made and entered into as of the 8th day of July, 2014 between Jake Counselbaum, an individual (the "Consultant"), and Minerco Resources, Inc. (the ?Company?), a Nevada corporation. WHEREAS, the Company owns greater than 70% of Level 5 Beverage Company, Inc., a Delaware corporation (?Level 5?) which develop

Premium Management Agreement

Exhibit 10.44 Premium Management Agreement This Premium Management Agreement (the “Agreement”) is made as of the 1st day of July, 2014 (the “Effective Date”), by and between New World Consulting, LLC, 44 Inverness, #5, Englewood, CO 80112 (“NEW WORLD CONSULTING”) and Minerco Resources, Inc., 800 Bering Drive, Suite 201, Houston, TX 77057 (the “Client”). RECITALS: WHEREAS, NEW WORLD CONSULTING, by

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 þ ANNUAL REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JULY 31, 2014 Commission File Number: 333-156059 MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization) 800 Berin

MINE INC. KEY EMPLOYEE AND DISTRIBUTOR INCENTIVE PLAN

Exhibit 10.48 MINE INC. KEY EMPLOYEE AND DISTRIBUTOR INCENTIVE PLAN On September 16, 2014, the Board adopted the Minerco Resources, Inc. (?MINE? or the ?Company) Key Employee and Distributor Incentive Plan as set forth herein. 1. PURPOSE. The purpose of the Plan is to provide Key Employees and Distributors of MINE with common stock of the Company through the granting of shares to achieve one or mo

VitaminFIZZ® to Cross the Pond to the United Kingdom Minerco’s Level 5 Finalizes Distribution Deal with London Based JD’s Food Group

Exhibit 99.1 VitaminFIZZ® to Cross the Pond to the United Kingdom Minerco’s Level 5 Finalizes Distribution Deal with London Based JD’s Food Group HOUSTON, TX – November 5, 2014 - VitaminFIZZ®, the refreshing functional flavored sparkling water is crossing the pond, starting in the United Kingdom (UK). Level 5 Beverage Company, Inc., a subsidiary of Minerco Resources, Inc. (OTC: MINE), after months

Current Report

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) November 5, 2014 MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation) (Commission

DISTRIBUTION AGREEMENT (EXCLUSIVE TERRITORY)

Exhibit 10.1 DISTRIBUTION AGREEMENT (EXCLUSIVE TERRITORY) This Distribution Agreement (this “Agreement”) is made as of this 3rd day of November, 2014 (the “Effective Date”), by and between Level 5 Beverage Company, Inc. (“Supplier”), and JD’s Foods Ltd (“Distributor”). RECITALS WHEREAS, Supplier is engaged in the business of manufacturing and selling various beverage products; WHEREAS, Distributor

MINE / Minerco, Inc. NT 10-K - - LATE FILING NOTIFICATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): þ Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: July 31, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 1

MEMBERSHIP INTEREST PURCHASE AGREEMENT

Exhibit 10.1 MEMBERSHIP INTEREST PURCHASE AGREEMENT This Membership Interest Purchase Agreement (this “Agreement”) is made and entered into on the 24th day of October, 2014, with an Effective Date of September 15, 2014 (the “Effective Date”), by and between Level 5 Beverage Company, Inc., a Delaware corporation with offices located at 16501 Sherman Way, Suite 215, Van Nuys, California 91411 (“Purc

Current Report

8-K 1 mine8k.htm CURRENT REPORT 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) October 27, 2014 MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdictio

Minerco’s Level 5 Acquires Specialty Beverage Distributor, Avanzar Maker of VitaminFIZZ® Integrate Distribution Company into its Portfolio

Exhibit 99.1 Minerco’s Level 5 Acquires Specialty Beverage Distributor, Avanzar Maker of VitaminFIZZ® Integrate Distribution Company into its Portfolio HOUSTON, TX – October 27, 2014 - Minerco Resources, Inc. (OTCQB: MINE), parent company of Level 5 Beverage Company, Inc., the makers of VitaminFIZZ® and Coffee Boost™, announced that Level 5 has acquired controlling interest in Avanzar Sales and Di

Current Report

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) August 19, 2014 MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation) (Commission F

DISTRIBUTION AGREEMENT (EXCLUSIVE TERRITORY)

Exhibit 10.1 DISTRIBUTION AGREEMENT (EXCLUSIVE TERRITORY) This Distribution Agreement (this “Agreement”) is made as of this 19th, day of August, 2014 (the “Effective Date”), by and between Level 5 Beverage Company (“Supplier”), and Drink King Distributing Company, Inc. (“Distributor”). RECITALS WHEREAS, Supplier is engaged in the business of manufacturing and selling various beverage products; WHE

Minerco’s Level 5 Awards VitaminFIZZ® Distribution Deal to Avanzar VitaminFIZZ® Set to Appear on Retailers’ Shelves in Southern California

Exhibit 99.2 CONTACT: Jason Grimley Spelling Communications [email protected] 323-309-8714 Minerco’s Level 5 Awards VitaminFIZZ® Distribution Deal to Avanzar VitaminFIZZ® Set to Appear on Retailers’ Shelves in Southern California HOUSTON, TX – September 3, 2014 - Level 5 Beverage Company, Inc., a subsidiary of Minerco Resources, Inc. (OTCQB: MINE), has received its initial commercial purch

DISTRIBUTION AGREEMENT (EXCLUSIVE TERRITORY)

Exhibit 10.2 DISTRIBUTION AGREEMENT (EXCLUSIVE TERRITORY) This Distribution Agreement (this “Agreement”) is made as of this 25th, day of July, 2013 (the “Effective Date”) and updated on August 28, 2014, by and between Level 5 Beverage Company (“Supplier”), and Avanzar Sales and Distribution, LLC (“Distributor”). RECITALS WHEREAS, Supplier is engaged in the business of manufacturing and selling var

Minerco’s Level 5 Awards VitaminFIZZ® Distribution Deal Drink King to Distribute VitaminFIZZ® in New York Market

Exhibit 99.1 CONTACT: Jason Grimley Spelling Communications [email protected] 323-309-8714 Minerco’s Level 5 Awards VitaminFIZZ® Distribution Deal Drink King to Distribute VitaminFIZZ® in New York Market HOUSTON, TX - August 14, 2014 - Level 5 Beverage Company, Inc., a subsidiary of Minerco Resources, Inc. (OTCQB: MINE), has received its initial commercial purchase order from Drink King Di

EX-10.1

Exhibit 10.1

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

8-K/A 1 mine8k.htm AMENDMENT CURRENT REPORT 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 Date of report (Date of earliest event reported): August 5, 2014 MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-156059 27-2636716 (State or Othe

EX-10.1

Exhibit 10.1

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

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): August 5, 2014 MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) Nevada 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation) (Commission F

Current Report

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) July 1, 2014 MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 (State or other jurisdiction of incorporation) (Commission File No.) 800 B

Public Relations Agreement /s/ Dan Spelling 7/7/2014 Spelling Communications, Inc. Date /s/ V. Scott Vanis 7/7/2014 Accepted and Agreed to: Minerco Resources, Inc. Date

Exhibit 10.1 Public Relations Agreement /s/ Dan Spelling 7/7/2014 Spelling Communications, Inc. Date /s/ V. Scott Vanis 7/7/2014 Accepted and Agreed to: Minerco Resources, Inc. Date

Minerco, Level 5 Tap Spelling Communications as

Exhibit 99.1 Minerco, Level 5 Tap Spelling Communications as Public Relations Agency of Record HOUSTON, TX. July 10, 2014: Level 5 Beverage Company, Inc., a subsidiary of Minerco Resources, Inc. (OTCQB: MINE), has selected Spelling Communications as its public relations agency to support the upcoming market introduction of Level 5’s line of good-for-you consumer products, including its lightly spa

MINE / Minerco, Inc. DEF 14C - - SCHEDULE 14C

DEF 14C 1 minedef14c.htm SCHEDULE 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) þ Definitive Information Statement MINERCO RE

AGREEMENT TO EXCHANGE COMMON SHARES FOR CLASS B PREFERRED SHARES

EX-10.1 2 mineex101.htm EXCHANGE AGREEMENT Exhibit 10.1 AGREEMENT TO EXCHANGE COMMON SHARES FOR CLASS B PREFERRED SHARES THIS AGREEMENT, dated as of June 20, 2014 is entered into by and between Minerco Resources, Inc. (the “Company”) and John F. Powers (”Powers”). WITNESSETH: WHEREAS, Powers is the Chief Executive Officer (“CEO”) of the Company and has been the Company’s CEO since September 21, 20

ASSET PURCHASE AGREEMENT

EX-10.1 2 mineex101.htm ASSET PURCHASE AGREEMENT Exhibit 10.1 ASSET PURCHASE AGREEMENT ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of June 20, 2014, by and among Level 5 Beverage Company, Inc. (the “Buyer”), a subsidiary of Minerco Resources, Inc., and Vitamin Creamer LP, a limited partnership (the “Seller”). R E C I T A L S: WHEREAS Seller is the owner of (i) the “Vitamin Creamer” trade

- CURRENT REPORT

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) June 25, 2014 (June 24, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation)

INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT for VITAMIN CREAMER

Exhibit 10.2 INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT for VITAMIN CREAMER THIS INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT (“Agreement”), dated as of June 20, 2014 (the “Effective Date”), is by and between Quintin Crye, an individual (“Assignor”), and Level 5 Beverage Company, Inc. (“Assignee”), a subsidiary of Minerco Resources, Inc. Background WHEREAS, it is Assignor’s intention to assign and t

1

EX-99.1 4 mineex991.htm PRESS RELEASE JUNE 25, 2014 Exhibit 99.1 Level 5 Beverage Company Acquires the Vitamin Creamer® Trademark and Brand Houston, TX, June 25, 2014: Level 5 Beverage Company, Inc., a Minerco Resources, Inc. (OTCQB: MINE) company (the “Company”), a specialty beverage company which develops, produces, markets and distributes a diversified portfolio of all-natural and highly functi

1

EX-99.2 5 mineex992.htm PRESS RELEASE JUNE 24, 2014 Exhibit 99.2 Level 5 Beverage Company Launches VitaminFIZZ® in the New York City Market Houston, TX, June 24, 2014: Level 5 Beverage Company, Inc., a Minerco Resources, Inc. (OTCQB: MINE) company (the “Company”), a specialty beverage company which develops, produces, markets and distributes a diversified portfolio of all-natural and highly functi

Current Report

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) June 25, 2014 (June 20, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation)

- SCHEDULE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: þ Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Statement MINERCO RESOURCES, INC. (Name of Registrant as S

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 ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2014 or o 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: 333-156059 Minerco Resources,

MINERCO RESOURCES, INC. 8% CONVERTIBLE REDEEMABLE NOTE DUE MARCH 31, 2015

Exhibit 10.2 THE SECURITIES OFFERED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY SECTION 3(b) OF THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT) US $153,500.00 MINERCO RESOURCES, IN

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

- NOTICE OF LATE FILING

OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

EXCHANGE AGREEMENT

Exhibit 10.5 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of June 6, 2014, by and between MINERCO RESOURCES, INC., a Nevada Corporation, with headquarters located at 20 Trafalgar Square, Suite 455, Nashua, New Hampshire 03063 (the “Company”) and LOMA Management Partners, LLC, a limited liability company domiciled in the State of New York (the “Noteholder”). WHEREAS: A.

EXCHANGE AGREEMENT

EX-10.1 2 mineex101.htm EXCHANGE AGREEMENT Exhibit 10.1 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of June 6, 2014, by and between MINERCO RESOURCES, INC., a Nevada Corporation, with headquarters located at 20 Trafalgar Square, Suite 455, Nashua, New Hampshire 03063 (the “Company”) and LOMA Management Partners, LLC, a limited liability company domiciled in the State o

EXCHANGE AGREEMENT

EX-10.3 3 mineex103.htm EXCHANGE AGREEMENT Exhibit 10.3 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of June 6, 2014, by and between MINERCO RESOURCES, INC., a Nevada Corporation, with headquarters located at 20 Trafalgar Square, Suite 455, Nashua, New Hampshire 03063 (the “Company”) and LOMA Management Partners, LLC, a limited liability company domiciled in the State o

EXCHANGE AGREEMENT

EX-10.7 5 mineex107.htm EXCHANGE AGREEMENT Exhibit 10.7 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of June 6, 2014, by and between MINERCO RESOURCES, INC., a Nevada Corporation, with headquarters located at 20 Trafalgar Square, Suite 455, Nashua, New Hampshire 03063 (the “Company”) and LOMA Management Partners, LLC, a limited liability company domiciled in the State o

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.8 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Current Report

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) June 9, 2014 (June 6, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation) (

Current Report

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) June 6, 2014 (June 4, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation) (

EXCHANGE AGREEMENT

EX-10.1 2 mineex101.htm EXCHANGE Exhibit 10.1 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of June 4, 2014, by and between MINERCO RESOURCES, INC., a Nevada Corporation, with headquarters located at 20 Trafalgar Square, Suite 455, Nashua, New Hampshire 03063 (the “Company”) and V. Scott Vanis, an individual, with an address at 800 Bering Drive, Houston, Texas 77057 (the

MINE / Minerco, Inc. / ASHER ENTERPRISES INC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1)* MINERCO RESOURCES, INC. (Name of issuer) Common Stock, $0.001 par value per share (Title of class of securities) 603173303 (CUSIP number) November 13, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

EXCHANGE AGREEMENT

EX-10.5 4 mineex105.htm EXCHANGE Exhibit 10.5 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of June 4, 2014, by and between MINERCO RESOURCES, INC., a Nevada Corporation, with headquarters located at 20 Trafalgar Square, Suite 455, Nashua, New Hampshire 03063 (the “Company”) and MSF International, Inc., a Belize Corporation, with an address at 15 2nd Avenue, Buttonwood B

EXCHANGE AGREEMENT

EX-10.12 7 mineex1012.htm EXCHANGE Exhibit 10.12 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of June 4, 2014, by and between MINERCO RESOURCES, INC., a Nevada Corporation, with headquarters located at 20 Trafalgar Square, Suite 455, Nashua, New Hampshire 03063 (the “Company”) and MSF International, Inc., a Belize Corporation, with an address at 15 2nd Avenue, Buttonwoo

EXCHANGE AGREEMENT

EX-10.3 3 mineex103.htm EXCHANGE Exhibit 10.3 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of June 4, 2014, by and between MINERCO RESOURCES, INC., a Nevada Corporation, with headquarters located at 20 Trafalgar Square, Suite 455, Nashua, New Hampshire 03063 (the “Company”) and Ann Powers, an individual, with an address at 105 Lake Ellis Road, Athol, Massachusetts 01331

EXCHANGE AGREEMENT

Exhibit 10.10 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of June 4, 2014, by and between MINERCO RESOURCES, INC., a Nevada Corporation, with headquarters located at 20 Trafalgar Square, Suite 455, Nashua, New Hampshire 03063 (the “Company”) and MSF International, Inc., a Belize Corporation, with an address at 15 2nd Avenue, Buttonwood Bay, Belize City, Belize, Central

EXCHANGE AGREEMENT

EX-10.8 5 mineex108.htm EXCHANGE Exhibit 10.8 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of June 4, 2014, by and between MINERCO RESOURCES, INC., a Nevada Corporation, with headquarters located at 20 Trafalgar Square, Suite 455, Nashua, New Hampshire 03063 (the “Company”) and MSF International, Inc., a Belize Corporation, with an address at 15 2nd Avenue, Buttonwood B

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Unregistered Sales of Equity Securities

8-K 1 mine8k.htm CURRENT REPORT 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): June 2, 2014 (May 22, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other

MINERCO RESOURCES, INC. CERTIFICATE OF DESIGNATIONS, RIGHTS AND PREFERENCES OF THE SERIES B CONVERTIBLE PREFERRED STOCK

EX-10.1 2 mineex101.htm CERTIFICATE OF DESIGNATIONS Exhibit 10.1 MINERCO RESOURCES, INC. CERTIFICATE OF DESIGNATIONS, RIGHTS AND PREFERENCES OF THE SERIES B CONVERTIBLE PREFERRED STOCK I, John F. Powers, President of MINERCO RESOURCES, INC., a Nevada corporation (hereinafter called the “Corporation”), pursuant to the provisions of Chapter 78 of the Nevada Revised Statutes, hereby makes this Certif

Current Report

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) May 7, 2014 (May 1, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation) (Co

1

Exhibit 99.1 Minerco Resources, Inc. Secures $2,000,000 Line of Credit to Fund Operations Houston, TX, May 6, 2014: Minerco Resources, Inc. (OTCQB: MINE) (the “Company”), the parent company of Level 5 Beverage Company (“Level 5”), a specialty beverage company which develops, produces, markets and distributes a diversified portfolio of all-natural and highly functional brands, secures $2,000,000 fi

LINE OF CREDIT

Exhibit 10.1 LINE OF CREDIT $ 2,000,000.00 May 1, 2014 FOR VALUE RECEIVED, MINERCO RESOURCES INC. (“MINE”), a Nevada corporation (the “Company”), having an office at 20 Trafalgar Square, Suite 455, Nashua, NH 03063, does hereby promise to pay to the order of POST OAK LLC (the “Lender”), having an office at 405 Lexington Avenue, New York, NY 10174, at such place as Lender may designate in writing,

Minerco Resources, Inc.

EX-10.1 2 mineex101.htm CONFERENCE CALL Exhibit 10.1 Minerco Resources, Inc. Investor Update Call April 29, 2014 Operator: Greetings and welcome to the Minerco Resources, Inc. Investor Update Call. At this time, all participants are in a listen-only mode. A question-and-answer session will follow the formal presentation. If anyone should require Operator assistance during the conference, please pr

Other Events

8-K 1 mine8k.htm CURRENT REPORT 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) May 6, 2014 (April 29, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other

CONVERTIBLE PROMISSORY NOTE

EX-10.4 3 mineex104.htm CONVERTIBLE PROMISSORY NOTE Exhibit 10.4 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABS

Current Report

8-K 1 mine8k.htm CURRENT REPORT 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 15, 2014 (April 11, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Ot

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.7 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

- CURRENT REPORT

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 15, 2014 (April 15, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporatio

ASSIGNMENT OF NOTES

Exhibit 10.1 ASSIGNMENT OF NOTES This Assignment of Notes is dated effective as of the 1st day of April, 2014 by and between Braeden Storm Enterprises, Inc. (the “Assignor”) and MSF International, Inc. (the “Assignee”) (collectively, the “Parties”). RECITALS: WHEREAS, Assignor loaned an amount of $25,000.00 to Minerco Resources, Inc., a Nevada corporation (the “Company”), which loan is evidenced b

EXCHANGE AGREEMENT

EX-10.1 2 mineex101.htm EXCHANGE AGREEMENT Exhibit 10.1 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of April 15, 2014, by and between Minerco Resources, Inc. (the “Company”), and MSF International, Inc. (“Lender”). WHEREAS: A. The Company issued to Braeden Storm Enterprises, Inc. a Note dated July 1, 2013 in the principal amount of $25,000 due January 1, 2014 (the “Ori

EXCHANGE AGREEMENT

EX-10.5 4 mineex105.htm EXCHANGE AGREEMENT Exhibit 10.5 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of April 15, 2014, by and between Minerco Resources, Inc. (the “Company”), and MSF International, Inc. (“Lender”). WHEREAS: A. The Company issued to Braeden Storm Enterprises, Inc. a Note dated July 19, 2013 in the principal amount of $60,000 due April 19, 2014 (the “Pri

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 10, 2014 (April 9, 2014) MIN

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 10, 2014 (April 9, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation

Minerco Resources, Inc. 20 Trafalgar Square, Suite 455 Nashua, NH 03063

EX-10.1 2 mineex101.htm NOTICE OF REPAYMENT Exhibit 10.1 Minerco Resources, Inc. 20 Trafalgar Square, Suite 455 Nashua, NH 03063 April 9, 2014 VIA FACSIMILE (718) 732-4512 LG Capital Funding LLC 1218 Union St. Suite #2 Brooklyn, NY 11225 Fax 718-732-4512 Attn: Joseph Lerman - Managing Member Re: Notice of Repayment of Convertible Promissory Note Dear Mr. Lerman: Reference is made to the Note in th

Minerco Resources, Inc. 20 Trafalgar Square, Suite 455 Nashua, NH 03063 April 8, 2014

EX-10.1 2 mineex101.htm NOTICE OF PREPAYMENT OF NOTE Exhibit 10.1 Minerco Resources, Inc. 20 Trafalgar Square, Suite 455 Nashua, NH 03063 April 8, 2014 VIA FACSIMILE (718) 732-4512 LG Capital Funding LLC 1218 Union St. Suite #2 Brooklyn, NY 11225 Fax 718-732-4512 Attn: Joseph Lerman - Managing Member Re: Notice of Repayment of Convertible Promissory Note Dear Mr. Lerman: Reference is made to the N

Current Report

8-K 1 mine8k.htm CURRENT REPORT 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 9, 2014 (April 8, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Othe

Current Report

8-K 1 mine8k.htm CURRENT REPORT 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 8, 2014 (April 4, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Othe

MUTUAL RELEASE AND TERMINATION AGREEMENT

EX-10.1 2 mineex101.htm MUTUAL RELEASE AND TERMINATION AGREEMENT Exhibit 10.1 MUTUAL RELEASE AND TERMINATION AGREEMENT Mutual Release and Termination Agreement, dated as of March 1, 2014 (this “Agreement”), by and between Minerco Resources, Inc. (the “Company”) a Nevada corporation having offices located at 20 Trafalgar Square, Suite 455, Nashua, NH, 03063 and Kodiak Capital Group, LLC, a Delaware

CONVERTIBLE PROMISSORY NOTE Principal Amount: U.S. $50,000.00 Dated: November 20, 2013 Purchase Price: U.S. $50,000.00

EX-10.3 4 mineex103.htm CONVERTIBLE PROMISSORY NOTE Exhibit 10.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABS

EX-10.1

EX-10.1 2 mineex101.htm SECURITIES PURCHASE AGREEMENT Exhibit 10.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 mine10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from To Commission file

CONVERTIBLE PROMISSORY NOTE U.S. $20,000 Dated: January 23, 2014

EX-10.2 3 mineex102.htm CONVERTIBLE PROMISSORY NOTE Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABS

- NOTICE OF LATE FILING

OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

- NOTICE OF LATE FILING

NT 10-Q 1 minent10q.htm NOTICE OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Expires: August 31, 2015 Estimated average burden hours per response.......2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR

Current Report

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 13, 2014 (March 2, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorporation

EXCHANGE AGREEMENT

EX-10.1 2 mineex101.htm Exhibit 10.1 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of March 5, 2014, by and between Minerco Resources, Inc. (the “Company”), and Braeden Storm Enterprises, Inc. (“Lender”). WHEREAS: A. The Company has issued to Lender a Note dated September 6, 2013 in the principal amount of $20,000 due March 6, 2014 (the “Prior Note”). B. The Company desi

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.9 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

1

Exhibit 10.10 1 2

EXCHANGE AGREEMENT

EX-10.4 5 mineex104.htm Exhibit 10.4 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of March 12, 2014, by and between Minerco Resources, Inc. (the “Company”), and Ann Powers (“Lender”). WHEREAS: A. The Company has issued to Lender a Note dated September 27, 2013 in the principal amount of $25,000 due March 27, 2014 (the “Prior Note”). B. The Company desires to exchange th

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

1

EX-10.11 10 mine1011.htm Exhibit 10.11 1 2

CONVERTIBLE PROMISSORY NOTE

EX-10.3 4 mineex103.htm Exhibit 10.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REG

EXCHANGE AGREEMENT

EX-10.7 7 mineex107.htm Exhibit 10.7 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of March 12, 2014, by and between Minerco Resources, Inc. (the “Company”), and Braeden Storm Enterprises, Inc. (“Lender”). WHEREAS: A. The Company has issued to Lender a Note dated October 1, 2013 in the principal amount of $35,000 due April 1, 2014 (the “Prior Note”). B. The Company desir

CONVERTIBLE PROMISSORY NOTE

EX-10.6 6 mineex106.htm Exhibit 10.6 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REG

1

EX-10.12 11 mine1012.htm Exhibit 10.12 1 2 3 4 5 6

NOTICE OF CONVERSION

Exhibit 10.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

EXCHANGE AGREEMENT

EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of January 24, 2014, by and between Minerco Resources, Inc.

Current Report

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) January 27, 2014 (January 24, 2014) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State or Other Jurisdiction of Incorpor

Current Report

8-K 1 mine8k.htm CURRENT REPORT 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 27, 2013 (December 26, 2013) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

EXCHANGE AGREEMENT

Exhibit 10.1 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of December 26, 2013, by and between Minerco Resources, Inc. (the “Company”), and Braeden Storm Enterprises, Inc. (“Lender”). WHEREAS: A. The Company has issued to Lender a Note dated July 1, 2013 in the principal amount of $25,000 due January 1, 2014 (the “Prior Note”). B. The Company desires to exchange the Pri

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 þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2013 or o 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: 333-156059 Minerco Resources

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.4 CONVERTIBLE PROMISSORY NOTE U.S. $85,000 Dated: October 28, 2013 FOR MONIES RECEIVED, Minerco Resources Inc., a Nevada corporation (the “Maker”), hereby promises to pay to LOMA Management Partners LLC. , or its successors and assigns (the “Payee”), at its address at 405 Lexington Avenue, Chrysler Building, 25th Floor, New York City, NY 10174 or to such other address as Payee shall pro

$250,000 PROMISSORY NOTE

EX-10.2 3 mineex102.htm PROMISSORY Exhibit 10.2 MINE $250,000 PROMISSORY NOTE Interest free if paid in full within 3 months FOR VALUE RECEIVED, Minerco Resources Inc., a Nevada corporation (the “Borrower”) with at least 1,500,000,000 common shares issued and outstanding, promises to pay to JMJ Financial or its Assignees (the “Lender”) the Principal Sum along with the Interest Rate and any other fe

CONVERTIBLE PROMISSORY NOTE Principal Amount: U.S. $50,000.00 Dated: November 20, 2013 Purchase Price: U.S. $50,000.00

Exhibit 10.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

- LATE FILING NOTICE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: October 31, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on For

Please contact: Minerco Resources, Inc. [email protected] John F. Powers, 603-732-6948

Exhibit 99.1 Level 5 Beverage Company, Inc., a Minerco Resources, Inc. Company, Acquires the VitaminFIZZ® Brand Nashua, NH, November 21, 2013: Minerco Resources, Inc. (OTCQB: MINE) (the “Company”), the parent company of Level 5 Beverage Company (“Level 5”), a specialty beverage company which develops, produces, markets and distributes a diversified portfolio of all-natural and highly functional br

Please contact: Minerco Resources, Inc. [email protected] John Powers, 888-473-5150

Exhibit 99.3 Level 5 Beverage Company, Inc., a Minerco Resources, Inc. Company, Names Key Account Manager Nashua, NH, December 4, 2013: Minerco Resources, Inc. (OTCQB: MINE) (the “Company”), the parent company of Level 5 Beverage Company (“Level 5”), a specialty beverage company which develops, produces, markets and distributes a diversified portfolio of all-natural and highly functional brands, t

Current Report

8-K 1 mine8k.htm CURRENT REPORT 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 5, 2013 (November 21, 2013) MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA 333-156059 27-2636716 (State

Please contact: Minerco Resources, Inc. [email protected] John F. Powers, 603-732-6948

Exhibit 99.2 Level 5 Beverage Company, Inc., a Minerco Resources, Inc. Company, Names Darin Ezra to Board of Directors Nashua, NH, November 22, 2013: Minerco Resources, Inc. (OTCQB: MINE) (the “Company”), the parent company of Level 5 Beverage Company (“Level 5”), a specialty beverage company which develops, produces, markets and distributes a diversified portfolio of all-natural and highly functi

BRAND LICENSING AGREEMENT LEVEL 5 BEVERAGE COMPANY, INC. and VITAMINFIZZ, L.P.

Exhibit 10.1 BRAND LICENSING AGREEMENT LEVEL 5 BEVERAGE COMPANY, INC. and VITAMINFIZZ, L.P. This Brand Licensing Agreement (the “Agreement”) is made as of November 21, 2013, between Level 5 Beverage Company, Inc. (the “Licensee”), a corporation organized and existing under the laws of the State of Delaware having offices at 20 Trafalgar Square, Suite #455, Nashua, New Hampshire 03063 (the “License

CONVERTIBLE PROMISSORY NOTE

EXHIBIT 10.10 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

Principal Amount: $52,000.00 Original Issue Date: August 27, 2013 Purchase Price: $52,000.00 CONVERTIBLE PROMISSORY NOTE

EXHIBIT 10.26 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

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 þ ANNUAL REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JULY 31, 2013 Commission File Number: 333-156059 MINERCO RESOURCES, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization) 20 Trafal

EMPLOYMENT AGREEMENT

EXHIBIT 10.18 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is entered into as of the 1st day of February, 2013 between John Powers ("Employee") and Minerco Resources, Inc., a Nevada Corporation, its affiliates, predecessors and subsidiaries (the "Company”). WHEREAS, Employee and the Company desire to enter into this Agreement setting forth the terms and conditions for the emplo

Principal Amount: $52,000.00 Original Issue Date: July 30, 2013 Purchase Price: $52,000.00 CONVERTIBLE PROMISSORY NOTE

EX-10.11 5 mineex1011.htm SECURITIES PURCHASE AGREEMENT WITH LG CAPITAL FUNDING LLC DATED JULY 30, 2013 EXHIBIT 10.11 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED F