trending Market Intelligence /marketintelligence/en/news-insights/trending/f4GWUrRMAIKqqhF77cIRrA2 content esgSubNav
In This List

All State Properties appoints new CEO, plans name change

Blog

Using ESG Analysis to Support a Sustainable Future

Video

S&P Capital IQ Pro | Powered by Expert Insights

Blog

Q&A: Streamlining Analytics for TCFD Reporting

Blog

Evergrande and the wider impact: a sentiment analytics based perspective


All State Properties appoints new CEO, plans name change

All State Properties Holdings tapped Maurice Parham as its new CEO and a board member, effective Dec. 8, and the company will change its name as part of a common stock purchase agreement.

Parham replaces Joseph Passalaqua, who is also resigning as company secretary. Parham has more than 20 years of experience in marketing, security management, operations and sales. Passalaqua's departure is not tied to any conflict with the company, according to a filing.

All State agreed to a common stock purchase whereby Parham will immediately transfer to the company the rights to the Universal Nation business plan. The company, on the other hand, will file with the State of Nevada, the SEC and the Financial Industry Regulatory Authority, or FINRA, an 80-1 reverse split of its outstanding shares whereby the shares would be reduced to about 37,052,281 rounding to a round lot shares of a minimum of 100 shares per shareholder, and change its name to Universal Nation Inc. As part of the agreement, Sea Alive Inc. will sell the control stock equating to 1,692,117,623 shares of All State's common stock, or about 57% of the outstanding shares, to Friction & Heat LLC for US$1.

The agreement also calls for All State to issue 200.0 million new shares, 100.0 million of which will be held in escrow until Parham has paid Friction & Heat the purchase price of US$450,000. If such amount is not paid, the escrow agent will transfer said shares to Friction & Heat. Friction & Heat will cancel its reduced control stock equating to 21,151,471 shares. The company in turn will issue the same amount of newly issued shares in exchange of the outstanding debt that All State owes to Friction as of the Dec. 8 execution date of the common stock purchase agreement.

On Dec. 8, the company's board and shareholders approved an amendment to All State's articles of incorporation to reduce the authorized common shares to 500.0 million from 7.00 billion, as well as approve the proposed reverse split and name change.

Wilmington Trust NA will be the escrow agent for the new shares issuance.