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MONDIAL VENTURES, INC. FILES (8-K) Disclosing Entry into a Material Definitive Agreement(Edgar Glimpses Via Acquire Media NewsEdge) Item 3.02. Entry into a Material Definitive Agreement I. (*)(**) On March 1, 2014, by consent of the Board of Directors, the Registrant approved the following issuances of its restricted common stock, par value $0.001 per share, to the following person for services rendered. Fair Market Type of Value of Name Date Share Amount(****) Consideration Consideration Steven Antebi (***)(****)(1) 3/1/14 1,600,000 Consultant/Advisory $ 100,000 10550 Fontenelle Way, Los Angeles, California, 90077 (*) Issuances are approved, subject to such persons agreeing in writing to i) comply with applicable securities laws and regulations and make required disclosures; and ii) be solely and entirely responsible for their own personal, Federal, State, and or relevant single or multi jurisdictional income taxes, as applicable. (**) $100,000 worth of common stock in the immediately preceding table was used primarily in consideration of services rendered to the Company. (1) Steven Antebi provides other Business Consulting and advisory services, and is not currently a director, or officer of the Registrant. (***) The shares of common stock were issued pursuant to an exemption from registration as provided by Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"). All such certificates representing the shares issued by the Company shall bear the standard 1933 Act restrictive legend restricting resale. II. (i) (ii) Effective February 11, 2014, by majority consent of the Board of Directors, the Company approved the following issuances of its restricted common stock in consideration of services rendered, including for and as incentive to continue to assist and provide services to the Company or its subsidiaries. Fair Market Type of Value of Name and Address (iii) Date Share Amount(***) Consideration Consideration 2/11/2014 3,000,000 For services $ (**) Global Media Network rendered to USA, Inc. 1/ the Company, c/o 6564 Smoke Tree Lane and Scottsdale, Arizona Subsidiaries 85253 and Incentive 2/11/2014 1,500,000 For services $ (**) rendered to Joanne M. Sylvanus 2/ the Company, c/o 6564 Smoke Tree Lane and Scottsdale, Arizona Subsidiaries 85253 and Incentive (*) Issuances are approved, subject to such persons agreeing in writing to i) comply with applicable securities laws and regulations and make required disclosures; and ii) be solely and entirely responsible for their own personal, Federal, State, and or relevant single or multi jurisdictional income taxes, as applicable. (**)The dollar amount for the financing proceeds in the immediately preceding table will need to also be verified or determined by independent valuation or by the Company's auditors as the last sale price prior to February 11, 2014 on January 30, 2014 was appx. $0.1499 per share, and there was no closing sale price easily determinable on the date of issuance due a recent 1:1500 reverse stock split. The then determination will be for and in consideration of bonus for services rendered to the Company and/or one or more of its subsidiaries, and incentive. (1) * Global Media Network USA, Inc. is 100% owned by Dennis R. Alexander who provides day to day operational services and business consulting services to the Company, and is a shareholder, Chairman, director, and an officer of the Company. (2) **Joanne M. Sylvanus, for business and consulting, accounting, and advisory services; Mrs. Sylvanus is a shareholder, a director, and CFO and Secretary of the Company. (***) The shares of common stock were issued pursuant to an exemption from registration as provided by Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"). All such certificates representing the shares issued by the Company shall bear the standard 1933 Act restrictive legend restricting resale. --------------------------------------------------------------------------------III. (*)(**) On February 11, 2014, by consent of the Board of Directors, the Registrant approved the following issuances of its restricted common stock, par value $0.001 per share, to the following person for business consulting and advisory services rendered.: Restricted Fair Market Common Type of Value of Name and Address (iii) Date Share Amt Consideration Consideration LPA Associates, AG. 1/ 2/11/14 500,000 Business $ (**) 45 Seefeldstrasse, Consulting / 8008 Zurich Switzerland Advisory services Ghiona Invest and Trade, 2/11/14 500,000 Business $ (**) Inc. 2/ Consulting / Morgan & Morgan Building Advisory Pasea Estate, Road Town, services Tortola British Virgin Islands David Roff 3/ 2/11/14 950,000 Business $ (**) 20 Chicora Ave. Consulting / Toronto, Ontario Advisory M5R 1T7 services Canada (i) Issuances are approved, subject to such persons being entirely responsible for their own personal, Federal, State, and or relevant single or multi jurisdictional income taxes, as applicable. Unless otherwise indicated, each person named in the table above has the sole voting and investment power with respect to his shares of our common and or preferred stock beneficially owned. (ii) The dollar amount for the financing proceeds in the immediately preceding table will need to also be verified or determined by independent valuation or by the Company's auditors as the last sale price prior to February 11, 2014 on January 30, 2014 was appx. $0.1499 per share, and there was no closing sale price easily determinable on the date of issuance due a recent 1:1500 reverse stock split. The then determination will be for and in consideration of business consulting and advisory services. (iii) The shares of common stock were issued pursuant to an exemption from registration as provided by Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"). All such certificates representing the shares issued by the Company shall bear the standard 1933 Act restrictive legend restricting resale. (1) LPA Associates, AG. fpr business consulting and advisory services. LPA Associates, AG. is a shareholder and is not a director or officer of the Company. (2) Ghiona Invest and Trade, Inc. fpr business consulting and advisory services. Ghiona Invest and Trade, Inc.. is a shareholder and is not a director or officer of the Company. (3) David Roff fpr business consulting and advisory services. David Roff is a shareholder and is not a director or officer of the Company. --------------------------------------------------------------------------------IV. (*)(**) On February 10, 2014, by consent of the Board of Directors, the Registrant approved the following issuances of its restricted common stock, par value $0.001 per share, to the following person for services rendered. Restricted Fair Market Common Type of Value of Name and Address (iii) Date Share Amt Consideration Consideration 2/10/14 250,000 Legal, $ ( **) Business Jeffrey M. Proper 1/ Consulting 10645 n. Tatum blvd suite and Advisory 200-652 services Phoenix, Arizona 85028 2/10/14 250,000 Legal, $ ( **) Business Consulting and Advisory Penny Proper 2/ services 10645 n. Tatum blvd suite / By 200-652 Directive of Phoenix, Arizona 85028 Mr. Proper 2/10/14 250,000 Legal, $ ( **) Business Jeffrey M. Proper, PLLC 3/ Consulting 10645 n. Tatum blvd suite and Advisory 200-652 services Phoenix, Arizona 85028 2/10/14 250,000 Legal, $ ( **) Business Consulting and Advisory Stacy Huls 4/ services 10645 n. Tatum blvd suite / By 200-652 Directive of Phoenix, Arizona 85028 Mr. Proper (i) Issuances are approved, subject to such persons being entirely responsible for their own personal, Federal, State, and or relevant single or multi jurisdictional income taxes, as applicable. Unless otherwise indicated, each person named in the table above has the sole voting and investment power with respect to his shares of our common and or preferred stock beneficially owned. (ii) The dollar amount for the financing proceeds in the immediately preceding table will need to also be verified or determined by independent valuation or by the Company's auditors as the last sale price prior to February 11, 2014 on January 30, 2014 was appx. $0.1499 per share, and there was no closing sale price easily determinable on the date of issuance due a recent 1:1500 reverse stock split. The then determination will be for and in consideration of legal, business consulting and advisory services or by directive for same by Mr. Proper. (iii) The shares of common stock were issued pursuant to an exemption from registration as provided by Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"). All such certificates representing the shares issued by the Company shall bear the standard 1933 Act restrictive legend restricting resale. (1) Jeffrey M. Proper, for legal, business consulting and advisory services. Mr. Proper is a shareholder and is not a director or officer of the Company. (2) Penny Proper, as directed by Mr. Proper for or related to Jeff Proper legal, business consulting and advisory services. Penny Proper is a shareholder and is not a director or officer of the Company. (3) Jeffrey M. Proper, PLLC, for legal, business consulting and advisory services. Jeffrey M. Proper PLLC is a shareholder and is not a director or officer of the Company. (4) Stacy Huls, as directed by Mr. Proper for or related to Jeff Proper legal, business consulting and advisory services. Stacy Huls is a shareholder and is not a director or officer of the Company. V. (*)(**) On February 6, 2014, by consent of the Board of Directors, the Registrant approved the following issuances of its restricted common stock, par value $0.001 per share, to the following person for services rendered. Fair Market Type of Value of Name Date Share Amount(****) Consideration Consideration Joseph M. Vazquez III 2/6/14 1,000,000 Business $ (**) (***)(****)(1) Consultant//Advisory 5324 Pine Tree Drive Miami Beach, FL. 33140 (*) Issuances are approved, subject to such persons agreeing in writing to i) comply with applicable securities laws and regulations and make required disclosures; and ii) be solely and entirely responsible for their own personal, Federal, State, and or relevant single or multi jurisdictional income taxes, as applicable. (**)The dollar amount for the financing proceeds in the immediately preceding table will need to also be verified or determined by independent valuation or by the Company's auditors as the last sale price prior to February 11, 2014 on January 30, 2014 was appx. $0.1499 per share, and there was no closing sale price easily determinable on the date of issuance due a recent 1:1500 reverse stock split. The then determination will be for and in consideration of business consulting and advisory services. (1) Joseph M. Vazquez III provides other business Consulting, advisory services, and is not currently a director, or officer of the Registrant. (***) The shares of common stock were issued pursuant to an exemption from registration as provided by Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"). All such certificates representing the shares issued by the Company shall bear the standard 1933 Act restrictive legend restricting resale. --------------------------------------------------------------------------------VI. (*)(**) On February 6, 2014, by consent of the Board of Directors, the Registrant approved the following issuances of its restricted common stock, par value $0.001 per share, to the following person for services rendered. (*)(**) On February 11, 2014, by consent of the Board of Directors, the Registrant approved the following issuances of its restricted common stock, par value $0.001 per share, to the following person for services rendered.: Restricted Fair Market Common Type of Value of Name and Address (iii) Date Share Amt Consideration Consideration 2/6/14 500,000 Business and $ ( **) Finance JAX Capital Growth LLC 1/ Consulting / 70 Christopher Ct. Advisory Woodburry, New York 11797 services JMZ Alliance. Group, Inc. 2/6/14 150,000 Business $ ( **) 2/ Consulting / 1108 Kane Concourse #206 Advisory Bay Harbor Islands, FL services 33154 Infinite Growth Concepts, 2/6/14 150,000 Business $ ( **) Inc. 3/ Consulting / 25 Pond Rd Advisory Woodbury NY 11797 services FigCapital, LLC 4/ 2/6/14 200,000 Business $ ( **) 347 Fifth Avenue Suite Finance 1402-212 Consulting / New York, NY 10016 Advisory services Knightsbridge Law Co., Ltd 2/6/14 250,000 Business $ ( **) 5/ Finance 3 Raffles Place #07-01 Consulting / Bharat Building Singapore Advisory 048617 services (i) Issuances are approved, subject to such persons being entirely responsible for their own personal, Federal, State, and or relevant single or multi jurisdictional income taxes, as applicable. Unless otherwise indicated, each person named in the table above has the sole voting and investment power with respect to his shares of our common and or preferred stock beneficially owned. (ii) The dollar amount for the financing proceeds in the immediately preceding table will need to also be verified or determined by independent valuation or by the Company's auditors as the last sale price prior to February 11, 2014 on January 30, 2014 was appx. $0.1499 per share, and there was no closing sale price easily determinable on the date of issuance due a recent 1:1500 reverse stock split. The then determination will be for and in consideration of business consulting and or business finance consulting and advisory services. (iii) The shares of common stock were issued pursuant to an exemption from registration as provided by Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"). All such certificates representing the shares issued by the Company shall bear the standard 1933 Act restrictive legend restricting resale. (1) JAX Capital Growth, LLC for business and finance consulting and advisory services rendered to the Company; JAX Capital Growth, LLC is a shareholder and is not a director or officer of the Company. (2) JMZ Alliance. Group, Inc., for business consulting and advisory services rendered to the Company; JMZ Alliance. Group, Inc is a shareholder and is not a director or officer of the Company. (3) Infinite Growth Concepts, Inc., for business consulting and advisory services rendered to the Company; Infinite Growth Concepts, Inc. is a shareholder and is not a director or officer of the Company. (4) FigCapital, LLC, for business finance consulting and advisory services rendered to the Company; FigCapital, LLC is a shareholder and is not a director or officer of the Company. (5) Knightsbridge Law Co., Ltd, for business finance consulting and advisory services rendered to the Company; Knightsbridge Law Co., Ltd, AG is a shareholder of the Company. --------------------------------------------------------------------------------VII. (*)(**) On February 6, 2014, by consent of the Board of Directors, the Registrant approved the following issuances of its restricted common stock, par value $0.001 per share, to the following person for services rendered. Fair Market Type of Value of Name Date Share Amount(****) Consideration Consideration Microcap Headlines, Inc. 2/6/14 75,000 Services $ (**) (***)(****)(1) 10550 Fontenelle Way, Los Angeles, California, 90077 (*) Issuances are approved, subject to such persons agreeing in writing to i) comply with applicable securities laws and regulations and make required disclosures; and ii) be solely and entirely responsible for their own personal, Federal, State, and or relevant single or multi jurisdictional income taxes, as applicable. (**)The dollar amount for the financing proceeds in the immediately preceding table will need to also be verified or determined by independent valuation or by the Company's auditors as the last sale price prior to February 11, 2014 on January 30, 2014 was appx. $0.1499 per share, and there was no closing sale price easily determinable on the date of issuance due a recent 1:1500 reverse stock split. The then determination will be for and in consideration of services. (1) Microcap Headlines, Inc. provides other Business services, and is not currently a director, or officer of the Registrant. (***) The shares of common stock were issued pursuant to an exemption from registration as provided by Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"). All such certificates representing the shares issued by the Company shall bear the standard 1933 Act restrictive legend restricting resale. (****) The shares are to be included for registration in a registration statement on a best efforts basis by the Registrant in accordance with the terms of agreement. |