NOHO ISSUES FINAL DEMAND
NOTICE TO GREENFIELD FARMS FOOD, INC.
Phoenix, AZ -- December 15, 2017 -- InvestorsHub NewsWire --
NOHO, Inc. (OTC
PINK: DRNK), a Wyoming corporation (the
"Company"), announced the following:
NOHO, Inc. has issued a Final Demand notice to Greenfield Farms
Food, Inc. ("GRAS") (OTC:
GRAS), through its CEO, Ron Heineman. See below.
NOHO's CEO, David Mersky, commented, "We have issued a final
demand to GRAS and will continue to enforce the rights of NOHO
shareholders and find value for the Company wherever we can."
For additional information on NOHO please visit www.nohodrink.com and at www.instagram.com/nohodrink,
as well as at www.twitter.com/nohodrink.
ZOUVAS LAW GROUP
December 15, 2017
Mr. Ronald Heineman
Greenfield Farms Food, Inc.
118 West 5th Street
Covington, KY 41011
VIA ELECTRONIC CORRESPONDENCE
Re: Final Demand for Issuance of Common Stock and Assign the
Voting Proxy to NOHO, Inc.
Mr. Heineman:
This is our final demand letter to you before we initiate legal
action. NOHO and the shareholders of Greenfield Farms Food, Inc.
("GRAS") demand you comply with the Asset Purchase Agreement,
executed by you personally. Our final demand is as follows (i) the
immediate issuance of 49% of the Issued and Outstanding Common
Stock of GRAS as of the Closing Date of the APA; and (ii)
Assignment of the majority shareholder proxy ("Majority Proxy") as
agreed pursuant to Section 6.4(c) of the APA; and (iii) Retraction
of the Press Release and 8-K filed on December 1, 2017 as it was
not authorized by the majority shareholder; and (iv) Class D
Preferred Stock is null and void pursuant to Section 13 and Section
14 of the Exchange Act; and payment of $2,000,000.00 (collectively
referred to hereinafter as the "Demand").
The SEC filed a complaint against you on September 9, 2015, Case
1:15-cv-07077, File No. 3-16798, wherein the Commission ordered
that you cease-and-desist pursuant to Section 21C of the Securities
Exchange Act of 1934 from ".committing or causing any violations
and any future violations of Exchange Act Rule 13b2-2." Rule 13b2-2
of the Exchange Act prohibits officers and directors from, directly
or indirectly, making or causing to be made materially false or
misleading statements or omissions to accountants in connection
with an audit or preparation of reports to be filed with the
Commission.
Pursuant to the 8-K you filed on December 1, 2017, you were
required to first file an Information Statement pursuant to Section
14(c) of the Securities Exchange Act of 1934, which you failed to
do. You intentionally misled the shareholders of GRAS and the
shareholders of NOHO that you had shareholder consent and that you
properly filed an Information Statement pursuant to Section 14C of
the Exchange Act, but you failed to do so and thus violated the
SEC's Cease-and-Desist Order.
The Company hereby demands that you respond no later than
Monday, December 18, 2017 by 5p.m. EST. Please feel free to contact
me by e-mail at lzouvas@zouvaslaw.com or by telephone at (619)
300-6971 in case you have any additional questions or comments
regarding this matter.
Regards,
Luke C. Zouvas, Esq.
Cautionary Note Regarding Forward-Looking
Statements.
This press release contains statements that constitute
forward-looking statements within the meaning of Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. These statements
appear in a number of places in this release and include all
statements that are not statements of historical fact regarding the
intent, belief or current expectations of the Noho, Inc. (the
"Company"), its directors or its officers with respect to, among
other things: (i) financing plans; (ii) trends affecting its
financial condition or results of operations; (iii) growth
strategy and operating strategy. The words "may," "would,"
"will," "expect," "estimate," "can," "believe," "potential"
and similar expressions and variations thereof are intended to
identify forward-looking statements. Investors are cautioned
that any such forward-looking statements are not guarantees
of future performance and involve risks and uncertainties,
many of which are beyond the Company's ability to control, and
actual results may differ materially from those projected in the
forward looking statements as a result of various factors. You
should not place undue reliance on forward-looking statements since
they involve known and unknown risks, uncertainties and other
factors, which are, in some cases, beyond the Company's control and
which could, and likely will, materially affect actual results,
levels of activity, performance or achievements. The Company
assumes no obligation to publicly update or revise these
forward-looking statements for any reason, or to update the reasons
actual results could differ materially from those anticipated in
these forward-looking statements, even if new information becomes
available in the future. Important factors that could cause actual
results to differ materially from the company's expectations
include, but are not limited to, those factors that are disclosed
under the heading "Risk Factors" and elsewhere in documents filed
by the company from time to time with the United States Securities
and Exchange Commission and other regulatory authorities.
Investor/Media Contact:
info@nohodrink.com
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