TIBURON, Calif., Sept. 10, 2012 \/PRNewswire\/ -- Triton Distribution Systems, Inc. (TTDZ) announced today that its subsidiary company, Privileged World Travel Club, Inc. (\"Privileged\"), filed on September 6, 2012, a resale registration statement on Form S-1 with the United States Securities and Exchange Commission (the \"SEC\"). <\/p>\n
Upon being declared effective by the SEC, the resale registration statement will allow the resale of 910,056 shares of the Company's common stock held by certain Selling Stockholders named in the registration statement. The Selling Stockholders are 38 individuals or entities who hold shares of Privilege's Common Stock, including 10 stockholders who received shares in exchange for services rendered to Privileged, and 28 stockholders who received shares in exchange for debts owed by Triton. <\/p>\n
The Selling Stockholders are under no obligation to sell the securities. Privileged will not receive any proceeds from the resale of the securities. Additionally, Privileged will take no part in the resale of the securities, and nothing in this press release is intended to convey or communicate an offer to sell the securities by or on behalf of Privileged or Triton. <\/p>\n
Privilege's outstanding Common Stock before and after the offering is 18,201,125 shares. No shares of Common Stock are offered by Privileged under the registration statement for sale. <\/p>\n
Once the registration statement of which the Prospectus is part has been declared effective by the SEC, and once a public market develops, the Selling Stockholders may sell the Shares indicated above in public transactions or otherwise, on the OTC Bulletin Board (or such other public market as may develop) or in privately negotiated transactions. Those resales may be at the then-prevailing market price or at any other price that a particular Selling Stockholder may negotiate. The Selling Stockholders act independently of one another in making a determination to sell the Shares owned by them and they do not act as or form a group for purposes of their ownership or disposition of the Shares offered hereunder. <\/p>\n
The resale registration statement was filed with the SEC but has not yet become effective. The shares of Privilege's common stock that may be resold by the Selling Stockholders under the resale registration statement may not be sold, nor may offers to buy be accepted, before the time the resale registration statement becomes effective. As noted, this press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to any registration or qualification under the securities laws of such jurisdiction. Any offer of securities covered by the resale registration statement may be made solely by means of the prospectus included in the registration statement containing specific information about the terms of any such offering. <\/p>\n
The prospectus, and the registration statement of which it is a part, are available online at http:\/\/www.sec.gov<\/a> or by request to Privileged at: 1 Blackfield Drive, Tiburon, CA 94920. <\/p>\n Triton Distribution Systems, Inc. owns 8,125,000 shares or 44.64% of Privileged, valued at $8,125,000. The value of the Privileged shares held by Triton is based solely on the exchange price to the former Triton note holders who are Selling Stockholders in the registration statement. No outside valuation has been obtained.)The transactions whereby the shares were issued in exchange for outstanding debt of Triton served to reduce Triton's liabilities by $5,595,500. <\/p>\n Subsequent to this filing, Privileged intends to file an application with FINRA for the public trading of Privilege's Common Stock on the over-the-counter markets (the OTC Bulletin Board and\/or the OTC Markets Group, Inc. quotation services). A market maker must file an application on behalf of Privileged in order to make a market for the common stock. Privileged is engaged in preliminary discussions with a FINRA Market Maker to file the application on Form 211 with FINRA, but has not reached a final agreement yet. <\/p>\n ABOUT TRITON DISTRIBUTION SYSTEMS, INC. http:\/\/www.tritonds.com<\/a> <\/p>\n<\/p>\n See the original post: <\/p>\n Triton's Subsidiary Company "Privileged World Travel Club, Inc." Files Form S-1 Registration Statement with the SEC<\/a><\/p>\n","protected":false},"excerpt":{"rendered":" TIBURON, Calif., Sept. Continue reading