UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14F-1
INFORMATION STATEMENT
PURSUANT TO SECTION 14F OF THE
SECURITIES EXCHANGE ACT OF 1934
AND RULE 14F-1 THEREUNDER
LEGACY TECHNOLOGY HOLDINGS, INC.
(Exact name of registrant as specified in its corporate charter)
LIFE USA, INC.
(Former Name)
000-50294
(Commission File No.)
Colorado 84-1426725
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(State of Incorporation) (IRS Employer Identification No.)
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7609 Ralston Road, Arvada, CO 80002
(Address of principal executive offices)
(303)422-8127
(Registrant's telephone number)
LEGACY TECHNOLOGY HOLDINGS, INC.
NOTICE TO SHAREHOLDERS PURSUANT TO SECTION 14F OF THE SECURITIES
EXCHANGE ACT OF 1934 AND RULE 14F-1 THEREUNDER
NO VOTE OR OTHER ACTION OF THE COMPANY'S STOCKHOLDERS IS REQUIRED
IN CONNECTION WITH THIS INFORMATION STATEMENT. NO PROXIES ARE BEING
SOLICITED AND YOU ARE NOT REQUESTED TO SEND THE COMPANY A PROXY.
GENERAL
This Information Statement is being mailed on or about June 18, 2008 to the
holders of record as of June 18, 2008, of common stock (the "common stock"), of
LEGACY TECHNOLOGY HOLDINGS, INC., a Colorado corporation (the "Company"). You
are receiving this Information Statement in connection with the Company's
appointment of new directors to the Board of Directors of the Company (the
"Designee") and the resignation of Wesley F. Whiting as an officer concurrent
with a change of control.
No action is required by the shareholders of the Company in connection with the
appointment of the new persons to the Board. However, Section 14(f) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), requires the
mailing to the Company's shareholders this Information Statement not less than
ten days prior to the change in a majority of the Company's directors otherwise
than at a meeting of the Company's shareholders.
VOTING SECURITIES AND PRINCIPAL HOLDERS THEREOF
VOTING SECURITIES OF THE COMPANY:
On June 18, 2008, there were approximately 1,007,003 shares of the Company's
common stock issued and outstanding after the finalization of the transaction
with World Peace Technologies, Inc. the Company will have approximately
10,007,003 shares issued and outstanding. Each share of common stock entitles
the holder thereof to one vote on each matter that may come before a meeting of
the shareholders.
DIRECTORS AND EXECUTIVE OFFICERS
The following sets forth the names and ages of the current Directors, nominees
for directors and executive officers of the Company, the principal positions
with the Company held by such persons and the date such persons became a
Director or executive officer. The Directors serve one year terms or until their
successors are elected. The Company has not had standing audit, nominating or
compensation committees of the Board of Directors or committees performing
similar functions. All such applicable functions have been by the Board of
Directors as a whole. During the fiscal year ended December 31, 2007, the Board
of Directors held no formal meetings. There are no family relationships among
any of the Directors, nominees or executive officers.
David Kutchinski (55), President, Chief Executive Officer and Director
Mr. Kutchinski (55) has served as the President of World Peace Technologies
Inc., since 2006. Mr. Kutchinski has served in the United States Army Reserves
since 1976 and has achieved the rank of Lieutenant Colonel. During his service
in the Army, Mr. Kutchinski has worked with military intelligence and with
Special Forces. During his career, he has served in the capacity as project
member, lead or the manager on projects involving for companies such as: Gables
Engineering, Secondary Imagery Dissemination System, Argonne National Labs,
Penetration Gray Area Electronics Market, and Global Engineering Specialists. In
addition he was a Vice President of Newlink Global Engineering. Mr. Kutchinski
has a Bachelor of Arts from the Texas A&M in both Geography and Psychology. He
also holds an associate degree in Digital Techniques.
Michael R. Pick (60), Secretary, Treasurer and Director (Nominee)
Mr. Pick (60) has owned and operated Lovell Gulch Forge for the past 35 years.
Lovell Gulch is a blacksmith shop that provides products and expertise to high
end builders. In addition, Mr. Pick founded the Universal Kenpo Federation,
which is the international organization for the Kenpo martial arts. Mr. Pick is
the current 2nd Grand Master of American Kenpo Martial Arts. Mr. Pick has served
in the United States Marine Corp.
Robert H. Thompson (65) Director (Nominee)
Mr. Thompson (65) served in the United States Air Force until 1987, where he
retired as Colonel. During his service in the US Air Force, Mr. Thompson served
as the Chief Staff of Headquarters and served as Senior Staff Officer with the
Joint Chiefs of Staff. Mr. Thompson worked for Northorp Corporation from 1987
through 1998 where he was involved in the scheduling and budgeting for the
automated test hardware developed the B-2 Stealth Bomber. Mr. Thompson received
his Bachelor of Arts in Business Administration from the University of Maryland
and has received Masters of Education from Southern Illinois University and a
Masters of Industrial Management from the Industrial College of the Armed
Forces.
Wesley Whiting, age (76), Director.
Mr. Whiting was President, director, and secretary of Berge Exploration, Inc.
(1978-88), an oil and gas exploration company, and President, vice president,
and director of NELX, Inc. (1994-1998), engaged in real estate development and
attempts at technology development, and was vice president and director of
Intermountain Methane Corporation (1988-91), and President of Westwind
Production, Inc. (1997-1998), an oil and gas exploration company. He was a
director of Kimbell deCar Corporation (1998 until 2000) and he has been
President and a director of Sun River Energy, Inc. since 1998. He was a Director
of Colorado Gold & Silver, Inc. from 1999 to 2000. He was President and director
of Business Exchange Holding Corp. from 2000 to date and Acquisition Lending,
Inc. (2000 to date), both of which are private holding companies for stock
investments. He was director and Vice President of Utilitec, Inc, 1999 to 2003.
It sought to be an environmental remediation business. He was president of
Premium Enterprises, Inc. October, 2002 to December 30, 2002 and was a director
of Premium Enterprises, Inc. from October 2002 to June 2003. Premium Enterprises
is engaged in the "text to multimedia conversion" business. He has been
President and Director of Fayber Group, Inc. since 2003, which is dormant.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT:
The sole class of equity securities of the Company issued and outstanding is the
common stock.
The following table sets forth, as of June 18, 2008, certain information with
respect to the common stock beneficially owned by: (i) each Director, nominee
and executive officer of the Company; (ii) each person who owns beneficially
more than 5% of the common stock; and (iii) all Directors, nominees and
executive officers as a group:
(i) each Director, nominee and executive officer of the Company:
Post Post
Pre-Transaction Transaction Transaction
Name and Address of Amount and nature of Number of % of Class
Beneficial Owner Beneficial Ownership Shares
---------------------------------------------------------------------------------------------------
David Kutchinski 0 4,230,000 42.27%
President and Director
172 Stanwell St.
Colorado Springs, CO 80906
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Michael R. Pick 0 90,000 0.90%
Secretary, Treasurer
and Director (nominee)
519 Lovell Gulch Road
Woodland Park, CO 80866
---------------------------------------------------------------------------------------------------
Mr. Robert H. Thompson 0 90,000 0.90%
Director (nominee)
1234 Jarmann St
Colorado Springs, CO 80866
---------------------------------------------------------------------------------------------------
Mr. Wesley F. Whiting
Director 6,000 6,000 <0.01%
10200 W. 44th Ave, Ste 433
Wheat Ridge, CO 80033
---------------------------------------------------------------------------------------------------
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* Mr. Kutchinski will hold 3,330,000 shares directly and beneficially 900,000
shares through his wife.
(ii) each person who owns beneficially more than 5% of the common stock:
Post Post
Pre-Transaction Transaction Transaction
Name and Address of Amount and nature of Number of % of Class
Beneficial Owner Beneficial Ownership Shares
--------------------------------------------------------------------------------------------
David Kutchinski* 0 4,230,000 42.27%
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(iii) all Directors, nominees and executive officers as a group:
Number of Percentage
Shares of Class
--------------------------------------------------------------------------------
All Current Officers and 4,326,000 43.29%
Directors as a Group
--------------------------------------------------------------------------------
Officers & Directors as a
Group, including new appointees
and excluding resigning directors 4,416,000 44.13%
--------------------------------------------------------------------------------
Total Shares Issued and
Outstanding 10,007,003 100%
--------------------------------------------------------------------------------
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Unless otherwise indicated, the persons named in the table have sole voting and
investment power with respect to all shares of common stock shown as
beneficially owned by them.
FAMILY RELATIONSHIPS. None.
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STANDING AUDIT COMMITTEE. None.
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NOMINATION COMMITTEE. None.
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COMPENSATION COMMITTEE. None.
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EXECUTIVE COMPENSATION
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(1) Cash Compensation
Directors who are also officers of the Company receive no cash compensation for
services as Directors. The Company has paid no cash compensation to its
executives during the year ended December 31, 2007, but will pay cash
compensation to its executives in the future pursuant to employment agreements
to be entered with new management as approved by the Company's existing board of
directors.
No terms have yet been negotiated.
The Company has made no Long Term Compensation payout.
(2) Stock Option Plan
The Board of Directors has adopted an Employee Consultant Stock Option Plan. The
Board has authorized 2,000,000 shares be reserved for the plan. During the year
ended December 31 2007, no options were granted under the plan. During the year
ended December 31, 2006, the Board granted options exercisable for 1,388,124
shares to various consultant, officers and directors. All options granted under
the plan were fully vested at the time of issuance. At June 18, 2008, there are
options exercisable for 1,338,124 shares outstanding.
LEGAL PROCEEDINGS:
The Company is not aware of any legal proceedings in which any Director,
nominee, officer or affiliate of the Company, any owner of record or
beneficially of more than five percent of any class of voting securities of the
Company, or any associate of any such Director, nominee, officer, affiliate of
the Company, or security holder is a party adverse to the Company or any of its
subsidiaries or has a material interest adverse to the Company or any of its
subsidiaries.
COMPLIANCE WITH SECTION 16(A) OF THE SECURITIES EXCHANGE ACT:
Section 16(a) of the Securities Exchange Act of 1934 requires the Company's
Directors and executive officers and persons who own more than ten percent of a
registered class of the Company's equity securities to file with the Securities
and Exchange Commission ("SEC") initial reports of ownership and reports of
changes in ownership of the common stock and other equity securities of the
Company. Officers, Directors and greater than ten percent stockholders are
required by SEC regulations to furnish the Company with copies of all Section
16(a) forms they file. No disclosure is contained herein about persons who
failed to file Forms 3, 4, or 5 under Section 16(a).
The following persons who were directors, officers, or beneficial owners of more
than ten percent of the common stock of the Company, failed to file, on a timely
basis, reports required by Section 16(a) of the Securities Exchange Act of 1934
since the company filed it Registration Statement of Form 10SB with the
Securities Exchange Commission.
OTHER INFORMATION:
The Company files periodic reports, proxy statements and other documents with
the Securities and Exchange Commission. You may obtain a copy of these reports
by accessing the Securities and Exchange Commission's website which can be found
at http://www.sec.gov.
Dated: June 25, 2008
By Order of the Board of Directors
LEGACY TECHNOLOGY HOLDINGS, INC.
By: /s/David Kutchinski
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David Kutchinski, President
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