Baron Capital Enterprise Inc. (OTC: BCAP)
Charlestown, St. Kitts & Nevis, Aug. 23, 2024 (GLOBE NEWSWIRE) -- Jake P. Noch Family Office, LLC is pleased to announce a significant legal triumph following the issuance of a default judgment by the Collier County Court in its favor. This decisive ruling comes after Baron Capital Enterprise Inc. (OTC: BCAP) failed to respond to the Plaintiff's complaint within the legally prescribed period, resulting in a default judgment.
This judgment marks a pivotal advancement for Jake P. Noch Family Office, LLC, encompassing several critical provisions:
1. Leadership Appointment: Jake P. Noch has been appointed as Chairman of the Board (COB) and Chief Executive Officer (CEO) of Baron Capital Enterprise Inc. This appointment reinforces his leadership position without necessitating a formal shareholder vote.
2. Custodianship and Structural Reformation: The court has granted custodianship of Baron Capital Enterprise Inc. to the Plaintiff, including the authority to eliminate existing share classes deemed unnecessary and to create a new class of shares, the Preferred J Class, which holds 80% voting power across all share classes. This strategic restructuring is aimed at revitalizing the company and ensuring regulatory compliance, thereby benefiting all shareholders.
3. Financial Arrangements: The judgment authorizes the issuance of a convertible note, allowing Jake P. Noch, his affiliated entities, or any designated third party to receive shares until achieving an annual compensation of $6,000,000. This arrangement includes ongoing reimbursements for any capital expenses paid on the company’s behalf. Additionally, Mr. Noch will receive 50% of the net profit from all future ventures formalized under Baron Capital Enterprise Inc.
4. Indemnification and Exemption: The court’s order indemnifies Jake P. Noch and his family office against any unknown pre-existing liabilities. The transaction is to be conducted under the Section 3(a)(10) exemption of the Securities Act of 1933, which applies to both newly issued shares and any previously acquired shares in the open market. Importantly, the Section 3(a)(10) exemption will still require a fairness hearing to be scheduled by the Court. This hearing will ensure that the terms and conditions of the exchange are fair to those to whom the securities will be issued, thereby providing an additional layer of protection and transparency.
5. Key Executive Appointment: As part of the restructuring, Rodrigo Di Frederico has been appointed as Chief Technology Officer (CTO) of Baron Capital Enterprise Inc. He will be compensated with an annual salary of $1,000,000 via 3(a)(10) shares, in addition to receiving 10%-20% of the net profit from any new business ventures initiated under the trading program he introduces to BCAP.
Commenting on the court’s ruling, Jake P. Noch stated, “This judgment represents a crucial moment for Baron Capital Enterprise Inc. and our ongoing commitment to enhancing shareholder value. The court-approved structural changes and leadership appointments will empower us to implement the necessary reforms and strategic initiatives that will drive the long-term success of the company.”
Jake P. Noch Family Office, LLC remains steadfast in its mission to foster growth and innovation within Baron Capital Enterprise Inc., leveraging this legal victory to lay the foundation for a revitalized and profitable future.
About Jake P. Noch Family Office, LLC
https://www.jakepnoch.com/
Jake P. Noch Family Office, LLC is a single-family office with no outside clients, dedicated to strategically investing in Qualified Small Business Stock (QSBS) and fostering the growth of emerging companies. Our firm specializes in guiding these ventures towards successful exits through public market mergers, leveraging our expertise and resources to maximize their potential. At Jake P. Noch Family Office, LLC, we are more than just investors—we are partners committed to the long-term success of the companies we support. Through continuous financial backing facilitated by court-approved 3(a)(10) mechanisms, we provide ongoing support to ensure sustained growth and prosperity, driving value creation and innovation in the businesses we invest in.
Forward-Looking Statements
This press release contains certain 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, which are intended to be covered by the safe harbors created thereby. Investors are cautioned that all forward-looking statements involve risks and uncertainties, including without limitation, the ability of Jake P. Noch Family Office, LLC to accomplish its stated plan of business. Although Jake P. Noch Family Office, LLC believes that the assumptions underlying the forward-looking statements contained herein are reasonable, any of the assumptions could be inaccurate, and therefore, there can be no assurance that the forward-looking statements included in this press release will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by Jake P. Noch Family Office, LLC, or any other person.
Non-Legal Advice Disclosure
This press release does not constitute legal advice, and readers are advised to seek legal counsel for any legal matters or questions related to the content herein.
Non-Investment Advice Disclosure
This communication is intended solely for informational purposes and does not in any way imply or constitute a recommendation or solicitation for the purchase or sale of any securities, commodities, bonds, options, derivatives, or any other investment products. Any decisions related to investments should be made after thorough research and consultation with a qualified financial advisor or professional. We assume no liability for any actions taken or not taken based on the information provided in this communication.
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SOURCE: Jake P. Noch Family Office, LLC
