Explanatory Note
Explanatory Note
Golfsuites1, Inc. has prepared this Form 1-A/A solely for the purpose of correcting a typographical error and filing Exhibit 11.
PART III
INDEX TO EXHIBITS
| 2.1 | Second Certificate of Amendment to the Amended and Restated Certificate of Incorporation* |
| 2.2 | Certificate of Amendment to the Amended and Restated Certificate of Incorporation* |
| 2.3 | Amended and Restated Certificate of Incorporation* |
| 2.4 | Bylaws* |
| 4 | Form of Subscription Agreement* |
| 6.1 | Reg A+ Engagement Agreement with Manhattan Street Capital dated July 15, 2018* |
| 6.2 | Management Services Agreement between GolfSuites 1, Inc. and KGEM Golf, Inc. dated January 17, 2019* |
| 6.3 | Promissory Note with KGEM Golf, Inc. dated November 10, 2018* |
| 6.4 | Membership Unit Purchase Agreement in KGE, LLC dated January 4, 2018 (▇▇▇▇ ▇▇▇▇▇▇)* |
| 6.5 | Addendum to Agreement Between KGEM Golf, Inc. and ▇▇▇▇ ▇▇▇▇▇▇ dated December 24, 2018* |
| 6.6 | License Agreement between KGEM Golf, Inc. and ▇▇▇▇ ▇▇▇▇▇▇ dated February 15, 2019* |
| 6.7 | Consulting Agreement between KGEM Golf, Inc. and ▇▇▇▇ ▇▇▇▇▇▇ dated February 15, 2019* |
| 6.8 | Sageworks Capital, LLC Broker-Dealer Agreement and Interface Proposal dated March 28, 2019* |
| 8 | Escrow Services Agreement* |
| 11 | Consent of IndigoSpire |
| 12 | Attorney opinion on legality of the offering* |
| 13.1 | “Test the waters” materials* |
| 13.2 | “Test the waters” materials* |
* Previously filed
| 1 |
SIGNATURES
Pursuant to the requirements of Regulation A, the issuer certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form 1-A and has duly caused this Offering Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Riverview, State of Florida, on April 8, 2019.
| GolfSuites 1, Inc. | |
| /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ | |
| By ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ | |
| CEO of GolfSuites 1, Inc. |
This Offering Statement has been signed by the following persons in the capacities and on the dates indicated.
| /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ |
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer and Director
Date: April 8, 2019
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ | |
| ▇▇▇▇ ▇▇▇▇▇▇, Director | |
| Date: April 8, 2019 | |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ | |
| ▇▇▇▇ ▇▇▇▇▇▇, Director | |
| Date: April 8, 2019 | |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ | |
| ▇▇▇▇ ▇▇▇▇▇▇, Director | |
| Date: April 8, 2019 | |
| /s/ ▇▇▇ ▇▇▇▇▇▇ | |
| ▇▇▇ ▇▇▇▇▇▇, Director | |
| Date: April 8, 2019 |
| 2 |