Minn Shares Inc. (OTCPK:MSHS) entered into a securities exchange agreement to acquire Environmental Alternative Fuels LLC from Danny R. Cuzick, Damon R. Cuzick, Theril H. Lund and Thomas J. Kiley for $13.3 million on January 11, 2017. As consideration for the transaction, Minn Shares will issue promissory notes in the principal amount of $3.8 million to Danny Cuzick and convertible promissory notes in the aggregate principal amount of $9.5 million to Danny R. Cuzick, Damon R. Cuzick, Theril H. Lund and Thomas J. Kiley. The $9.5 million convertible notes will be transferred to each of the members in such a way that Danny Cuzick receives $6.7 million; Damon Cuzick receives $1.1 million; Lund receives $1.1 million; and Kiley receives $0.57 million. The convertible notes will be convertible into 70 million shares of the company’s common stock, par value $0.0001 per share, subject to adjustment for any stock splits, combinations or similar transactions. Following the closing of the Exchange Agreement, the Company’s board of directors will increase the size of the board of directors from four directors to five directors and appoint Danny Cuzick as a director. The closing of the transactions is subject to customary closing conditions, including, among others, the exchange of closing certificates and executed transaction documents, due diligence, the absence of any law, order or injunction prohibiting the consummation of the transactions contemplated by the exchange agreement, the accuracy of the other party’s representations and warranties, the other party’s material compliance with its covenants and agreements contained in the exchange agreement, the absence of any event that has had or would reasonably be expected to have a material adverse effect on the other party since the date of the exchange agreement, and receipt of all approvals, consents and waivers required by the exchange agreement, including written commitment from the escrow agent to issue a title insurance policy with respect to each parcel of real property owned by Environmental Alternative Fuels. The transaction is expected to close by January 31, 2017. Frank Bennett of Fredrikson & Byron P.A. acted as legal advisor for Minn Shares Inc. Minn Shares Inc. (OTCPK:MSHS) completed the acquisition of Environmental Alternative Fuels LLC from Danny R. Cuzick, Damon R. Cuzick, Theril H. Lund and Thomas J. Kiley on February 1, 2017.