Majic Wheels Corp. (OTCPK:MJWL) announced a private placement of convertible promissory note for gross proceeds of $32,500 with new investor, Asher Enterprises, Inc. on July 19, 2012. The note is due on April 23, 2013 and bears interest at the rate of 8% per annum. All principal and accrued interest on the note is convertible into shares at any time at a conversion price equal to a 42% discount to the average of the three closing bid prices of the common stock during the 10 trading day period prior to conversion. The investor has the right to convert the note at any time 180 days after July 19, 2012. Failure of the company to deliver shares to the investor upon conversion shall result in a payment of $2,000 in cash per day. The conversion price is subject to certain anti-dilution protection. Any amount of principal or interest on the note which is not paid when due shall bear interest at the rate of 22% per annum from the due date thereof until the same is paid. Denise Houghtaling advised the company on the transaction. Bernard S. Feldman of Naidich Wurman Birnbaum & Maday, LLP served as legal advisor to Asher Enterprises, Inc. The company would reimburse the investor for expenses up to $2,500. The securities issued are pursuant to Regulation D of the Securities Act. On July 19, 2012, Majic Wheels Corp. closed the transaction.