An
aggregate of 9,745,556 shares of common stock are being registered in this
offering for the account of the selling shareholders. Subject to certain
restrictions discussed below, the shares of common stock being registered for
the account of the selling shareholders may be sold by the selling shareholders
or their transferees commencing on the third business day after the Registration
Statement has been declared effective. Sales of such shares of common stock
by
the selling shareholders or their transferees may depress the price of the
common stock in any market that may develop for the common stock.
The
following table sets forth certain information with respect to persons for
whom
we are registering such shares of common stock for resale to the public. We
will
not receive any of the proceeds from the sale of such shares of common stock.
None of the selling shareholders has had any position, office or material
relationship with the Company. The shares of common stock being registered
for
the account of the selling shareholders are not being sold by the Company.
None
of the selling shareholders has any plan, arrangement, understanding, agreement,
commitment or intention with us to sell their securities.
The
selling stockholders may offer and sell, from time to time, any or all of the
common stock issued. Because the selling stockholders may offer all or only
some
portion of the 9,745,556
shares of common stock to be registered, no estimate can be given as to the
amount or percentage of these shares of common
stock
that will be held by the selling stockholders upon termination of the
offering.
The
following table sets forth certain information regarding the beneficial
ownership of shares of common stock by the selling stockholders as of
March
9, 2007
,
and the
number of shares of common stock covered by this prospectus.
Other
than the relationships described below, none of the selling stockholders had
or
has any material relationship with us. None of the selling stockholders is
a
broker-dealer or an affiliate of a broker-dealer to our knowledge.
Name
of Selling Stockholder and Position, Office or material Relationship
with
Royal Spring Water
Common
Shares Owned by the Selling Stockholder (2)
Total
Shares to be Registered Pursuant to this Offering
Number
of Shares Owned by Selling Stockholder After Offering and Percent
of Total
Issued and Outstanding # of Shares (1)
%
of Class
David
Yurkovitchk
3,000
3,000
0
0
Elizabeth
E. Tisdale
3,000
3,000
0
0
Christina
Pak
3,000
3,000
0
0
Harry
Jack Mier
3,000
3,000
0
0
Robert
M. Douglas
3,000
3,000
0
0
Edgar
C. Knieriem
3,000
3,000
0
0
William
Melchoire
3,000
3,000
0
0
Ann
F. Hagerty
3,000
3,000
0
0
Edward
Kupniki
3,000
3,000
0
0
Juan
Jose Flores
3,000
3,000
0
0
Young
Kwon
3,000
3,000
0
0
Andrew
Amereihn
3,000
3,000
0
0
Dr.
Cynthia Littlejohn
3,000
3,000
0
0
Rick
Beaudrie
3,000
3,000
0
0
Vivian
Carol McLaughlin
3,000
3,000
0
0
Paul
Kustes
3,000
3,000
0
0
Mona
T. Ali Yafi
3,000
3,000
0
0
Susan
R. Beaudrie
3,000
3,000
0
0
Heather
A. West
3,000
3,000
0
0
Total
9,745,556
9,745,556
(5)
(1)
Assumes
all of the shares of common stock offered are sold. Based on
30,072,000
shares of common stock issued and outstanding on
March 9, 2007
.
(2)
Beneficial
ownership is determined in accordance with SEC rules and generally
includes voting or investment power with respect to
securities.
(3)
Zas
Investments is controlled by Howard
Allwiel
(4)
Maxwell
Network Group is controlled by Itamar
Cohen
(5)
All
of the selling shareholders received their shares from Easy.com,
Inc. on
September 2, 2004. None of the selling shareholders have held
any position
as an officer, director during the past three years with the
Company and
there are no other material relationships that the selling shareholders
have had during the past three years with the
Company.
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