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Published on 1/5/2011 in the Prospect News PIPE Daily.

Forgehouse sells $2.25 million of convertible notes through placement

Convertibles deal also offers five-year warrants, exercisable at $1.00

By Devika Patel

Knoxville, Tenn., Jan. 5 - Forgehouse, Inc. arranged a private placement of senior secured convertible promissory notes with United American Petroleum Corp. on Dec. 31, according to an 8-K filed Wednesday with the Securities and Exchange Commission. The deal will raise $2.25 million and has already taken in $620,000.

The 10% notes will be initially convertible at $0.50 per share and are due Dec. 31, 2013.

In addition, the investors received five-year warrants, which are exercisable at $1.00.

The conversion price and strike price are 78.57% and 257.14% premiums to the Dec. 30 closing share price of $0.28.

Forgehouse is an enterprise application software solutions and services company based in Los Angeles.

Issuer:Forgehouse, Inc.
Issue:Senior secured convertible promissory notes
Amount:$2.25 million
Maturity:Dec. 31, 2013
Coupon:10%
Conversion price:$0.50
Warrants:Yes
Warrant expiration:Five years
Warrant strike price:$1.00
Investor:United American Petroleum Corp.
Settlement date:Dec. 31 (for $620,000)
Stock symbol:OTCBB: FOHE
Stock price:$0.28 at close Dec. 31

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