Return-Path: Delivered-To: bchen@aicenergycorp.com Received: from server.64xmedia.com by server.64xmedia.com with LMTP id b+S6AoCUVWQrUwAAdUq3JA (envelope-from ) for ; Fri, 05 May 2023 19:42:56 -0400 Return-path: Envelope-to: bchen@aicenergycorp.com Delivery-date: Fri, 05 May 2023 19:42:56 -0400 Received: from out.exch091.serverdata.net ([199.193.207.120]:54294) by server.64xmedia.com with esmtp (Exim 4.96) (envelope-from ) id 1pv54h-0005Wz-2t for bchen@aicenergycorp.com; Fri, 05 May 2023 19:42:55 -0400 Received: from MBX091-W5-CO-2.exch091.serverpod.net (10.226.17.178) by MBX091-W5-CO-6.exch091.serverpod.net (10.226.17.186) with Microsoft SMTP Server (version=TLS1_2, cipher=TLS_ECDHE_RSA_WITH_AES_256_CBC_SHA384_P521) id 15.1.2507.23; Fri, 5 May 2023 16:41:53 -0700 Received: from MBX091-W5-CO-2.exch091.serverpod.net ([10.226.17.178]) by MBX091-W5-CO-2.exch091.serverpod.net ([10.226.17.178]) with mapi id 15.01.2507.023; Fri, 5 May 2023 16:41:53 -0700 From: John Lee To: Fred Chen Subject: Series A Preferred Stock Purchase Agreement. Thread-Topic: Series A Preferred Stock Purchase Agreement. Thread-Index: Adl/l0NQw8cmrGg2TBWayj8FmxH5pQ== Date: Fri, 5 May 2023 23:41:53 +0000 Message-ID: <01369c7e39bb4ab3bd90e46ca9cd7c65@johndleelaw.com> Accept-Language: en-US Content-Language: en-US X-MS-Has-Attach: X-MS-TNEF-Correlator: x-originating-ip: [24.234.29.58] Content-Type: multipart/alternative; boundary="_000_01369c7e39bb4ab3bd90e46ca9cd7c65johndleelawcom_" MIME-Version: 1.0 X-Spam-Status: No, score= X-Spam-Score: X-Spam-Bar: X-Ham-Report: X-Spam-Flag: NO --_000_01369c7e39bb4ab3bd90e46ca9cd7c65johndleelawcom_ Content-Type: text/plain; charset="us-ascii" Content-Transfer-Encoding: quoted-printable Hi Fred: So now that I have had a chance to review the Series A Preferred Stock Purc= hase Agreement, as to the "conversion" of Preferred into Common, please see= Page 8 Paragraph 4 of the Amended and Restated Articles of Incorporation o= f AIC Energy Corp. The Series A Conversion Price formula is $1.25 to $1.25= . There is no premium being charged to convert, nor is their a loss of num= ber of shares to convert. So should CWCO desire to convert its 8,000,000 shares of Preferred (which i= t paid $10,000,000 for the 8,000,000 shares =3D $1.25 a share) directly to = the amount of common shares, it can do so without paying any money to maint= ain 8,000,000 shares, it could and would receive the same and equal amount = of common shares. An advantage to CWCO to convert is to take advantage of = any prorate distribution of the treasury stock to all existing common share= holders, if so desired. If you have any questions regarding this matter, please feel free to contac= t me. John D. Lee, Esq. 2830 S. Jones Blvd., Ste 1 Las Vegas, Nevada 89146 Office: (702) 898-9338 Fax: (702) 898-9538 This e-mail message, including any attachment, may contain legally privileg= ed and/or confidential information. If you are not the intended recipient(= s), or the employee or agent responsible for delivery of this message to th= e intended recipient(s), you are hereby notified that any dissemination, di= stribution or copying of the e-mail message is strictly prohibited. If you= have received this message in error, please immediately notify the sender = and delete this e-mail message from your computer. --_000_01369c7e39bb4ab3bd90e46ca9cd7c65johndleelawcom_ Content-Type: text/html; charset="us-ascii" Content-Transfer-Encoding: quoted-printable

Hi Fred:

So now that I have had a chance to review the Series= A Preferred Stock Purchase Agreement, as to the “conversion” o= f Preferred into Common, please see Page 8 Paragraph 4 of the Amended and Restated Articles of Incorpora= tion of AIC Energy Corp. The Series A Conversion Price formula is $1.25 to $1.25. There is = no premium being charged to convert, nor is their a loss of number of share= s to convert.

So should CWCO desire to convert its 8,000,000 share= s of Preferred (which it paid $10,000,000 for the 8,000,000 shares =3D $1.2= 5 a share) directly to the amount of common shares, it can do so without pa= ying any money to maintain 8,000,000 shares, it could and would receive the same and equal amount of common sha= res. An advantage to CWCO to convert is to take advantage of any pror= ate distribution of the treasury stock to all existing common shareholders,= if so desired.

If you have any questions regarding this matter, ple= ase feel free to contact me.

John D. Lee, Esq.
2830 S. Jones Blvd., Ste 1
Las Vegas, Nevada 89146
Office: (702) 898-9338
Fax: (702) 898-9538

This e-mail message, inclu= ding any attachment, may contain legally privileged and/or confidential inf= ormation. If you are not the intended recipient(s), or the employee or agent responsible for delivery of this message to the i= ntended recipient(s), you are hereby notified that any dissemination, distr= ibution or copying of the e-mail message is strictly prohibited. If y= ou have received this message in error, please immediately notify the sender and delete this e-mail message from y= our computer.

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