1 ORGANIZATION AND OPERATIONS
Inc. ("Metwood") was organized under the laws of the Commonwealth of Virginia on April 7, 1993. On June 30, 2000, Metwood
entered into an Agreement and Plan of Reorganization in which the majority of its outstanding common stock was acquired by a publicly
held Nevada shell corporation. The acquisition was a tax-free exchange for federal and state income tax purposes and was accounted
for as a reverse merger in accordance with Accounting Principles Board ("APB") Opinion No. 16. Upon acquisition, the
name of the shell corporation was changed to Metwood, Inc., and Metwood, Inc., the Virginia Corporation, became a wholly owned
subsidiary of Metwood, Inc., the Nevada corporation. The publicly traded shell corporation had not had a material operating history
for several years prior to the merger.
January 1, 2002, Metwood acquired certain assets of Providence Engineering, PC ("Providence"), a professional engineering
firm with customers in the same proximity as Metwood, for $350,000 and accounted for the transaction under the purchase method
of accounting. As of June 30, 2012, Providence was no longer an operating segment of the Company. We concluded that the majority
of the engineering portion of the business can best be handled through a strategic partnership with an outside engineering firm.
We believe that continuing research and development efforts will soon enable us to meet code requirements for our products and
will eliminate the need for individual engineering seals.
company provides construction-related products and engineering services to residential customers and contractors, commercial contractors,
developers and retail enterprises, primarily in southwestern Virginia.