On July 15, 2022, Deseo Swimwear Inc. ('Deseo') entered into a contribution agreement with Cody Development Corp, ('Cody') and its sole shareholder Steven Ricks. Under the terms of the Contribution Agreement, subject to the satisfaction of the conditions to closing set forth therein, Mr. Ricks agreed to contribute to Deseo 100% of the capital stock of Cody to Deseo. Based in Louisiana, Cody is engaged in the construction business and is a subcontractor on a number of significant private and government construction projects.

Upon consummation of the above transactions, Ricks Investments will own a minimum of 38,500,000 shares of the common stock of Deseo or approximately 60% of the then outstanding shares. Accordingly, Ricks Investments or its affiliate will have the power to appoint all of the members of the board of directors of Deseo and all of its executive officers. It is contemplated that at the closing Michael Rosen shall resign as Chief Executive Officer and a director, Steven Ricks will become the new Chief Executive Officer of Deseo and its subsidiary and Mr. Ricks and his designees shall become all of the members of the board of directors of Deseo and its subsidiary.