Memo Agreement for Debt Conversion and Incentive Bonus between Sibling Entertainment Holdings, Inc. and Robert Copenhaver

Summary

Sibling Entertainment Holdings, Inc. agreed with director Robert Copenhaver to issue him 1,000,000 shares of restricted common stock, valued at $130,000, as an incentive bonus in exchange for the company's obligations to him. The shares are subject to a six-month trading restriction under Rule 144 and may be affected by limited market liquidity and potential dilution from convertible stock. This agreement was formalized on November 18, 2011.

EX-10.22 13 ex10_22.htm EXHIBIT 10.22 Unassociated Document

Exhibit 10.22

MEMO FROM SIBLING ENTERTAINMENT HOLDINGS, INC.

Date: November 18, 2011

From: Gerald Sullivan, Chairman

TO: Rob Copenhaver

RE: Conversion of Debt

As Chairman of Sibling Entertainment, I want to thank you for your willingness to help us by agreeing to accept shares of the common stock of SIBE in exchange for our obligations to you. Please accept this as support for the issuance as noted below:

On November 18, 2011, the Company entered into an agreement with Robert Copenhaver, a director, pursuant to which the Company issued 1,000,000 shares of common stock valued at

$130,000 as an incentive bonus. These were issued on November 18, 2011.

Please note that these shares are restricted under Rule 144 and cannot be traded for at least six (6) months. Also note that the stock trades infrequently, and there may be no trading market for the shares when you are ready to trade. Also note that the Series common stock, which you are an owner of, may convert into common stock and that event may cause dilution to the common stock, and reduce the share price, or market for the stock.

Thanks again, and I look forward to working with you going forward.

/s/ GERALD F. SULLIVAN

Gerald F. Sullivan

Chairman