InvestorsHub Logo
Followers 33
Posts 1050
Boards Moderated 0
Alias Born 04/11/2012

Re: Tide Pool post# 24658

Monday, 11/24/2014 3:45:53 PM

Monday, November 24, 2014 3:45:53 PM

Post# of 34559
TLFX OS Calculation from FY 2014 Reports are confusing, Is there an error on the actual OS of 480,264,612 shares.

a) Q2-The Company issued 200,000,000 new shares of free trading common stock under Rule 504 direct investment of $65,000 via Exelerate Funding / Deer Valley Management Quarter 2, FYE 2014

b) Q2 -Approximately 124,000,000 shares of common stock were pledged in Quarter 2, to satisfy payment for services rendered, loan payment fulfillment and accrued interest. The shares will be
issued in calendar year 2014.


http://www.otcmarkets.com/financialReportViewer?symbol=TLFX&id=125435

Note: b) clearly shows the intent to issue Approximately 124mm additional shares in addition to the 200mm share sold for $65K.

Now lets look at "shareholder Equity (Deficit)" chart from Annual FY2014 (page 12) and we find the issue of the 200mm shares that brings the OS to currently reported levels.

12/31/2013
Stock Sales 200,000,000
Stock Compensation - Employees
Stock Compensation - Services
Stock Issued for interest
Stock issued on partial conversion of note
Cancellation of shares
Balance 480,264,612


http://www.otcmarkets.com/financialReportViewer?symbol=TLFX&id=127117

Now lets read the Issuance History on page 3 of Q2 Report FY2014 that is repeated in Q3, Q4, and Annual 2014 Reports.


4) Issuance History
1) The Company issued 28,000,000 shares of Rule 504 free trading common stock for $12,000 October 2013
2) The Company issued 30,000,000 shares of Rule 504 free trading common stock for $20,000 November 2013
3) The Company issued 35,000,000 shares of Rule 504 free trading common stock for $15,000 November 2013
4) The Company issued 40,000,000 shares of Rule 504 free trading common stock for $18,000 December 2013


http://www.otcmarkets.com/financialReportViewer?symbol=TLFX&id=116767

Note: Total of 133mm shares issued, not the 124mm Approximated

TO THE POINT: WHY ARE THESE ISSUED SHARES NOT ACCOUNTED FOR IN THE REPORTED O/S CALCULATIONS AND SHAREHOLDERS EQUITY (DEFICIT) CHARTS ON PAGE 12 OF ANNUAL REPORT FY2014. The real OS could very well be 613,264,612 shares. when added.

When understanding the Perferred-B share conversion right of 51% of "Fully Diluted Basis" of Common Shares. The result is a Co. that no longer can issue shares without violating terms of Perferred-B shares ( a WBE Control requirement to stay Certified).

This Should explain why TLFX lost it WBE Cert and has not issued any additional shares (they are in a bind), without an increase in AS. With PPS in trips, TLFX had to wait until investors could liquidate shares into cash before R/S of Increase in AS. Note: $65K for 200mm shares = PPS of .000325 - a rise in AS would drive value down and make TLFX investors LOSSERS.