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Re: ConstitutionNow post# 9596

Tuesday, 12/23/2014 9:46:44 PM

Tuesday, December 23, 2014 9:46:44 PM

Post# of 12137
The offering is a convertible preferred.

"Pursuant to the Subscription Agreements, the Registrant issued shares of Class A Convertible Preferred Stock and warrants to purchase common stock of the Registrant (“ Common Stock ”). The shares and warrants were issued as a unit (a “ Unit ”) consisting of (i) one share of Class A Convertible Preferred Stock of the Registrant (“ Preferred Stock ”) and (ii) one warrant to purchase eight (8) shares of Common Stock at an exercise price of $0.50 per share"

A company is not obligated to pay the cash dividend on a set schedule, and a dividend can be suspended. But, If the dividend is reinstated , then all preferred holders would need to receive all back dividends. Specifically, if the preferred is cumulative.

Technically speaking, This type of preferred is POTENTIALLY dilutive. Does anyone know the dividend rate, Is it callable, how about the maturity date?





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