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Re: gem man post# 8308

Tuesday, 02/10/2015 1:18:14 PM

Tuesday, February 10, 2015 1:18:14 PM

Post# of 8575
Its just an amendment to the S-1.

They added in all the fees (SEC reg fee was previously $991.53).

Item 13. Other Expenses of Issuance and Distribution

The following table sets forth the fees and expenses, other than placement agent commissions, payable by us in connection with the offering described in this Registration Statement. All amounts shown are estimates other than the registration fee and the FINRA filing fee.
Amount
SEC registration fee $ 492.69
FINRA fee 1,779.95
Printing and mailing expenses 50,000
Accounting fees and expenses 75,000
Legal fees and expenses 325,000
Transfer agent fees and expenses 10,000
Miscellaneous 5,000
Total expenses $ 467,272.64



Converted selling of shares in respect to 1-30 reverse split.

Item 15. Recent Sales of Unregistered Securities.

All share and price information in Part II of this registration statement has been adjusted to reflect the 1-for-30 reverse stock split of our Common Stock effected on February 4, 2015.

During the last three (3) completed fiscal years and to date in the current fiscal year, we sold the following unregistered securities:
Issuance Number of Shares
On September 26, 2014, the Company issued 5,331 shares of common stock with a fair value of $20,792 for repayment of accrued liabilities. 5,331
On August 5, 2014, the Company issued 5,333 shares of common stock with a fair market value of $16,000 in exchange for services. 5,333
On August 5, 2014, the Company issued 5,000 shares of common stock with a fair market value of $15,000 in exchange for services. 5,000
On February 17, 2014, the Company issued 10,000 shares of common stock with a fair market value of $23,100 in exchange for services. 10,000
On September 30, 2013, the Company issued 10,000 shares of common stock with a fair market value of $21,000 in exchange for services. 10,000
On September 18, 2013, the Company issued 7,184 shares of common stock with a fair value of $25,000 for repayment of accrued liabilities in the amount of $25,000. 7,184
On May 27, 2013, the Company issued 7,018 shares of common stock in a cashless exercise of warrants for 250,000 shares at an exercise price of $0.90 per share. 7,018
On July 2, 2012, the Company issued 5,000 shares of common stock with a fair market value of $30,000 to in exchange for services. 5,000
On January 13, 2012, the Company converted 2 shares of Series A Convertible preferred stock for 79,522 shares of common stock. 79,522
On January 12, 2012, the Company bought back their 20% interest in SWK Technologies, Inc. for 755,489 shares of common stock. 755,489
On January 4, 2012, the Company issued 16,667 shares of common stock with a fair market value of $5,000 in exchange for services. 16,667



Updated to include a few more exhibits under Item 16. Exhibits and Financial Statement Schedules

Added a lot more legal stuff to Item 17. Undertakings
Volume:
Day Range:
Bid:
Ask:
Last Trade Time:
Total Trades:
  • 1D
  • 1M
  • 3M
  • 6M
  • 1Y
  • 5Y
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