Clients of Magna Group and Hanover Holdings

[Dragon Lady]

Bioheart, now U.S. Stem Cell (USRM) MORE MAGNA deals:

USRM, formerly Bioheart, just did qty-2, TWO MORE FREAKING MAGNA toxic note convertible debt deals, back to back, just recently.

Bioheart (formerly BHRT) and now renamed to "U.S. Stem Cell" (USRM) did qty-2 Magna financing deals end of 2014. The common shares went on to lose about 90% of their value from late 2014 to today- another Magna textbook wrecking ball story IMO.

http://investorshub.advfn.com/US-Stem-Cell-Inc-USRM-12025/

http://www.marketwired.com/press-release/bioheart-inc-completes-financing-with-magna-otcqb-bhrt-1960953.htm

That's the PR to the first two Magna deals in 2014

Then after the shares were decimated to literal "trips" aka TRIPLE ZEROS, reaching their new all, all, all time LOW of .0007 just very recently, the company pulled the classic (again textbook IMO) ole 1) MASSIVE 1000 to 1 R/S reverse split and 2) Ole company name change, LOL !!!

When your shares collapse to a fraction of a penny from taking on truck loads of toxic, convertible debt, hey- just change the freaking company name and hope no one remembers your tainted, 99% share losing past, LOL !! FANTASTIC.

So, recently they went from being Bioheart to now "U.S. Stem Cell" and massively split the common shares:

http://finance.yahoo.com/news/bioheart-change-name-u-stem-130000917.html

Since all that fantastic stuff (LOL) - they then go on in rapid fire succession (just 2 months apart) to take on not just ONE MORE MAGNA DEAL, BUT NOW TWO prior to the end of 2015!

http://www.sec.gov/Archives/edgar/data/1388319/000118518515002480/bioheart8k100115.htm

U.S. Stem Cell Magna 2015 toxic deal #1:

"Securities Purchase Agreement and Convertible Note

On October 1, 2015 (the “Closing Date”), Bioheart, Inc., a Florida corporation (the “Company”), entered into a securities purchase agreement dated as of the Closing Date (the “Purchase Agreement”) with Magna Equities II, LLC, a New York limited liability company (“Magna”). The Purchase Agreement provides that, upon the terms and subject to the conditions set forth therein, Magna shall purchase from the Company on the Closing Date a senior convertible note with an initial principal amount of $160,000 (the “Convertible Note”) for a purchase price of $100,000 (a 37.5% original issue discount). Pursuant to the Purchase Agreement, on the Closing Date, the Company issued the Convertible Note to Magna."

And NOW, Magna 2015 toxic deal #2 at even worse terms:

http://www.sec.gov/Archives/edgar/data/1388319/000118518515003238/usstemcell8k120315.htm

"Securities Purchase Agreement and Convertible Note

On December 3, 2015, (the “Closing Date”), U.S. Stem Cell, Inc., a Florida corporation (the “Company”), entered into a securities purchase agreement dated as of the Closing Date (the “Purchase Agreement”) with Magna Equities II, LLC, a New York limited liability company (“Magna”). The Purchase Agreement provides that, upon the terms and subject to the conditions set forth therein, Magna shall purchase from the Company on the Closing Date a senior convertible note with an initial principal amount of $262,500 (the “Convertible Note”). Pursuant to the Purchase Agreement, on the Closing Date, the Company issued the Convertible Note to Magna.

The Convertible Note matures on December 3, 2016 and accrues interest at the rate of 12% per annum. The Convertible Note is convertible at any time, in whole or in part, at Magna’s option into shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), at a fixed conversion price of the lesser of (A) the product of (x) the lowest sale price of the Common Stock during the five (5) consecutive Trading Days ending and including the Trading Day immediately preceding the applicable Conversion Date and (y) sixty percent (60%), and (B) $0.70 (as adjusted for stock splits, stock dividends, stock combinations or other similar transactions). At no time will Magna be entitled to convert any portion of the Convertible Note to the extent that after such conversion, Magna (together with its affiliates) would beneficially own more than 4.99% of the outstanding shares of Common Stock as of such date. The Convertible Note includes “full ratchet” and standard anti-dilution protection."

Borrow, dilute, borrow, dilute, borrow, dilute- wash, rinse, repeat. Common shares turn to toilet paper for all intents and purposes. Another Magna wrecking ball success story IMO. Oh, and USRM (ole Bioheart) also has toxic debt with Asher, Fourth Man, Danial James too- like a who's who of the toxic debt lenders.

They're in deep, deep trouble IMO. Even after the massive 1000 to 1 R/S reverse split to get their shares looking like they're back at $1 buck or whatever, they're gonna RAPIDLY dilute again IMO and end up right back in the penny range all over again- very quickly as Magna starts to convert and dump the massive number of steeply discounted shares they're gonna receive by the toxic dump truck full.

http://www.bloomberg.com/news/articles/2015-03-12/josh-sason-made-millions-from-penny-stock-financing

http://www.bloombergview.com/articles/2015-03-12/death-spiral-convertible-financier-has-a-lot-of-fun

https://en.wikipedia.org/wiki/Death_spiral_financing