Thursday, December 01, 2016 8:28:18 AM
TPIV was trying to uplist to NASDAQ for quite some time, but in getting their finances in order, they realized they had to correct an accounting error (IMO) in that the warrants should have been classified as a liability rather than an asset, due to certain clauses in the warrant agreements (disclosed in an 8K 4/10/16). When classified as a liability, the warrants prevented TPIV from meeting NASQ listing requirements, resulting in significantly negative net shareholder equity.
So, they had to get all of the warrant holders to exercise and/or sign up to restructured warrant agreements such that the warrants could be classified as components of equity. They were able to accomplish this restructuring (8-K 8/11/2016 PIPE warrants), but it was clear that the warrant holders had some demands..
1) separate president and CEO positions, which they did in July by changing bylaws and appointing Bonfiglio (8-Ks on 7/15/2016 and 7/19/2016.
2) (IMO) Appoint a CFO, which they did in an 8-K on 8/25/2016 naming Loiacono
3) (IMO) Conditional acceptance of the amended warrant terms by Iroquois if they got a seat on the board: Silverman
All of these shenanigans set back the NASQ uplisting application by 6 months or so, but once these terms were agreed to and implemented, then TPIV began uplisting process: secondary offering, reverse split, uplist.
Corrections/clarifications welcome from all.. best to you!
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