ProGreen US Inc. (fka PGUS)

[MoneyForNuthin]

Form D - Let's get this straight. A Form D is nothing more than a technical filing when unregistered shares MAY be "sold" (in this case, they are NOT). This is NOT happening!

Everyone just read the latest blog post:

Company Update

March 25, 2017

Development of the farming operation is progressing smoothly, and Contel will soon have the chile pepper plants in the ground.

On the real estate side, Alejandro has used a drone for aerial photography of the Cielo Mar development site. We hope to have a video prepared in time for the Cielo Mar website launch, and will add it to the site as soon as completed. Contel shared in the use of the drone for also recording video of the Arenoso farm land, and we will post it on the agriculture project page when editing is finished.

As noted in the Subsequent Events in this week’s 10-Q filing, we are continuing to use alternative financing for funding the early stage of our projects. We see these notes as bridge financing. While we do have the $5M equity line through Tangiers Global available, we do not feel it suitable to draw on at this time. The terms are better for the new notes, as they do not include incentive shares or warrants. Our intention is to pay off all notes in cash, as we did with the Tangiers note in January and the Hopple note earlier this month, in order to avoid conversion.

The majority of our expenditures are going into the agriculture operations, much of this being initial infrastructure “one-time” costs (e.g. irrigation, fencing/installation, machinery), all of which will go on our books as receivables that will be paid back to ProGreen out of revenue from the harvest before profits. Most of the expenditure will be finished once the planting of the chile peppers is completed, and revenues will start in July with the first harvest.

A preview of the home page for the Cielo Mar website is now live at CieloMarBaja.com. We’ll be announcing the launch of the site next week. It will then include details of the first offer for reservations of single family lots at Cielo Mar.

Have a great weekend

Jan is "bridging" with these notes - the two Hopple notes prior to the Q, and the 3 notes referenced in the Subsequent Events. He's made it pretty damn clear here that he has NO intention of letting ANY of these notes convert.

The Form D is late (past due after 15 days from the Sept 13 first Hopple note), though it's often (pretty typical) not even filed. Almost nothing but a formality. The statements are made in that filing AS IF the shares would be "sold" IF the notes were to convert - but they are NOT being converted. There are a total of 5 notes, each about $100K - first one already paid off in cash, and Jan spelled it out in the blog update that they will all be paid off in cash.

THE COMPANY IS NOT SELLING SHARES! Sorry to disappoint any/all who may be hoping this cheap buying spree is going to continue indefinitely, but the facts need to come out here. The ONLY shares being put up on the ask are retailers: 1) those who are taking advantage of a big misconception here, trying to flip; 2) those being TAKEN ADVANTAGE of because they THINK the company may be selling some shares; or 3) those who need a little bit of cash.