Solar Energy Initiatives Inc (SNRY)

[Bucks4Buckeyes]

Trying to see how this news affects us at SNRY.

http://www.sec.gov/Archives/edgar/data/1421665/000101968711003241/solarenergy_8k.htm

On May 25, 2011 and July 8, 2011, Solar Energy Initiatives, Inc. (the “Company”) entered into two Securities Purchase Agreements with Asher Enterprises, Inc. ("Asher"), for the sale of two 8% convertible notes each in the principal amount of $32,500 (the "Notes"). The Notes bear interest at the rate of 8% per annum. The Notes were convertible into common stock, at Asher’s option, at a 39% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion.

On October 17, 2011, the Company entered into two Amendments to the Notes with Asher, pursuant to which the discount of the conversion price was increased to 65% of the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion.

The Company claims an exemption from the registration requirements of the Securities Act of 1933, as amended (the "Act") for the private placement of these securities pursuant to Section 4(2) of the Act and/or Regulation D promulgated there under since, among other things, the transaction did not involve a public offering, Asher is an accredited investor, Asher had access to information about the Company and their investment, Asher took the securities for investment and not resale, and the Company took appropriate measures to restrict the transfer of the securities.

This is a final closing on what was reported in most recent quarterly. The closing was in advance of the maturity date of November 2011.

http://www.sec.gov/Archives/edgar/data/1421665/000101376211001778/form10q.htm

On October 26, 2010, the Company entered into a Securities Purchase Agreement with Asher Enterprises, Inc. ("Asher"), for the sale of an 8% convertible note in the principal amount of $40,000 (the "Note"). The financing closed on October 26, 2010.

The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on July 28, 2011. The Note is convertible into common stock, at Asher’s option, at a 39% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. The Note contains a prepayment option whereby the Company may make a payment to Asher equal to 150% of all amounts owed under the Note during the 90 day period beginning on the date of issuance of the Note and expiring on the 90 date anniversary.

Asher has agreed to restrict its ability to convert the Note and receive shares of common stock such that the number of shares of common stock held by them in the aggregate and their affiliates after such conversion or exercise does not exceed 4.99% of the then issued and outstanding shares of common stock. The total gross proceeds the Company received from this Offering on October 26, 2010 was $40,000.

The Company claims an exemption from the registration requirements of the Securities Act of 1933, as amended (the "Act") for the private placement of these securities pursuant to Section 4(2) of the Act and/or Regulation D promulgated there under since, among other things, the transaction did not involve a public offering, Asher is an accredited investor, Asher had access to information about the Company and their investment, Asher took the securities for investment and not resale, and the Company took appropriate measures to restrict the transfer of the securities.

During May, 2011, the Company entered into a Securities Purchase Agreement with Asher Enterprises, Inc. ("Asher"), for the sale of an 8% convertible note in the principal amount of $35,000 (the "Note"). The financing closed in June, 2011.

The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid by November, 2011. The Note is convertible into common stock, at Asher’s option, at a 39% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. The Note contains a prepayment option whereby the Company may make a payment to Asher equal to 150% of all amounts owed under the Note during the 90 day period beginning on the date of issuance of the Note and expiring on the 90 date anniversary.

Asher has agreed to restrict its ability to convert the Note and receive shares of common stock such that the number of shares of common stock held by them in the aggregate and their affiliates after such conversion or exercise does not exceed 4.99% of the then issued and outstanding shares of common stock. The total net proceeds the Company received from this Offering in June , 2011 was $32,500.

3 Lowest close in 10-days before May 25 averages .00203



39% discount of receiving $32,500 worth of shares would be 26.2 M shares.
65% discount of receiving $32,500 worth of shares is 45.8 M shares.

3 Lowest close in 10-days before July 8 averages .00263



39% discount of $32,500 worth of shares would be 20.3 M shares
65% discount of $32,500 worth of shares is 35.3 M shares.

Archer just settled this week to be paid 81.1 M shares of common stock, rather than receiving 46.5 M shares of common stock.

Bad Side
1. They now have 34.6 M more shares of common stock of the company than they would have.
2. All is unrestricted and can enter at any time
3. It could tank any stock in a day

Good Side
1. This is the last outstanding transaction that SNRY needs to make in order for the R/M to be able to be effected, IMO.
2. They know a lot more about the company than we do (maybe...lol) and have great confidence to finalize this deal.
3. Many debt-holders during a R/M receive preferred shares in the new company - this could be the "investment" that Archer is looking for.
4. They clearly stated they were not intending to sell these shares.

Good things could be around the corner. Earnings season is upon us.

All The Best