looks like someone is trying to pump this and get their money out today before its lights out here.
On December 7, 2011, Nexaira, Inc., (“Nexaira”) a wholly owned subsidiary of our company, received a letter from a secured lender, Centurion Credit Funding LLC (“Centurion”) advising us that Nexaira is in default for failing to make a payment when due. The total amount past due of $375,009.71 consists of $336,256.25 in principal and $38,753.46 in interest. The notice provided Nexaira with the opportunity to resolve the default by December 12, 2011. At this point, we are in forebearance agreement discussions with Centurion and are attempting to obtain a rescission of the default notice by providing Centurion with a partial payment and re-negotiating an extension of the maturity date. There is no guarantee that Centurion and Nexaira will be able to resolve this matter in a timely manner. The repayment of the past due amount will be contingent upon our company’s ability to raise working capital to satisfy this obligation.
In a separate agreement, our company is in discussions with another lender, GEMINI MASTER FUND, LTD., the holder of a certain 10% Convertible Note in the original principal amount of $400,000.00, $50,000 of which has been converted. Forebearance agreement discussions with Gemini Master Fund, Ltd. are taking place whereby it is contemplated that the original Convertible Note will be exchanged for a new 10% secured Note that will be due January 31, 2012. There is no guarantee that GEMINI MASTER FUND, LTD. and our company will be able to resolve this matter in a timely manner. The repayment of the past due amount will be contingent upon our company’s ability to raise working capital to satisfy this obligation.
At this time, our company has engaged Reedland Capital Partners LLC, an Institutional Division of Financial West Group, to assist management in exploring a number of options available to it to address and restructure its past and on-going financial obligations. While management has been and continues to be in negotiations and discussions with its lenders and strategic investors, management has been maintaining minimal operations to reduce operating costs and liabilities.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
NEXAIRA WIRELESS INC.
By: “Mark Sampson”
Name: Mark Sampson
Title: Chief Executive Officer
Dated: December 30, 2011
2
