When you can't pay your bills. This is what you do.....Dilution and BAD NEWS!
em 2. Unregistered Sales of Equity Securities and Use of Proceeds
In January 2013, we issued 10,000 shares of our common stock to one of our attorneys for $10,000 in legal services rendered.
On February 4, 2013, we issued 390,394 shares of our common stock in lieu of past rents due to our landlord totaling $157,903 and for future rents due for the period of February 1, 2013 until November 30, 2013 of $90,889. Concurrently with the issuance of our common stock in return for past and future rents due, we issued our landlord a warrant to purchase 600,000 shares of common stock at $1.00 per share. The warrants vested immediately, and have a one-year term.
On May 21, we issued 166,667 shares of the Company’s common stock for a strategic advisory agreement with Sunrise Financial Group, Inc. Additionally, as part of this agreement we issued a warrant to purchase 640,351 shares of common stock at $.73 per share, with a five year term.
On July 31, 2013, the Company sold pursuant to a Securities Purchase Agreement an aggregate of 4,420,000 shares of its common stock, par value $.002 per share and five-year warrants, which vested in full upon issuance, to purchase a total of 2,210,000 additional shares of Common Stock at a purchase price of $0.30 per share to 12 institutional and private investors for a total of $1,105,000 in gross proceeds from the sales. On August 8, 2013, the Company sold pursuant to a Securities Purchase Agreement an aggregate of 600,000 shares of its common stock, par value $.002 per share and five-year warrants, which vested in full upon issuance, to purchase a total of 300,000 additional shares of common stock at a purchase price of $0.30 per share for a total of $150,000 in gross proceeds.
The securities sold in the above-referenced transactions have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. We have not undertaken any obligation to register such shares.
