Logiq Inc (LGIQ)

[powerbattles]

(((With STOA: Private Placement of Restricted Securities.)))
Share not actually being diluted they are being transferred. It's all part of PRIVATE PLACEMENT. Full details reported in the last 2Q. bellow.

From April 9, 2013 through July 31, 2013, $507,761 in principal pursuant to convertible debenture notes was converted by note holders into 489,274,737 shares of the Company’s common stock. We believe that the issuances were exempt from registration under Regulation S and/or Section 4(2) under the Securities Act as the securities were issued without involving a public offering and Regulation D promulgated thereunder.

This rule is applied to them (in Rule 506) a "safe harbor" under §4(2) of the '33 Act which says that non-public offerings are exempt from the registration requirement). In other words, if an issuer complies with the requirements of Rule 506, they can rest assured that their offering is "non-public," and thus that it is exempt from registration.

http://en.wikipedia.org/wiki/Regulation_D_%28SEC%29

Quote: Under Regulation S and/or Section 4(2

1) All sales within a certain time period that are part of the same Reg D offering must be "integrated", meaning they must be treated as one offering.
(2) Information and disclosures must be provided
(3) there mustbe no "general solicitation"
(4) The securities being sold contain restrictions on their resale

Here are the answers to the statements above:

1 - All dilution at this time is part of the reg D offering.

2 - The TA must be ungagged. "All of the offerees have access to meaningful current information concerning the issuer".

3 - No news allow. "In this connection, a private placement cannot be the subject of advertising, general promotional seminars or public meetings in connection with the offering".

4 - Private placement contain 2 years restriction. "Purchasers in a private placement must acquire the securities for investment and not for the purpose of further distribution".

To understand more on Regulation D or the requirements of Section 4(2) of the 1933 Act (the private placement exemption)
http://www.seclaw.com/docs/pplace.htm

Now this explains why we see all 10 to 60 million block transfers going through.

One more new note:

From April 1, 2013 they enter CD notes in the amount $202,500

The average share transfer was up to 60 million per week. Because pursuant to Rule 462(c) Maximum rate permitted is more than 9.9% of the outstanding shares.

Every 3 days I have received a new update of the current o/s from TA. It has been almost 3 weeks that the O/S has remained the same!

As of today: The current issued and outstanding is 846,065,865.

489,274,737 shares are restricted plus a hundred million from the new note above are not reported yet. The float could be in few hundred millions for triple sub is very rare to find!

Other notes:

Expecting great third quarter in early Oct.
Should show very good net profits. First quarter show net profits then they lost a little on second quarter because they used the money for up grades in production line & that should convert into more revenues for third quarter report.

Third quarter! I'm expecting increase in revenues and bottom line net profits.

All statements above are for info DD and are based on my opinion only.