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Re: LivingTheDream post# 29956

Tuesday, 01/21/2014 11:59:22 AM

Tuesday, January 21, 2014 11:59:22 AM

Post# of 59584
I've fought of the urge to do it, but the public can get copies of documents from Nevada for $2 a page via mail, email or fax by filing the following form:
http://www.nvsos.gov/Modules/ShowDocument.aspx?documentid=1915
Looks pretty easy...but I've filed similar requests with NY and been disappointed with the level of detail of the results.

I guess you know this, but for those who don't, all the company's filings ("Entity Actions") with Nevada are listed here:
https://www.nvsilverflume.gov/businessSearch

So you're $10 bucks away for knowing what that filing says and it would sure be interesting to know. There are two strong hints about the subject matter that makes me curious about the details. It says it's an "Action Type: Designation" that involves the "SERIES E PREFERRED".

A Designation is the document that is filed by a company with its state of incorporation that states what rights and privileges (special voting rights, dividends, etc.) are associated with a specific series of stock.
In looking over the NV and SEC filings I didn't see any sign of a Series E Preferred. A Series A Preferred was issued in 2009, but that's all I saw. It was described in the 2009 10-K as follows...the 60 Preferred A shares conferred upon the 4 holders some SERIOUS voting control rights and conversion rights.:
"On December 23, 2009, the Company issued 15 shares each of its authorized Series A Convertible Preferred Stock to Dennis R. Duffy, Janis Okerlund, Esq., Daniel J. Duffy, and Norman J. Francis in consideration of their performance in fiscal 2009 and as an inducement to continue service in 2010. Sixty shares were authorized under the designation of preferences and each shares has a stated value of $1000 USD. Each share of the Series A Preferred Stock has voting rights equal to one percent (1%) of the Company’s outstanding Common Stock as of the record date for any vote of the Company’s Common Stock. Each share of the Series A Preferred Stock is convertible into one percent (1%) of the Company’s outstanding Common Stock as of the date of the notice of conversion. The Series A Preferred Stock does not accrue or be paid any dividends nor does it carry liquidation preferences over the Company’s Common Stock."

I don't know if the Preferred A shares has changed hands between 2009 and now, but according to a recent PR, whoever had them has given them back:
"January 08, 2014 / Team Nations Holding Corp, (a Nevada Corporation) (OTCBB: TEMN), today announced that it has received the entire Series A Preferred shares and the 1 Billion restricted common shares that had been issued to the previous officers of the company. The shares have been delivered back to Clear Trust with the instructions to return to the authorized but unissued status."

I have no idea why anyone would return those shares......they have at least some control value...without some compensation. It would be 100% speculation, but perhaps the Series E preferred was created to replace them.

Here's a link to a filed Certificate of Designation for another company so you can see what they look like:
http://www.sec.gov/Archives/edgar/data/1381105/000121390012007055/f8k121212ex3i_jbi.htm

If and when the company actually fills its promises and becomes current on its filings by the end of the month, they are supposed to include the Series E designation that they filed with Nevada as an Exhibit....we'll see. You might want to hold on to that $10 just in case they actually do that. But just hold the $10...don't hold your breath.

Good luck.

Anyone considering adding to a position that lost 88% last year should consider this:
The bitterness of poor quality remains long after the sweetness of low price is forgotten....Benjamin Franklin