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There are plenty or people upset with the way things are being managed. They just have sooooooo much invested in this stock they are afraid to rock the boat and cause the PPS to fall even lower.
Eternal Image has totally let down their shareholders.
No update on Licenses and Revenues are two items that need attention.
They promised to be transparent, and this is what we get.
NOTHING
"The pps has dropped because the MM's are loading up with shares."
The PPS have been falling because NAR has been unloading shares from the financing Clint and crew did. They said they wouldn't sell this low and behold they are.
Probably nothing on the uplist.
As long as it has taken,
The uplist is already included in the PPS.
Large revenues may move the PPS, and I mean large.
I expect several form 4's filed by the company Officers the day of the uplist, if it happens soon. If the uplist doesn't happen soon then the form 4's will be filed before the uplist.
And this part was suppose to be easy. Just formalities. 30 days at the most.
How the BS keeps going.
This story is getting funeraly by the day.
A lot of Dow stocks would gain 100% if the were trading at .015.
This stock is traded on hype not actual revenue numbers.
No comparison what's so ever.
In approx. two years of operation, EI hasn't made enough in Revenue to even pay for salaries. That's SAD.
Soon, some longs will give up and the PPS will be .0060 or lower.
And EI wouldn't have anybody to blame, but themselves.
But, I bet some will say, it's not their fault.
We'll see soon if I'm right.
Check some of my post and see if I've changed my opinions.
This stock will never be what people think it will be. Companies become pinkie's to raise money for their company.
They are not here to make shareholders wealthy. Unless your flipping the stock.
EI has about come to their end with BSing the shareholders.
They said they wouldn't sell this low and they are.
NAR said they wouldn't sell this low and they are.
EI said the PPS would be .50 at the end of 2008, quess what?
Way to much BS going on here.
With all the sells in the past week or so, you'd think EI would update the shareholders or what is going on.
That's if they cared about the shareholders.
Actions speak, don't they.
IMO...NAR probably has approx. 15-20 million left to sell, that's if this is them selling.
If Eternal Image cares anything about their shareholders they need to put out a PR NOW. If they don't the PPS will fall below .01. NAR doesn't care where it sells at.
No news is bad news
A this point in the game only Great Revenue numbers will spike the PPS.
For the last 2 plus years, the PPS where mainly driven by hype.
People have been waiting for the uplisting to happen and here we set waiting. What's happening EI? We deserve answers.
NAR even got tried of waiting, and now they're selling.
Even some/all of the insiders got tired of waiting. ie, Clint, JP, Nick and Donna, they've sold some.
Normally when shareholders see Officers buy, they buy. When they see them sell, they sell. Not a good sign, when they sell.
Doesn't do much for the confidence that the shareholders might have had.
WTF is happening.
You PR'd a fantastic month in Nov. I think. That was it, nothing more.
No, I do know what's going on.
NAR said they wouldn't sell, then we find out with one of the latest filings they are. Then the company said they wouldn't sell then we find out they are selling also.
Way too many large blocks of shares being sold at any price, for this not to be occurring.
We might have some shorting, but not all of it.
Yesterday Buy/sells
Sells.... 852,227
Buys..... 125,000
Today:
Sells.... 425,000
Buys..... 11,500
IMO, NAR doens't care where it sells.
Great Toxic Financing there Clint.
Shareholders wanted to thank you for doing such a great job.
I wouldn't doubt we see another filing after close today.
One filing on the 6th of Feb. (Friday)
5 filings on the 13th of Feb. (Friday)
852,227 sells vs 125,000 buys
Sad to say the least.
TOXIC financing. NAR
Good job Clint.
You sure know how to take care of the shareholders.
Uplisting any day and the PPS go south.
Yea I knew it. Why did they file this today?
The Company now has authorized 800,000,000 shares of capital stock, of which 750,000,000 are authorized as common stock and 50,000,000 as preferred stock
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION,
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 12, 2009
ETERNAL IMAGE, INC.
(Exact name of registrant as specified in its charter)
Delaware
000-18889
20-4433227
(State or other jurisdiction of incorporation)
(Commission file number)
(IRS Employer Identification No.)
28800 Orchard Lake Road, Suite 130, Farmington, MI
FFFarmington Hills, MI
48334
(Address of principal executive offices)
(Zip Code)
Registrants’ telephone number including area code: (248) 932-3333
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
--------------------------------------------------------------------------------
Section 3 — Securities and Trading Markets
Item 3.03 Material Modifications to Rights of Security Holders
See the disclosure set forth in Item 5.03 (b), below.
Section 5 — Corporate Governance and Management
Item 5.01 Changes in Control of Registrant
See the disclosure set forth in Item 5.03 (b), below.
Item 5.03
Item 5.03
Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year.
(a)
On February 12, 2009, the Company amended its certificate of incorporation by filing a Certificate of Amendment of its Certificate of Incorporation (the “Certificate of Amendment”) reflecting an increase in the authorized shares of the Company’s capital stock, an increase in the authorized common shares of the Company and a decrease in the authorized preferred shares of the Company. This amendment was approved by the majority consent of the Company’s shareholders on January 14, 2009. The Company now has authorized 800,000,000 shares of capital stock, of which 750,000,000 are authorized as common stock and 50,000,000 as preferred stock. The Articles of Incorporation, which were effective as of February 12, 2009, are attached to this Form 8-K as Exhibit 3.1.
(b) On February 12, 2009, the Company amended its certificate of incorporation by filing a Certificate of Designation of Voting Non-Convertible Preferred Stock of Eternal Image, Inc. (the “Certificate of Designation”). As a result, the holder of the Company’s common stock became subject to the rights and preferences of this series of preferred stock. The filing of this Certificate of Designation was approved and authorized by the Company’s Board of Directors on February 12, 2009. A copy of the Company’s Certificate of Designations which was effective on February 12, 2009, is attached as Exhibit 3.2 to this report, and the following summary of rights and preferences is qualified in all respects by the text of the Certificate of Designation, which is incorporated by reference in this Item 3.02.
l
There are not conversion rights attached to Voting Non-Convertible Preferred Stock of Eternal Image, Inc.
l
The holders of Voting Non-Convertible Preferred Stock are entitled to dividends on the basis of one share of Voting Non-Convertible Preferred Stock equals 10 shares of Common Stock.
l
Upon any liquidation, dissolution or winding up of the Corporation, the holder of shares of Voting Non-Convertible Preferred Stock shall be entitled to receive an aggregate distribution amount per share, subject to the provision for adjustment hereinafter set forth, equal to 10 times the aggregate amount to be distributed per share to holders of shares of Common Stock
l
The holder of one share of the Voting Non-Convertible Preferred Stock shall have voting rights on all matters presented to shareholder equal to 10 shares of common stock.
All 50,000,000 shares of Voting Non-Convertible Preferred Stock are issued and outstanding and held by the Company’s Chief Executive Officer and Chairman of the Board of Directors, Clint Mytych. The aforementioned super voting rights have been designated to Mr. Mytych’s preferred stock in an attempt to restore his control position as it existed prior to the occurrence of events reported in the Company’s Current Report on Form 8-K filed on January 16, 2009 and incorporated by reference herein.
The above descriptions of the Certificate of Amendment and the Certificate of Designation are summaries and are not complete. Reference is made to the Certificate of Amendment and Certificate of Designation which are filed as Exhibit 3.1 and 3.2, respectively, to this Form 8-K.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are attached with this report on Form 8-K:
3.1
3.2
Certificate of Amendment of Certificate of Incorporation of Eternal Image, Inc. (filed copy)
Certificate of Designation of Voting Non-Convertible Preferred Stock of Eternal Image, Inc. (filed copy)
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.
ETERNAL IMAGE, INC.
Date: February 19, 2009
By: /s/ Clint Mytych
Clint Mytych
Chief Executive Officer and Chairman
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION,
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 12, 2009
ETERNAL IMAGE, INC.
(Exact name of registrant as specified in its charter)
Delaware
000-18889
20-4433227
(State or other jurisdiction of incorporation)
(Commission file number)
(IRS Employer Identification No.)
28800 Orchard Lake Road, Suite 130, Farmington, MI
FFFarmington Hills, MI
48334
(Address of principal executive offices)
(Zip Code)
Registrants’ telephone number including area code: (248) 932-3333
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
--------------------------------------------------------------------------------
Section 3 — Securities and Trading Markets
Item 3.03 Material Modifications to Rights of Security Holders
See the disclosure set forth in Item 5.03 (b), below.
Section 5 — Corporate Governance and Management
Item 5.01 Changes in Control of Registrant
See the disclosure set forth in Item 5.03 (b), below.
Item 5.03
Item 5.03
Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year.
(a)
On February 12, 2009, the Company amended its certificate of incorporation by filing a Certificate of Amendment of its Certificate of Incorporation (the “Certificate of Amendment”) reflecting an increase in the authorized shares of the Company’s capital stock, an increase in the authorized common shares of the Company and a decrease in the authorized preferred shares of the Company. This amendment was approved by the majority consent of the Company’s shareholders on January 14, 2009. The Company now has authorized 800,000,000 shares of capital stock, of which 750,000,000 are authorized as common stock and 50,000,000 as preferred stock. The Articles of Incorporation, which were effective as of February 12, 2009, are attached to this Form 8-K as Exhibit 3.1.
(b) On February 12, 2009, the Company amended its certificate of incorporation by filing a Certificate of Designation of Voting Non-Convertible Preferred Stock of Eternal Image, Inc. (the “Certificate of Designation”). As a result, the holder of the Company’s common stock became subject to the rights and preferences of this series of preferred stock. The filing of this Certificate of Designation was approved and authorized by the Company’s Board of Directors on February 12, 2009. A copy of the Company’s Certificate of Designations which was effective on February 12, 2009, is attached as Exhibit 3.2 to this report, and the following summary of rights and preferences is qualified in all respects by the text of the Certificate of Designation, which is incorporated by reference in this Item 3.02.
l
There are not conversion rights attached to Voting Non-Convertible Preferred Stock of Eternal Image, Inc.
l
The holders of Voting Non-Convertible Preferred Stock are entitled to dividends on the basis of one share of Voting Non-Convertible Preferred Stock equals 10 shares of Common Stock.
l
Upon any liquidation, dissolution or winding up of the Corporation, the holder of shares of Voting Non-Convertible Preferred Stock shall be entitled to receive an aggregate distribution amount per share, subject to the provision for adjustment hereinafter set forth, equal to 10 times the aggregate amount to be distributed per share to holders of shares of Common Stock
l
The holder of one share of the Voting Non-Convertible Preferred Stock shall have voting rights on all matters presented to shareholder equal to 10 shares of common stock.
All 50,000,000 shares of Voting Non-Convertible Preferred Stock are issued and outstanding and held by the Company’s Chief Executive Officer and Chairman of the Board of Directors, Clint Mytych. The aforementioned super voting rights have been designated to Mr. Mytych’s preferred stock in an attempt to restore his control position as it existed prior to the occurrence of events reported in the Company’s Current Report on Form 8-K filed on January 16, 2009 and incorporated by reference herein.
The above descriptions of the Certificate of Amendment and the Certificate of Designation are summaries and are not complete. Reference is made to the Certificate of Amendment and Certificate of Designation which are filed as Exhibit 3.1 and 3.2, respectively, to this Form 8-K.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are attached with this report on Form 8-K:
3.1
3.2
Certificate of Amendment of Certificate of Incorporation of Eternal Image, Inc. (filed copy)
Certificate of Designation of Voting Non-Convertible Preferred Stock of Eternal Image, Inc. (filed copy)
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.
ETERNAL IMAGE, INC.
Date: February 19, 2009
By: /s/ Clint Mytych
Clint Mytych
Chief Executive Officer and Chairman
MM's were trying to move this up but for 1 hour there was no interest in the ask at .019, so they moved the ask down .0185.
They are there to make a market.
A PR with some exciting news might spark some interest for a short term.
25,000 in buys -vs- 160,000 in sells doesn't move the PPS up.
" I feel they want us happy..."
The only reason they would want us happy is so we'd stick around so they'd have money to spend on the company. Revenue is not enough to take care of bills and other expenses.
Example of there not being enough revenue is that Loan Shark loan of $54,000 at 38% interest.
Donna needed some spending money.
Nick and Clint needed to make them a little money. Their EI shares were just sitting around collecting dust.
So they sold some shares that had been given to them and then loaned that money back to EI, charging EI 10% interest.
They figured 10% was better then 0%.
Well, it seems the end is near.
Excitement of the uplisting occuring has been high for the past two years and now Nothing.
Did the company Die?
It seems they did or at least the excitement did.
.0125 seems to be near.
Unbelievable to say the least.
Count me in.
Do you wanna bet?
They are up to their old ways.
They are at it again.
They sell 975,000 shares each at .01 and make $9750.00 each.
Which they said they wouldn't do, especially below .02
Then turn right around and loan the company money and charges interest.
Donna sells 975,000 and keeps her's.
SECTION 2 – FINANCIAL INFORMATION
ITEM 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registered.
On February 12, 2009, Eternal Image, Inc. (the “Company”) borrowed $6,900 and $6,130 from Wallace Popravsky and Clint Mytych, respectively. Mr. Popravsky is the Company’s Vice President of Sales and Marketing and a Director; Mr. Mytych is the Company’s Chief Executive Officer, President and Chairman of the Board. The loan documents include one 30 day promissory note for each loan. The principal provisions of the loan documents include:
The Popravsky Promissory Note
Date: February 12, 2009
Principal: $6,900.00
Term: 30 days
Interest Rate: 10% compounded annually
Lender: Wallace Popravsky
Borrower: Eternal Image, Inc.
Security: None
Additional Consideration: None
The Mytych Note
Date: February 12, 2009
Principal: $6,130.00
Term: 30 days
Interest Rate: 10% compounded annually
Lender: Clint Mytych
Borrower: Eternal Image, Inc.
Security: None
Additional Consideration: None
The executed Popravsky and Mytych Promissory Notes are attached hereto as exhibits 10.1and 10.2, respectively, and incorporated by reference.
You must be new here. Stick around and you'll see things that will blow your socks off.
You haven't seen nothing yet.
Bonuses, when your not making money.
Car allowances of $2,000 per. month for each officer.
They could of saved the $2,ooo and have $72,000 free and clear in just one year.
And it wouldn't have cost them 38% interest.
When you start out you don't spend like there's no tomorrow.
I'll stop here.
Unless you want me to continue.
No wonder the PPS fell. Faith only goes a certain distance.
Just think if people didn't sell, where would the PPS would be at?
Sounds like a racket we need to get into.
LOL,
These officers at EI are getting compensated like some on Wall Street.
Day in Day out, excuses are made for EI.
Do you think the PPS are here, just for the heck of it.
NAR selling and that sorry 38% percent interest
rate for that $54,000 shark loan they got.
That's why the PPS are at around .0175.
.0125 getting closer.
Good job Clint.
Who said the .0195 gap needed to be filled.
It looks like NAR has been busy today.
I guess they found their target price.
Isn't toxic financing great.
Good job Clint.
What's next?
We can buy and buy and the PPS go down.
You don't think they've taken several here hostage?
A person that invested 2 years ago is down 75%.
This whole uplisting process has taken several investors hostage. They have to hold on to the shares or loss big time on their investment.
Everytime a big event happens or is about to happen, EI screws it up.
Whether it's adding to the A/S, paying 35% for a damn loan or giving false Revenue projections or giving themselves bonuses.
What's next?
It's about time for Clint to reward the shareholders.
I wonder if Clint would be upset if the shareholders pushed the PPS down to .0125 and kepted it there for 3 days?
If that happened he'd have to add another 12.5 million shares of EI stock to that $54,000 thousand (Shark) loan.
Do you think he'd get the message that we are upset?
GOOD, I hope he does.
How about doing something for the shareholders CLINT.
Put out some PR's with some serious MEAT to them.
ie, "REVENUE"
Maybe explain what that $54,000 is for.
ie, NFL contract maybe.
I never believed that statement. They have a long way to go before that happens.
"So what, I do it all the time when I need cash.
Then I pay the high interest loan off before the interest takes effect and transfer/payoff the balance to a 0% credit card.
Most 0% credit cards / loans don't let you get actual cash for 0% its more like 30% interest for cash advances."
--------------------------------------------------------
Sounds good but that will not save much money here. They may save on the interest rate.
But, they still lose the 900,000 shares.
Maybe they already owe all their friends money and there isn't any left.
Wasn't the reason they increased the A/S was to pay off the approx. $955,000 they already owed their friends and business associates?
Note Holder
Note Date
Due Date
Principal Amount
W. Browne
12/21/2006
12/31/2008
$50,000.00*
N. Popravsky, Sr.
1/30/2008
12/31/2008
$14,500.00
B. LeRea
1/5/2008
12/31/2008
$5,000.00
D. Block
5/27/2008
12/31/2008
$100,000.00
S. Stolz
6/10/2008
12/31/2008
$10,000.00
D. MacKool
6/10/2008
12/31/2008
$15,000.00
D. Boggs
6/9/2008
12/31/2008
$50,000.00
A. Fisher
6/10/2008
12/31/2008
$20,000.00
R. Mizrahi
6/10/2008
12/31/2008
$15,000.00
J. Howkins
7/11/2008
12/31/2008
$60,000.00
D. Richard
8/7/2008
12/31/2008
$20,000.00
D. Richard
8/22/2008
12/31/2008
$70,000.00
D. Hough
9/15/2008
12/31/2008
$7,500.00
R. Reiner
8/19/2008
12/31/2008
$10,000.00
N. Pirro
9/29/2008
12/29/2008
$8,250.00
E. Shatter
10/10/2008
01/10/2009
$2,500.00
Music Living Trust
11/11/2008
2/11/2009
$5,000.00
Emerald Assets
9/3/2008
12/31/2008
$50,000.00
Coastal Investments
3/18/2008
12/31/2008
$250,000.00
D. Shatter
5/8/2008
5/1/2009
$26,611.36
C. Mytych
5/8/2008
5/1/2009
$22,072.45
J. Parliament
9/13/2008
12/31/2008
$14,842.22
J. Parliament
11/15/2008
02/15/2009
$18,000
North Atlantic
6/1/2008
12/31/2008
$100,000.00
Nicholas Popravsky, Jr.
11/24/2008
02/24/2009
$1,000
Robin Martindale
06/18/2008
12/31/2008
$10,000
Total
$955,276,03
http://idea.sec.gov/Archives/edgar/data/868756/000105291808000473/eternalimages1adec1808f.htm
Isn't the escrow agent EI's attorney.
I hope not.
Not very good terms in my opinion
After reading the filing again only the 900,000 is restricted not Clints 12.5 shares.
Also, if the PPS fall to .0125 for three straight consecutive business days, EI will have to increase the calaterial by another 12.5 million of their common stock.
"Rather this, than 10mil dumped on us ANYDAY!!!! "
That's for sure.
Have a great weekend.