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Re: None

Thursday, 01/08/2015 12:27:44 PM

Thursday, January 08, 2015 12:27:44 PM

Post# of 24355
Stock Selling.. How much is left from this list..

People that know better, cut and paste this list down to actual possible sellers... - Restricted shares as well..

Lets see if we can come up with a number...


Recent Sales of Unregistered Securities


On October 31, 2013, we issued an aggregate 54,900,000 of shares of restricted common stock to employees of our company as compensation for services rendered to us up to October 31, 2013 for discontinued operations.



During the year ending June 30, 2014, the Company issued 9,150,000 shares of common stock (exclusive of the 54,900,000 shares issued in connection with discontinued operations as disclosed in the paragraph above) for current and future consulting services.



During the year ending June 30, 2014, we received the rights to Vantage Health Sensor’s nanotechnology that has been internally developed by Nanobeak, Inc. We issued 7,875,000 shares of common stock with a market value of $630,000 in exchange for the exclusive rights to this technology. In addition, the Company issued 9,030,000 common shares for the conversion of the Parent Company common shares and issued 4,999,998 common stock warrants, exercisable at $0.10 per share and expires in 7 year from the date of issuance.



During the year ending June 30, 2014, the Company issued 24,739,555 shares of common stock for cash net of cash proceeds of $1,956,500. In connection with the sales, the Company paid stock issuance costs of $43,500 and issued an aggregate of 604, 166 common stock as payment for stock issuance costs. In addition, the Company issued 1,000,000 common shares fair valued at $0.11 per shares and recorded as finder’s fees.



During the year ended June 30, 2014, the Company issued 2,000,000 shares of common stock with a fair value of $290,000 for the exchange of an investment in securities with a market value at the trade date of $60,000 (see footnote 3). The Company recorded a loss for the exchange of common stock of $230,000 for the difference in fair value of the marketable security and the fair value of the Company’s common stock issued



On December 31, 2013, we issued to Accent Healthcare Advisors, LLC, a California limited liability company, as compensation for their past and future advisory services for the next several years in the bio-pharmaceutical and healthcare industries, a warrant to purchase up to 25,000,000 shares of our common stock, par value $.01 per share, for a period of seven years at an exercise price of $0.049 per share. The exercise price was calculated based on the prior ten days average closing price per share.



We entered into an agreement with Mr. Rees pursuant to which we agreed to issue to him, in consideration of his services as a member of our board, a warrant to purchase up to 2,000,000 shares of our common stock for a period of five years at an exercise price of $0.05 per share.



On November 27, 2013, we issued 3,875,000 warrants for our common stock as stock based compensation for a three year period, par value $.01 per share, at an exercise price per share equal to $0.05. The warrants are exercisable any time after November 27, 2013 for a period of five years from date of issuance.



On December 10, 2013, we issued 5,000,000 warrants for our common stock as stock based compensation for a three year period, par value $.01 per share, at an exercise price per share equal to the closing price on December 10, 2013 of $0.0478. The warrants are exercisable any time after December 10, 2013 for a period of seven years from date of issuance.



On January 10, 2014 we granted stock warrants for 4,000,000 shares of common stock to an investor at no cost to the investor. These warrants had an expiration date of January 10, 2021, however, they were fully exercised on January 10, 2014 for $200,000 cash.



On April 17, 2014 we granted stock warrants for 1,185,192 shares of common stock in association with a long-term loan at no cost to the lender. These warrants had an expiration date of April 17, 2019, and were valued using the Black Scholes Valuation Model, the stock price at the grant date was $0.09/share, the exercise price is $0.0701/share, the value of the issuance is $106,426.



On May 5, 2014 we granted stock warrants for 705,229 shares of common stock in association with a long-term loan at no cost to the lender. These warrants had an expiration date of May 5, 2019, and were valued using the Black Scholes Valuation Model, the stock price at the grant date was $0.09/share, the exercise price is $0.0589/share, the value of the issuance is $63,468.


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On June 11, 2014 we granted stock warrants for 553,840 shares of common stock in association with a long-term loan at no cost to the lender. These warrants had an expiration date of June 11, 2019, and were valued using the Black Scholes Valuation Model, the stock price at the grant date was $0.1284/share, the exercise price is $0.0750/share, the value of the issuance is $71,110.



On July 15, 2014 we granted stock warrants for 291,494 shares of common stock in association with a long-term loan at no cost to the lender. These warrants had an expiration date of July 15, 2019, and were valued using the Black Scholes Valuation Model, the stock price at the grant date was $0.2446/share, the exercise price is $0.1425/share, the value of the issuance is $71,297.



On August 25, 2014, we issued 2,586,206 common shares of stock when Nanobeak, Inc. converted their holdings into our common stock in a cashless transaction.



NOTE 6 - CONVERTIBLE NOTE PAYABLE



On April 17, 2014, the Company issued a convertible promissory note in the amount of $71,875. The note is due on April 16, 2015 and bears interest at 15% per annum, which was prepaid by the Company and is being amortized over the life of the loan. The loan is secured by shares of the Company’s common stock. The loan becomes convertible 180 days after date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 50% multiplied by the market price, which is the lowest quoted price for the common stock during the 25 trading day period ending on the latest complete trading day prior to the conversion date. During the quarter ended September 30, 2014, the Company has not converted any portion of this note into shares of common stock. The Company elected to prepay the entire term’s interest this payment was capitalized as a prepaid assets and has been amortized over the term of the note, the interest expense related to this loan was $1,541 for the year ending June 30, 2014 and $1,868 for the quarter ending September 30, 2014. As of September 30, 2014 the remaining prepaid interest balance was $4,091.



On April 18, 2014, the Company issued a convertible promissory note in which the Company will be taking tranche payments on pre-defined dates, the total of these payments cannot exceed $650,000. There is an original discount component of 10% per tranche and an additional expense fee of $5,000. Therefore, the funds available to the Company will be $650,000 and the liability (net of interest) will be $750,000 when all disbursements have been received by the Company. Each tranche is accounted for separately with each principal and OID balance becoming due 18 months after receipt. Each tranche bears interest at 8% per annum. The loan is secured by shares of the Company’s common stock. Each portion of the loan becomes convertible 180 days after date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 50% multiplied by the market price, which is the lowest quoted price for the common stock during the 20 trading day period ending on the latest complete trading day prior to the conversion date. During the period ended June 30, 2014, the Company has received three tranche disbursements of $100,000 on April 21, 2014; $50,000 on May 6, 2014; and $50,000 on June 11, 2014.



During the period ended September 30, 2014 the Company receive two additional tranche disbursements of $50,000 on July 15, 2014 and $100,000 on September 30, 2014.

The Company analyzed the conversion options embedded in the Convertible Promissory Notes for derivative accounting consideration under ASC 815, Derivatives and Hedging, and determined that there is not a derivative as the above references convertible notes are not convertible as of September 30, 2014 as they have not reached 180 days from the date of issuance.



NOTE 7 – COMMON STOCK



On August 25, 2014, the Company issued 2,586,206 common shares for the conversion of the Parent Company common shares of stock when a Parent Company shareholder exercised their stock warrant and converted their holdings into Vantage Health common stock in a cashless transaction. The fair value of the common shares is $291,983. The fair value of the common shares is considered to be the excess value from the carry over cost basis of $0 and is recorded as a pass through to additional paid in capital.