US Stem Cell Inc (USRM)

[Dragon Lady]

Quote, "They're going to run this hard IMO"

THEY WHO? Who is "they"??

The only thing gaming this thing right now IMO- is that the dilution MM's have let their finger off the crusher button for a few "breather days" just as they've done many, many, many times just since even late 2014.

There's a continual flow of toxic, convertible debt deals that will all be coming due in the coming months- I don't believe for a second those hedge fund boys are done selling the "tranches" and ratchets on this one, not a chance IMO.

And then there's Magna, who BHRT is going to be "tapping" continually for survival cash. Magna's not just gonna disappear and let up off their sell-side either IMO. Magna is already holding 10's of million of shares of this from their debt deals, unless that was Magna already dumping and crushing in these past few weeks. But every time BHRT goes back to the Magna cash trough on that $3 million credit-line product, Magna will crush the price IMO. That's Magna's known method of operation, it's well known and documented "on the street".

http://www.bloomberg.com/news/articles/2015-03-12/josh-sason-made-millions-from-penny-stock-financing

http://www.sec.gov/answers/convertibles.htm

Just in Jan, Feb and early March of 2015, BHRT did qty-3 more toxic, floorless, convertible debt deals. Those guys haven't even converted yet IMO, no way. They're coming due down the road here a tad.

They also, just in Jan, Feb and early March of 2015 issued out over 65 MILLION pure dilution shares (many at like .0035 cents each) - to pay the bills. 65 MILLION shares of pure dilution in less than the first 3 months already of 2015. This dilution crushed ain't over yet IMO, not a chance. This is just MM's gaming this thing- like they always do IMO.

Latest filed 10-K, PAGE F-34:

"Subsequent stock issuances

In January 2015, the Company issued 4,783,568 shares of its common stock in settlement for services, provided 14,299,567 shares of its common stock in settlement of $49,500 of outstanding convertible notes payable, and $2,981 accrued interest and 2,096,450 shares of its common stock for net proceeds of $16,118 from equity drawdown under the Magna Purchase Agreement.

In February 2015, the Company sold an aggregate of 1,443,656 shares of its common stock for net proceeds of $16,270. In connection with the stock sale, the Company issued an aggregate of 1,443,656 warrants to purchase the Company’s common stock for five years at $0.01127 per share. In addition, the Company issued 20,219,367 shares of its common stock in settlement of $132,500 of outstanding convertible notes payable and $2,520 accrued interest and 16,556,976 shares of its common stock for net proceeds of $135,645 from equity drawdown under the Magna Purchase Agreement.

In March 2015, the Company issued 6,185,432 shares of its common stock in settlement of $25,000 of outstanding convertible notes payable and $1,226 accrued interest. In addition, the Company issued 635,357 shares of its common stock as true up shares relating to the February 2015 equity drawdown under the Magna Purchase Agreement."

F-34:

"Subsequent financing

On January 7, 2015, the Company entered into a Securities Purchase Agreement with KBM Worldwide, Inc. (“KBM”), for the sale of an 8% convertible note in the principal amount of $38,000 (the “Note”).

The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on October 9, 2015. The Note is convertible into common stock, at KBM’s option, at a 45% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal, interest and any other amounts owing multiplied by (i) 140% if prepaid during the period commencing on the closing date through 179 days thereafter. After the expiration of 180 days following the date of the Note, the Company has no right of prepayment.

On January 28, 2015, the Company entered into a Securities Purchase Agreement with Fourth Man, LLC., for the sale of an 9.5% convertible note in the principal amount of $25,000 (the “Note”).

The Note bears interest at the rate of 9.5% per annum. All interest and principal must be repaid on January 27, 2016. The Note is convertible into common stock, at Asher’s option, at a 47% discount to the lowest daily closing trading price of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal at 150%, interest and any other amounts.

On February 19, 2015, the Company entered into a Securities Purchase Agreement with Vis Vires Group, Inc. (“VIS”), for the sale of an 8% convertible note in the principal amount of $38,000 (the “Note”).

The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on November 23, 2015. The Note is convertible into common stock, at VIS’s option, at a 45% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. In the event the Company prepays the Note in full, the Company is required to pay off all principal, interest and any other amounts owing multiplied by (i) 140% if prepaid during the period commencing on the closing date through 179 days thereafter. After the expiration of 180 days following the date of the Note, the Company has no right of prepayment."

OTHER TOXIC NOTES "coming due" meaning they will get converted to pure, free trading, dilution shares:

PAGE F-17:

Asher notes:

"The Asher Notes bear interest at the rate of 8% per annum. As of December 31, 2014, all interest and principal must be repaid nine months from the issuance date, with the last note being due August 12, 2015. The Notes are convertible into common stock, at Asher’s option, at a 45% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion."

"The remaining principle balance as of December 31, 2014 was $151,000."

Fourth Man notes:

"The Notes bears interest at the rate of 8% to 9.5% per annum. As of the year ended December 31, 2014, all interest and principal must be repaid one year from the issuance date, with the last note being due August 28, 2015. The Notes are convertible into common stock, at Fourth Man’s option, at a 47% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. "

"The remaining principle balance as of December 31, 2014 was $75,000."

Daniel James Management notes:

"The Daniel Notes bear interest at the rate of 8% to 9.5% per annum. As of the year ended December 31, 2014, all interest and principal must be repaid one year from the issuance date, with the last note being due November 30, 2015. The Daniel Notes are convertible into common stock, at holder’s option, at a 47% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. "

"The remaining principle balance as of December 31, 2014 was $75,000."

The Magna note: (PAGE F-19)

"Magna Capital Group

2014 Notes

During the year ended December 31, 2014, the Company entered into a Securities Purchase Agreement with Magna Capital Group (“Magna”) for the sale of a convertible note in aggregate principal amount of $307,500 (the “Magna Note”) "

"The Convertible Note matures on August 7, 2015 and, in addition to the approximately 33.33% original issue discount, accrues interest at the rate of 12% per year. The Convertible Note is convertible at any time, in whole or in part, at Magna’s option into shares of Company common stock at a fixed conversion price of $0.01035 per share, subject to adjustment pursuant to the “full ratchet” and standard anti-dilution provisions contained in the Convertible Note."

"The remaining principle balance as of December 31, 2014 was $205,000."

They got toxic, convertible, steeply discounted "notes" due all over the place in the coming months, AND, they keep adding more toxic notes, essentially monthly, THREE of them being added in just Q1 2015. And while all these toxic-soup of "notes" are in the mix and coming due eventually, they got MAGNA in the mix now, tapping MAGNA in on-going "draw downs" on the credit line facility. Who knows how often they will tap Magna, but they wasted no time in early 2015 already tapping that credit line in "draw" of like $135K at a pop. The Magna prospectus statement said BHRT intends to use it all, all $3 million (if they can even get that much off of it as the share price declines)- but they intend, per their own SEC filed wording, to use as much of that $3 million Magna line as possible. Magna, the notorious share price crusher.

http://www.bloomberg.com/news/articles/2015-03-12/josh-sason-made-millions-from-penny-stock-financing

This dilution machine ain't over yet by any stretch IMO. Not even close. This is the typical "breather cycle" it's done so many times past- before BMAK or CDEL or whoever is assigned by these hedge funds steps back in and "does what they do" IMO.