Net Element, Inc. (NETE)

[onkelhubert]

they are not sold, they are registered as an underlying of the senior convertible notes and the warrants. the price had to be determined as an average price of the last days share price and may vary when the notes finally are converted. just read the filing.

There are being registered under this registration statement an aggregate of up to 53,600,000 shares of Common Stock, which includes (i) shares of Common Stock issuable upon conversion of Senior Convertible Notes in the aggregate principal amount of $5,000,000 and interest of 7% per annum payable under certain conditions, due April 30, 2018 and any additional Senior Convertible Notes up to aggregate principal amount of $10,000,000 issuable pursuant to the Securities Purchase Agreement dated April 30, 2015 (collectively, the “Notes”) and (ii) shares of Common Stock issuable upon exercise of Registrant’s warrants to purchase such number of shares that equal 88% of the shares of Common Stock underlying the Notes (the “Warrants”). Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), there is also being registered such indeterminable number of additional shares of Common Stock, preferred stock, warrants, units and subscription rights as may be issued to prevent dilution resulting from share dividends, split-up, reverse split-up or similar events.