Looks like someone is planning an exit at the common shareholder's expense:
In the event of any liquidation, dissolution or winding up of our company, the assets available for distribution to our stockholders will be distributed among the holders of our Super Voting Preferred Stock and the holders of our common stock, pro rata, on an as-converted-to-common-stock basis. The holders of our Super Voting Preferred Stock are entitled to dividends in the event that we pay cash or other dividends in property to holders of outstanding shares of our common stock, which dividends would be made pro rata, on an as-converted-to-common-stock basis.
On June 16, 2015, in order to make available additional shares of our common stock to facilitate the conversion of outstanding debt, we issued to Steve Saleen, our Chief Executive Officer and President, 82,133.875 shares of our Super Voting Preferred Stock in exchange for 82,133,875 shares of our common stock held by Mr. Saleen. The exchange transaction was exempt under Section 3(a)(9) of the Securities Act of 1933, as amended.
On June 16, 2015, we issued 220,000 shares of our Super Voting Preferred Stock to Mr. Saleen in satisfaction of $220,000 of debt owed to Mr. Saleen. The per share price of our Super Voting Preferred Stock issued to Mr. Saleen was based on the conversion ratio of our Super Voting Preferred Stock into 1,000 shares of our common stock, multiplied by the per share closing price ($0.001) of our common stock as of June 11, 2015, the date the issuance was approved by our Board of Directors. We issued the aforementioned shares in a private placement, exempt from the registration requirements of the Securities Act of 1993, as amended, to Mr. Saleen, an accredited investor.
More dilution. Converting debt to Equity in the form of shares just before the fiscal year end 10K is reported at the end of this month. Do not be fooled by this bookkeeping transaction. It's just more unpaid debt being converted to millions of shares that dilutes the OTCBB shareholder's stock value.
Hosed again.
These comments are my opinion. Invest based on your own research and conclusions.
AI
