Direct from yeterday's 8K
a) As of August 17, 2015, the Reporting Persons beneficially owned 19,727,941 shares of the Company’s common stock, including shares issued from the conversion of the debenture and shares issued or issuable pursuant to warrants, which represents 6.6% of the class. The Reporting Persons are the beneficial owners of the 2,625,000 shares of common stock issuable pursuant to the exercise of fully vested warrants. The shares underlying the warrants do not entitle the Reporting Persons to vote until the warrants are exercised and the underlying shares of common stock are issued. The table below sets forth the individual Reporting Persons ownership as of August 17, 2015.
The Steven Posner Irrevocable Trust
common stock
17,102,941
warrants(4)
2,625,000
Total
19,727,941 6.6 %
(3) Based on (i) 297,724,783 shares of common stock outstanding as of May 20, 2015, as reported in the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 filed May 20, 2015 and (ii) 2,625,000 shares issuable pursuant to the warrants.
(4) The amount includes (i) a warrant to purchase 1,000,000 shares of common stock at $0.06 per share, (ii) a warrant to purchase 625,000 shares of common stock at $0.06 per share, and (iii) a warrant to purchase 1,000,000 shares of common stock at $0.08 per share.
(b) The Trust has sole power to vote or dispose of all 19,727,941 of the shares of common stock of the Company. Jarrett Posner and Sean Posner are co-trustees of the Trust. In such roles, Jarrett Posner and Sean Posner each have shared voting and dispositive power over 19,727,941 shares of common stock. The 2,625,000 shares underlying the warrants do not entitle the Reporting Persons to vote until the warrants are exercised and the underlying shares of common stock are issued. Included within the 19,727,941 shares of common stock are an aggregate of 4,350,000 shares that were previously issued to a third party but have been transferred to the Trust pursuant to a settlement.
(c) Transactions in the Issuer’s securities effected by the Trust during the past 60 days include:
CUSIP No. 74766A106 SCHEDULE 13D/A Page 6 of 8
Transaction
Date
Quantity of
Securities Type of
Transaction† Price Per
Security***
6/29/2015
100,000 Sold shares $ 0.17
6/30/2015
100,000 Sold shares $ 0.18
6/30/2015
100,000 Sold shares $ 0.1795
6/30/2015
100,000 Sold shares $ 0.189
7/1/2015
72,700 Sold shares $ 0.1825
7/1/2015
100,000 Sold shares $ 0.184
7/2/2015
100,000 Sold shares $ 0.184
7/7/2015
100,000 Sold shares $ 0.1925
7/7/2015
10,000 Sold shares $ 0.1925
7/9/2015
25,000 Sold shares $ 0.1825
7/10/2015
160,000 Sold shares $ 0.19
7/14/2015
11,208 Sold shares $ 0.197
7/14/2015
50,000 Sold shares $ 0.195
7/14/2015
34,200 Sold shares $ 0.20
7/14/2015
72,000 Sold shares $ 0.20
7/16/2015
100,000 Sold shares $ 0.19
7/17/2015
100,000 Sold shares $ 0.195
7/17/2015
100,000 Sold shares $ 0.195
7/17/2015
72,000 Sold shares $ 0.195
7/30/2015
72,900 Sold shares $ 0.18
8/4/2015
50,000 Sold shares $ 0.185
8/5/2015
55,688 Sold shares $ 0.185
8/6/2015
18,877 Sold shares $ 0.19
CUSIP No. 74766A106 SCHEDULE 13D/A Page 7 of 8
Transaction
Date
Quantity of
Securities Type of
Transaction† Price Per
Security***
8/6/2015
46,000 Sold shares $ 0.19
8/7/2015
16,897 Sold shares $ 0.1875
8/10/2015
31,499 Sold shares $ 0.188
8/10/2015
100,000 Sold shares $ 0.189
8/10/2015
100,000 Sold shares $ 0.188
8/10/2015
100,000 Sold shares $ 0.1875
8/11/2015
100,000 Sold shares $ 0.19
8/13/2015
75,000 Sold shares $ 0.189
8/14/2015
178 Sold shares $ 0.187
† The shares were sold over the counter by an agent of MidAmerica Financial Services, Inc.
*** Represents the average price per share.
There were no additional transactions in the past 60 days.
