Toxic notes, AGAIN? Seriously? Just STOP. This is foolish. Some people need to learn what toxic notes are. BHGI has NO toxic notes. Toxic notes are when a company borrows money, gves a convertible promissary note and when the note comes due the lender converts the note to shares and dump them. Btw, With a pink sheet that's a one year 144 restriction.
For those that don't have a clue, below are what toxic notes look like in a filing, copied from a different company. Notice BHGI HAS NO TOXIC NOTES in their filings. Not now, not ever. Only the uneducated would claim a note from 2002 was toxic. That's foolish. Toxic notes in filings are typically 4-12 months old. Not 13 YEARS!
NO LENDER NO PROMISSARY NOTE NO TOXIC NOTES
It's just that simple.
On October 9, 2012, the Company issued a $5,000 convertible promissory note to Carebourn Capital LP (“Carebourn”). The Carebourn note was due ondemand, bears interest at 8% per annum and had a conversion feature similar to the 2013 Asher Notes (defined below). During the year ended December 31, 2014, the Company issued 8,082 shares of commonstock upon conversion of the note and $696 of accrued and unpaid interest. As of December 31, 2014, the note has been fully satisfied.
On October 17, 2012, the Company issued a $25,000 convertible promissory note to Continen tal Equities, LLC (“Continental”). On March 26, 2013, Carebourn acquired the Continental note from Continental. During the year ended December 31, 2013, the Company issued 31,229 shares of common stock to Carebourn Partners, LLC. (“Carebourn Partners”) and Carebourn Partners’ assignee upon the conversion of the acquired Continental note. During the year endedDecember 31, 2014, the Company issued 9,024 shares of common stock for $3,411 of accrued and unpaid interest. As of December 31, 2014, the note has been fully satisfied.
On October 24 and 29, 2012, the Company issued convertible promissory notes of $9,000 and $16,000 (“the 2012 Gel Notes”) respectively, to GEL Properties, LLC (“Gel”) The conversion price for the 2012 Gel Notes was equal to 50% of the lowest closing bid price of the Common Stock as reported on the exchange which the Company’s shares are traded or anyexchange upon which the Common Stock may be traded in the future with a floor of $0.0001 per share, for any of the five trading days including the day upon which a Notice of Conversion is received by the Company. If the shares had not been delivered within 3 business days, the Notice of Conversion may be rescinded. Accrued but unpaid interest was also subject to conversion. No fractional shares or scrip representing fractions of shares were to be issued on conversion, but the number of shares issuable were to be rounded to the nearest whole share. Also in October 2012, the Company issued four (4) additional notes to Gel in the aggregate, as amended, $85,000, and Gel issued the Company four secured promissory notes, one for $25,000 and three each in the amount of $20,000, initially due June 21, 2013. Gel funded $65,000 of the notes to the Company during the year ended December 31, 2013, and the remaining $20,000 was funded on January 28, 2014. During the year ended December 31, 2013, the Company issued 480,779 shares of common stock in satisfaction of $63,145 of the Gel 2012 Notes. As of December 31, 2013, the Company had $26,855 of principal amounts outstanding to Gel. During the year ended December 31, 2014, the Company issued 524,181 shares of common stock in satisfaction of $46,855 of the 2012 Gel Notes. As of December 31, 2014, the 2012 Gel Notes have been satisfied.
On November 1, 2012, the Company issued a convertible promissory note to David Schaper (“Schaper”) in the amount of $269,858 in exchange for previously accrued legal fees. The note bears interest at 8% per annum and is convertible at a conversion price for each share of common stock equal to 50% of the average of the lowest three trading prices (as defined in the note agreements) per share of the Company’s common stock for the ten trading days immediately preceding the date of conversion. During the year ended December 31, 2013, the Company issued 698,673 shares of common stock upon the conversion of $103,188 of the Note. As of December 31, 2013, the balance of the note was $166,670. During the year ended December 31, 2014, the Company issued 2,240,336 shares of common stock upon the conversion of $163,670 of the Note. As of December 31, 2014, the balance of the note is $3,000
AI
