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Re: FIN85 post# 17571

Friday, 01/22/2016 11:57:44 AM

Friday, January 22, 2016 11:57:44 AM

Post# of 32167
Conversions are still ongoing imo.
BKRT and VFIN are there to sell them (imo)

Don't be surprised to read in the next 10 that the actual O/S is way above 1B shares. It would be easy to confirm now if the TA wouldn't be gagged.

People will disagree with that... but read the Term of the old Notes. Many defaulted due to an insufficient A/S at the time prior to the A/S increase.

Unsecured convertible notes



From September 2014 to December 2014, the Company issued Unsecured Convertible Promissory Notes (“Notes”) to eight separate accredited investors that had a remaining principal balance of $618,225 as of March 31, 2015. The Notes bear interest ranging from 8% to 12% per annum and mature on various dates from April 2015 to December 2016. The Company is currently in default of payment for Note that matured from April 2015 to July 6, 2015 in the principal amount outstanding of $52,879. The Company may not prepay the Notes without the Note holder’s consent. Further, the Notes contain provisions that under certain events of default, as defined in the agreements, the amount owed could increase by amounts ranging from 135% to 150% depending on the event of default. In addition, in the event of non-payment when due, the interest rates would increase to between 20% and 25% per annum from the date due until paid.



The Notes are convertible into shares of Common Stock of the Company at the option of the holder commencing on various dates following the issuance date of the Notes and ending on the later of the maturity date or date of full payment of principal and interest. The principal amount of the Notes along with, at the holder’s option, any unpaid interest and penalties, are convertible at price per share discounts ranging from 42% to 38% of the Company’s Common Stock trading market price during a certain time period, as defined in the agreement. Further, the conversion prices are subject to a floor such that the conversion prices will not be less than a certain price, as defined in the agreement, with such floor prices ranging from $0.001 to $0.00005 per share. In addition, the conversion prices are subject to adjustment in certain events, such as in conjunction with any sale, conveyance or disposition of all or substantially all of the Company’s assets or consummation of a transaction or series of related transactions in which the Company is not the surviving entity. The note agreements also require the Company to maintain a reserve of Common Stock, as determined based on a formula stated in the note agreements, which, upon request by the note holder, can be adjusted based on the formula and the then share price of the Company’s Common Stock as of the date of request. The note holder can convert up to the number of the then shares reserved for conversion of their related note. As of September 30, 2015, the Company was in default of such reserve requirements due to insufficient availability of authorized and available Common Stock shares to fulfill the note holders’ reserve requests. In October 2015, the Company increased its Common Stock authorized to 2,500,000,000, which is sufficient to cover the share issuable upon conversion (See Note 10).




JMHO as usual

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