SunWorks Inc (SUNWQ)

[buckylaw06]

Thanks Imp. Funny, I was just reviewing that info in the table on pg. F-9 of the 10-K, and independently confirmed what you just confirmed (that the warrants priced at $4.15 are not counted into future dilution).

The convertible notes have really been cleaned up nicely. There are now only 3 remaining. One that was given to non-insiders for the sunworks purchase, a note for $100K, and the one to owner(s) of MD Energy for that purchase.
The sunworks-related and $100K notes are the ones that were just modified in March 2016 into interest-free loans to us and extended until June 30, 2019. (Hmmm, maybe we should bitch about the modification? J/K)
The MD Energy note is at 4%, and the remainder of it is convertible half on Nov. 30, 2016 and the other half on Nov. 30, 2017.
All told, the remaining future dilution on these notes is 3,194,281 shares (rounded).

Now, if you look at the table on pg. F-9 of the 10-K, it shows 4,636,588 shares' worth of "dilutive conversion options" (convertible notes) remaining as of Dec. 31, 2015. If you take that number, and subtract the sunworks note that was just converted into 1,442,308 shares, you get my number above (which is off by 1 due to rounding). 4,636,588 - 1,442,308 = 3,194,280

If you want to check my math on the individual notes, the info is at pg. f-14 - f-15. http://www.sec.gov/Archives/edgar/data/1172631/000118518516003879/sunworks10k123115.htm
7. ACQUISITION CONVERTIBLE PROMISSORY NOTE
Jan. 31 Sunworks note = fully converted
Feb. 28, 2015 MDE note = $1,766,667 / $2.60 = 679,488 shares

8. CONVERTIBLE PROMISSORY NOTES
3/1/2013 note = fully converted
1/29/14 note = fully converted
1/31/14 note = ($500K restricted use - sunworks) fully converted
1/31/14 note = ($750K restricted use - sunworks) $750,000 / $0.338 = 2,218,935 shares
2/11/14 note = $100K / $0.338 = 295,858 shares

So, the 3 notes are 679,488 + 2,218,935 + 295,858 = 3,194,281 shares.

Also, just happened to run across this from the Q3 2015 Conference Call transcript:
Quote:
Tracy Welch

Well, we didn't include any of the warrant in the diluted shares, Jeff. We were not above the strength price of $4.15 as there in the quarter. That may change as time goes on. We hope to that will. We really only included the options and the conversion from the convertible notes. Those were factored in. So we've got five million shares.