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Re: Sheepdog post# 75016

Wednesday, 02/22/2017 12:54:35 PM

Wednesday, February 22, 2017 12:54:35 PM

Post# of 98520
I meant what I wrote. I can point you to several "toxic" Convertible Debentures by Asher, Hanover, or TCA Global, and their Loan Covenant's boilerplate always contains a No Distribution" clause.

Example:


ARTICLE VII
COVENANTS

7.1 Negative Covenants .

(f) Distributions; Restricted Payments; Change in Management .
So long as Buyer owns, legally or beneficially, any of the Debentures, the Company shall not, either directly or indirectly:
(i) purchase or redeem any shares of its capital stock;
(ii) declare or pay any dividends or distributions, whether in cash or otherwise, or set aside any funds for any such purpose;
(iii) make any distribution to its shareholders, make any distribution of its property or Assets or make any loans, advances or extensions of credit to, or investments in, any Person, including, without limitation, any Affiliates of the Company, or the Company’s officers, directors, employees or Material Shareholder; (
iv) pay any outstanding indebtedness of the Company, except for indebtedness and other Obligations permitted hereunder;
(v) increase the annual salary paid to any officers or directors of the Company as of the Effective Date, unless any such increase is part of a written employment contract with any such officers entered into prior to the Effective Date, a copy of which has been delivered to and approved by the Buyer; or
(vi) add, replace, remove, or otherwise change any officers or other senior management positions of the Company from the officers and other senior management positions existing as of the Effective Date, unless first approved by Buyer in writing, which approval may be granted or withheld or conditioned by Buyer in its sole and absolute discretion. The Company shall not pay any brokerage or finder’s fee or commission in connection with the execution of this Agreement or the consummation of the transactions contemplated hereby



I agree that a share dividend would not hurt a toxic lender in the least.

The Covenant I'm quoting, the discount is only 15% off the recent price, but with a "make whole clause" that guarantees a 15% profit.
The interest rate on the loan is also 18% annually, on the high side for toxic lending, which has usually low interest rates but sky-high conversion discounts.
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