Giggles N'''''''' Hugs Inc. (fka GIGL)

[DeltaWarrior]

their are tons of other note holders ready to let MM converted their shares for cash

This is incorrect. The only other convertible note holders we have are J & N Invest LLC, who invested $50k, and the promissory note turned convertible note with St George. I have broke down the conversions with links for the only convertible notes we have in our filings. The other notes are Promissory notes and NOT convertible notes.

J & N Invest LLC note matured in Aug 2016 and they have a base conversion price of .10. This means that, including interest, they will add a maximum of 600k to the OS. See below for more details.

J&N Invest LLC
- On August 24, 2015, the Company entered into an unsecured Note Payable Agreement with an investor for which the Company issued a $50,000 Convertible Note Payable, which accrues interest at a rate of 5% per annum and matures on August 31, 2016. The Lender may also convert all or a portion of the Note Payable at any time into shares of common stock at a price of $0.10 per share. As the market price of the stock on the date of issuance was $0.23, the Company recognized a debt discount at the date of issuance in the amount of $50,000 related to the fair value of the conversion feature. The discount will be
amortized over the life of the note. The balance of the unamortized note discount was $32,181 at December 27, 2015 The Company amortized the remaining discount to interest expense during the year ending January 1, 2017.

https://www.otcmarkets.com/edgar/GetFilingPdf?FilingID=11997236

ST George Note ~ The company is in default with St George because we are at a disagreement, just see the statement from the 10-k below. $GIGLs company as a whole is no where close to being in default. In fact, our company revs/sales/exposure continues to grow year over year.

Also, let's keep things n perspective here as we only owed them:

During the fiscal year ended January 1, 2017, the Holder converted $81,300 of debt into 9,261,973 shares of Common Stock. In addition, the Company paid $20,841 of the principal balance. The balance outstanding as of January 1, 2017 was $183,359 plus $3,981 of accrued interest, and is past its maturity date of September 15, 2016. <--- Not as if that little amount of cash will have a drastic effect on the $GIGL pps. St George is practically irrelevant, this is a SHORT attack on $GIGLs pps, PERIOD

ITEM 3. LEGAL PROCEEDINGS

St. George Investments, LLC v Giggles N’ Hugs


On March 23, 2017, St. George Investments, LLC ("St. George") served an arbitration demand and summons claiming that the Company had breached its obligations under a convertible note by preventing St. George from converting the remaining balance of the note to common stock. The parties disagree as to the conversion price set in the note agreement due to execution by the parties of different versions of the document. St. George has claimed for additional damages. We believe these claims lack merit and have retained counsel to vigorously defend this action and present cross claims for mistake, rescission, breach of the covenant of good faith and fair dealing and unjust enrichment (See Note 6).

https://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11997236