Saddle Ranch Media Inc (SRMX)

[winmeny]

FYI - This new round of dilution will be the 4th round:

See pages 4 & 5 of the recent 10-K report

https://www.otcmarkets.com/financialReportViewer?symbol=SRMX&id=185746

Following the acquisition of Skyfidelity, Inc. the Company recognized the need to restructure certain past due accounts payable previously incurred by TriCasade, Inc. relating to the development of TriCascade’s new i-Bright single outlet wi-fi IoT wall-plug platform product, under an Original Design Manufacturing (“ODM”) Agreement with a Taiwanese technology company dated as of April 12, 2016 for which the Company had assumed financial responsibility. The Company entered into Settlement Agreements with Northbridge Financial, Inc.(“NCI”) on July 18,2017, October 3, 2017 and November 28,2017 to settle the first three instalments of $ 102,000, $175,000 and $100,000 respectively payable under the ODM ( plus financing costs of $ 37,000) due to NCI arising from NCI’s purchase of this accounts payable debt. The financing by NCI enabled development and production of the new TriCascade product to commence. The Settlements by the Company with NCI were made via the issuance of unrestricted common stock to NCI at a 50% discount to market pursuant to Section 3(a)(10) of the Securities Act of 1933, as amended (the “Securities Act”). The fairness of the Settlement Agreements was approved by Orders granted by the Twelfth Judicial Circuit Court for Sarasota County, Florida on July 19, on October 4, 2017 and on November 29,2017 respectively. Following this approval, the Company issued the following:
- 78,985,000 unrestricted common shares issued to NCI over the period July 24,2017 through and including September 20,2017 in settlement of the initial tranche of $ 102,000 in past due accounts payable and financing costs of $12,000;
- 173,164,000 unrestricted common shares issued to NCI over the period October 11,2017 through and November 11,2017 in settlement of the second tranche of $ 175,000 in past due accounts payable and financing costs of $15,000; and
- 151,000,000 unrestricted common shares issued to NCI over the period December 4,2017 through and including December 18,2017 in partial settlement of $ 52,900 toward the third tranche of $ 100,000 in past due accounts payable and financing costs of $10,000.
5
Saddle Ranch Media, Inc. – Annual Financial Report for the 12 Months Ended December 31, 2017
f. On December 1,2017 the following restricted common shares (totaling 92,062,375 common shares) were surrendered to the Company’s Treasury:
- Timothy Peabody, our Chairman and CEO, surrendered his entire holding of 62,500,000 common shares;
- Max Chin Li , our President, surrendered his entire holding of 25,000,000 common shares; and .
- An unaffiliated shareholder surrendered its entire holding of 4,562,375 common shares.
The net result of the actions summarized in notes e. and f. hereof resulted in a net increase in
issued and outstanding common shares between July 24,2017 and December 31,2017 of
311,086,625 common shares, such that at December 31,2017 the total issued and outstanding
common shares amounted to 464,029,176 ( there was no change to the issued and outstanding
1,000,000 Series “B” preferred shares.)
g. On December 21,2017 the Company increased its authorized share capital from
500,000,000 common shares to 2,500,000,000 common shares (There was no change to the 3,000,000 authorized Series ”B” preferred shares).Then on December 29,2017 the Board of Directors approved an Amendment to the Company’s Articles of Incorporation whereby the par value of the Company’s common stock was reduced from $ 0.005 to $ 0.0001.
h. Between January 1, 2018 and January 11, 2018 a total of 132,000,000 unrestricted common shares were issued to NCI in partial settlement of an additional $ 39,600 toward the third tranche of $ 100,000 in past due accounts payable.
Accordingly, at the date of this filing, there were 596,029,176 common shares issued and
outstanding, and 1,000,000 Series ”B” preferred shares issued and outstanding, held by 481
shareholders of record, of which 542,718,995 common shares (or approximately 91% of the total
issued common shares) were held in the public “float”.