Umbra Applied Technologies Group Inc (UATG)

[DeltaWarrior]

$UATG It's quite simple to figure out conversions fellow investors. I just love posting FACTS. I also love posting opinions that are predicated on FACTS. Btw, Nice to see you penny.

Let's take a glimpse at the $UATG story since Jan 22 2018 and get an idea on ALL of the debts, not just NextCast. This way, we can dispel the lavish opinions of a potential AS increase.

On Jan 22 (annual filing/disclosure), there were 374 mil shares outstanding.

First NextCast Tranche

On January 24, 2018 the Company received a Florida State court approval of a settlement and stipulation (Case 2018 CA 408) for the satisfaction Company debt in the amount of $113,325 through the issuance of shares which will be exempt from SEC registration in reliance upon Section 3 (a) (10) of the Securities Act based upon the Courts finding. The agreement provides the shares will be issued at a 50% to the market price as defined in the agreement, and the owner may not own more than 9.9% at the time of issuance. As part of that agreement the Company has reserved 375,000,000 of its shares with its stock transfer agent. In order to comply with the court, order the Company has agreed to increase its common shares to 1,000,000,000. The Company also issued 10,000,000 shares of its stock as a fee to a third party for services in connection with that agreement and court process.

Now take a look at the chart, its clear conversions started immediately after the court settlement. Also, originally I thought the only debt we had with NextCast was the $113k. A deep look into the court docs would have shown me that the NextCast debt was split into 2 tranches. Further evidence also shows that the second tranche was approved in an entirely different court, but still in the state of Florida.

Here's the other settlement, which $UATG recently provided in the 2/28/18 Quarterly Report - Disclosure & Financial Statement Amendment:

Second NextCast Tranche

On February 14, 2018 the Company received a Florida State court approval of a settlement and stipulation (Case 2018 CA 000647) for the satisfaction Company debt in the amount of $113,325.00 through the issuance of shares which will be exempt from SEC registration in reliance upon Section 3 (a) (10) of the Securities Act based upon the Courts finding. The agreement provides the shares will be issued at a 50% to the market price as defined in the agreement, and the owner may not own more than 9.9% at the time of issuance. As part of that agreement the Company has reserved 240,639,000 of its shares with its stock transfer agent. In order to comply with the court, order the Company has agreed to increase its common shares to 1,000,000,000. The Company also issued 10,000,000 shares of its stock as a fee to a third party for services in connection with that agreement and court process.

Here's the court doc:

Next Cast Invoice



Looking at the above, and doing some simple math, we can estimate the following.

Our OS is 772 mil today. Conversions have added 400 mil shares to the OS since Jan 22.

We know some of the conversions were done in the .0008-.0009 range but I am going to be conservative and use the recent low. I say some conversions were done in the .0008-.0009 range because the lowest trading price on a 20 day look back, as of jan 22, was .0018 or .0009 at a 50% discount.

Recent low is .0014 && 50% of that low is .0007.

400,000,000 (shares added since debt started being serviced) x .0007 = $280,000 <--- Amount of debt we have serviced, being conservative

We have potentially serviced $280k in debt but the thing one must remember is we only owed NextCast (see image above) $105k per tranche and Windsor $7500 per tranche <--- that comes out to a combined total of roughly $230k.

Using the low of .0014, we know that NextCast/Northbridge would have only need 328 mil shares in order to satisfy the ENTIRE settlement.

328 mil x .0007 = $230k

That leaves roughly 70 mil shares that seem unaccounted for.

With the above stated and pretty much UNARGUABLE, lets take a further look into out debts on balance sheet that could be converted into shares and account for some of the unaccounted 70 mil.

In our Annual report (Note 10), it states:

As of January 22, 2018 the Company has reserved 26,216,661 shares for future issuance to fulfill various commitments which are not included in the shares outstanding. <--- POTENTIALLY, there is 30 mil of the 70 mil that is unaccounted for, leaving 40 mil.

What other debts do we have? Take a look at the image below. After reviewing the image, you can see that the "shares to be issued (red box)" does in fact change, and therefore we can assume that it does convert on occasion. If we use similar language to the NextCast settlement, as a rough "guesstimation" for the shares to be issued, we get.

$138,000 (shares to be issued) / .0007 (50% discount) = 197 mil shares <--- amount of shares that would need converted in order to clear balance sheet of current convertible notes. The box in blue is just the associated debt for our IP.

Now, using the unaccounted 40 mil shares, that would leave us with a grand total of roughly 160 mil more shares that could be converted before we completely clear the convertibles from our balance sheet. With that said, I don't think all the "shares to be issued" are converting.

There could be a whole plethora of things going on behind the scenes that could be the cause of the "unaccounted" for shares in my calculations too.




$UATG