Intelligent Highway Solutions, Inc. (fka IHSI)

[Burn Notice88]

"Notes gone" WOULD BE great!

We have it "unofficially" confirmed from Devon (via Nana) three noteholders remain. How many shares they are holding is TBD.

Item 2 of the last quarterly report sheds some light into what we might be facing with those purported three remaining noteholders, and the total amount of shares they may be holding, or were holding up until March 2018, when the 6 month restriction wore off those shares. Since March, a portion of those shares could have already been sold. So the questions still remain, 1) is this the three remaining noteholders? If so, 2) how many shares do they still hold? 3) How many of the below shares have since been added to the float *(part of the current OS)?

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.


During the nine months ended September 30, 2017, the Company issued a total of 260,000,000 common shares for services valued at $42,000; 4,575,284,230 shares of common stock for the conversion of $235,100 of outstanding principal and 834,097,357 shares of common stock for the conversion of $43,057of outstanding interest on convertible notes payable.



During the nine months ended September 30, 2017, the Company issued a total of 7,500,000 shares of Series A Convertible Preferred Stock for services rendered in connection with its acquisition of Cresent Construction Company.



The above shares were issued in reliance on the exemption under Section 4(2) of the Securities Act. These shares of our common stock qualified for exemption under Section 4(2) since the issuance shares by us did not involve a public offering. The offering was not a “public offering” as defined in Section 4(2) due to the insubstantial number of persons involved in the deal, manner of the issuance and number of shares issued. We did not undertake an offering in which we sold a high number of shares to a high number of investors. In addition, the investors had the necessary investment intent as required by Section 4(2) since they either: (1) agreed to and received share certificates bearing a legend stating that such shares are restricted pursuant to Rule 144 of the Act. This restriction ensures that these shares would not be immediately redistributed into the market and therefore not be part of a “public offering”; or (2) received shares pursuant to conversions of notes and the notes themselves had been held for longer than 6 months prior to conversion into unrestricted shares. Based on an analysis of the above factors, we have met the requirements to qualify for exemption under Section 4(2) of the Securities Act for this transaction. https://backend.otcmarkets.com/otcapi/company/sec-filings/12392708/content/html#FORM10Q_HTM_A_009