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Re: clearmont88 post# 46183

Monday, 06/18/2018 7:54:26 AM

Monday, June 18, 2018 7:54:26 AM

Post# of 54031

Seth also salvaged 20% interest in Pilus Energy and 5% equity stake interest in medicinal cannabis firm Honeywood LLC - despite Stella Sung blundering that transaction from here to "kingdom come".


A semi-astute fifth grader could have done these "special" deals!

Honeywood LLC

On August 30, 2017, Tauriga Sciences, Inc., entered into a Debt Conversion Agreement with Honeywood LLC, a California limited liability company, whereby the Company agreed to convert the entire principal and accrued but unpaid interest due under that certain $170,000 Secured Promissory Note issued by Honeywood to the Company on September 24, 2014 into a 5% membership interest in Honeywood. Neither principal nor interest cash payments have ever been made by Honeywood to the Company prior to the execution of the Conversion Agreement. The Conversion Agreement is deemed to be effective August 1, 2017.


LOL! 5% OF WHAT FOR $170,000? PROFITS? (FYI...CALIFORNIA MEDICINAL CANNABIS IS LEGALLY DEFINED AS "NON-PROFIT"!) TAUG DIDN'T SHOW ANY REVENUE TRANSFERS FROM HONEYWOOD AFTER AUGUST 1, 2017, SO THAT'S NOT IT! IT APPEARS TO BE JUST ANOTHER $170,000 DOWN THE TOILET ON A DEAL THAT WAS COMMENCED PRIOR TO SHAW'S DEPARTURE AS TAUG'S CEO IN FEBRUARY 2014 and FINALIZED TWO WEEKS AFTER SHAW STEPPED DOWN!

Item 1.01 Entry into Material Definitive Agreement

On December 22, 2016, Tauriga Science, Inc., a Florida corporation entered in a Membership Interest Transfer Agreement with Open Therapeutics, LLC, an Ohio limited liability company, whereby the Company sold 80% of its membership interest in its wholly-owned subsidiary, Pilus Energy, to Open Therapeutics.

In consideration for this 80% interest, Open Therapeutics agreed to terminate and cancel 80% of the unexercised portion of the warrant to purchase 28,917,647 shares of the Company’s common stock...As such, 5,783,520 shares of common stock remain subject to such warrant.

Open Therapeutics also agreed Pilus Energy would pay to The Company 20% of the net profit generated from Pilus Energy, if any, for each calendar year beginning January 1, 2017. However, as part of the Transfer Agreement, the Company agreed that the first $75,000 owed to the Company under the Profit Sharing Payment shall be retained by Open Therapeutics unless other payment arrangements are reached.


IT'S LAUGHABLE! 20% OF NOTHING IS "NOTHING"! NET PROFIT??? HERE IS A SIMPLE REALITY! THERE CAN'T BE A NET PROFIT, IF THERE IS NO COMMERCIAL PRODUCT! BTW...THERE WON'T BE AND HARVARD EDUCATED PhD CHEMIST, DR. STELLA SUNG KNEW IT, THUS CHOSE NOT TO FUND FURTHER TESTING AND DEVELOPMENT!

BTW...recall CONSULTANT CEO Seth Shaw did this Pilus "return", but screwed up the warrant count, did the deal anyway with unchanged terms on behalf of TAUG, then simply published an "amendment" the following day!

How can a CEO do a deal without understanding the tangible portions of the arrangement?

To completely inept CONSULTANT CEO Seth Shaw, who was clearly trying to personally "save face", since the Pilus settlement was a NOTHING anyway, his screw-up was probably of little real consequence!