Bowmo Inc (BOMO)

[teddibear]

COMMENTS RE: R/S UHLN

I PUT TOGETHER THIS POST COMPLETE WITH EXCERPTS AND LINKS AS A DEVIL'S ADVOCATE ONLY. I CANNOT MAKE A PREDICTION ON WHETHER OR NOT THERE WILL BE AN R/S, NEITHER CAN ANYONE ELSE INCLUDING THE CEO BECAUSE THERE ARE TOO MANY VARIABLES THAT COULD MAKE IT SWING EITHER WAY.

THE R/S LOOMED ITS UGLY HEAD IN THE INITIAL RELEASE OF THE S1. SUBSEQUENTLY, MENTION OF IT HAS APPEARED IN A PRESS RELEASE AND A CEO BLOG.

PUTTING EVERYTHING TOGETHER, THE CEO HAS SUMMED UP THAT HE WOULD LIKE TO AVOID AN R/S BUT NOWHERE DID HE STATE THAT IT DEFINITELY WILL NOT HAPPEN.

YES, HE STATES HE WOULD LIKE TO AVOID IT, BUT IN THE LAST PARAGRAPH OF THIS POST IN HIS BLOG HE WRITES:

"WE CAN AMEND THE S1 AT ANY TIME BEFORE IT’S EVER DEEMED EFFECTIVE, AND ELIMINATE OR LESSON THE RATIO OF THE REVERSE, IF NEEDED."

EQUALLY HE CAN AMEND THE S-1 TO GO AHEAD WITH THE R/S AND ACTUALLY RAISE THE SIZE OF THE RATIO.

THIS IS A CASE OF MONITORING UHLN VERY CLOSELY AND MAKING DECISIONS BASED ON EXPERIENCE OR JUST PLAIN 'ROLL THE DICE' and HOPE TO GET LUCKY.

IN ANY EVENT, I FELT THAT ALL AVAILABLE INFO ON A POSSIBLE R/S NEEDED TO BE PRESENTED FOR EVERYONE TO BE ON AN EQUAL PLAYING FIELD INFORMATION-WISE.

GLT ALL

Excerpts from S-1

DESCRIPTION OF SECURITIES

Common Stock (about mid way down on Page 14)

As of September 12, 2018, there were 925,240,208 shares of common stock outstanding. It is expected that the Company will complete a 1-for-100 reverse stock split of our common stock during the fourth quarter of 2018. Assuming the effectiveness of such reverse stock split as of the date hereof, there are 9,252,402 shares of common stock outstanding. Our common stock is quoted on the OTC Marketplace operated by the OTC Markets Group, Inc., under the trading symbol “UHLN.”

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

* Less than 1% (bottom of Page 32)

(1) Applicable percentages are based on 9,252,402 shares of our common stock and calculated as required by rules promulgated by the SEC. This calculation is based on (i) 925,240,208 shares of our common stock outstanding on September 12, 2018, and (ii) adjusted to assume the effectiveness of the contemplated 1-for-100 reverse stock split.

(2) Mr. Dickson has agreed to purchase from Craigstone 26,667 shares of common stock (assuming the 1-for 100 reverse stock split), 2,484,422 shares of Series A preferred stock, 5,000 shares of Series B preferred stock, for cash that is payable in installments through June 15, 2020, at which time such shares will be transferred to Mr. Dickson upon delivery of payment in full. Craigstone has granted Mr. Dickson a proxy to vote all of such shares until such time as Mr. Dickson has completed payment in full; provided, however, such proxy would revert to Craigstone in the event of an uncured failure by Mr. Dickson to deliver payment when due.

https://ih.advfn.com/p.php?pid=nmona&article=78301442
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Excerpts from the PRESS RELEASE Sep24th, 2018-09-25
https://www.otcmarkets.com/stock/UHLN/news/CRUZANI-Strategy-for-Growth-Explained-to-Shareholders?id=204710

For an approved S-1 to be implemented, CRUZANI would need to elevate its OTC Markets quotation tier to the QB level and have a minimum trading price of $0.01. These are conditions favourable to shareholders. A possible reverse split referenced in the S-1 is not obligatory. It would only be necessary if we can’t otherwise achieve the required share price, we would like to avoid that. In the event, a reverse was necessary there is a minimum of 40 days public notice.
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Excerpt(s) from INTRODUCTORY REMARKS BY EVERETT DICKSON, CEO
Dated Sep 25th, 2018-09-25

I can sincerely say that I hope a reverse won’t be necessary to meet the requirements of the S1.
Given our current vastly undervalued conditions, we had no choice but to build in a reverse split back up plan into our S1 to assure we can meet our stated 2019 targets.
With that said however, we have definitely NOT filed for a reverse split. Filing for a reverse is a process that requires two notification periods and FINRA approval. Generally, it takes at least 40 days to file for and complete a reverse, and we can amend the S1 at any time before it’s ever deemed effective, and eliminate or lesson the ratio of the reverse, if needed.

http://cruzani.com/2018/09/introductory-remarks-by-everett-dickson-ceo/