EcoloCap Solutions Inc. (fka ECOS)

[deal guy]

Fife has agreed in the note purchase agreements to limit his total equity interest in ECOS to 9.99%. That is to keep under 10% for SEC disclosure purposes.

All his 13G tells you is that the maximum number of shares he can receive on conversion to keep him under 10% is 1.1bn (based on the 3rd qtr 2017 10Q).

To the extent he can not convert all his debt into shares, his remaining debt including interest remains outstanding.

The game that Fife and other note sellers used to play was the following
- converts notes into shares of issuer keeping equity stake below 10%
- sell shares from conversion reducing equity stake back to 0%
- convert more notes into shares, sell shares and again reduce to 0 ownership

The 2018 SEC changes do not let them convert and sell. So Fife can convert enough notes into shares but now must sit on the shares. The rest of his debt remains outstanding earning default interest. The likely outcome is his dollar value of his debt will never go down as the interest will exceed any debt reduction from conversion.