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Re: The ELTP King post# 306311

Friday, 12/14/2018 8:48:21 AM

Friday, December 14, 2018 8:48:21 AM

Post# of 399704
WRONG AGAIN!!

He can't even convert his shares until April 28, 2020.



Oops, looks like he can convert at any time upon an occurrence of a Fundamental Transaction

Each Series J Preferred is convertible at the option of the holder into shares of common stock, that is the earlier of (i) the date that shareholder approval is obtained and the requisite corporate action has been effected regarding a Fundamental Transaction (as defined in the Series J COD); or (ii) not less than three years subsequent to the Original Issue Date (the date of the first issuance of any shares of the Series J Preferred Stock) (the “Conversion Date”).


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And he can't even convert until we vote to increase the authorized to even ALLOW him to convert in 2020.



Sorry, Elite doesnt require a shareholder vote to increase authorized for the CEO to partially convert the Series J, as there are shares still authorized but not issued available

the Company shall use its best efforts to obtain shareholder approval within two (2) years of the date of first issuance of Series J Preferred Stock to permit the balance of the conversion.



Therefore, pursuant to shares available to convert Series J - Yes there are shares available to permit partial conversion - which means he can convert without an increase to authorized
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Conveniently omitted is the following.

Shares the CEO has obtained, excluding Series J, such as for compensation, are available for sale at any time and are not subject to any extraordinary lockup provisions. They may be sold under Rule 144 or an effective registration statement or private sale of his shares
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Clearly there are numerous paths for the CEO to both convert & sell Series J and sell other share holdings of Elite.

Class over


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