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Wednesday, 02/20/2019 11:21:05 PM

Wednesday, February 20, 2019 11:21:05 PM

Post# of 9950
PRH Group does NOT get $200M off the top of any sale.

On the other board Alan Ross keeps stating over and over that with any sale of the company the PRH Group gets the first $200 Million or 10X their initial investment.

I would encourage anyone to go back and read or re-read the 8K from March 23, 2017.

He harvested one line of information and is taking it completely out of context. The PRH Group is entitled to 10X their loan in the event of a Change of Control of the Board of Directors, aka a Change of Control Penalty. This is not the same as a buyout. It was done this way to protect the short term interest of their finances and of the companies well-being in the event of another group trying to take control. Again, not the same as a sale.

In actuality, in the event of a sale, PRH Group (with their Series D Stock that the loan is converted to) is entitled to priority proceeds in the amount of 4X their initial investment if the event happens within 2 years of issuance, and they are entitled to 6X if the event is after 2 years of issuance.

Still not a small number, but $80M and $120M is not $200M.

Far cry from 10X off the top.

Also, the lien on the IP gets released when the loan is converted to shares.

So, as far as concerning Alan Ross, 1 of 2 scenarios is possible:

Either Alan Ross understands this and is blatantly lying or Alan Ross doesn't understand this and honestly believes PRH gets 10X off the top.

In either scenario, you can't trust him or his financial acumen.

8K Below:

https://irdirect.net/filings/viewer/index/315545/000119312517093889/



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