Arrayit Corporation (ARYC)

[Delsurfer]

Cliff’s Notes version of the Arrayit vs. Iconic lawsuit. I spent way more on court docs than I should have!

• When Iconic dismissed their lawsuit against Arrayit in January 2018 without prejudice, Arrayit thought all was good. You may recall Arrayit transferred the 6.6mm shares of Avant Diagnostics to Iconic to fulfill their balance on the outstanding note due in Dec 2016. In my opinion, Iconic seems to be a predatory “bill collector” who purchased the receivable that Morrison & Foerster LLP was awarded in an older lawsuit against Arrayit at a fraction of the amount. They probably do this knowingly to screw over small, vulnerable companies.

• In July 2018, Arrayit learned from Standard Registrar that Iconic’s attorney’s requested issuance of 25mm share of Arrayit common stock. A little later on…..

“On August 1, 2018, Arrayit learned that Iconic had actually made two conversion requests:
one for 46,153,846 shares and the July 18, 2018 request for 25,681,871 for total 71,835,717 shares of Arrayit common stock. (Schena Decl. ~ 28; (Leetham Decl. ~ 6.) Based on the July 31,2018 trading price, the share value was $5,746,685. (Id.) On August 1,2018, Arrayit sued Iconic for breach of various agreements via Iconic's attempt to convert. (Leetham Decl. ~ 7.) Thereafter, Arrayit's attorneys began communicating with Standard and it was Arrayit's understanding that Standard had agreed to hold off on Iconic's conversion request until this TRO request is heard and ruled on by the Court. (Schena Decl. ~ 29.)”

• There’s a lot in between but Arrayit was seeking a Temporary Restraining Order (TRO) preventing Iconic from having shares converted. The Judge agreed…….

“IT IS HEREBY ORDERED that Standard Registrar & Transfer Company, Inc.("Standard") (i) shall immediately transfer 71,835,717 shares of Arrayit Corporation common stock from the 1.4 billion reserve shares of Arrayit Corporation common stock, currently authorized but unissued and held in reserve for defendant Iconic Holdings Group, LLC, to Iconic Holdings, LLC with a restrictive legend until otherwise ordered by the court; (ii) defendant Iconic Holdings, LLC is prohibited from transferring, liquidating, converting, encumbering, pledging, loaning, selling, concealing, dissipating, disbursing, assigning, spending, withdrawing, gifting,conveying, hypothecating, using as collateral, or otherwise disposing or acquiring any of Arrayit Corporation common stock.

• Standard Registrar is basically pissed off that they are in the middle of this and incurring legal costs and sued both Arrayit and Iconic

“Plaintiff cannot resolve the conflicting demands by Defendants and therefore is unable to determine without this Court’s instruction (i) if the Stock should be issued, and (ii) if so, to whom the Stock should rightfully be issued and delivered, and (iii) if it should be issued and delivered to a party, should it be issued with or without a (Rule 144) restrictive legend.

In my not so expert legal opinion, Iconic seems to be in wrong. They recouped what they were owed and even dismissed the lawsuit. Now they are trying to get their hands on many millions of share of stock that far exceeds any amount that they can conceivably be owed. Think I saw some language in one of the docs about a "windfall" that they basically aren't entitled to. I'll post more tomorrow.