Here’s some new stuff from the 10Q/A. They’ve been hiding a lot
I remember when this happened but this is the first time we’ve had this much information on the BMG deal:
“Divestiture of Battle Mountain Genetics, Inc.
During December 2017, the Company divested itself of BMG by transferring all of the issued and outstanding shares of BMG, to T.J. Magallanes a former officer and director of the Company, in exchange for 3,036,000 of Mr. Magallanes’ SIGO Series A Preferred shares. “
“As at January 31, 2018, the Company has potentially 46,000,000 in dilutive securities, from outstanding Series A convertible preferred stock, which were excluded from the computation of diluted net loss per common share as the result of the computation was anti-dilutive”
St George Note is in default, but not the one from February 2018, this one I don’t even remember hearing about:
“On December 8, 2017, the Company issued a $170,000 convertible promissory note to St. George Investments, LLC. The note is repayable in seven (7) months and bears interest at 10% per annum. The note is convertible into Common shares at the option of the holder at issuance at $0.90 per share of common stock.
As of the filing of this interim financial statement, the note is in default and is accruing interest at a rate of 22%. The note is now convertible at a price which is the lower of $0.90 per share and the market price on any applicable date of conversion. Certain other reset provisions and potential true up policies are in effect which may materially increase the number of Common shares to be delivered
No REI Extracts deal either:
“In December, 2018, SIGO and REI Extracts mutually agreed to terminate their joint venture. All equipment delivered by REI Extracts was removed by REI Extracts and the Company ceased utilizing the master grower provided by REI Extracts.”
No Job Growing deal too, but they still got paid a shit ton for nothing:
“On September 17, 2019 Job Growing notified the Company of its intent to terminate the agreement between Job Growing and the Company effective immediately.
On August 15, 2019, the Company received a true up notice from Job Growing to issue 576,091 shares of Series C Preferred Stock to Job Growing valued at $633,700, pursuant to the terms of the purchase agreement signed on November 30, 2018. “
So why is BMG at the farm if all of the assets were transferred to TJ:
“On January 15, 2019, BMG was fined approximately $35,000 for not having Worker's Compensation insurance for the months of January 2018 - April 2018. The Company believes this is a fine owed by BMG and is not a liability due to the Company, as we transferred ownership of BMG during December 2017, to T.J. Magallanes, the Company's former CEO (see Note 1). VBF Brands, the Company's operating entity, has worker’s compensation and was not subject to the fine. The Company ceased operating BMG in December 2017.
Another pointless deal:
“On February 11, 2019, , pursuant to a purchase agreement entered into by and between SIGO and Cicero Travel Group, Inc. (“Cicero Travel”) the Company issued 333,000 shares of Series C Preferred Stock, valued at $1,000,000, to Cicero Travel, in exchange for the rights to receive 33% of the net profits of Cicero Travel, 19% of the issued and outstanding shares of the common stock of Cicero Travel and the right to purchase an additional 14% of the issued and outstanding shares of the common stock of Cicero Travel.
On August 19, 2019, the Company received a true up notice from Cicero Travel to issue 486,672 shares of Series C Preferred Stock to Cicero Travel valued at $593,740, pursuant to the terms of the purchase agreement signed on February 11, 2019. The Company believes the true up notice is without merit, that Cicero Travel has not met its obligations under the purchase agreement and SIGO intends to cancel the previously issued shares of Series C Preferred Stock and will not be issuing any additional shares of Series C Preferred Stock to Cicero Travel”