8-K: Death Spiral Notes/Reverse Split = OVER !
$CELZ: Cash broke again - Sooo, sign more death spiral notes, LOL !
And there ya have it - thee textbook 101 OTC-stink-ville scam play of them all. Combo Qty-3 more gutter grade toxic notes with a side-dish of a massive reverse split, LOL !
Pull flush handle twice- this one is going to lose the last 98% of the last 1% it hasn't already lost. Shareholders have nothing but toilet paper left here - gas station thin ply.
$CELZ is nothing but a toxic debt driven share printing and dilution machine to do nothing but funnel payments (cough cough money to the 3 or 4 insider guys who are the "company") - funnel it back to the mothership private held company where the 3 or 4 clowns play "consulting managers" at the bar, country club and strip clubs which appears to be one of their vices per public news. Fine bunch of chaps, LOL !
THREE more gutter grade toxic convertible debt notes at horrifically bad terms- will = at least a few hundred million shares (split adjusted) when these start to convert which will be exactly 6 months from the date they were inked, in order to avoid rule 144.
CELZ has an un-ending, never ending series of toxic notes hitting one after another after another for as far off into their dismal fake future as one wants to look: https://www.sec.gov/Archives/edgar/data/1187953/000110465919054379/tv531027_8k.htm
Quote: "Item 1.01. Entry into a Material Definitive Agreement.
On October 11, 2019, Creative Medical Technology Holdings, Inc. (the “Company”) completed the sale of 8% Original Issue Discount Senior Convertible Notes (“Notes”) to three institutional investors (the “Investors”) pursuant to a Securities Purchase Agreement between the Company and the Investors (the “Purchase Agreement”). The transaction was effected pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended and Rule 506(b) promulgated thereunder.
Pursuant to the Purchase Agreement, for an aggregate purchase price of $275,000.00, the Investors purchased Notes in the aggregate principal amount of $297,000.00. Each Note matures on October 11, 2020, bears interest at a rate of 8% per annum, and is convertible into shares of the Company’s common stock at a conversion price equal to 60% of the lowest traded price of the Company’s common stock during the 15 trading days preceding the applicable conversion date.
The Purchase Agreement requires the Company to file a preliminary information statement with the Securities and Exchange Commission within 30 days following the closing to effect a reverse split of the Company’s Common Stock at a ratio of between one-for-25 and one-for-75 (the “Reverse Split”), and to cause the Reverse Split to become effective no later than December 30, 2019. In addition, the Notes are subject to covenants, events of defaults and other terms and conditions customary in transactions of this nature.
The information set forth above is qualified in its entirety by reference to the actual terms of the Purchase Agreement and the Notes, which are attached hereto as Exhibits 10.1 and 4.1, respectively, and which are incorporated herein by reference."
END QUOTE of bad news, bad story of a share printing dilution machine in action.
Translated to plain English is this:
1) "Institutional Investors" = gutter grade hedge funds who loan only toxic convertible debt death spiral notes to bottom dragger "companies" (sub penny garbage) on life support.
2) Thee line that defines it as toxic and death spiral is these words right here (the bottomless conversion feature and formula and mega steep discount to market price to the hedge boys):
" and is convertible into shares of the Company’s common stock at a conversion price equal to 60% of the lowest traded price of the Company’s common stock during the 15 trading days preceding the applicable conversion date."
THAT = death spiral financing. 60% discounted and bottomless, in that no matter how low it goes, the hedge boys get the discount off the "lowest traded price of the prior 15 trading days" blah blah blah = they will short it themselves to the dirt nap level before each conversion tranche they run.
Then call up CELZ for shares and make a 100% gain typically. Better than robbing damn banks.
CELZ: There is no real "company" for all intents and purposes- it's a textbook scam that does nothing really but "exist" in order to funnel easy money to a small, very small cadre of insiders and then print dilution shares (literally in the BILLIONS - they had to reverse split when inking these new toxic notes, as they'll blow through the recent increase to 6 billion shares, given the number of toxic notes about to convert- and they can't legally sign these w/o shares available to issue to the note holders, share set aside ahead of time). It's lost a literal 99.9999% of shareholder value- and it's going nowhere, nowhere but down post the reverse split. Will be right back to .00X or .0000X per share within 6 months of reverse splitting it.
Just watch and keep popcorn handy, LOL ! Death spiral toxic notes - explained in plain English.
$CELZ is done and over. Share dilution machine - no other viable actual "business" exists. Never really has. Classic OTC con job.