LIQUIDITY AND CURRENT BUSINESS DEVELOPMENTS In the first half of the 2019 financial year, management focused on relaunching the business by creating a new board and new management, assembling all supporting documents, and developing the necessary structures needed to revamp the company. Management shifted its focus in the second half of the year towards improving liquidity. Recognizing that the relaunching and the SEC shelf registration of the BCLOC Security may take time to complete, the company has established a private placement memorandum as detailed below, as an interim measure, to raise $200 million to cover the operating cost until all registrations are completed by the selected Underwriters. PRIVATE PLACEMENT MEMORANDUM (PPM) As stated in “Item 4” above, the Company has issued a confidential private placement memorandum (PPM) through a related company PCSO Capital Investment, LLC to raise $200 million to be transferred, based on agreement, to Protective Capital Structure Corporation to increase liquidity for Protective Capital Structure Corporation The offering has a Minimum of Four (4) and a Maximum of Four Hundred (400) Promissory Notes at an offering price of Five Hundred Thousand Dollars ($500,000) per Note to raise a Minimum of Two Million Dollars and a Maximum of Two Hundred Million Dollars ($ 200,000,000) from qualified investors who meet the investor suitability requirements set forth in the PPM, and the breakdown as to how the amount would be used is detailed in the table below.
USE OF PROCEEDS DESCRIPTION AMOUNT ($) LEGAL FEES $ 1,000,000 SEC SHELF REGISTRATION FEES 10,000,000 OTHER COST 5,000,000 COMMISSION & OFFERING EXPENSE 21,000,000 OPERATIONAL COST 8,000,000 ESCROW RESERVE 75,000,000 CASH RESERVE FOR OPERATIONS 80,000,000 TOTAL $ 200,000,000
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