Did some research on the CUBT filings and thePReferred share controversy.
On the conversion of Series A Preferred and Series B Preferred.
If you review the Articles of Incorporation you will see that the
Series B Preferred was paid for (not gifted) and issued back in the Year 2011. The cost of a Series B Preferred share was $1.00 per share so 203,000 shares were bought for $203,000 from the old Connectyx in 2011. CTYX received that money at that time. This has been disclosed (in other words, should not have been a surprise) in the Articles of Incorporation and in the subsequent Annual Reports on OTC Markets. Series B was always part of the company's capital structure for any investor to see.
As for the Series A Preferred, it was issued to the Founding Shareholders of the old CTYX in 2007. Series A always converted into 35% of the Issued and Outstanding Common shares at the time of Conversion. Prior CTYX Management and the Board of Directors owned all the Series A Preferred shares until Michaels and Ginsberg bought 63% of Series A from former Management.
In November 2020, Michaels and Ginsberg DILUTED the Series A holders (of the old company that failed) by issuing themselves additional Series A and subsequently controlled 91% of Series A Preferred shares. Series A still converted into 35% of Issued and Outstanding Common stock. It did not matter who owned the Series A preferred because the conversion rate was fixed at 35%.
You have to be honest with yourself here. Would YOU buy equity in a failed company that had no business, no operations, delinquent filings, no employees and let the old shareholders own the majority of the company that you were trying to ressurect with a new business plan? Did former CTYX management deserve those shares or did current CUBT management?
Reading into the possible reasons for the timing of this conversion of Series A and Series B may be (just conjecture here) because the company wanted a "cleaner" corporate structure without multiple Series of Preferreds that can often be stumbling blocks for future alliances, whether for Joint Venture partners, Acquisitions, Capital Raises, whatever. Showing a company on a Fully Diluted basis is more attractive than a more complicated structure of various Series of with different conversion terms.
From what I can determine in reading all these filings is that these Preferred Shares that were converted are now held by Management which are restricted for sale under Rule 144 after at least a one year hold. And then, can only be sold at a maximum rate of 1% of the shares outstanding every 90 days
There was NO dilution to the Public Float of free trading shares held by shareholders in the DTC. That has remained fairly steady since November and the only shares coming out are long time Certificate holders from the CTYX days that are depositing shares in broker accounts after discovering that there long held preferred shares could be converted into common shares.
JMO, but if you had funded the previous company years ago you would feel that you should have every right to do so since they have held stock for well over 10 years. Any changes in the public can be monitored with the Transfer Agent bi-monthly reports on OTC Markets but, so far, there is no increase in the public float coming from the insiders because they cannot lift the restrictions on their shares until May next year.
Sorry for the lengthy post, but the back and forth on this board was really getting to be a misleading, inaccurate,"fake news" board and really was serving to possibly panic legitimate investors into selling at the wrong time.
Yes, I still have shares and I have an agenda that I would like to see selling slow down and the stock firm up (although I have been benefiting from these low prices but I have all I want now and am fine with it not getting cheaper, lol).
But this "gifting" BS is really not true. And this outrage that the people doing the work have so many shares that they bought when there was TREMENDOUS UNCERTAINTY on what they could bring to the next company is really closer to envy--envious thatyou did not have the money, knowledge, risk taking profile to do the same on your own.
GLTA
