BlackStar Enterprise Group Inc (BEGI)

[Bubae]

Important information Whale! 😆

At least in my opinion. Here we go. I have to admit that the one thing about what is happening here is the fact that the price has held up as well as it has given the 698 million shares issue during the than nine month period from Q1 through Q3. I believe that I have solved this mystery to my own satisfaction. The context is framed around the rule 144 six month holding period for unregistered shares. Since 2022 the SEC has been hammering some of the biggest names in toxic lending for 'violations of federal securities laws, particularly failure to register as a “dealer,” as is required by the Securities and Exchange Act of 1934' The SEC has been handing out big penalties for this activity. So unless they are operating illegally they are observing the holding period. Especially considering a single lender,1800 Diagonal Lending LLC, holds claim to roughly 600 million of the 698 total for the period. They stand to make millions on shares converted at only $0.00017 a share. Not a misprint folks, $0.00017 a share.

So the mystery for me is the question of when were the shares issued? Found some dates in the filings showing the outstanding share counts during certain periods. June 14th we have an OS of 790,292,999 according to the S-1 offering. 51 days later on August 4th we see an increase to 1,134,572,435 or 344,279,436 shares issued for the period. By November 1st the filings indicate that the OS increased to the current OS of 1,244,572,435. I understand from those posting here that there has been no increase since the first of October. so calculating we see that the 57days from August 4th thru September 30th they added another 110,000,000. It would appear that roughly 454,279,436 shares hasn't even vested yet. Those shares should begin to become eligible sometime next week and run for around the 110 day period according by the issuance period estimated. An unknown is how many of those currently eligible have not been sold yet.

Now add in the regulation "D" offering for $125,000 intended for debt reduction that was filed May 19th 2023 with a first sale date of March 2023. Those shares should have went restricted and eligible as early as September. Hope the company is planning to hype that currently useless patent soon because they are going to need huge volume.


AMENDMENT NO. 10 TO FORM S-1
As filed with the U.S. Securities and Exchange Commission on June 16 , 2023
https://www.otcmarkets.com/filing/html?id=16735041&guid=f5J-kKvIC1xEdth#BLACKSTAR_S1A10_HTM_a_04
Based upon 790,292,999 shares of common stock issued and outstanding as of June 14 , 2023, not including reserve shares, warrants outstanding, or convertible preferred shares.

For the quarterly period ended June 30, 2023
https://www.otcmarkets.com/filing/html?id=16861200&guid=f5J-kKvIC1xEdth
As of August 4, 2023, there were 1,134,572,435 shares of the registrant’s common stock, $0.001 par value, issued and outstanding, not including shares reserved for conversion of notes.

August 4, 2023 1,134,572,435 less June 14, 2023 790,292,999 = 51 days and 344,279,436 shares issued

November 1, - 1,244,572,435 less August 4, 2023 1,134,572,435 = 57 days to beginning of October 110,000,000 shares


FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2023
https://www.otcmarkets.com/filing/html?id=17069009&guid=-mJ-k6UIqQlEdth

NOTE 5 – STOCKHOLDERS’ DEFICIT
Common Stock
During the nine months ended September 30, 2023, the Company issued shares of its common stock as follows:

> 698,077,221 shares for conversion of $116,725 principal and interest on convertible notes payable.



Press Release
Stock Issuers & SEC Taking the Fight to ‘Toxic’ Lenders
by Howard Mulligan August 15, 2023 in Financial Services
Agency bringing actions against convertible noteholders for failing to register as dealers
https://www.corporatecomplianceinsights.com/sec-toxic-lenders/#:~:text=Since%20early%202020%2C%20the%20SEC,required%20by%20the%20Securities%20and

In March 2022, a Florida district court dealt with a defendant that purchased convertible notes of over 100 microcap issuers, converted the notes into shares of stock at massive discounts and then dumped over 17.5 billion shares into the public market, generating over $21.5 million in profits.

In August 2022, the SEC initiated an action for failure to register and then entered into a settlement with a noteholder that, from 2016-2020, purchased approximately 250 convertible notes and profitability sold the converted shares. In the settlement, the defendants agreed to (1) pay disgorgement and prejudgment interest of $8,390,601.27, (2) the entry of a civil penalty of $810,307 and (3) a five-year suspension from acting as a penny-stock dealers.