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Re: moondogaz post# 13186

Tuesday, 04/23/2024 8:01:32 AM

Tuesday, April 23, 2024 8:01:32 AM

Post# of 13661
They have accumulated far more new debt than they have been able to convert the past year with more than a billion new shares issued. Now consider that the two remaining notes in the S-1 offering are still intact as of the current filing with principle balances outstanding of $584,079 and matured two years ago. Those notes with interest would be worth North of $800K now. The S-1 only registered 46 million shares and appears to be of little use to settle these notes. Form D filings done at the time the notes were written but would not be enough from what I see and would represent restricted shares. What happens if either of these lenders choose to exercise their rights to convert at 50% discount to market under the terms of the notes. Does Blackstar tell these lenders to shag off like they did GS Capital and end up in another very costly lawsuit?




For the quarterly period ended March 31, 2023
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001483646/000106594923000051/begi-20230331.htm.htm

As of May 5, 2023, there were 683,446,845 shares of the registrant’s common stock, $0.001 par value, issued and outstanding, not including shares reserved for conversion of notes.


AMENDMENT NO. 10 TO FORM S-1
https://www.sec.gov/Archives/edgar/data/1483646/000106594923000063/blackstar_s1a10.htm

On January 28, 2021 BlackStar Enterprise Group, Inc. and SE Holdings, LLC entered into a convertible promissory note totaling $220,000 and a securities purchase agreement. The note bears interest at 10%, with a default rate of 24%, and is convertible, at any time after the date of issuance. The conversion price is to be calculated at 50% of the average of the three lowest trading price of the Company’s common stock for the previous twenty trading days prior to the date of conversion....

...The Company and the holder executed the securities purchase agreement in accordance with and in reliance upon the exemption from securities registration for offers and sales to accredited investors afforded, inter alia, by Rule 506 under Regulation D as promulgated by the SEC under the 1933 Act, and/or Section 4(a)(2) of the 1933 Act. The company filed a Form D with the Securities and Exchange Commission on February 4, 2021.



On April 29, 2021 BlackStar Enterprise Group, Inc. and Adar Alef, LLC entered into a convertible promissory note totaling $550,000 and a securities purchase agreement. The Company initially reserved out of its authorized Common Stock 86,105,000 shares of Common Stock for conversion pursuant to the note. The note bears interest at 10%, with a default rate of 24%, and is convertible at the option of the holder, at any time after the date of issuance. The conversion price is to be calculated at 50% of the average of the three lowest closing bid prices of the Company’s common stock for the previous 20 trading days prior to the date of conversion....

... The Company and the holder executed the securities purchase agreement in accordance with and in reliance upon the exemption from securities registration for offers and sales to accredited investors afforded, inter alia, by Rule 506 under Regulation D as promulgated by the SEC under the 1933 Act, and/or Section 4(a)(2) of the 1933 Act. The company filed a Form D with the Securities and Exchange Commission on June 1, 2021.






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Everything that I post is just my informed opinion and is simply an invitation to debate. Trade on your own due diligence please..

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