BlackStar Enterprise Group Inc (BEGI)

[Bubae]

For those who may believe buying 7s and 8s here is an opportunity to flip this trash. The summary of the settlement agreement states that the conversions will be done "...at a reduction of forty-two and a half percent (42.5%) off the lowest closing sale price for twenty (20) trading days as disclosed in the Settlement Agreement..." Looking at the Settlement Agreement, Exhibit 10.1 linked below, we find that the conversions are to be done at "..market priceduring the valuation period..." Market Price is defined as lowest "Sale Price".

This of course can make a difference in the number of shares delivered for conversions. We know for the last 8K that they issued the 60.2 million shares for expenses and fees and likely got those sold before CEO dropped the last 8K sending the price down 50%. It is likely the used the December 3rd sell off to set the base price for the first tranche of shares to be issued. We have the initial sell down at the open on the 3rd then a huge dump around 9:35 of more than 13 million shares taking the price down to $0.0006. Given the language in Exhibit 10.1 this would set a base for conversions at $0.000345. This price will be good for 20 days from that date. They will need huge volume to move more than $860K priced at the discount described so don't expect them to allow much profit taking from players of this stock. I believe that they will soak up whatever liquidity they can and are well positioned with the pricing language to do it. caveat emptor.

Form 8K filed November 5th 2024
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001483646/000106594924000119/blackstar8k1152024.htm
Page 1
The Settlement Agreement allows Continuation Capital to purchase debt that we owe to our creditors through direct purchase of the debts from our creditors and convert such debt into shares of our common stock at a reduction of forty-two and a half percent (42.5%) off the lowest closing sale price for twenty (20) trading days as disclosed in the Settlement Agreement prior to the date of conversion for each tranche of debt purchased.

The foregoing is a summary of the terms of the Settlement Agreement and are qualified in their entirety by the Settlement Agreement that is attached hereto and incorporated herein as Exhibit 10.1. The Order Granting Approval of the Settlement Agreement is attached as Exhibit 10.2.

Exhibit 10.1
SETTLEMENT AGREEMENT AND STIPULATION
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001483646/000106594924000119/blackstar8k1152024.htm

Page 2
1. Defined Terms. As used in this Agreement, the following terms shall have the following meanings specified or indicated (such meanings to be equally
applicable to both the singular and plural forms of the terms defined):
...
“SALE PRICE” shall mean the Sale Price of the Common Stock on the Principal Market.
"MARKET PRICE" on any given date shall mean the lowest Sale Price during the Valuation Period.
....
"PURCHASE PRICE" shall mean the Market Price during the Valuation Period (or such other date on which the Purchase Price is calculated in accordance with the terms and conditions of this Agreement) less the product of the Discount and the Market Price.
...
Page 4
a. In settlement of the Claims, Company shall initially issue and deliver to CCI, in one or more tranches as necessary subject to paragraph 3(e) and (f) herein, shares of Common Stock (the “Initial Issuance”), subject to adjustment and ownership limitations as set forth below, sufficient to satisfy the compromised amount at a forty two and one half percent (42.5%) discount to market (the total amount of the claims divided by the purchase price) based on the market price during the valuation period as defined herein through the issuance of freely trading securities issued pursuant to Section 3(a)(10) of the Securities Act (the Settlement.