Flexpower Inc. (FLXP)

[PayDirt!]

Here is everything I can find on the preferred shares.

08.14.07
Esprit Releases 2nd Quarter Results
Capital Stock;
The total number of common shares outstanding increased to 7.877 billion shares. Most of this increase was related to the Company’s acquisitions during the quarter.
On April 17th, 2007, the Company also issued 2,000 preferred shares with 20,000:1 super voting rights to Minaco-TradeX Corp. These preferred shares were issued in conjunction with a secured line of credits for up to $600,000, secured by a GSA on Company assets.

08.23.07
Minaco-TradeX
Company issued 2,000 preferred shares on April 17th, 2007, carrying 30 million votes per share, although no preference as to Company distributions versus common stock. In other words, for dividend purposes, preferred shares will only receive the equivalent of 2,000 common shares in funds.Esprit management is confident of the trust existing between all parties

09.10.07
Preferred Shares
Importantly, should Esprit close the line of credit, the preferred shares revert back to the Esprit. The preferreds have been created to cover the possibility that if Esprit defaulted on the Line of Credit, Minaco would be able to step in and take action necessary to protect their investment - such as installing a new board etc.

09.11.07
Why Issue Preferred Shares to Minaco-TradeX
Our desire to work with Minaco is two-fold. One; we want funds available to draw down to allow us to respond to new projects, if required. The preferred shares voting rights are designed to become active when Esprit draws on the line of credit. These voting rights are designed to protect Minaco’s investment if Esprit defaults on the loan. Once Esprit winds up this credit facility, and pays it off, the preferred shares will be returned to treasury.


Email I recieved 10-09-07

The questions you posted regarding the preferred shares need a bit of research. There are 2,000 preferred shares issued to Minaco. There is no plan to issue additional shares, and we are working out the logistics of transferring a portion of the shares to Mr. Winters, again, based on achieving business milestones.

They are super-voting: 20,000 votes each. They are not intended to be convertible to common stock, and therefore would not trade on the market. We believe that the number of votes would be adjusted down pro-rata if a reverse split would happen. However, we need to verify with our security lawyers re: some of these specific provisions as they were not created with the idea of a reverse split in mind, which as you know, we have not considered unless other major developments occur that would necessitate this.

We intend to post your last question up on Town Hall as soon as we can verify the facts with our lawyers