Juniper Group Inc. (fka JUNP)

[Howyadoing]

*****************************************************
Form 8-K for JUNIPER GROUP

24-Jan-2008

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obli

Item 1.01 Entry into a Material Definitive Agreement

To obtain funding for its ongoing operations and support its investor relations program, Juniper Group, Inc. (the "Company") entered into a Securities Purchase Agreement (the "Agreement") with New Millennium Capital Partners II, LLC, AJW Master Fund, Ltd, and AJW Partners, LLC (collectively, the "Investors") on December 26, 2007 for the sale of (i) $100,000 in callable secured convertible notes (the "Notes") and (ii) stock purchase warrants (the "Warrants") to buy 1,000,000 shares of the Company's common stock.

The Notes bear interest at 8%, mature three years from the date of issuance, and are convertible into our common stock, at the Investors' option, at a conversion price equal to the lower of (i) $0.05 or (ii) 50% ('Applicable Percentage") of the average of the three lowest intraday trading prices for our common stock during the 20 trading days before, but not including, the conversion date.

As of December 26, 2007, the average of the three lowest intraday trading prices for our common stock during the preceding 20 trading days as reported on the Over-The-Counter Bulletin Board was $0.00073 and, therefore, the conversion price for the secured convertible notes was $0.000365. Based on this conversion price, the Company's authorized Common Stock shares may be insufficient to meet the conversion requirements of the $100,000 Notes, excluding interest. The Company is working toward a solution of this problem.
http://biz.yahoo.com/e/080124/juni.ob8-k.html

So $100,000. divided by .000365 = 273,972,600 shares will be sold to pay off this new note