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Re: up-down post# 133

Thursday, 05/01/2008 8:19:00 AM

Thursday, May 01, 2008 8:19:00 AM

Post# of 247
Yorkville paid off now?

With Quercus now holding similar financial instruments?

From the 4/30/08 8-K:

http://www.sec.gov/Archives/edgar/data/1176193/000110465908028519/a08-12977_18k.htm

Excerpted:

"On April 30, 2008, the Company repaid all remaining principal amounts outstanding pursuant to the series of Secured Convertible Debenture (the “YA Global Debenture”) issued by the Company in 2007 to YA Global Investments, L.P., and its affiliates (formerly known as Cornell Capital Partners, L.P.).

The total payment, which included principal and accrued interest, totaled approximately $3.3 million.

The YA Global Debenture was the only remaining convertible debenture held by YA Global Investments in the Company’s capital structure."

..... and .....

"Quercus Loan

On April 30, 2008, Open Energy Corporation (the “Company, ““we” or “us”) entered into a Loan and Security Agreement (the “Loan Agreements”) with The Quercus Trust (“Quercus”) and issued a promissory note for a loan of up to $3.5 million dollars (the “Loan”).

Interest on the Loan is payable in warrants to acquire shares of the Company’s common stock at an exercise price of $.506 per share. The total number of warrants that may be issued, assuming the maximum Loan amount of $3.5 million is funded is 1,389,096, which the parties agreed equates to an 18% per annum interest rate on the Loan. The warrants have a seven-year term and are otherwise substantially similar to the warrants issued to the holders of the Company’s Series B Convertible Notes, a form of which was attached as Exhibit 4.3 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 25, 2007."

Yorkville / Cornell Tracking Board #board-9964


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