VG Life Sciences Inc. (VGLS)

[jurisper]

Re 17M new issuance over last 30 days: this could be conversion of warrants. The disclosures at www.pinksheets.com show a whole bunch of warrants on issue - 113M as of end March, and another 34M by my count through August.

17M warrants were issued as part of a private placement in July (the placement also included 10M common shares, at a price of 2.3c). Prior to that, in June,another 17M were issued to company controlled by the CEO, Best Investments (along with 17M common shares).

Maybe just coincidence, but if there has been a 17M increase in the otustanding recently, is it because of the exercise of either of those warrant parcels?

VRAL has a revolving line of credit with another company controlled by the CEO, Best Investments Int. Amounts owing under this can be converted into common shares and warrants based on the VWAP over the 20 trading days leading up to the conversion. The exercise price on the warrants is 150% of the issue price for the common shares. The June issue to Best was for conversion of $500K of the amount owing. So the price on the shares was about 2.9c and the warrants are stated to have an exercise price of 4.4c.

I don't know whether the shares issued or issuable upon warrant exercise are free trading, but if I was a VRAL shareholder I would want to know. I would also look at the promotional activity which seems to have started around the same time as the conversion; and then I would want to know why Best chose to convert when it did; and then if any warrants have been exercised & if so by whom; and if so, have any shares received from warrant exercise been sold into the market.

(Even before that, I would want to know why the company chose to deregister itself in March. Hopefully not because it wanted to avoid disclosing this kind of information in a timely fashion.)

Apart from warrants and the exposure to further conversion of amount owing to Best (seems to be $1.3M after the $500K conversion), a fully-diluted view of the company has to take into account the 5M preferred shares on issue, about 39% of them held by the CEO or vehicles he controls. These are convertible at the options of holders into another 50M common.