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Re: Dip66 post# 1641

Monday, 11/29/2010 12:46:29 PM

Monday, November 29, 2010 12:46:29 PM

Post# of 76149
NIR is an offshoot of AJW Partners.

From the 8-K
On September 1, 2010, we entered into a Securities Purchase Agreement (the "Securities Purchase Agreement") with AJW Partners, LLC, AJW Partners II, LLC, New Millennium Capital Partners III, LLC, AJW Master Fund, Ltd. and AJW Master Fund II, Ltd. (collectively, the "Investors"). Under the terms of the Securities Purchase Agreement, the Investors purchased an aggregate of $60,000 in 12% callable convertible secured notes (the "Notes").

Pursuant to the Securities Purchase Agreement, the Investors will purchase the Notes and Warrants in three tranches as set forth below:

The Notes carry an interest rate of 12% per annum and a maturity date of September 1, 2013. The Notes are convertible into our common shares at the Applicable Percentage of the average of the lowest three (3) trading prices for our shares of common stock during the twenty (20) trading day period prior to conversion. The “Applicable Percentage” means 50%.

From Deep Capture
http://www.deepcapture.com/forums/viewtopic.php?id=107

Past deals show that the fund's (AJW Partners) questionable investment strategy is to lend to penny stock, struggling companies at high-interest rates, usually about 15 percent; in return AJW Partners gets warrants to purchase the borrowers' stock at a discount up to 75 percent. If the stock price declines during the term of the loan, AJW Partners gets more shares. The strategy appears to have allowed (Corey)Ribotsky to steer clear of some of the credit crunch pitfalls that have befallen many hedge funds and forced many to close under the weight of huge withdrawal requests.