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Re: jimmybob post# 274

Friday, 03/11/2011 11:40:13 PM

Friday, March 11, 2011 11:40:13 PM

Post# of 10528
More DD:(will have more Sunday night)

So again i keep pointing to the raise in the A/S last friday as the turning point here... WHY??? Because the companies deal with the funds that gives them stock(beneficial ownership) for money is contingent on the company hitting certain milestones. When they do, the funds invest more money...

Since the O/S is 240 Mil as of March 10th, and the A/S was 250 mil, working any more deals with the funds would require a raise in the A/S.. Simple stuff right??

Lets start first with why the fund is investing millions into SRNW:

The acquisition by I2BF of beneficial ownership of Common Stock of the Company, as described herein, was effected (a) because of I2BF’s belief that the Company represents an attractive investment based on the Company’s business prospects and strategy, (b) to help finance the Company’s general corporate operations.

Now here is the wording on the trigger for more funding:

I2BF intends to make additional investments in Notes with an aggregate principal amount of up to $664,924 and additional Closings shall be held with respect to such investment (each, an “Anticipated Closing” and collectively, the “Anticipated Closings”) as set forth on the Schedule of Anticipated Closings to the Agreement, subject to the approval by the Investors of the Company’s Proposed Budget for the month following such Anticipated Closing Date and the fulfillment by the Company, to the satisfaction of the Investors, of the applicable Funding Milestones as described in the Agreement. An additional Note shall be issued to I2BF with respect to the notes issued each Anticipated Closing. As soon as practicable following the expiration of 90 days after the Company’s deregistration of its Common Stock under the Securities Exchange Act of 1934, I2BF shall be issued 23,877,445 additional shares of Common Stock and Blue Day shall be issued 18,194,749 additional shares of Common Stock. Once all shares are issued to I2BF and Blue Day under the Agreement, I2BF shall own approximately 40.6% of the outstanding Common Stock determined on a fully diluted basis.


So you ask, what Milestones??? Well take a look below. Now if some or all of these milestones are hit, this stock runs .10+ ~~ :) EZ IMHO

FUNDING MILESTONES

1. Legal and business due diligence shall have commenced in connection with the credit facility currently under negotiation between the Company and Banco Internacional del Perú S.A.A. (“ Interbank ”) and evidenced by that certain term sheet dated October 18, 2009 (the “ Interbank Facility ”), and costs and expenses of Interbank required to be paid by the Company for Interbank to commence such due diligence shall have been fully paid, each as certified to the Investors by Interbank.

2. The Company shall have commenced drilling and development of at least one (1) water well on the land subject to that certain Agreement of Constitution of Surface Right, dated as of May 3, 2008 between Comunidad Campesina San Pedro de Morrope (“ Grantor ”) and the Company (the “ Peru Lease ”).

3. Grantor shall have accepted payment in full satisfaction of all indebtedness, liabilities, obligations and all other amounts owing to Grantor through calendar year 2010 with respect to the Peru Lease (as evidenced in writing).

4. The security interests of the Investors with respect to the Notes and the notes issued pursuant to the July 2009 Purchase Agreement shall have been perfected with respect to all the assets and properties of the Company and its subsidiaries, to the satisfaction of the Investors.

5. The Company shall have successfully drilled and developed to commercial use at least one (1) water well on the land subject to the Peru Lease and shall have presented to Investors an independent engineers report certifying to the same.

6. All legal and business due diligence shall have been completed in connection with the Interbank Facility, as shall have been certified to the Investors by Interbank.

7. The Company shall have received a commitment letter with respect to the Interbank Facility, which shall provide for an extension of credit to the Company and its subsidiaries (i) of not less than US$24,000,000, (ii) containing such acceptable objective conditions that reasonably assure funding within thirty (30) days and (iii) otherwise upon terms and conditions as set forth in that certain term sheet dated October 18, 2009.


8. The Company shall have closed on and received the initial funding with respect to the Interbank Facility and shall have at least US$24,000,000 of immediately available credit from the Interbank Facility.


Not sure what Bank in their right mind would start a credit facility for a company with ZERO revenues... Unless that has changed???

Read back on some of the PR's from SRNW in 2008-2009. Some big wording and potential. Also some BIG NAMES on the Board of directors... The type of names you see in $1+ stocks, not .015 stocks...

Kicker on this is the compensation program where they all make money via the stock if they hit some milestones...

VESTED interest always works well for a stock.



So in a nutshell, looks like SRNW started to raise funds via the stock. Paid some promoters in excess of $500k in 2008 to help.

Finally found some investors to actually give them money. Stopped promoting. As part of the deal, the fund told SRNW to cease being a reporting company and deregister with SEC. Why? Still trying to figure that out. Save money?? I guess...

New money coming in own stock.. have a vested interest in seeing this through. Recent raise in A/S is a signal to me that milestones have been hit.

Think we have quite the gem here IMHO ~

More to come Sunday Night ~~


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