Xponential Inc (fka XPOI)

[Stock]

All kinds of cash is flowing back, looks like

Convertible Promissory Note - In October of 2006, the Company issued a $950,000 convertible promissory note to PawnMart, Inc., in a private placement. The unsecured note carried an interest rate of 6.50% per annum, payable semi-annually, and was scheduled to mature on October 15, 2016.

The company negotiated with Pawnmart, Inc. to prepay the note at a discounted rate of $715,000, as of June 6, 2011. A payment of $640,000 was sent to Pawnmart, Inc., and a $75,000 promissory note was signed for the remaining balance due. This promissory note carried an interest rate of 6.50%, per annum, payable at the maturity date of the note, which was May 26, 2012. On September 19, 2011, the Company paid the promissory note in full plus accrued interest, for a total payment of $76,523.

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AND -- XPOI gets $66,801 a quarter for 6 years, per Note 12

NOTE 12 – SUBSEQUENT EVENTS

On October 21, 2011, the Company signed a Stock Purchase Agreement and Promissory Note with PawnMart, Inc., which allows the Company to purchase back its 3,050,000 shares of outstanding Preferred Stock from PawnMart, Inc. in exchange for a Promissory Note in the amount of $1,300,000, approximately $0.4262 per share. The note carries a 7% interest rate, and will be paid in 24 quarterly installments of $66,801. There were no additional events that have occurred subsequent to the Company’s quarter-end. Subsequent events have been evaluated through November 8, 2011, which is the date these financial statements were issued.

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