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Re: None

Wednesday, 06/06/2012 5:07:21 PM

Wednesday, June 06, 2012 5:07:21 PM

Post# of 27969


http://www.sec.gov/Archives/edgar/data/1421665/000149315212000179/form10q.htm

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: as of March 15, 2011 the Company had 7,021,860 shares of its common stock, par value per share $0.001, issued and outstanding.


http://www.sec.gov/Archives/edgar/data/1421665/000149315212000580/form10q.htm

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: as of May 31, 2012 the Company had 10,814,080 shares of its common stock, par value per share $0.001, issued and outstanding.


So that is 3,792,220 shares added to the float. Still a very, very small float.

The company issued 1,741,046 shares between May 8, 2012 and May 22, 2012 pursuant to the terms of a convertible note issue to Asher Enterprises.


So that leaves 2,051,174 shares

On March 12, 2012, the Company entered into a Securities Purchase Agreement with Asher Enterprises, Inc. (“Asher”), for the sale of an 8% convertible note in the principal amount of $18,000 (the “Note”), to mature on December 12, 2012. The Note bears interest at the rate of 8% per annum. The Note is convertible into common stock, at Asher’s option, at a 50% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. The beneficial conversion feature value accounted for in the discount to notes was $11,300.

During March and April, 2012, the Company converted debt of $10,500 into 680,917 shares of common stock.

During April, 2012, the Board approved an increase in S-8 shares of 2,000,000, to pay for consulting and professional fees. One consultant was paid 385,000 common shares for services rendered, with a value of $19,250.

During April 2012, the Company paid an officer and director 600,000 shares for accrued consulting services, with a value of $36,000.


2,051,174 less 680,917 for convertable debt equals 1,370,257
1,370,257 less 385,000 for services rendered equals 985,257
985,257 less 600,000 for consulting services equals 385,257

So, I am assuming that since $19,250 was convertible to 385,000 shares - that the rest of the shares (385,257) are set aside for Asher's new note of $11,300 which they get at a discount.

Just a quick guess of where the new shares came from and what to expect soon.

All The Best