QS Energy Inc (QSEP)

[SoxFan]

So it was 2010/2011 where STWA last tried to raise funds eh?

The FACTS are that STWA has stopped ALL offerings and have not raised capital at all in a long time, I think 2010/11 was the last offering. In other words, ZERO dilution, ZERO selling of shares since then. Warrants are simply for lack of a more precise description a "bonus" for taking on more risk earlier on in any given company's development. STWA is not "selling" these warrants, relying on them to stay afloat.

Your above comment tells me that some people are just not very savvy investors when it comes to understanding the company they say they are long and strong in. Of course there is dilution of stock because just in 2012 they issued 0ver 29 million shares which does dilute the stock. Warrants need to be issued or who in their right mind would give them promissory notes that only generate 7% or 10% without those additional shares that in effect double their shares available to them to purchase and sorry NO nada zilch no way that there is a six month hold on those notes as they can and have been pretty much all exercised as they should be when the price fluctuation from a low of $.30 to a high of $1.89.

Nice try.


From their 10K for year ending December 31, 2012

During the year ended December 31, 2012, the Company sold $2,069,174 of convertible notes for aggregate consideration of $1,835,840, resulting in an original issue discount of $180,963 and conversion of $52,371 of accounts payable. The notes do not bear any interest; however, the Company uses an implied interest rate of 10%. The notes are unsecured, will mature in one year and convertible to 7,423,316 shares of common stock at a conversion price of $0.25 up to $0.40 per share. Furthermore, each of the investors in the offerings received, for no additional consideration, warrants to purchase a total of 7,423,316 shares of common stock. Each warrant is exercisable on a cash basis only at a price of $0.30 up to $0.40 per share, and is exercisable immediately upon issuance and will expire within two (2) to three (3) years from the date of issuance.

During the year ended December 31, 201, the Company converted $3,789,634 of these convertible notes to 14,305,156 shares of common stock.

The sales of the securities described above were made in reliance on the exemptions from registration set forth in Section 4(2) of the Securities Act of 1933, as amended (the “Act”), or Regulations D or S promulgated thereunder.

Other Issuances

During the year ended December 31, 2012, we issued an aggregate of 29,394,100 shares of our common stock as follows:

· During 2012, we issued 2,525,000 shares of our common stock for services valued in the aggregate at $1,228,250. We valued the shares at market prices at the date of the agreements ranging from $0.30 to $1.07 per share.
· During 2012 we issued 14,305,156 shares of our common stock in exchange for conversion of $3,789,634 of Convertible Notes. We valued the shares at $0.25 to $0.40 pursuant to the term of the convertible note.
· During 2012, we issued 776,667 shares of our common stock for exercised options valued at $0.27 to $0.30 per share.
· During 2012, we issued 11,787,277 shares of our common stock for exercise of warrants at an average price of $0.28 per share and valued at $3,317,181.