Replies to post #89869 on Blum Holdings Inc (BLMH)

[Dickybad]

People trying to provide misleading information, there is a big difference between issued and outstanding.

Outstanding = 184,049,231
Issued= 284,470,662

file:///C:/Documents%20and%20Settings/Owner/Desktop/trtc_s1a.htm
Common Stock

The Company has authorized 350 million shares of common stock with $0.001 par value, of which there were issued and outstanding 184,049,231 as of September 30, 2014

As of October 28, 2014, there were 284,470,662 shares of common stock issued and outstanding.

Same stuff from last week again and again and again!


Dickybad Member Level Friday, 11/07/14 08:18:43 PM
Re: sfe306 post# 87765
Post # of 89825
Corporate Information


The Offering

Securities offered by the Selling Stockholder
35,565,666 shares of Common Stock (1)

Common Stock outstanding before this offering (note not issues and outstanding)
284,470,662 shares (2)

Common Stock outstanding after this offering
319,604,060 shares (3)

Use of proceeds
We will not receive any of the proceeds from the sale of the securities owned by the Selling Stockholder. However, we have received $6,550,000 under the Purchase Agreement with the Selling Stockholder in connection with the sale of the Notes. We may also receive proceeds in connection with the exercise of Warrants for the underlying shares of our Common Stock, which may in turn be sold by the Selling Stockholders under this Prospectus. We have used and intend to the remaining proceeds from the Debt Placement and any proceeds from the exercise of Warrants to execute our growth strategy, to aid in the commercial development of GrowOp Technologies, Edible Garden, MediFarm, MediFarm I, and MediFarm II, and for general corporate purposes as more fully discussed in this Prospectus. There is no assurance that any of the Warrants will ever be exercised for cash, if at all. See “Use of Proceeds” beginning on page 24.

Risk factors
An investment in our securities involves a high degree of risk and could result in a loss of your entire investment. Prior to making an investment decision, you should carefully consider all of the information in this Prospectus and, in particular, you should evaluate the risk factors set forth under the caption “Risk Factors” beginning on page 12.

Symbol on the OTCQB tier
TRTC
_________
(1)
Consists of: (i) 28,861,468 shares of Common Stock which we agreed to reserve for issuance upon conversion of the Notes; (ii) 6,271,930 shares of Common Stock issuable upon exercise of the Warrants; and (iii) 432,268 shares of Common Stock.

(2)
Consists of: (i) 189,648,936 shares of Common Stock issued and outstanding as of October 28, 2014 (which includes 432,268 shares of Common Stock that have already been issued to the Selling Stockholder in connection with its exercise of Warrants and which are being registered for resale by this Registration Statement); (ii) 100 shares of Common Stock issuable upon the conversion of all our currently outstanding shares of Series A Preferred Stock; (iii) 79,418,799 shares of Common Stock issuable upon the conversion of all of our currently outstanding shares of Series B Preferred Stock; and (iv) 15,402,827 shares of Common Stock issuable upon the exercise of all of our outstanding warrants (excluding the Warrant shares being registered in this Registration Statement).

(3)
Consists of: (i) 189,648,936 shares of Common Stock issued and outstanding as of October 28, 2014 (which includes 432,268 shares of Common Stock that have already been issued to the Selling Stockholder in connection with its exercise of Warrants and which are being registered for resale by this Registration Statement); (ii) 28,861,468 shares of Common Stock which we agreed to reserve for issuance upon conversion of the Notes; (iii) 6,271,930 shares of Common Stock issuable upon exercise of the Warrants; (iv) 100 shares of Common Stock issuable upon the conversion of all of our currently outstanding shares of Series A Preferred Stock; (v) 79,418,799 shares of Common Stock issuable upon the conversion of all of our currently outstanding shares of Series B Preferred Stock; and (vi) 15,402,827 shares of Common Stock issuable upon the exercise of all of our outstanding warrants (excluding the Warrant shares being registered in this Registration Statement).

page 10

[kevindenver]

The current FULLY DILLUTED share count IF all shares were converted to common is:

As of October 28, 2014, there were 284,470,662 shares of common stock issued and outstanding, consisting of: (i) 189,648,936 shares of common stock; (ii) 100 shares of common stock issuable upon the conversion of all our currently outstanding shares of Series A Preferred Stock; (iii) 79,418,799 shares of common stock issuable upon the conversion of all of our currently outstanding shares of Series B Preferred Stock; and (iv) 15,402,827 shares of common stock issuable upon the exercise of all of our outstanding warrants.