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Meztic

12/16/14 2:34 PM

#4821 RE: vlftraders #4817

Well Said.

vlftraders

12/16/14 3:12 PM

#4899 RE: vlftraders #4817

The amount of FV adjustment made to warrants and derivatives will be determined by what the fair value of the common stock at 12/31/2014 will be. My guess is $1.50 to $1.85 range which should completely offset the enormous expense booked for advisory agreement entered with Fields to the tune of $50,164,350. The company opted to expense this during the first quarter of 2014 and a big portion of the losses for this year is coming from this particular item which, as the FV of common stock continues to decrease, correspondingly decreases alongside all warrants and derivative features embedded in the notes issued. The warrant liabilities themselves will adjust accordingly so $ECIG's debt level is not what people think they are.

If $ECIG plans to record $80MM in revenues for 2014, hence adding $50MM in revenues to the 4th quarter and we take the FV adjustment mentioned above, there stands a very high chance that the Company will finish the year GREEN. No doubt.

Let's say as an example that this dilution we're seeing increases the O/S by 50MM shares and the final O/S count at 12/31/2014 were 150MM shares. Second, we're going to use $1,50-$1.85 as the FV of ECIG's common stock for the 4th quarter which should adjust the FV of warrants/derivatives to flip the net operating result to positive for the year. This adjusts the shareholder equity to around $1.33 per share.

Extinguishing the May 2014 convertible note by diluting commons by 50 million shares is really not a bad idea because the net impact to SH equity is minimal while the overall impact to the balance sheet and P/L is very, very positive.

DD by Sooah

VLF