Replies to post #87360 on Fuse Science Inc (DROP)

[itlogic]

Ok, I found what you were stating. The split WILL happen no matter what the price is. It has to!

Currently, the authorized shares have all been used. That means there are no authorized shares that have been unissued. Which means if the Series A holders decide to convert their warrants to common shares, there are no available authorized shares to create the needed common shares. In that case, the company will owe the Series A holders the value of the common shares. If the company had to come up with the cash to pay them off, they would be sunk.

Insufficient Capital: As of the date of the filing of this Form 10-Q, the Company had no remaining authorized and unissued shares of its common stock. So long as the Company has no common stock available for issuance, under the terms of the Series A Certificate of Designation, in the event Series A holders tender Series A shares for conversion, the Company would owe such holders an amount equal to the product of (a) the undeliverable shares of common stock and (b) the closing price per share of the common stock on the day preceding the delivery of the conversion notice. Based on the number of Series A shares presently outstanding, such amount could be substantial. The Company intends to take action to increase the shares of common stock available for issuance under its Articles of Incorporation.


The Company’s board of directors has approved a resolution authorizing an amendment to the Company’s Articles of Incorporation that will have the effect of increasing shares of common stock available for issuance, and has drafted a preliminary proxy statement in preparation for presenting such corporate action to shareholders for approval.

The $0.10 conversion price deal is after the fact. Even if it is above $0.10 post split, there is no guarantee they will take the deal. You are getting ahead of yourself with that. The issue at hand is the reverse split. It will happen no matter what you vote. If not this company is done before it ever starts.