Replies to post #17773 on Embarr Downs, Inc. (EMBR)

[surfkast]

June 1, the market will be flooded with shares. JMHO

Item 8.01 Other Events.




(1)

On December 23, 2014, the Company issued 2,769,565 shares of Common stock at an applicable conversion price of $0.0023. KBM Worldwide converted $6,370 of its note convertible in the amount of $53,000. The agreement with KBM Worldwide allows them to convert their debt after six (6) months at a conversion price equal to the average of the three (3) lowest closing bid prices ten (10) trading days prior to the conversion date. This draw is against the note dated April 14, 2014 in the amount of $53,000. There is $28,475 remaining on the note.





(2)

On December 29, 2014, The Company issued 2,769,565 shares of Common stock at an applicable conversion price of $0.0023. KBM Worldwide converted $6,690 of its note convertible in the amount of $53,000. The agreement with KBM Worldwide allows them to convert their debt after six (6) months at a conversion price equal to the average of the three (3) lowest closing bid prices ten (10) trading days prior to the conversion date. This draw is against the note dated April 14, 2014 in the amount of $53,000. There is $21,475 remaining on the note.

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=10380957

[surfkast]

Note 6 – Common and Preferred Stock



Shares issued for services



During the nine months ended May 31, 2014, the Company issued 45,000,000 shares of common stock to employees and third party consultants as compensation. The fair value of the shares was determined to be $945,000.



Shares issued for settlement of debt and accrued interest



The company issued 944,143 of common shares to settle $282,000 of the line of credit outstanding as well as $1,243 of accrued interest with the third party. The fair value of the shares issued was $246,421. The Company recorded $36,822 as a gain on settlement of debt.



Shares issued for cash



During the fiscal year end August 31, 2014, the company issued 2,055,857 shares of common stock to a third party for the proceeds of $616,757. As of August 31, 2014, the company has received $273,885 of the $616,757 with the remaining $342,872 outstanding as a stock subscription.



Shares issued for conversion of convertible debt



The Company issued 3,268,151 shares for the conversion of convertible debt of $37,500 and interest of $1,500. The Company recorded $136,364 to additional paid in capital for the reclassification of derivative liabilities due to conversion of convertible notes.


http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=10363025