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Surwin

05/20/15 6:01 PM

#2355 RE: gello3859 #2354

I would focus more on this:

During the three months ended March 31, 2015, the Company issued an aggregate of $783,307 of its 10% senior convertible notes. $495,000 of the notes were issued for cash; $288,307 were issued in settlement of $256,890 of previously issued 10% senior convertible notes and $31,417 in principal thereon. The Company settled an aggregate of $626,718 in principal and $285,649 in accrued interest thereon. $219,828 in principal was repaid in cash; $256,890 in principal, plus $31,417 in accrued interest thereon was settled through issuance of new 10% senior convertible notes; holders of the notes exercise the conversion feature and converted $150,000 in principal, plus $200,000 in accrued interest into 11,666,669 common shares of the Company; and $54,230 in accrued interest on the notes was settled through the issuance of 1,807,685 of the Company’s common shares .

Under the terms of the notes issued during the three months ended March 31, 2015, the holders are permitted, at any time, to convert all or a portion of the outstanding principal plus accrued interest into common stock of the company, at a rate of one common share for each $0.03 of debt converted. The Company has the option of pre-paying all or any portion of the balance outstanding on the notes at any time, without penalty or bonus, with the permission of the holders. Interest on the notes is accrued until the notes are either repaid by the Company or converted by the holder. At the Company’s option, interest may be paid either in cash or in common shares of the Company. If interest is paid in common shares, the number of shares required for settlement will be calculated at the rate of conversion in effect for the conversion of the note principal. $638,307 of the notes are payable on demand; $145,000 of the notes mature on December 31, 2015.