Replies to post #83342 on Zerify Inc (ZRFY)

[Lexi2vic]

THIS IS A LIE!

DART NOTE: THE REASON IT'S STILL THERE (And it's NOT in the millions..)

At June 30, 2016 and December 31, 2015, $542,588 in aggregate principal amount of the DART/Citco Global debentures was issued and outstanding and are secured through the note holder's claim on the Company's intellectual property. The secured convertible debentures are in default. Due to the adjustable conversion price feature of the secured convertible debentures, the conversion feature of the notes were accounted for a derivative liability (see Note 7). DART did not process any conversions in fiscal 2016 or 2015, and the Company has been in contact with the note holder who has indicated that it has no present intention of exercising its right to convert the debentures into shares of the Company's common stock. In connection with the secured convertible debentures with DART/Citco Global, we granted DART/Citco Global a secured interest in all of our assets. Under the terms of the secured debentures, we are restricted in our ability to issue additional securities as long as any portion of the principal or interest on the secured debentures remains outstanding. During 2016 or 2015, we did not obtain DART/Citco Global's written consent related to any of our financing agreements.

Oh hey look, we literally CANNOT issue more shares or do a Reverse Split! And Dart will never approve it because they would LOSE money. Guess there's no need to keep annoying the TA every damn day huh?

As for Note 7, we paid some of it off but DART refuses to let us pay all of it off.

NOTE 7:

At December 31, 2015, the balance of the derivative liabilities was $989,019. During the six months ended June 30, 2016, convertible notes and accrued interest totaling $1,087,707 were converted into shares of common stock or paid in cash, and the Company recorded a gain of $635,600 related to the extinguishment of the corresponding derivative liability. As of June 30, 2016, the Company re-measured the derivative liabilities and determined the fair value to be $280,430, and for the six months ended June 30, 2016, recorded a gain on the change in fair value of derivatives of $73,009.

Here's a little tidbit from a previous 10K which explains WHY Dart won't let us pay them off:

During the year ended December 31, 2013, DART had no conversions.

The DART secured convertible debentures are fully matured. We remain in contact with the note holder who has indicated that it has no present intention of exercising its right to convert the debentures into restricted shares of our common stock. The note holder has advised us that it currently is willing to wait until it receives a buyout offer from us.

Wait, what was that? Did they say BUYOUT?! Where have I heard that before.. HMMMMM......

In otherwords, they will not convert at any time. They will hold onto the interest they have through secured intellectual property until a buyout offer is made and they will pretty much BANK HARD. THIS IS WHY THEY REFUSED TO LET US JUST PAY THEM OFF COMPLETELY!

DART knows what they hold and have been holding for YEARS.

HMMMMM....

GO $SFOR

[cjstocksup]

There is no more toxic debt and no more noteholders left to sell shares. All notes have been paid off in full except the small Dart note and that one is asset backed and will not affect shareholders!
"per CEO OS has not changed and will not change. No notes converting or will convert they have been paid off.
Dart note is a long term note it is secured with company assets"

At June 30, 2016 and December 31, 2015, $542,588 in aggregate principal amount of the DART/Citco Global debentures was issued and outstanding and are secured through the note holder's claim on the Company's intellectual property. The secured convertible debentures are in default. Due to the adjustable conversion price feature of the secured convertible debentures, the conversion feature of the notes were accounted for a derivative liability (see Note 7). DART did not process any conversions in fiscal 2016 or 2015, and the Company has been in contact with the note holder who has indicated that it has no present intention of exercising its right to convert the debentures into shares of the Company's common stock. In connection with the secured convertible debentures with DART/Citco Global, we granted DART/Citco Global a secured interest in all of our assets. Under the terms of the secured debentures, we are restricted in our ability to issue additional securities as long as any portion of the principal or interest on the secured debentures remains outstanding. During 2016 or 2015, we did not obtain DART/Citco Global's written consent related to any of our financing agreements.