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lesgetrich

10/03/16 11:06 AM

#77866 RE: Perfectson #77853

They have no cash to pay anyone salaries, so the only way they can do it is to get them shares (potentially at 15% discounts) to have them sell in the open market.



You have zero proof to back up this statement. All the salaries, apart from Mike and Paul, are going to independent contractors. There is no evidence that anyone other than Ron, Paul and Mike are being paid in stock or getting any discount on the shares. They also reported "cash and cash equivalents" as of July 31 of $224,435. That can cover a lot of salary over three months. They've also reported wholesale sales of at least $160,000 so far this quarter from China ($100,000) and their new CBD Division Director ($60,000 in his first week) and construction revenue should be significantly higher this quarter.

isn't it convertible debt? if so, then any analysts would convert these to stock when analyzing the company. additionally, the full year salary can't be booked immediately as debt - you can't create a liability that isn't there and if they accrue the full salary , they would have to expense the full salary as well. It's basic double entry accounting,



I don't think you can classify it as convertible debt since it's not readily convertible. It can only be converted under certain conditions (i.e. if there isn't enough cash to cover it or upon termination of employment) and then only with the approval of the Board. The action provides complete transparency on their salaries as the debt will appear on the books and any conversion approved by the Board must be included in the financials.

1. They will get shares at 15% discount on conversion, how would they be able to mimic that, when they have no cash to purchase stoclk on the open market and pay teh 15% off to give to each other.



Again, there are conditions on the conversion as noted above and it requires approval of the Board. There probably won't be any effort to convert that debt until the company is in position to pay it in cash. With five construction projects in the works, the completion of Green Leaf Farms scheduled for mid November and the disclosures coming from Omni Health, there is plenty of reason to believe that the pps will be much higher by the end of the fiscal year next April and fewer shares would be required for any conversion. Their investment in Omni Health could also be sold for cash if necessary before any conversion were approved.

2. because in case of bankruptcy , debt > common stock . Since we are barely cash flow positive (excluding acquistions and one offs, we would be negative) there is a going concern. And debt > preferred stock > common stock ...so we will get screwed ontop of those preferred shares, which gives the CEO first dibs, we now will play second fiddle to the C-levels of the company



There is absolutely no reason for this company to go bankrupt. It has virtually no debt or creditors that could force a bankruptcy. The potential claim from Preferred shares is actually lower now that Paul has returned 5 million of them to the treasury. This argument makes zero sense.