Replies to post #48100 on Sigma Labs Inc (SASI)

[RiskReward1]

All - It would be helpful to discuss the preferred shares and the 8k. Does the larger number of shares on the one hand reflect greater subscription interest and on the other, additional dilution?



Thanks

[EZJOKER]

The original 1.4M plus 211k additional option is being officially announced. Looks like today is when all shares will be finished selling, according to 8-k. I believe is why Fri, the stock was in the 3.70-3.80 channel all day, when it wanted to run.

$SGLB GLTA

[RFB]

In its most simplest form, yes, more dilution, just not currently in the float. They still have to ensure it is accounted for in the authorized/outstanding, but will not be in the current float unless they convert to common...

All in all, it is a capital raise with some good and some bad points. Anytime the company or any company for that fact gives shares at .01 for any reason is when I grow suspicious and they have done just that in this offering.

I would also argue, why you are seeing some depreciation with this raise as the terms are not that favorable. Simply, they got beat up by insiders/placement company to give up a bit too much of the company for what they are getting and appropriately, the shareholders and street are letting them know it by pricing the security lower.

Management is bringing on pretty much and entire new board....we have yet to see if this new board will serve out its fudiciary duty to the common shareholders, or will they take the opportunity to line pockets at the expense of longs....up to today, it was looking okay, but this most recent raise and new board member/ along with Cola's employment agreement do raise concerns for me...namely shares are starting to fly around like toilet paper instead of maintaining a close hold on dilution.

[silversmith]

No MD. Not more. Just officially creating the Class B units for the secondary offering so that they actually have shares underlying them.

The Underwriting Agreement also provides that, to the extent that the purchase of Class A Units would otherwise result in a purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% of the Company’s outstanding Common Stock immediately following the consummation of the Offering, such purchaser will have the opportunity, in lieu of purchasing Class A Units, to purchase units (the “Class B Units”) consisting of one share of the Company’s Series A Convertible Preferred Stock (the “Series A Preferred”) convertible upon issuance into one share of the Company’s Common Stock, together with the equivalent number of Warrants as would have been issued to such purchaser if such purchaser had purchased Class A Units.

The Company's board of directors designated 1,621,500 authorized shares of preferred stock as Series A Convertible Preferred Stock. On February 15, 2017, the Company filed a Certificate of Designation of Rights, Preferences and Privileges of Series A Convertible Preferred Stock (the “Certificate of Designation”) with the Nevada Secretary of State. The Certificate of Designation creates the Series A Preferred and fixes the rights, preferences, powers, restrictions and limitations of the Series A Preferred. The Series A Preferred is a component of the Class B Units being offered pursuant to the Offering described above.

All the best,
Silversmith