The loan made in September by Jeff King for $25,000.00 was increased to $50,000.00 with additional options and warrants to equal a .0001 conversion and a maximum possible 500,000,000 common shares under a 144 restriction and leak out clause.
Needless to say, that's a lot of stock for a $50,000 loan. The company didn't file the loan agreement, so we don't know exactly how it's structured. What BLDV does say, however, suggests that it's structured so King won't be able to convert the entire loan to stock and dump it all at once. Full conversion right now would make that impossible anyway, as he'd become an affiliate. So presumably he'll get some options that don't vest immediately, and warrants not immediately exercisable. The "leak out clause" is a provision that will bar King from selling more than a certain amount of stock within any 90 day period. That amount is 1% of the shares outstanding for affiliates, though if it's contemplated King won't be an affiliate when he wants to sell, the number could be different. Naturally the agreement could be re-negotiated once again in future, so nothing's really written in stone.
The Moaning transaction is also interesting. He was the former control person of the company, and according to the 2016 annual report, he was a 14.9 percent owner of its common stock.
650 Million shares, owned by John Moaning were sold at auction to a law firm in Florida to reclaim monies owned by Mr. Moaning. The status and transferability of these shares is being evaluated.
That is presumably all the stock Moaning had left. Unfortunately, we don't know to whom it was sold, or when the auction took place, or whether all the stock was purchased by one individual or entity. That's important, because if Moaning's stock was transferred to one person, that person would also be a control person of BLDV, and his stock would be restricted. He could sell no more than 1% of the o/s every 90 days. But if it was sold to, say, five people, they would not be control persons, and so could sell all their stock once the applicable holding period, if any, had expired.
One thing the annual report makes clear is that BLDV, like most penny stocks, has very little cash. They reported only $5,712 in the bank as of 31 December 2016. So almost certainly they'll be paying for nearly everything they want to do with stock.
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