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loanranger

08/29/17 8:17 PM

#12925 RE: saladbar #12894

"no debt"???
"It's in the PR from August 24th"

What the CEO said was "We currently have $300,000 in debt and that will be paid off in full immediately."
Up until that very moment no one here knew that they had $300,000 in debt on August 24th.
The last company filing reported notes payable of $123,200 on April 30 plus a Subsequent Events section that said "On May 1, 2017, May 8, 2017 and July 12, 2017, the Company entered into promissory note agreement with a third party for amounts $30,000, $4,000 and $91,500, respectively."
That adds up to a little less than $250,000...not $300,000. More importantly it shows an ongoing pattern of borrowing and makes it clear that the company is existing on a hand-to mouth basis.

So the fact that the company had $300K in debt on 8/24 and that it was to be paid off on that date is no assurance at all that there is no debt today.

In that very same PR we were told this:
"The particulars of the S-1 and how it will work, how we execute the strategy, the long term preferred share conversion, etc. are all irrelevant at this point."
and this:
"What we are telling you is that with the first tranche, 400,000 shares will be added to the outstanding and $340,000 will be placed into our account."

So in case it isn't obvious to everyone, that "first tranche" language refers to the first group of shares that were sold for a dime out of the 20,000,000 shares registered in the recent S-1 Registration Statement. Hence that is where $40K of the $340K came from. The other $300K apparently falls into the "how it will work, how we execute the strategy, the long term preferred share conversion, etc. are all irrelevant at this point" category. (Note: It wasn't and could not have been an issuance of 400,000 common shares at $.85).
On the day before an 8-K was filed that said:
"Therefore, in order to maximize the use of the S-1, the initial investors who will be purchasing shares from the S-1 have agreed to invest additional capital in a designated class of preferred shares that will become a long term investment in the company with no voting rights, conversion rights and with restrictions."
No such designated class of preferred shares has been filed with Colorado so NO PREFERRED SHARES COULD HAVE BEEN LEGALLY ISSUED on August 24th to the investors who bought the common for a dime. The only existing preferred shares are the 4,600,000 Series A shares that were SUPPOSED TO HAVE BEEN (no filing to report this yet) issued to the two Officers.

Please give the above some thought when you feel the urge to tell people that there is "no debt" in the future.