Replies to post #19615 on SiNtx Technologies Inc (SINT)

[madg]

There was no preferred outstanding going into this offering. It is specifically stated that that the warrant exercise price adjusts down several times in the 424B4 and the warrant agreement.

S-1/A “Each Warrant entitles the holder to purchase one share of Common Stock at an exercise price of $____ per share (which will be equal to 110% of the Conversion Price), subject to adjustment, through its expiration five years from the date of issuance. The Warrants will be exercisable for cash, or, solely during any period when a registration statement for the exercise of the Warrants is not in effect, on a cashless basis. The number of Warrants included in each unit shall be equal to the number of shares of Common Stock issuable upon conversion of the Series B Preferred Stock at the Conversion Price.”

424B4 “Each Warrant entitles the holder to purchase one share of Common Stock at an exercise price of $1.60 per share, subject to adjustment (including in the event we issue Series B Preferred Stock at a conversion price lower than the initial conversion price of the Series B Preferred Stock), through its expiration five years from the date of issuance. The Warrants will be exercisable for cash, or, solely during any period when a registration statement for the exercise of the Warrants is not in effect, on a cashless basis. 758 Warrants are included in each unit.”

Notice the change in language? Sonny screwed shareholders worse than what was predicted.

[madg]

The updated warrant form filed at last possible day makes no mistake about it.

“b) Adjustment Upon Issuance of Shares of Common Stock. If and whenever on or after the date of issuance (the “Issuance Date”), the Company issues or sells, or in accordance with this Section 3(b) is deemed to have issued or sold, any shares of Common Stock and/or Common Stock Equivalents, or converts any shares of the Series B Preferred Stock(including the issuance or sale of shares of Common Stock owned or held by or for the account of the Company, but excluding any Exempt Issuance issued or sold or deemed to have been issued or sold), for a consideration per share (the “New Issuance Price”) less than a price equal to the Exercise Price in effect immediately prior to such issuance or sale or deemed issuance or sale (such Exercise Price then in effect is referred to herein as the “Applicable Price”) (the foregoing a “Dilutive Issuance”), then immediately upon such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price. For all purposes of the foregoing (including, without limitation, determining the adjusted Exercise Price and the New Issuance Price under this Section 3(b)), the following shall be applicable:”