Replies to post #80413 on Ngen Technologies Holdings Corp. (fka NGRP)

[Det_Robert_Thorne]

Series X shares created 8/15/19 to give control/ownership

Those x preferred where just transferred as part of the merger from one owner to another. What they need to do is retire or reduce those. But they have not been converted.

The Series X shares won't be retired or reduced, as they were created to give super-majority (97%) ownership and voting control of LIBE to whoever holds them

https://www.sec.gov/Archives/edgar/data/1503161/000149315219013124/ex3-1.htm

They will not be converted until NGEN/LIBE clears all of the pre-existing LIBE, GRAS and any freshly issued LIBE convertible debt from the books.

We will see more dilution until the RS, followed by additional dilution until the convertible debt is cleared, and then some or all of the Series X shares will be converted into common shares.

CEO Ed Carter and partner Clifford Rhee created the Series E stock for GRAS, which gave 85% voting rights and ownership. Carter was elected to the Greenfield Farms BOD on Nov 28, 2017. The Series E shares were created that same day:

Effective November 28, 2017, the Board of Directors approved the filing of a Certificate of Designation establishing the designations, preferences, limitations and relative rights of the Company’s Series E Preferred Stock (the “Designation” and the “Series E Preferred Stock”). The Board of Directors authorized the issuance of up to 1,000 shares of Series E Preferred Stock upon the company filing the Certificate of Designation with the Nevada Secretary of State. The terms of the Certificate of Designation of the Series E Preferred Stock include conversion rights that in the aggregate convert to 85% of the Company’s issued and outstanding common stock at the time of conversion. The Series E Preferred Stock is convertible immediately upon the shares of common stock being available to allow for the conversion that results in 85% of the shares of common stock to be owned in the aggregate by the holders of the Series E Preferred Stock. Additionally, the voting rights of the Series E Preferred Stock while outstanding are equal to the as if converted number of shares.

https://www.sec.gov/Archives/edgar/data/1440517/000147793217005932/gras_8k.htm

Of course, those shares were never converted because GRAS fell apart before the company was able reduce the debt via conversion, so Careborne (one of the companies issuing new debt) put Carter and Rhee together with LIBE and former-CEO Conway.