Q1 will be an interesting read. I'm looking for clarification regarding the conversion price for the GS Capital lawsuit shares issued so far. The two 8Ks filed as lawsuit updates indicates a conversion price for the $33,682 remaining principle with the 257 million shares estimate to be roughly $0.00013 a share. The statement in the annual filing listed the conversions on the GS Capital October note to be $0.00006 a share.
The 195,620,499 shares shown for 2024 would only be $11,737. Add in the 62,084,333 shares at $0.00006 we get another $3,725 for a total of $15,463. Add up the three additional tranches estimated in the lawsuit updates we get 195,617,166 shares which is very close to what is stated in the annual. So which is it? They have either issued half the shares needed or they have complete the shares ordered in the preliminary injunction.
The Nevada Supreme Court denied an extension of the stay so the GS Capital shares would have become available after February 15th. So what is going on with just the GS Capital dilution is clear as mud. Likely by design. If the price actually is $0.00006 a share which would suggest many more shares to come, why was it not revealed in the February 8K.
the remaining principal and interest on a Promissory Note entered into on October 11, 2021, which had a remaining principal balance of $33,682. At the outset of the case, a temporary restraining order was entered preventing the Company from trading any shares. As currently postured, Plaintiff seeks specific performance (a mandatory injunction) requiring the conversion of approximately 257,000,000 shares and possibly additional recovery of legal fees and interest. The lawsuit increases the Company’s financial and administrative burdens and is a risk to the Company’s capital.
Meanwhile, the preliminary injunction ordered the Company to honor the conversion requests of November 2, 2023 (for the conversion of 62,084,333 shares of common stock – completed December 21, 2023) and the three subsequent requests GS Capital claimed it “would have” made (62,023,333 shares, 65,168,333 shares, and 68,425,500 shares). In order to comply with the mandatory injunction, prior to the stay, the Company increased the share reserve for GS Capital Partners LLC and they subsequently completed the first two conversions.
Page F-19 In 2024, GS Capital filed notices of conversion and were issued, in three tranches, 195,620,499 shares of the Company’s common stock at a price of $0.00006 per share on their note of October 11, 2021. (See Notes 7 and 11)
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