Replies to post #7304 on Affluence Corporation (AFFU)

[dinogreeves]

It is by far better to rid them here instead of those notes getting converted way above and then only to see it dip down here again. Maybe that is why he is not issuing any press releases, he knows it will fizzle back down again. It will be wise to wait until these guys are done.

[powerbattles]

I understand that you're not trying to bash, and your question is valid and deserves an answer. I took some time to look it up so we can all be on the same page.

Not all noteholders are subject to a 4.99% or 9.99% beneficial ownership limit. They serve as caps to prevent a noteholder from owning more than a specified percentage of the company’s outstanding shares upon conversion. Staying below 5% can help avoid SEC reporting requirements, like filing a Schedule 13D or 13G.

The noteholder's issue you ask for is not an offering. It's a private offering or private placement, which is when a company sells its securities directly to a limited number of private investors, such as institutional investors, high-net-worth individuals, or accredited investors. Private offerings are less regulated and are usually exempt from SEC registration requirements under Regulation D, Rule 506. This exemption means fewer disclosures, lower costs, and quicker access to capital.

Can you ask him what is the conversion terms of the notes?
Invenire Capital LP (Chad Nelson) 2.48m$
King's Wharf Opportunities Fund LP (Chad Nelson) 405K$
Trillium Partners LP (Steven Hicks) 505K$
Michael Balkin 125K$
Mellon Enterprises (George Mellon) 600K$, this one it's unclear if convertible or not. (It mentions " Convertible Loan - Restructured" in the table of Item 3B of the disclosure statement)

Those are the convertible note-restricted shares issued on September 8, 2022, with a 10% interest rate maturing on September 8, 2023. All of these notes were converted during 2023, as detailed in the filings.

Invenire Capital LP (Chad Nelson) 2.48m$
$2,640,000 due at Maturity %10 interest rate and warrant for 120,000,000
2.48m$ / 120,000,000 = .022

King's Wharf Opportunities Fund LP (Chad Nelson) 405K$
$440,000 due at Maturity:10% interest rate and warrants of 20,000,000
405K4 / 20,000,000 = .02025

Trillium Partners LP (Steven Hicks) 505K$
$550,000 due at Maturity:10% interest rate and warrants of 25,000,000
505K$ / 25,000,000 = .0202

On July 25, 2022 the Company issued 4,000,000 shares of restricted common stock to Mellon
Enterprises in conjunction with the restructuring of debts owed to Mellon Enterprises from the
Company.
600K$ / 4000000 = .15

On June 1, 2022 the Company issued 8,000,000 shares of restricted common stock to
Michael Balkin as part of the terms of a loan to the Company.
Michael Bakin 125K$ / 8000000 = .15625



More DD:
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=175306082

[TJG]

Go back, not just you, but anyone who is wondering... Read the Supplemental Disclosure for Change of Control Events on the OTC.

https://www.otcmarkets.com/otcapi/company/dns/news/document/77866/content

Pay attention to the announcement of both James Honan Jr and Dale Haase have resigned and they have no disagreements with the company. DD on who Haase is and how long he has been here. How many shares do we think he has accumulated of the years... well simply look at the last financial statement and you will see his total share count. is 27 million then look at the original founder of Affluence Douglas Stukel and you will see he has 35,000,000 The next step is to look at the last Transfer Agent Share Structure and you will see that the comparison to that one and the previous one showed the the Unrestricted shares increased by 50 million shares. But the Restricted shares did not increase or decrease. So those 50 million came from outside or they were commons to begin with... and if they were already converted shares from a year or two or three then they were ready to be sold... these two, Haase and Stukel are leaving the company all together as control of the company is being passed on to Michael Balkin and William Gonyer. Haase and Stukel are selling their free shares right now and my guess is the deal is they get them sold before this deal goes thru.

For me there can be no other explination as to where all of this selling is coming from. Honan is not selling since he is remaining with the company as trhe CEO and if he were to sell now as the CEO he would have to declare it. We will know how much of this is true when the next Q is released as it will be in there if both Haase and Stukel have sold all of their holding in the company

[TJG]

September and October Share Structures on the shares. Note the difference between the Restricted, Unrestricted and the Held at DTC between the two months. Its also very odd to have the Restricted share count go down from the previous month to the next month. Sept Restricted was 510 million Oct: 500 million A decrease of 10 million shares... Never seen that but you may know how or why it happened.

Oct
Outstanding Shares
765,415,156
10/16/2024
Restricted
500,847,878
10/16/2024
Unrestricted
264,567,278
10/16/2024
Held at DTC
207,265,070
10/16/2024
Float
63,122,474
05/01/2024
Par Value
0.0001

September
Outstanding Shares
714,532,121
09/09/2024
Restricted
510,847,878
09/09/2024
Unrestricted
203,684,243
09/09/2024
Held at DTC
176,382,035
09/09/2024