As of February 9, 2009, the Company had 298,567,809 shares of Common Stock issued and outstanding. The closing price of Solomon Common Stock on the Over-the-Counter Bulletin Board on February 6, 2009, was $.01, and over the prior 52 weeks our stock price has ranged from $0.25 to $0.0058 per share.
This Proxy Statement is being furnished in connection with the solicitation of proxies by the Board of Directors of Solomon Technologies, Inc., a Delaware corporation (“Solomon” or the “Company”), for use at a Special Meeting of the Company’s stockholders (the “Special Meeting”) to be held on Tuesday, March 24, 2009 at the Hilton Hartford, 315 Trumbull Street, Hartford, Connecticut 06103, commencing at 1 p.m. (Eastern Standard Time), and at any adjournment or postponement thereof, for the purpose of considering and acting upon the matters set forth in this Proxy Statement.
Item 3.02. Unregistered Sales of Equity Securities.
On December 8, 23, and 29, 2008 and on January 15, 2009, the Company issued a total of 8,169,347 shares of common stock, par value $.001 per share (“Common Stock”), to one holder of its Senior Secured Promissory Notes upon conversion of $59,000 of such holder’s Note.
On December 31, 2008, the Company granted to four individuals non-qualified options to purchase a total of ten million shares of Common Stock in consideration of their services during 2008 as outside directors of the Company. The principal terms of the options are an exercise price of $0.0068 per share (the market price on the date of grant), the right to pay the exercise price on a “cashless” basis, an expiration date of December 31, 2013, and the right to register the underlying shares of common stock on a piggyback basis. Additionally, the Company granted two individuals non-qualified options to purchase a total of five million shares of Common Stock in consideration of their services during 2008 as consultants to the Company and one individual a non-qualified option to purchase one million shares of Common Stock in consideration of his services during 2008 as the Company’s principal executive officer. These options grants are identical to the options granted to the directors.
On January 26, 2009, the Company issued 2,588,235 restricted shares of its Common Stock to a consultant as payment for accounting and tax services previously rendered to the Company. On January 26, 2009, the Company also issued 8,353,765 restricted shares of its Common Stock to a consultant as payment for legal services previously rendered and expenses previously incurred and for legal services to be rendered in 2009 to the Company. On January 26, 2009, the Company also issued 2,941,176 shares of its Common Stock to the Company’s 401(k) Plan for the benefit of its employees. On January 26, 2009, the Company also issued 12,000,000 and 20,000,000 restricted shares of its Common Stock to Gary M. Laskowski, the Company’s Chairman of the Board and to Michael A. D’Amelio, a director and senior manager, respectively, in partial discharge of the Company’s obligations to these two individuals’ under their existing employment agreements..
On January 29, February 3, 5, 9, and 10, 2009, the Company issued 49,188,315 shares of Common Stock to four holders of its Variable Rate Self-Liquidating Senior Secured Convertible Debentures due September 1, 2009 (the “Debentures”). These shares of Common Stock were issued both pursuant to the pre-redemption provisions of the Debentures and pursuant to separate redemption agreements.
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So the above show that the pace of conversions has increased significantly in the past 10 days... and I expect them to continue until the authorized shares are maxxed out at 500 million shares... So the question is.... how much is this company worth with 500 million shares outstanding and the corresponding debt levels?
GLTA
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