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dreaminbig

06/13/12 5:22 PM

#187021 RE: Toxic Avenger #187020

Employee gifts?
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ponzi_implosion

06/13/12 5:25 PM

#187022 RE: Toxic Avenger #187020

Attorney fees?
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loanranger

06/13/12 7:28 PM

#187031 RE: Toxic Avenger #187020

"13.4 million s.b. the PIPE. 1.6 million for ???"

I guess you took your number from here:
"On May 18, 2012, the Company increased the maximum offering amount of its private placement previously reported in the Company’s Current Report on Form 8-K, dated May 15, 2012, and consummated the sale of 1,097,500 additional shares (“Shares”) of its common stock to “accredited investors” for additional gross proceeds of $878,000. As a result of the increased offering amount and additional sales, the total number of Shares sold in the private placement was 13,428,750 Shares and the gross proceeds of the private placement were $10,743,000. The offering was terminated immediately following the closing of these sales."

But a 13D/A was subsequently filed that said this:
"Between May 15, 2012 and May 30, 2012, the Issuer entered into Subscription Agreements (the “Purchase Agreements”) with several “accredited investors,” including the Reporting Persons (collectively, the “Purchasers”) in connection with a private placement of shares (the “Shares”) of Common Stock. Pursuant to the Purchase Agreements, the Issuer sold to the Purchasers an aggregate of 14,178,750 Shares at a purchase price of $0.80 per Share for aggregate gross proceeds to the Issuer of $11.3 million."

Which brings us a little closer.
The rest could have been the good old "Stock issued for services" stuff or there's this, which I couldn't attach any numbers to:
"Following execution of the Letter Agreement, seven Purchasers (the “Waiving Purchasers”) executed irrevocable waivers of all of their rights under the Letter Agreement. The Waiving Purchasers are not Reporting Persons"."
I believe the following are the “Waiving Purchasers” based on their names appearing on the letter agreement but being absent from the Form 3's.
Robert Bryan Jacoboski
Tim Anderson
Steven Farber
STELLAR TRAVEL, INC.
Janice Domaratzki
Paul Higgins
John Wesson

I'm inclined to think that the missing million are likely to be stock issued for services, though. I think that the waiving 7 shares are in the 14M, but can't be reconciled because we don't have information on their individual purchases. Which is probably why they waived in the first place.