Because if you read the rest of the 10K instead of just waiting for people to tell you, they cannot pay all the debt due currently. In fact $115,000 of it is still in default and the remaining $5 million in debts have not been deferred and are in fact also due and as of the 15th of July two days ago another $1,057,150 was in default. The PPS and the remaining AS cannot pay the conversion here in remaining debts due.
As of March 31, 2012, we have a total of $1,057,150 in outstanding notes payable that have a maturity date of July 15, 2012. There is no guarantee that we will be able to obtain an extension, leading to an event of default.
outstanding principal convertible notes totaling $5,005,539 and accrued interest payable of $955,806 which together may be converted into 298,067,272 shares of common stock (subject to 4.99-9.99% beneficial ownership limitations) at a maximum conversion cap rate of $.02 per share. The Series A votes with the common stock on an as converted basis. Pursuant to the terms and conditions of the Company’s outstanding Series A, the conversion rate and the voting rights of the Series A will not adjust as a result of any reverse stock split. Further, the authorized but unissued Series A will not adjust as a result of any reverse split. As a result, in the event of a reverse split of our common stock, the voting power would be concentrated with the Series A holder.
Further, the Company has outstanding convertible notes in the face value of $5,005,539 which may be converted into 250,276,933 shares of common stock and warrants that may be exercised into 213,900,441 shares of common stock (subject to 4.99-9.99% beneficial ownership limitations). Generally, the holders of the securities convertible or exercisable into our common stock may be able to sell the common stock issued upon conversion or exercise after a six month holding period under Rule 144 adopted under the Securities Act of 1933 (as amended, the “Securities Act”). As such, you should expect a significant number of such shares of common stock to be sold. Depending upon market liquidity at the time our common stock is resold by the holders thereof, such re-sales could cause the trading price of our common stock to decline. In addition, the sale of a substantial number of shares of our common stock, an anticipation of such sales, could make it more difficult for us to sell equity or equity-related securities in the future at a time and at a price that we might otherwise wish to effect sales. In addition, shareholders on April 27, 2012 approved the increase of our authorized shares from one billion to five billion shares which makes more shares available for issuance.
So once again this all depends on available liquidity here, if the PPS stays out of No Bid X .0001 and no volume they will run out all the shares they can trying to pay debt off, if it doesn’t.. HELLO REVERSE SPLIT. But right now there is not enough AS to do so at the conversion rates they have promised with discount and interest. Especially after the rate increased from 100% to 150%, so they will in fact have to raise the AS if the liquidity is still available.
But hey this could easily go BK since it cannot seem to pay it’s notes off, $115,000 has been in default for months now and two days ago another $1 million popped for default…
So you tell me which seems to be the more reasonable route.