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TyroneChilson

01/11/13 2:33 AM

#22284 RE: Zervon #22282

Indeed, we have no idea what has occurred since September of 2011 and today, as we have seen no public filings at all. In September of 2011, though, they clearly state that there are warrants, options and convertible notes issued as follows: (all figures taken from the last 10-Q)

September 30, 2011
Warrants: 1,005,426,136
Options: 24,585,000
Convertible Notes: 877,975,080

Totalling: 1,897,666,216

Many of these warrants and options are affected by the following:
"The dilutive issuances provisions of the warrants and convertible notes were triggered during the second quarter of 2011 due to issuances of common stock pursuant to the Dutchess Opportunity Fund Agreement. As of June 30, 2011, the revised pricing on the warrants and conversions was set at $0.0121. The revised pricing was reduced further during the third quarter of 2011 due to conversions of debt by holders of convertible notes. As of September 30, 2011, the revised pricing on the warrants and conversion is now set at $0.0044 for the warrants that were issued originally and as part of the first debt modification."

I can only assume that the prices on these were adjusted down even more for today's prices, as things were significantly higher in September of 2011.

There is also the Dutchess of it all, please let's not forget that. Again, according to the last 10-Q, the company had already exchanged stock for over $1 MILLION with the Dutchess Opporutnity deal and had authorized another $4 Million exchange at below market rate, whatever that was at the time of exchange:
"Pursuant to the agreement, the Company sold 40,972,474 shares of the Company’s common stock during the first nine months of 2011 to Dutchess Opportunity Fund for $1,019,232, resulting in net proceeds to the Company of $1,009,232 after costs."
And:
"Subject to the terms and conditions of such investment agreement, we have the right to put up to $5,000,000 in shares of our common stock to Dutchess."

My point is that we honestly have no idea how many shares are out there until they bring their filings up to date. It could be 500 Million shares or it could be well over 2 Billion. We know that, as of their last filing, they had the capacity to issue a lot more, but in the intervening year and a half, have no idea what happened. Speculation either way is just speculation.

We have no idea what is really going on until their filings are brought current. An investor call is a step in the right direction, but it is far from official paperwork submitted to the SEC.