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familyguy6

04/02/13 5:02 PM

#11179 RE: familyguy6 #11177

The loan price of $19,900, + 8%, We are looking at $21,500. Today alone $54,000 was traded, I'm sure the loan was taken care of so the stock can move tomorrow without the dilution worries!
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STOCK_MOMO

04/02/13 5:07 PM

#11180 RE: familyguy6 #11177

You forgot these ones.


Consolidated Notes to the Financial Statements
(unaudited)

4. Common Stock

During the six months ended January 31, 2013, the Company issued 175,750,000 shares in relation to the conversion of $62,700 of principal and accrued interest.

On August 6, 2012, the Company issued 3,714,286 common shares pursuant to a convertible promissory note to dated June 22, 2011.

On August 14, 2012, the Company issued 4,500,000 common shares pursuant to a convertible promissory note dated September 1, 2011.

On August 27, 2012, the Company issued 4,500,000 common shares pursuant to a convertible promissory note dated September 1, 2011.

On September 28, 2012, the Company issued 9,000,000 common shares pursuant to a convertible promissory note dated September 1, 2011.

On September 27, 2012, the Company issued 4,500,000 common shares pursuant to a convertible promissory note dated September 1, 2011.

On September 13, 2012, the Company issued 3,928,571 common shares pursuant to a convertible promissory note to dated June 22, 2011.

On September 21, 2012, the Company issued 3,928,571 common shares pursuant to a convertible promissory note to dated June 22, 2011.

On October 2, 2012, the Company issued 3,960,000 common shares pursuant to a convertible promissory note to dated June 6, 2011.

On October 3, 2012, the Company issued 3,928,571 common shares pursuant to a convertible promissory note to dated June 22, 2011.

On November 26, 2012, the Company issued 6,071,429 common shares pursuant to a convertible promissory note to dated June 22, 2011.

On December 6, 2012, the Company issued 10,000,000 common shares pursuant to a convertible promissory note dated September 1, 2011.

On December 6, 2012, the Company issued 10,000,000 common shares pursuant to a convertible promissory note dated September 1, 2011.

On December 5, 2012, the Company issued 6,290,000 common shares pursuant to a convertible promissory note dated June 6, 2011.

On December 24, 2012, the Company issued 5,714,286 common shares pursuant to a convertible promissory note to dated June 22, 2011.

On December 27, 2012, the Company issued 15,000,000 common shares pursuant to a convertible promissory note to dated September 1, 2011.

On January 3, 2013, the Company issued 12,000,000 common shares pursuant to a convertible promissory note to dated September 1, 2011.


9. Subsequent Events (continued)

d)
On February 7, 2013, the Company issued 25,000,000 common shares pursuant to a convertible promissory note dated September 1, 2011.

e)
On February 12, 2013, the Company issued 12,124,857 common shares pursuant to a convertible promissory note to dated August 9, 2011. .

f)
On February 14, 2013, the Company issued 9,000,000 common shares pursuant to a convertible promissory note dated September 1, 2011.

g)
On February 19, 2013, the Company issued 12,124,857 common shares pursuant to a convertible promissory note to dated August 9, 2011.

h)
On February 19, 2013, the Company issued 25,000,000 common shares pursuant to a convertible promissory note dated September 1, 2011.

i)
On February 21, 2013, the Company entered into an Agreement with Java Raba, Inc. a Corporation formed under laws of Delaware (the “Holder”) for the acquisition of 9.9% of the Company’s interest in and to Level 5 Beverage Company, Inc. (“Level 5”).

The Holder will forgive its entire Convertible Note, in principal amount of Fifty Thousand and U.S. Dollars ($50,000) in exchange for transfer and assignment of the Holder of Nine and Nine-tenths percent (9.9%) of the rights, interest and title to Level 5. The Company shall deliver to the Holder Bill of Sale with respect to the partial transfer and the partial Assignment (the “Debt Exchange”).

j)
On February 20, 2013, the Company issued 5,000,000 shares of its Class A Convertible Preferred stock to its Chairman of the Board in exchange for 51,900,004 share of his common stock.

k)
On February 21, 2013, the Company entered into an Agreement with MSF International, Inc. a Corporation formed under laws of Belize (the “Holder”) for the acquisition of 9.9% of the Company’s interest in and to Level 5 Beverage Company, Inc. (“Level 5”).

The Holder will forgive its entire Convertible Note, in principal amount of Fifty Thousand and U.S. Dollars ($50,000) in exchange for transfer and assignment of the Holder of Nine and Nine-tenths percent (9.9%) of the rights, interest and title to Level 5. The Company shall deliver to the Holder Bill of Sale with respect to the partial transfer and the partial Assignment (the “Debt Exchange”).

l)
On February 21, 2013, the Company entered into an Agreement with FTB Enterprises, Inc. a Corporation formed under laws of Belize (the “Holder”) for the acquisition of 9.9% of the Company’s interest in and to Level 5 Beverage Company, Inc. (“Level 5”).

The Holder will forgive its entire Convertible Note, in principal amount of Fifty Thousand and U.S. Dollars ($50,000) in exchange for transfer and assignment of the Holder of Nine and Nine-tenths percent (9.9%) of the rights, interest and title to Level 5. The Company shall deliver to the Holder Bill of Sale with respect to the partial transfer and the partial Assignment (the “Debt Exchange”).

m)
On February 25, 2013, the Company issued 12,124,857 common shares pursuant to a convertible promissory note to dated August 9, 2011.

n)
On February 26, 2013, the Company entered into an Agreement (“the Premium Product Development Agreement”) with Power Brands, LLC, a California Limited Liability Company (“Power Brands”) to render product development services for Level 5 Beverage Company, Inc.

o)
On February 28, 2013, the Company issued 12,124,857 common shares pursuant to a convertible promissory note to dated August 9, 2011.

p)
On February 28, 2013, the Company issued 25,000,000 common shares pursuant to a convertible promissory note dated September 1, 2011.

q)
On March 7, 2013, the Company issued 13,000,000 common shares pursuant to a convertible promissory note dated September 1, 2011.


On November 1, 2012, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note between the Company and Asher Enterprises for $19,250. The convertible note carries an 8% rate of interest and is convertible into common stock at a variable conversion price of 45% of the market price which shall be calculated as the average of the lowest three trading prices during 20 day period prior to the conversion date. The Promissory Note is due on August 5, 2013. The balance of this note was $19,250 as of January 31, 2013.

On December 11, 2012, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note between the Company and Asher Enterprises for $20,000. The convertible note carries an 8% rate of interest and is convertible into common stock at a variable conversion price of 45% of the market price which shall be calculated as the average of the lowest three trading prices during 20 day period prior to the conversion date. The Promissory Note is due on September 15, 2013. The balance of this note was $20,000 as of January 31, 2013.

7. Derivative Liabilities

On June 6, 2011, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note between the Company and SE Media Partners, Inc. for $36,000. The convertible note carries an 5% rate of interest and is convertible into common stock at a variable conversion price of 50% of the market price which shall be calculated as the average of the lowest day during the preceding 5 days before conversion. The Promissory Note was due on December 6, 2011. The balance of this note was $14,905 as of January 31, 2013.

On June 22, 2011, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note between the Company and Asher Enterprises for $32,500. The convertible note carries an 8% rate of interest and is convertible into common stock at a variable conversion price of 35% of the market price which shall be calculated as the lowest trading days during the preceding 120 days before conversion. The Promissory Note was due on March 26, 2012. The balance of this note was $0 as of January 31, 2013 as the remaining conversions occurred during the six months ended January 31, 2013.

On August 6, 2011, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note between the Company and SE Media Partners, Inc. for $18,000. The convertible note carries an 5% rate of interest and is convertible into common stock at a variable conversion price of 50% of the market price which shall be calculated as the average of the lowest day during the preceding 5 days before conversion. The Promissory Note was due on December 6, 2011. The balance of this note was $18,000 as of January 31, 2013.

As of January 31, 2013, the Company was indebted to an unrelated third party for $107,400, for monies loaned to the Company. On October 12, 2010, the Company granted a promissory note to this party in the amount of $200,000 in consideration for monies loaned to the Company. The promissory note is non-interest bearing and due on demand. On September 1, 2011, the Company entered into two agreements, each of which provide for the exchange of the two promissory notes dated October 12, 2010 in the principal amount of $100,000 for convertible promissory notes (the “Convertible Notes”) in the aggregate principal amount of $100,000. Each Convertible Note plus accrued interest of 0% may be converted into shares of common stock of the Company at any time before the maturity date by the Convertible Note holder at a conversion price of $0.0004 per share at the time of conversion. In the event of a default by the Company, each Convertible Note plus accrued interest may be converted into shares of common stock of the Company at any time after the default date by the Convertible Note holder at a conversion price of the lower of (i) par value or (ii) half of the average bid price over the five trading days prior to the conversion date, but in no case for an amount less than a 51% interest in the Company.

The Company is obligated to register the shares underlying the Convertible Notes under the Securities Act of 1933 until shares become available for resale under Rule 144(k). On September 1, 2011, a note holder converted $52,800 of principal into 880,000 shares of the Company. On August 14, 2012, a note holder converted $1,800 of principal into 4,500,000 shares of the Company. On August 27, 2012, a note holder converted $1,800 of principal into 4,500,000 shares of the Company. On September 27 and 28, 2012, two note holders converted $5,400 of principal into 13,500,000 shares of the Company. On December 6 2012, two note holders converted $8,000 of principal into 20,000,000 shares of the Company. On December 27, 2012, one note holder converted $6,000 of principal into 15,000,000 shares of the Company. On January 3, 2013, one note holder converted $4,800 of principal into 12,000,000 shares of the Company. On January 3, 2013, two note holders converted $12,000 of principal into 30,000,000 shares of the Company.


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Back to Table Of Contents

Minerco Resources, Inc.
(A Development Stage Company)
Consolidated Notes to the Financial Statements
(unaudited)

7. Derivative Liabilities (continued)

On August 9, 2011, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note between the Company and Asher Enterprises for $27,500. The convertible note carries an 8% rate of interest and is convertible into common stock at a variable conversion price of 35% of the market price which shall be calculated as the lowest trading days during the preceding 120 days before conversion. The Promissory Note was due on May 11, 2012. The balance of this note was $22,700 as of January 31, 2013.

On September 27, 2011, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note between the Company and Asher Enterprises for $35,000. The convertible note carries an 8% rate of interest and is convertible into common stock at a variable conversion price of 35% of the market price which shall be calculated as the lowest trading days during the preceding 120 days before conversion. The Promissory Note was due on June 29, 2012. The balance of this note was $35,000 as of January 31, 2013.

On November 6, 2011, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note between the Company and SE Media Partners, Inc. for $27,000. The convertible note carries an 5% rate of interest and is convertible into common stock at a variable conversion price of 50% of the market price which shall be calculated as the average of the lowest day during the preceding 5 days before conversion. The Promissory Note was due on May 6, 2012. The balance of this note was $27,000 as of January 31, 2013.

On June 18, 2012, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note between the Company and Asher Enterprises for $11,500. The convertible note carries an 8% rate of interest and is convertible into common stock at a variable conversion price of 35% of the market price which shall be calculated as the lowest trading days during the preceding 120 days before conversion. The Promissory Note is due on March 20, 2013. The balance of this note was $11,500 as of January 31, 2013.

On July 23, 2012, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note between the Company and its former Chief Financial Officer for $267,998. The convertible note carries an 5% rate of interest and is convertible into common stock at a variable conversion price of 50% of the market price which shall be calculated as the average of the lowest day during the preceding 5 days before conversion. The Promissory Note is due on January 23, 2013.

On July 23, 2012, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note between the Company and its former Chief Executive Officer for $320,301. The convertible note carries an 5% rate of interest and is convertible into common stock at a variable conversion price of 50% of the market price which shall be calculated as the average of the lowest day during the preceding 5 days before conversion. The Promissory Note is due on January 23, 2013.



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khaliis

04/02/13 5:24 PM

#11184 RE: familyguy6 #11177

so dilution will stop on the 5th or start more ?