Replies to post #54541 on Rightsmile, Inc. (RIGH)

[my2Mustangs]

Nobody but Matt and Aaron know the answer to that question. If/when a disclosure is reported it will be for the period ending Dec. 31, 2012. Last one was for the period ending Sept. 30, 2012 and it was bad news for investors, for convertible note(s) totaling $230K Matt Dwyer was given 1.9B+ shares with another disclosed $230K worth of convertible debt with Dwyer waiting in the wings. Even after Aaron claimed he wouldn't agree to any more toxic debt, he borrowed $31K in 6 different notes but in the disclosure talked about 9. Here's a cut and paste from the last disclosure about retiring some of the debt to Matt Dwyer and starting more. Those shares given to Dwyer would have come off restriction late last year and the $31.9K notes mature starting Feb. 2, 2014. Imagine that, pretty good timing with all the sudden and new "attention" after being dead by late 2012 and all the way through 2013.

GL

Note 6 – Notes Payable On October 18, 2011 the Company entered into a $200,000 unsecured, convertible loan which accrued interest at a rate of 18% per annum with Baron Capital Enterprise, Inc., (“BCAP”) in exchange for the return of 800,000 shares of Series A preferred stock, which were remitted to the Company for cancellation in the three-month period ended March 30, 2012. On May 29, 2012, the Company and BCAP agreed to modify the terms of the note such that (i) it no longer accrues interest, (ii) is no longer convertible into common stock, and (iii) payment would be made through a portion (20%) of the proceeds of a private securities offering, up to a maximum received value for BCAP of $200,000. As of September 30, 2012, and as of the date of this Report, no such proceeds have been raised, and principal in the amount of $200,000 remains outstanding. During the nine-month period ended September 30, 2012, in addition to the $200,000 note to BCAP, BG Medical has issued nine unsecured, convertible notes (“Baron Notes”) to BCAP in the aggregate amount of $31,900. The Baron Notes bear interest at the rate of 18% per annum and are due a various dates as noted below. The parties mutually agreed to amend the conversion terms on May 29, 2012 from a 70% discount conversion rate to a 25% discount conversion rate based on a five day Volume Weighted Average Price. The Baron Notes are convertible at the discretion of the holder. The following is a summary of the Baron Notes:
Issue Date Amount Due Date February 2, 2012 $7,500 February 2, 2013 February 6, 2012 1,400 February 6, 2013 March 6, 2012 12,500 March 6, 2013 April 26, 2012 1,500 April 26, 2013 May 1, 2012 2,000 May 1, 2013 May 21, 2012 7,000 May 21, 2013 Total $31,900
For the nine-month period ended September 30, 2012 the Company incurred an interest expense of $3,101 on the above notes.
During the nine-month period ended September 30, 2012 the Company converted a total of $75,703 of promissory notes issued by RightSmile in 2010 into common stock. The Company issued 1,182,549,444 shares of restricted common stock in full and complete satisfaction of $75,703 in principal and $9,420 in accrued and unpaid interest. On May 29, 2012 the Company and BCAP agreed to settle obligations entered into by previous RIGH management, related to all remaining outstanding notes payable. The Company agreed to convert certain remaining outstanding notes in the original principal amount of $160,520 and $61,702 accrued and outstanding interest into 750,000,000 restricted common shares of the Company, to be issued upon request from BCAP. As of September 30, 2012 , 375,000 shares of common stock remain to be issued. This negotiated settlement converted existing debt above market price at the time of the conversion.