I would appreciate people's thoughts on the Leak O
Post# of 30067
Posted On: 01/29/2016 11:48:09 AM
I would appreciate people's thoughts on the Leak Out Agreement filed yesterday (members of this board and all others).
I understand most of it. It basically says that 2 institutional holders (the "Holders" - presumably Magna and Dominion) have agreed to restrictions on converting their preferred shares and selling the resulting common shares under the following conditions and on the following schedule:
1. From January 27, 2016 to February 1, 2016 – None of the Preferred Stock, Warrants and Notes held by the Holders may be converted, exercised, transferred or sold.
2. At any time after February 1, 2016 – Each Holder can convert or exercise Preferred Stock, Notes or Warrants and receive but not sell up to 1,000,000 shares of Common Stock each (the “Converted Shares”).
3. After February 5, 2016 – Each Holder can sell up to (i) 500,000 of the Converted Shares without volume restriction at or above $0.16 per share and (ii) up to an additional 500,000 of the Converted Shares at or above $0.45 per share.
4. After February 22, 2016 – Any of the remaining Converted Shares can be sold by each of them without volume restriction at or above $0.16 per share.
If the Company’s Common Stock is trading at or below $0.09 per share or above $1.25 per share, all bets are off.
Basically they can convert and sell 1M shares each between now and March 12. Not too bad.
But I don't understand the following condition:
"If at any time the payment schedule as set forth in Schedule B with respect to Dustin Johns is not met, the Company shall provide written notification of non-payment and Dustin Johns shall be entitled to effect payment within the Cure Period. If Dustin John does not pay the amount payable that is due pursuant to Schedule B during such Cure Period, Dustin Johns agrees not to sell any Common Stock of the Company for 30 calendar days from the date of the missed payment and all other Holders will no longer be subject to the Leak Out restrictions."
The payment schedule is as follows:
$1,000,000 Monday January 27, 2016
$500,000 Monday February 15, 2016
$500,000 Monday February 29, 2016
It raises a number of questions for me. The Company is providing written notice of non-payment. That suggests to me that Dustin Johns is paying the $2M to the Company. If so, why? What did he do to owe the Company money? Does this mean we are getting an additional $2M?
All less than clear.
Thoughts?
I understand most of it. It basically says that 2 institutional holders (the "Holders" - presumably Magna and Dominion) have agreed to restrictions on converting their preferred shares and selling the resulting common shares under the following conditions and on the following schedule:
1. From January 27, 2016 to February 1, 2016 – None of the Preferred Stock, Warrants and Notes held by the Holders may be converted, exercised, transferred or sold.
2. At any time after February 1, 2016 – Each Holder can convert or exercise Preferred Stock, Notes or Warrants and receive but not sell up to 1,000,000 shares of Common Stock each (the “Converted Shares”).
3. After February 5, 2016 – Each Holder can sell up to (i) 500,000 of the Converted Shares without volume restriction at or above $0.16 per share and (ii) up to an additional 500,000 of the Converted Shares at or above $0.45 per share.
4. After February 22, 2016 – Any of the remaining Converted Shares can be sold by each of them without volume restriction at or above $0.16 per share.
If the Company’s Common Stock is trading at or below $0.09 per share or above $1.25 per share, all bets are off.
Basically they can convert and sell 1M shares each between now and March 12. Not too bad.
But I don't understand the following condition:
"If at any time the payment schedule as set forth in Schedule B with respect to Dustin Johns is not met, the Company shall provide written notification of non-payment and Dustin Johns shall be entitled to effect payment within the Cure Period. If Dustin John does not pay the amount payable that is due pursuant to Schedule B during such Cure Period, Dustin Johns agrees not to sell any Common Stock of the Company for 30 calendar days from the date of the missed payment and all other Holders will no longer be subject to the Leak Out restrictions."
The payment schedule is as follows:
$1,000,000 Monday January 27, 2016
$500,000 Monday February 15, 2016
$500,000 Monday February 29, 2016
It raises a number of questions for me. The Company is providing written notice of non-payment. That suggests to me that Dustin Johns is paying the $2M to the Company. If so, why? What did he do to owe the Company money? Does this mean we are getting an additional $2M?
All less than clear.
Thoughts?
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