$TLSS: good run..in fact great run...but... Unfor
Post# of 103048
(Total Views: 557)
Posted On: 05/29/2020 6:27:43 PM
$TLSS: good run..in fact great run...but...
Unfortunately...10k risk follows..
"RISKS RELATED TO OWNERSHIP OF OUR COMMON STOCK
Conversion and/or exercise of our convertible notes and/or warrants, has, and is likely to continue to dilute the ownership interest of our existing stockholders, including holders who had previously converted their notes or exercised their warrants, has and may continue to depress the price of our common stock, and may impede our ability to raise funds in the future.
In conjunction with capital raising efforts in the summer and fall of 2019 and during the first quarter of 2020, the Company has made commitments to shareholders, convertible note holders and warrant holders to issue, or keep available for issuance, additional shares of common stock of the Company. However, the Company’s trading price quoted on OTC Pink market fell from $3.50 per share on January 8, 2020 to $0.01 on April 21, 2020. This drop, together with anti-dilution protection features contained in our August 30, 2019 convertible note agreements and warrants that were triggered upon the issuance of convertible debt beginning in January 2020, the conversion prices of the notes fell to a fraction of a penny, the number of warrants outstanding increased to approximately 532,000,000, and the warrants became exercisable at less than a penny. Beginning in February 2020, note holders started converting the outstanding principal of their notes into substantial quantities of shares of the Company’s common stock. The conversions and exercises have already caused considerable dilution of existing stockholders and holders who earlier converted their notes. The total number of shares of common stock outstanding has increased from 11,832,603 on December 31, 2019, to 306,416,819 on May 22, 2020.
These anti-dilution protection features only provide for one-way adjustment, therefore, even if the Company cures any events of default, and the trading price increases, the conversion and exercise prices of the notes and warrants will remain a fraction of a penny. As a result, the existing stockholders, including holders who earlier converted their notes or exercised their warrants, will continue to be subject to substantial dilution. Further, given the spike in the number of shares that the Company is now obligated to issue or keep available for issuance, the Company does not currently have sufficient authorized common stock to satisfy all of such commitments. The Company intends to seek shareholder approval to amend its Articles of Incorporation to increase the number of shares of common stock available for issuance and/or effect a reverse stock split to enable it to meet its obligations. The Company intends to file a preliminary proxy with the Securities and Exchange Commission in June 2020."
https://www.sec.gov/Archives/edgar/data/14632...rm10-k.htm
Unfortunately...10k risk follows..
"RISKS RELATED TO OWNERSHIP OF OUR COMMON STOCK
Conversion and/or exercise of our convertible notes and/or warrants, has, and is likely to continue to dilute the ownership interest of our existing stockholders, including holders who had previously converted their notes or exercised their warrants, has and may continue to depress the price of our common stock, and may impede our ability to raise funds in the future.
In conjunction with capital raising efforts in the summer and fall of 2019 and during the first quarter of 2020, the Company has made commitments to shareholders, convertible note holders and warrant holders to issue, or keep available for issuance, additional shares of common stock of the Company. However, the Company’s trading price quoted on OTC Pink market fell from $3.50 per share on January 8, 2020 to $0.01 on April 21, 2020. This drop, together with anti-dilution protection features contained in our August 30, 2019 convertible note agreements and warrants that were triggered upon the issuance of convertible debt beginning in January 2020, the conversion prices of the notes fell to a fraction of a penny, the number of warrants outstanding increased to approximately 532,000,000, and the warrants became exercisable at less than a penny. Beginning in February 2020, note holders started converting the outstanding principal of their notes into substantial quantities of shares of the Company’s common stock. The conversions and exercises have already caused considerable dilution of existing stockholders and holders who earlier converted their notes. The total number of shares of common stock outstanding has increased from 11,832,603 on December 31, 2019, to 306,416,819 on May 22, 2020.
These anti-dilution protection features only provide for one-way adjustment, therefore, even if the Company cures any events of default, and the trading price increases, the conversion and exercise prices of the notes and warrants will remain a fraction of a penny. As a result, the existing stockholders, including holders who earlier converted their notes or exercised their warrants, will continue to be subject to substantial dilution. Further, given the spike in the number of shares that the Company is now obligated to issue or keep available for issuance, the Company does not currently have sufficient authorized common stock to satisfy all of such commitments. The Company intends to seek shareholder approval to amend its Articles of Incorporation to increase the number of shares of common stock available for issuance and/or effect a reverse stock split to enable it to meet its obligations. The Company intends to file a preliminary proxy with the Securities and Exchange Commission in June 2020."
https://www.sec.gov/Archives/edgar/data/14632...rm10-k.htm
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