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Non-Tech : JAG Notes JNOT

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To: mmmary who started this subject3/8/2002 9:16:53 PM
From: mmmary  Read Replies (1) of 35
 
Review of latest SEC filing

Their toxic funding

"During the six months ended January 31, 2002, Cornell Capital was required to pay $671,459 and it received 5,661,510 shares of common stock as a result of the exercise of put options, and the Company received proceeds of $632,884, net of $38,575 of placement fees. From December 17, 2001 through the date hereof, no puts have been made pursuant to the Equity Line Agreement."

so they sold the shares for .12 a share

they also got

"Cornell Capital received 1,500,000 shares of the Company's common stock as of August 17, 2001 as additional consideration for entering into the Equity Line Agreement"

I believe that nowadays toxic funders like to hide the discount in fees so people won't yell "toxic funding!"

The purchase price will be 95% of the lowest closing bid price of the Company's common stock over a specified number of trading days commencing on specified dates. Cornell Capital shall be entitled to a cash fee equal to 5% of the gross proceeds received by the Company in connection with each put

dilution

the total number of authorized shares of all classes will be increased from 100,000,000 shares to 200,000,000 shares

The promoters have been yelling that the SEC approves of their recent strategy yet...

NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

a little lawsuit

On February 19, 2002, Reliant Limited, a corporation organized under the laws of the Isle of Man, filed a complaint in Superior Court of the State of New Jersey, County of Monmouth, against JagNotes.com Inc. and its transfer agent, alleging a breach of the Subscription Agreement, dated January 18, 2000, between JagNotes and Reliant. Reliant seeks the return of funds it invested in JagNotes as well as compensatory damages, together with interest therein, costs of suit and attorneys' fees. We have filed a notice to remove the action to Federal court. We believe the action commenced by Reliant is without merit and that the outcome of such litigation will not have a material adverse effect on our business, financial condition or operating results.

Revenue is down

During the six months ended January 31, 2002 subscription revenues decreased as compared to the six months ended January 31, 2001 with total subscription revenues for the comparable periods of approximately $402,000 and $649,000, respectively.

Expenses are still high in relation to revenue

General and administrative expenses decreased approximately $4,779,000 during the six months ended January 31, 2002 to approximately $1,673,000 from approximately $6,452,000 during the six months ended January 31, 2001.

They had only $54K cash as of 1/31/02.

During the six months ended January 31, 2002 and 2001 we only generated revenues of approximately $402,000 and $649,000, and incurred net losses of approximately $2,226,000 and $14,111,000 and had cash flow deficiencies from operating activities of approximately $644,000 and $4,411,000, respectively. As a result, we had a cash balance of only approximately $54,000, a working capital deficiency of $355,000 and an accumulated deficit of approximately $36,765,000 as of January 31, 2002. In addition, we believe that we will continue to incur net losses through at least January 31, 2003. These matters raise substantial doubt about our ability to continue as a going concern.

who got these shares and for what? PRs? stock promotion?

In addition, during the six months ended January 31, 2002 we issued 551,807 shares of common stock with a fair value of $88,190 and issued options to purchase 4,600,000 shares of common stock with a fair value of $373,000 in exchange for services.
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