SLGLF - interesting post from the TGL guys
investorshub.com
Posted by: Jim Bishop
In reply to: Jim Bishop who wrote msg# 6817 Date: 7/14/2002 11:43:44 AM
Post # of 6878
SLGLF ugly ugly filing in on the 12th, dilution, dilution, RegS etc etc
freeedgar.com.
Item 2 Changes in Securities and Use of Proceeds.
The Company completed the following unregistered sales of its securities during
the three months ended May 31, 2002:
1. On March 11, 2002, the Company issued 1,234,710 shares at the average
market price of $0.13 to the debenture holders to satisfy the quarterly payments
of principal and interest due under the replacement debentures of February 28,
2002. No commissions or fees were paid in connection with the issuance of the
shares. The sales were completed pursuant to Regulation S of the Act on the
basis that each holder of the replacement debentures is a non-U.S. person, as
defined under Regulation S of the Act.
2. On March 1, 2002, 1,000,000 common share purchase warrants were exercised
at a price of $0.05 and the Company issued 1,000,000 common shares from the
treasury for total proceeds of $50,000. No commissions or fees were paid in
connection with the issuance of the shares. The sales were completed pursuant to
Regulation S of the Act on the basis that each investor is a non-U.S. person, as
defined under Regulation S of the Act.
3. On April 2, 2002, 2,000,000 common share purchase warrants were exercised
at a price of $0.08 per share and the Company issued 2,000,000 common shares
from the treasury for proceeds of $160,000. No commissions or fees were paid in
connection with the issuance of the shares. The sales were completed pursuant to
Regulation S of the Act on the basis that each investor is a non-U.S. person, as
defined under Regulation S of the Act.
4. On April 2, 2002, the Company completed a private placement, with one
investor, of 1,000,000 units at a price of $0.09 per unit for total proceeds of
$90,000. Each unit consists of one common share and one common share purchase
warrant. Each common share purchase warrant entitles the warrant holder to
purchase one common share at a price of $0.15 until September 3, 2002. No
commissions or fees were paid in connection with the offering. The sales were
completed pursuant to Regulation S of the Act on the basis that each purchaser
is a non-U.S. person, as defined under Regulation S of the Act.
5. On April 2, 2002, the Company completed a private placement, with one
investor, of 1,000,000 units at a price of $0.09 per unit for total proceeds of
$90,000. Each unit consists of one common share and one common share purchase
warrant. Each common share purchase warrant entitles the warrant holder to
purchase one common share at a price of $0.15 until September 3, 2002. No
commissions or fees were paid in connection with the offering. The sales were
completed pursuant to Regulation S of the Act on the basis that each purchaser
is a non-U.S. person, as defined under Regulation S of the Act.
6. On April 26, 2002 2,000,000 shares were issued to Edward J. Armstrong, an
officer of the Company, and an officer of the Tri-Con Group, for proceeds of
$220,000. These shares were issued pursuant to Section 4(2) of the Act.
7. On May 1, 2002, the Company completed a private placement, with one
investor, of 1,000,000 units at a price of $0.10 per unit for total proceeds of
$100,000. Each unit consists of one common share and one common share purchase
warrant. Each common share purchase warrant entitles the holder to purchase one
common share at a price of $0.20 until May 1, 2003. No commissions were paid in
connection with the offering. The sale was completed pursuant to Regulation D of
the Act on the basis that the purchaser is a U.S. person, as defined under
Regulation D of the Act.
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8. On May 17, 2002, the Company issued 1,200,000 shares to Warrack Willson,
an officer of the Company, and an officer of the Tri-Con Group, for proceeds of
$150,000. These shares were issued pursuant to Section 4(2) of the Act.
9. On May 17, 2002, 500,000 common share purchase warrants were exercised at
a price of $0.10 per share and the Company issued 500,000 shares for total
proceeds of $50,000. No commissions or fees were paid in connection with the
offering. The sales were completed pursuant to Regulation S of the Act on the
basis that each purchaser is a non-U.S. person, as defined under Regulation S of
the Act.
10. On May 30, 2002, 500,000 common share purchase warrants were exercised
at a price of $0.10 per share and the Company issued 500,000 shares for total
proceeds of $50,000. No commissions or fees were paid in connection with the
offering. The sales were completed pursuant to Regulation S of the Act on the
basis that each purchaser is a non-U.S. person, as defined under Regulation S of
the Act.
Item 3 Default Upon Senior Securities
The Company is in default of obligations pursuant to convertible debentures in
the aggregate principal amount of $140,000, plus accrued interest of $48,026.
The Company is attempting to negotiate the issuance of replacement debentures in
exchange for the amount of indebtedness owed to the investor. There is no
assurance that these negotiations will be successful. |
