Hiya RUBES. 8k filed, more good news for ya to pat each other on the butt about. Makes me wish I was short.
The Convertible Debenture provides for a total principal amount of
$3,062,830.09, which includes $2,830,000 that Mr. Pfeffer advanced to GEII as
well as interest on that amount that had accrued through September 30, 2002.
Unless Mr. Pfeffer chooses to convert the debenture, GEII must pay all
principal and interest on the Convertible Debenture to Mr. Pfeffer on January
2, 2004. The Convertible Debenture is considered to be a restricted security
and Mr. Pfeffer represented to GEII that he acquired the Convertible Debenture
for investment purposes only, and pursuant to an exemption from registration.
Interest accrues on the principal amount at a rate of 10% per year, calculated
monthly, except in the case of a default, in which case the interest rate
increases to 12% per year. GEII may redeem the Convertible Debenture five
days prior to stated maturity by paying the principal and accrued interest.
For as long as the Convertible Debenture is outstanding, GEII and its
subsidiaries are prohibited from incurring any future indebtedness which is
senior in any respect to the Convertible Debenture. This provision will
require that GEII obtains Mr. Pfeffer's consent prior to incurring any secured
indebtedness in the United States or in its Bolivian operations.
On or after December 31, 2002, Mr. Pfeffer may convert all or a portion
of the principal amount of the Convertible Debenture (and interest that
accrued through December 31, 2002) into shares of Common Stock at a price of
$.03 per share. If the entire outstanding Convertible Debenture were converted
on December 31, 2002, Mr. Pfeffer would receive 104,646,695 shares of
restricted GEII Common Stock.
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