Death
3-Nov-2006
Unregistered Sale of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities.
The $8.0 million principal amount of our 8% convertible debentures we issued in our June 12, 2006, financing is subject to mandatory monthly redemption at the rate of 1/12 of the original principal amount plus accrued but unpaid interest on the debentures commencing December 1, 2006. We may, in our discretion, elect to pay the monthly redemption amount in cash or in shares of our common stock, subject to certain conditions specified in the debentures.
We have elected to pay the monthly redemption amount in shares of our common stock. We are required to give the selling stockholders 20 trading days advance notice of our election to pay the monthly redemption amount in shares of common stock, which we provided for the payment due in December 2006.
At the time we provide notice of our election to pay the monthly redemption amount in shares of our common stock, we are obligated to issue a number of shares of our common stock to the debenture holders to be applied against the monthly redemption amount. The number of shares we are obligated to issue is equal to the quotient of the monthly redemption amount divided by the current conversion price of the debentures. Accordingly, on November 2, 2006, we issued a total of 1,481,510 shares of our common stock to the debenture holders to be applied against the total monthly redemption amount due in December 2006. If 85% of the average of the ten lowest daily volume weighted average prices of a share of our common stock during the 20 trading days prior to the payment date is less than $0.45 per share, we will be required to issue additional shares of our common stock based on this lower price per share to make the monthly redemption payment in full.
The shares of common stock and were offered and sold in reliance on exemptions from registration pursuant to Section 4(2) under the Securities Act of 1933, as amended, and Rule 506 promulgated thereunder, and in reliance on similar exemptions under applicable state securities laws.
biz.yahoo.com
Still have some shares that I am stuck with on a stop loss that was a partial sell.
It would not even be worth selling at this price
good Luck
D |
