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Strategies & Market Trends : Fatty's Donut Shop -- Ignore unavailable to you. Want to Upgrade?


To: Kevin Clarke who wrote (2741)8/2/1999 7:01:00 PM
From: Matt Brown  Read Replies (4) | Respond to of 5041
 
Kevin,

What is the total O/S of CDNO?

I know it ran today on that post that apparently was spread everywhere. I don't think that guy has any credibility, because he has appreantly cried wolf before...with no real solid basis/results.

I doubt he is doing anything but diluting the stock. Look at the filings, the stock is known to issue a lot of private placements and issue shares at cheap prices...

What kind of a moron would buy 25 million shares of a penny stock?

Maybe I don't see what this guy sees, but it looks like BS..

But I have learned one thing this summer..Don't fight momentum and stupid money. If the pump is on and you know it's false...ride it out if you are comfy with it and know what reallly lies there..No sense in missing a good ride if you know it's going to be good. You just have to know when to hold em and knwo when to fold em, just keep hoping the stupid money keeps flowing..people get sucked everyday and there is no way to stop it, no matter what is posted on a board...Be careful...

FM

edit- anybody who has the funds to buy 25 million share would have read this first before buying on the open market..unless he was trying to manipulate it...

From the SEC FILINGS -

Cash Provided by Affiliated Entities
During 1998, the Company received cash from affiliated entities as follows:
During January 1998, in connection with the Capitol Acquisition and the transactions with Congress Financial, Paul Bagley, the Chairman and Chief Executive Officer of the Company, loaned $1,500,000 to the Company. The loan is evidenced by a convertible promissory note of the Company (the "1998 Bagley Note") in the amount of $1,750,000, with a 12% annual interest rate, payable monthly in arrears. The maturity date has been extended through December 31, 1999. The Company has agreed to issue a warrant to purchase 1,750,000 Common Shares at $.20 per share. The warrant will expire on March 6, 2004.

During March 1998, SP Atlantic loaned $214,286 to the Company. The loan is evidenced by a convertible promissory note of the Company (the "SP Atlantic Note") in the aggregate amount of $250,000, with a 12% annual interest rate, payable monthly in arrears. The maturity date has been extended to January 15, 2000. The Company has agreed to issue warrants to purchase 250,000 Company Common Shares at $.20 per share. The warrants will expire on March 6, 2004.

On December 7, 1998 SPIB Management purchased $75,000 principal amount of 18% convertible notes from the Company. The notes were due on March 7, 1999. The Company may at its election, extend the due date for two additional ninety-day periods. For each ninety-day extension the Company has agreed to issue 21,775 of its Common Shares. These notes may be

converted into Common Shares of the Company at the conversion price of $.12 per share. The Company issued 95,455 of its Common Shares as the initial loan fee in connection with these notes. The maturity date has been extended to January 15, 2000. The Company will issue 43,550 Common Shares for both ninety-day extension plus warrants to purchase 75,000 Company Common Shares at $.20 per share. The warrants will expire on March 6, 2004.

In January 1999, Security Income Trust L.P. ("SIT"), a company affiliated with a director of the Company, purchased $1,250,000 principal amount of an 18% convertible note from the Company. The Company issued 1,000,000 of its Common Shares to SIT as additional consideration for the purchase of the note. The note is due on July 10, 1999. The Company may, at its election, extend the maturity of the note for two successive ninety-day periods. The interest on the Note is to be paid on the maturity date of the note. In connection with and at the time of the granting extension, the Company shall issue to SIT 1,000,000 Common Shares.

Cash Provided by Private Placements
During Fiscal 1998, the Company raised additional capital through private placements as follows:
During March 1998, the Company sold 200 shares of Series C Convertible Preferred Shares at $10,000 per share for a total consideration of $2,000,000. As of November 5, 1998, all of the Series C Convertible Preferred Shares were converted into 8,775,284 Common Shares. The Series C Convertible Preferred Shares were convertible into Common Shares of the Company commencing April 20, 1998, at a conversion price per Series C Preferred Share equal to $10,000 divided by the lesser of (x) $1.75 or (y) 75% of the arithmetic average of the closing bid prices for each of the five trading days prior to the exercise date of any such conversion. As part of this transaction, the Company issued Common Stock Purchase Warrants to purchase 250,000 of the Company's Common Shares at a price of $2.38 per share. The Warrants can be exercised any time until March 6, 2000. None of the Warrants have been exercised as of March 31, 1999.

In March 1998, the Company issued to two investors warrants to purchase 2,000,000 Common Shares (1 million exercisable at $1.00 per share and 1 million at $.75 per share), expiring March 2001 and March 2000, respectively. The warrants were issued in exchange for $385,000 of cash paid by SP Atlantic and are currently exercisable.

The Company has issued and sold, in a private placement, an aggregate of $5.0 million of its 10% Convertible Notes ("10% Notes") pursuant to the terms of a Note Purchase Agreement between the Company and the purchasers of the 10% Notes (the "Note Purchase Agreement"). The Company issued $2 million of the 10% Notes on April 8, 1998, $1.5 million on April 16, 1998, $500,000 on June 10, 1998 and $1,000,000 on June 16, 1998. The original maturity date of the remaining 10% Notes of $2 million has been extended to January 15, 2000. In connection with such extension, in April 1999 the Company has agreed to issue to the holders of the $2 million outstanding 10% Notes warrants to purchase an aggregate of 2,000,000 Company Common Shares at $.20 per share. The warrants will expire on March 6, 2004. The Company has agreed to promptly register the Common Shares underlying the warrants with the Securities and Exchange Commission. The proceeds from the issuance of the 10% Notes were used for working capital. As of December 31, 1998, $2,827,000

of the 10% Notes and $242,692 of interest had been converted into 18,365,332 shares of the Company's Common Stock.

In August 1998, Capital Fund Leasing, LLC ("Capital Fund Leasing") purchased $500,000 of the Company's 15% Convertible Notes. In connection with such investment, the Company issued 100,000 Common Shares to Capital Fund Leasing. In September 1998, Capital Fund Leasing purchased an additional $500,000 of the Company's 15% Convertible Notes. In connection with the purchase of such Notes, the Company issued an additional 100,000 Common Shares to Capital Fund Leasing. In October 1998, the 15% Convertible Notes were redeemed and 18% Convertible Notes were issued. In connection therewith the Company issued to Capital Fund Leasing 800,000 of the Company's Common Shares. The $1,550,000 outstanding 18% Convertible Notes are convertible into 12,916,667 Common Shares of the Company at $0.12 per share. In connection with the repayment of $18,900 principal payment due January 15, 1999 of the 18% Convertible Notes and the extension of the maturity date of the 18% Convertible Notes from January 19, 1999 to April 19, 1999, in January 1999 the Company issued to Capital Fund Leasing 607,500 of the Company's Common Shares. In connection with the second extension of the maturity date of the 18% Convertible Notes from April 19, 1999 by July 18, 1999, in March 1999 the Company issued to Capital Fund Leasing 450,000 of the Company's Common Shares. The July 18, 1999 maturity date of the 18% Notes has been extended to January 15, 2000. In connection with such extension, in April 1999 the Company agreed to issue to Capital Fund Leasing warrants to purchase 1,550,000 Company Common Shares at $.20 per share. The warrants will expire on March 6, 2004. The Company has agreed to promptly register the Common Shares with the Securities and Exchange Commission.

The Company is currently working with potential investors to raise additional funds for working capital and funds necessary to refinance secured debt currently in default. The Company may be required to obtain additional lines of credit for working capital purposes and make periodic public offerings or private placements in order to meet its needs for such funds. While the Company does not believe it will be restricted in financing its growth, there can be no assurance that such sources of financing will be available to the Company in sufficient amounts or on acceptable terms. Under such circumstances, the Company expects to manage its growth within the financing available.

The Company also plans to engage in strategic acquisitions. As these investments are identified and funds are needed to complete such acquisitions, additional financing for such acquisitions will be necessary.