To: TsioKawe who wrote (23660 ) 8/25/1999 12:30:00 AM From: Ice Cube Read Replies (1) | Respond to of 40688
As I said, I made an error by not reading the the form 10 in detail. Here is the exceprt that decribes the financings. Several were loans to the company that were converted to stock, others were 504D. Rule 504D states you can only raise a MAX of $1 million per calander year with this type of offering. The stock used to be free trading right away, but the SEC changed the rule a few months back to make it a one year hold (restricted). So, the shares that were done previousley were free trading.... The 506D is the similar, except stock issued under Rule 506 has a one year restriction. Now, 504 (because you have to hold it one year under the new rules) and rule 506 are very similar. This is from around page 19 of the form 10, copy and paste.... In September through October 1998, ProNetLink issued 4,210,000 shares of Common Stock in private placements to three foreign companies pursuant to exemptions from registration pursuant to Rule 504 of Regulation D under the Act. The consideration received by ProNetLink was $842,000. As of December 1998, under a Securities Exchange Agreement between ProNetLink and Jean Pierre Collardeau, the President of ProNetLink, ProNetLink issued 1,162,920 shares of restricted Common Stock, pursuant to an exemption from registration under Section 3(a)(9) or 4(2) of the Act, to Mr. Collardeau in exchange for the surrender to ProNetLink by Mr. Collardeau of a Promissory Note of ProNetLink in favor of Mr. Collardeau, which at such time had an outstanding principal balance plus interest of $232,584. As of December 1998, under a Securities Exchange Agreement between ProNetLink and Micheline Baron, ProNetLink issued 1,056,150 shares of Common Stock, pursuant to an exemption from registration under Section 3(a)(9) or 4(2) of the Act, to Ms. Baron in exchange for the surrender to ProNetLink by Ms. Baron of a Promissory Note of ProNetLink in favor of Ms. Baron, which at such time had an outstanding principal balance plus interest of $211,230. In February 1999, ProNetLink issued 790,000 shares of Common Stock in private placements to one foreign individual pursuant to exemptions from registration pursuant to Rule 504 of Regulation D under the Act. The consideration received by ProNetLink was $158,000. In February through April 1999, ProNetLink issued 5,000,000 shares of Common Stock in private placements to three foreign individuals and one foreign company pursuant to exemptions from registration pursuant to Rule 506 of Regulation D or otherwise under Section 4(2) of the Act. The consideration received by ProNetLink was $1,000,000. 20