King without a castle?
04-01-2007, 12:26 AM
#11
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Location: WA
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04-01-2007, 09:21 AM
#16
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From here:
http://sec.edgar-online.com/2004/02/...2/Section8.asp
NOTE 4 - LONG-TERM DEBT AND PLEDGED ASSETS (Continued)
Loan Guarantee - The Company entered into an agreement with
Brunswick Corporation, a division of which supplies marine
engines used in the Company's product, wherein Brunswick
Corporation agreed to guarantee the $18,000,000 in debt
financing, in return the Company President granted Brunswick the option to purchase his common shares and his options to purchase common shares of the Company. The Company's President further agreed to indemnify Brunswick for all amounts in excess of $14,700,000. The Company issued 273,146 options to acquire common shares at $.05 per share that are exercisable in the event of a default by the Company on its loan. In the event Brunswick Corporation exercises its option to purchase the Company President's shares the Company has agreed to issue additional shares of common stock which would result in Brunswick owning together with the shares purchased from the Company President 50.1% of the Company's outstanding shares at the weighted average market closing price for the previous 30 days. The Company
further entered into an exclusive supply agreement and agreed to restrictions on the Company issuing any equity securities that
would dilute Brunswick's potential equity interest in the Company upon exercise of their options with the Company and Company's President without Brunswicks prior approval. Brunswick Corporation's options to purchase vest upon the earlier of the repayment or default of $18,000,000 notes payable, or July 1, 2007. Brunswick Corporation's option expires no earlier than approximately 180 days after vesting.
NOTE 5 - COMMON STOCK
During January 2002, the Company issued 10,000 options to
purchase common stock to a consultant for services to be rendered valued at $14,254. The options are exercisable at $1.67 per share, vest through January 2004 and expire January 2009. During the three and six months ended December 31, 2003, the Company recorded consulting expense of $0 and $1,795, respectively.
During July 2003, the Company issued 273,146 options to purchase common stock to Brunswick Corporation as a condition of guarantying the Bank of America loan. The options are exercisable only under conditions of default by the Company of its loan and Brunswick having exercised its guarantee of the loan. Should Brunswick Corporation exercise its option to purchase the Company President's stock, the Company has agreed to issue additional common shares which would result in Brunswick owning together with the shares purchased from the Company President, 50.1% of the Company's outstanding shares at the weighted average market closing price for the previous 30 days. The Company also agreed not to issue any equity instruments without prior approval of Brunswick Corporation.
If Brunswick Corporation exercised fully their options with the
Company and Company President under the loan guarantee they would own 50.1 % of the outstanding stock of the Company.
http://sec.edgar-online.com/2004/02/...2/Section8.asp
NOTE 4 - LONG-TERM DEBT AND PLEDGED ASSETS (Continued)
Loan Guarantee - The Company entered into an agreement with
Brunswick Corporation, a division of which supplies marine
engines used in the Company's product, wherein Brunswick
Corporation agreed to guarantee the $18,000,000 in debt
financing, in return the Company President granted Brunswick the option to purchase his common shares and his options to purchase common shares of the Company. The Company's President further agreed to indemnify Brunswick for all amounts in excess of $14,700,000. The Company issued 273,146 options to acquire common shares at $.05 per share that are exercisable in the event of a default by the Company on its loan. In the event Brunswick Corporation exercises its option to purchase the Company President's shares the Company has agreed to issue additional shares of common stock which would result in Brunswick owning together with the shares purchased from the Company President 50.1% of the Company's outstanding shares at the weighted average market closing price for the previous 30 days. The Company
further entered into an exclusive supply agreement and agreed to restrictions on the Company issuing any equity securities that
would dilute Brunswick's potential equity interest in the Company upon exercise of their options with the Company and Company's President without Brunswicks prior approval. Brunswick Corporation's options to purchase vest upon the earlier of the repayment or default of $18,000,000 notes payable, or July 1, 2007. Brunswick Corporation's option expires no earlier than approximately 180 days after vesting.
NOTE 5 - COMMON STOCK
During January 2002, the Company issued 10,000 options to
purchase common stock to a consultant for services to be rendered valued at $14,254. The options are exercisable at $1.67 per share, vest through January 2004 and expire January 2009. During the three and six months ended December 31, 2003, the Company recorded consulting expense of $0 and $1,795, respectively.
During July 2003, the Company issued 273,146 options to purchase common stock to Brunswick Corporation as a condition of guarantying the Bank of America loan. The options are exercisable only under conditions of default by the Company of its loan and Brunswick having exercised its guarantee of the loan. Should Brunswick Corporation exercise its option to purchase the Company President's stock, the Company has agreed to issue additional common shares which would result in Brunswick owning together with the shares purchased from the Company President, 50.1% of the Company's outstanding shares at the weighted average market closing price for the previous 30 days. The Company also agreed not to issue any equity instruments without prior approval of Brunswick Corporation.
If Brunswick Corporation exercised fully their options with the
Company and Company President under the loan guarantee they would own 50.1 % of the outstanding stock of the Company.
04-01-2007, 09:41 AM
#17
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Reggie................
04-01-2007, 10:32 AM
#18
Registered
04-01-2007, 11:02 AM
#19
OSO OG
Gold MemberThread Starter
LMAO. Not on my feet just yet. The worst pain I have ever had. It took 5 shots of morphine before they moved me from post-op.
Been on Steve's couch since Thursday night. We may try to go to Hooters for some wings today
. I'll call you later Otis about the other thing.
As far as the Reggie thing, I'll let you know if I hear anymore.
Been on Steve's couch since Thursday night. We may try to go to Hooters for some wings today
. I'll call you later Otis about the other thing.As far as the Reggie thing, I'll let you know if I hear anymore.
