Posted by: az_maverick
In reply to: None Date:1/30/2008 12:00:27 AM
Post #of 128444
HERE IS A DEBENTURE RUNDOWN:
Everyone is following debentures 1, 2, and 3 listed below. These are the inherited debentures with 2 and 3 having the unfavorable .001 converts. We should remember that there are still 3 other debentures that were formed to purchase ASSETS and REVENUE in the newly formed business.
Debentures 1, 2 are most likely done.
Debenture 3 is just about done and part of that .001 inherited convert.
Debenture 4 probably hasn't started but long term investors so convert of about 45,000,000 to pay off and most likely hold.
Debenture 5 probably hasn't started but another 45,000,000 would pay off.
Debenture 6 probably hasn't started but another 45,000,000 would pay off.
When all said and done, I estimate the total O/S after ALL the debentures are gone to be around 1.1 billion. I am not saying that the remaining will be sold into the market quickly as one or two of these debenture holders may be long term. THESE DEBENTURES ACCOUNT FOR THE PURCHASE OF ALL OF THE REVENUES WE HAVE IN ADDITION TO THE LOI FOR THE HOSPITALITY GROUP UP NORTH & THE CASH TO PURCHASE ANOTHER 21-24 MILLION IN REVENUES.NOT TOO SHABBY!!!!!!
Debenture 1 (Highgate / Cornell Original)
If you believe only Highgate at $150,000 left on this one, then convertible at .015/share = 10,000,000. If you think Cornell has the other portion valued at $162,000, then that is another 10,800,000. The more I look at this, I am thinking they messed up the names and there is only $150,000 left..so I'm going with 10,000,000 shares.MOST LIKELY ALREADY DONE
Debenture 2 (Combination of Two from Oct 06)
25,000,000 ($25,000) Candent and 40,000,000 ($40,000)Cornell have already been drawn down on these. Remaining balance on Officer Loan and other Debenture is ($45,049 + $132,948)= $177,997. These are convertible at .001...so we are looking at 177,997,000 shares. Remember, these can only be drawn up to 4.99% of O/S at any one time. MOST LIKELY ALREADY DONE
Debenture 3 (Againg from Oct 06)
Starting balance of $255,077 with Candent. They drew down 25,507,700 ($25,508) to bring balance to $229,569. Cornell bought this from Candent. These are convertible at .001...so we are looking at 229,569,000 shares. Remember, these can only be drawn up to 4.99% of O/S at any one time. ALMOST DONE
Debenture 4
Paul L. and Anaflor Graham of a Convertible Debenture in the principal amount of $500,000. The Convertible Debenture bears interest at 8% per annum, which is payable in the form of common stock issued by Seaway Valley. The interest and principal are due and payable on September 12, 2012. The holder may convert the principal and accrued interest into common stock of Seaway Valley at a conversion rate equal to the lesser of
(a) $0.024 per share or (b) 90% of the closing market price on the date immediately prior to the date of conversion. The Convertible Debenture may not, however, be converted into an amount of stock which would cause the holder's aggregate holdings to exceed 4.9% of Seaway Valley's outstanding shares. DON'T BELIEVE THESE HAVE STARTED YET. The GRAHAMS COULD DRAW DOWN 4.9% AT ONE TIME OR APPROXIMATELY 45,000,000 SHARES AT CURRENT TIME. IF THEY REDEEM AT .0111, THAT WILL PAY THEM OFF
Debenture 5
Original Principal Amount: $375,000 No. SWVC-5-1 FOR VALUE RECEIVED, SEAWAY VALLEY CAPITAL CORPORATION, a Delaware corporation (the "Company"), hereby promises to pay to the order of YA GLOBAL INVESTMENTS, L.P. or registered assigns (the "Holder") the amount set out above as the Original Principal Amount. "Conversion Price" means, as of any Conversion Date (as defined below) or other date of determination the lesser of (a) $.012 (the "Fixed Conversion Price"), subject to adjustment as provided herein, or (b) ninety percent (90%) of the lowest Volume Weighted Average Price during the twenty (20) Trading Days immediately preceding the Conversion Date (the "Market Conversion Price"). DON'T BELIEVE THESE HAVE STARTED YET. YA COULD DRAW DOWN 4.9% AT ONE TIME OR APPROXIMATELY 45,000,000 SHARES AT CURRENT TIME. IF PRICE STAYS AT .009, THAT WILL PAY THEM OFF
Debenture 6
In December 2007 Seaway Valley Capital Corporation ("Seaway" or the "Company") consummated a financing agreement with Golden Gate Investors, Inc. in the form of a convertible debenture for total immediate gross proceeds of $400,000. The funds will be used for various business activities, including effectuating an acquisition of 100% of the stock of an undisclosed company that Seaway recently executed letter of intent ("LOI") to acquire. At the option of the Holder, this Debenture may be converted, either in whole or in part, up to the full Principal Amount hereof into Common Shares (calculated as to each such conversion to the nearest 1/100th of a share), at any time and from time to time on any Business Day, subject to compliance with Section 3.2. The number of Common Shares into which this Debenture may be converted is equal to the dollar amount of the Debenture being converted divided by the Conversion Price. The "Conversion Price" shall be equal to the lesser of (i) $0.10, or (ii) 85% of the average of the 3 lowest Volume Weighted Average Prices during the 20 Trading Days prior to Holder's election to convert (the percentage figure being a "Discount Multiplier"). DON'T BELIEVE THESE HAVE STARTED YET. GOLDEN COULD DRAW DOWN 4.9% AT ONE TIME OR APPROXIMATELY 45,000,000 SHARES AT CURRENT TIME. IF PRICE STAYS AT .009, THAT WILL PAY THEM OFF
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"You don't want the truth because, deep down in places you don't talk about at parties, you want me on that wall, you need me on that wall." Col. Nathan Jessup
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