Each one in plain English, with the numbers worked through for a shareholder.
30 Aug 2022capital raising announcement▼ Bad
On August 25, 2022 the company granted options to seven people, including officers and directors, who will help get the company's shares listed on NASDAQ. The options vest only when the up-listing takes effect, cover 13% of fully diluted shares at that date, and have an exercise price of 80% of the share value then. If the listing happens, this would dilute existing shareholders.
The company issued 16,482,000 shares to fourteen buyers for $4,120,500 (about $0.25 a share, which is arithmetic from the filing's figures). The filing gives no purpose for the money, and the issue dilutes existing holders.
31 Jan 2017capital raising announcement● NeutralMajor
Effective January 25, 2017 the company temporarily cut the exercise price on certain existing warrants to $0.20 per share, down from $0.50 and $0.60, and 7,086,000 shares were issued to four holders at that price (about $1.42 million, which is arithmetic from the filing's figures). This adds shares and cash, and follows the company's earlier warrant repricings.
Since its last quarterly report the company sold 7,097,000 units at $0.20 each to 21 buyers, raising $1,419,400. Each unit is one share plus a five-year warrant at $0.60, so existing holders are diluted. Ksenia Griswold now signs as CFO.
What it means for a shareholder
7.1m new shares at US$0.200 to raise about US$1.4m. That's 11% dilution: every existing holder's slice gets 11% smaller. If you held US$1,000 of shares (5,000 at the issue price), your slice goes from 0.0087% to 0.00775% of the company. To keep it you'd need 618 more shares - about US$124 at the issue price.
15 June 2015capital raising announcement● NeutralMajor
On June 8, 2015 (agreement dated May 12) the company agreed a loan of up to $1,750,000 from Pacific Leaf Ventures, LP, paid in instalments ($100,000 at signing, then $600,000, $700,000 and $350,000 by July 9, Aug 9 and Sept 9, 2015). It is a 6% senior secured note due May 12, 2020, convertible at $0.50 per share, to fund a cannabis cultivation facility at 3550 West Teco Avenue run by majority-owned GB Sciences Nevada LLC. The company also took a license to Pacific Leaf's cultivation and extraction technology in return for royalties (14% of gross revenue for five years then 7% for years six to ten, plus $2.00 per extracted gram for five years), so this adds debt and possible new shares as it builds out the cannabis business.
The filing reports the units sold effective September 30, 2014 at $0.50: 9,937,720 shares plus 11,437,720 each of A warrants ($1.00, 3 years) and B warrants ($2.00, 5 years), registered for resale from February 12, 2015. To encourage exercise, the B warrant price was temporarily cut to $0.20, extended to May 15, 2015; 1,970,000 were exercised for $394,000. Cesar Cordero-Kruger bought 2,820,000 shares for $592,200 ($0.21 each), and Lazarus entities sold back warrants for 4,000,000 shares for $0.01 each. This cuts the effective price of B warrants by 90% and adds shares.
9 June 2014capital raising announcement● NeutralMajor
The company sold 10,000,000 units at $0.50 each to 57 people (each unit one share plus A and B warrants) and issued 1,500,000 shares to cancel $390,000 of debt. Shares outstanding reach 23,331,932, and the address is now Las Vegas, Nevada. At the stated price the unit sale is about $5 million (calculated), a large increase in shares and potential warrant dilution.
Since May 5, 2014 the company issued 1,755,612 shares to three entities to cancel $459,970 of debt, bringing shares outstanding to 16,305,652. Debt falls, but existing holders are diluted.
2 May 2014capital raising announcement● NeutralMajor
The company now files as GrowBlox Sciences, Inc. (formerly Signature Exploration and Production Corp.). Following the Ellins agreement, he received a further four million shares on May 1, 2014 after the company raised at least $1,000,000. Shares outstanding are 13,705,598 as of May 2, 2014.
Since March 25, 2014 the company issued 438,681 shares to five people in exchange for cancelling $114,017.08 of debt, leaving 5,988,791 shares outstanding. This reduces debt but adds shares for existing holders.
On March 21, 2014 the company sold 200,000 units to one person at $0.50 per unit, each unit being one share plus an A warrant and a B warrant. That is $100,000 at the stated price (calculated), with extra dilution if the warrants are exercised.
What it means for a shareholder
200,000 new shares at US$0.500 to raise about US$100,000. That's 19% dilution: every existing holder's slice gets 19% smaller. If you held US$1,000 of shares (2,000 at the issue price), your slice goes from 0.235% to 0.19% of the company. To keep it you'd need 471 more shares - about US$236 at the issue price.
On August 17, 2010 the company sold a $29,412 convertible note for $25,000 (15% discount), due August 17, 2011, converting at $0.10 with a 5-year warrant for 294,120 shares at $0.15. Under anti-dilution clauses in earlier notes and warrants, their conversion price drops to $0.10 (down from $0.35 and $0.65), and the number of shares issuable on the earlier warrants rises so the total exercise price stays the same, meaning materially more dilution for existing shareholders.
16 Feb 2010capital raising announcement● NeutralMajor
On February 10, 2010 the company sold two more convertible notes totalling $352,942, receiving $300,000 after a 15% original issue discount. The notes pay 10%, are due February 10, 2011 and convert at $0.65 per share; each holder also got a 5-year warrant for 207,493 shares at $0.75. This repeats the December 2009 financing structure at a higher conversion price ($0.65 versus $0.35), and conversion or warrant exercise would dilute shareholders.
As of December 14, 2009, noteholders converted $14,000 of notes into 1,400,000 shares, which is consistent with the $0.01 conversion price in the earlier notes (inference). The company then had 9,847,142 shares outstanding, so the earlier convertible notes are now diluting shareholders.
11 Dec 2009capital raising announcement● NeutralMajor
On December 7, 2009 the company issued two convertible notes totalling $352,942, receiving $300,000 after a 15% original issue discount. The notes pay 10% interest, are due December 7, 2010, and convert at $0.35 per share. Each holder also got a 5-year warrant for 504,203 shares at $0.50. This is a larger raise than the earlier small notes at a higher conversion price, and conversion or warrant exercise would dilute shareholders.
On October 13, 2009 the company sold two convertible notes, $22,000 to Brannon Limited Partnership and $15,000 to Bristol Investment Fund. They pay 10% interest, are due October 13, 2010, and convert to stock at $0.01 per share. The company also now lists a Houston, Texas address.
This amendment restates the filing on the $60,000 Bristol seismic data purchase, saying the original included an incorrect note agreement. It corrects the conversion price of the note to a flat $0.01. The other terms, including 10% interest and the November 19, 2009 due date, are unchanged.
This amendment restates the August 21, 2009 filing, saying it had included incorrect note agreements. It sets the conversion price of the two $18,000 notes at a flat $0.01, replacing the earlier discounted-to-market formula. The other deal terms are unchanged.
On August 27, 2009 the company bought seismic data and participation rights from Bristol Investment Fund for $60,000, paid with a 10% convertible note due November 19, 2009. As first filed, the note converted at the lesser of $0.01 or 50% of recent low trading prices. It also amended the earlier $18,000 Bristol Capital note to limit the shares issuable. A later amendment corrected the conversion price.
21 Aug 2009capital raising announcement● NeutralMajor
On August 17, 2009 the company bought a 5% working interest in the Nettie Rhodes Lease Prospect in Young County, Texas for $5,000, and an oil and gas lease for $36,000, paid with two $18,000 10% convertible notes due November 20, 2009. As first filed, conversion was at the lesser of $0.01 or 50% of recent low trading prices. It also gave consultant Dwain Brannon, a minority shareholder, an option on up to 4,000,000 shares at 50% of recent bid prices, which could dilute shareholders. The conversion terms were later corrected.
7 Aug 2009capital raising announcement● NeutralMajor
On August 3, 2009 the company got an option to buy up to a 50% working interest in oil and gas activity on 2,087 acres known as Medicine River Ranch and Oil Company, LLC in Kansas. It paid 25,000 restricted shares and owes 75,000 more if a definitive agreement is completed. It is only an option, with no obligation on the other side to grant participation, and it is the company's first oil and gas position after its 2008 pivot.