v3.7.0.1
Note D - Stockholders' Equity
12 Months Ended
Dec. 31, 2015
Notes  
Note D - Stockholders' Equity

Note D – Stockholders' Equity

 

Common Stock

 

During the two years ended December 31, 2015 we did not issue any shares of common stock.

 

Preferred stock

 

Our Articles of Incorporation provide that we may issue up to 10,000,000 shares of various series of preferred stock.  Subject to the requirements of the Colorado Business Corporation Act, the Board of Directors may issue the preferred stock in series with rights and preferences as the Board of Directors may determine appropriate, without shareholder approval.  As of December 31, 2015, 4,500,000 shares of our Series B Preferred Stock have been authorized for issuance, and 240,000 shares were issued and outstanding.  These 240,000 Series B shares are convertible into 120,000 common shares.

 

On October 30, 2015, we issued 160,000 shares of our Series B Preferred stock to Gulf Coat Capital, LLC in satisfaction of debt in the amount of $1,000.  Gulf Coast Capital is controlled by Mark Bogani, who was our Chief Executive Officer between October 1, 2015 and October 8, 2016.  Each preferred share is convertible into one-half share of our common stock.  The common stock into which the preferred shares are convertible had a value of $800 on the issuance date based on the trading value of our common stock of $.01.  Accordingly, we recorded in additional paid-in capital a gain on extinguishment of related party debt in the amount of $200.  Since the value of the stock was less than the consideration paid, the conversion feature of the preferred stock is not deemed to be a derivative, and there is no beneficial conversion feature.