v3.7.0.1
Note G - Subsequent Events
12 Months Ended
Dec. 31, 2015
Notes  
Note G - Subsequent Events

Note G – Subsequent Events

 

Stock Sale

 

During August and September 2016, we sold 4,000,000 shares of our common stock, as well as warrants to purchase an additional 6,000,000 shares of our common stock, to a group of private investors for $100,000.  The warrants are exercisable at prices between $0.05 and $0.20 per share at any time between June 30, 2017 and June 30, 2019.

 

Notes Payable

 

On September 22, 2016, the Company received $50,000 from an unrelated party, and executed a Convertible Note, which bears interest at 6% and has a maturity date of September 22, 2017.  At the option of the noteholder, the principal and accrued interest, in whole or in $100 portions, are convertible into the amount of principal plus accrued interest at the price of $.025 per share.  With $0 accrued interest, this computes to 2,000,000 shares of the Company's common stock, which will increase ratably as interest accrues over time.

 

On September 30, 2016, the notes payable to Gulf Coast Capital, LLC (a company controlled by Mark Bogani, one of our former officers and directors) totaling $145,112 at December 31, 2015 (Note C) were consolidated into a single convertible note in the amount of $160,583 bearing interest at 5%.  The note and accrued interest, or any portion thereof, are convertible at the option of Gulf Coast Capital into the Company's common stock at a fixed rate of $.025 per share.  On December 30, 2016, $115,000 of the total note amount was converted into 4,600,000 shares of our common stock.

 

Business Combination

 

On October 28, 2016, we acquired Advantego Technologies, Inc. ("Advantego") in exchange for 127,915,000 shares of our common stock. Advantego develops software products and related services which are designed to enable an organization to rapidly and cost effectively create a comprehensive promotional and marketing campaign using social media marketing, customer relationship management, and lead generation.  Advantego is a California corporation formed on July 29, 2016.  As of July 27, 2017, Advantego had not entered into any agreements to provide its services to any third parties and had not earned any revenue.

 

In connection with this acquisition, the following management changes took place on October 28, 2016:

 

         Mark Bogani resigned as an officer and director;

         Frank Grey resigned as our Secretary and Treasurer;

         Tracy Madsen resigned as a director;

         Robert Ferguson became a director and our Chief Executive Officer;

         Fred Popke became a director and our Vice President, Secretary and Treasurer; and

         John J. Carvelli and Barry Adnams became directors.

 

Frank Grey remained as our Principal Financial and Accounting Officer and a director.

 

On December 30, 2016, we transferred the Gold Bar mill and its associated liabilities - consisting of severance pay notes payable plus accrued interest owed to former officers and directors Terry Turner and Tracy Madsen -  to a wholly-owned subsidiary, Quove Corporation, which we formed on October 31, 2016.  Also on December 30, 2016, we subsequently transferred the shares of the subsidiary to a trust.  When permitted by the rules and regulations of the Securities and Exchange Commission, the shares will be distributed to our shareholders who owned eleven or more shares of our common stock at the close of business on October 27, 2016.  Quove Corporation has not had any operations since its inception.