Annual report pursuant to Section 13 and 15(d)

Preferred Stock (Narrative) (Details)

v3.3.1.900
Preferred Stock (Narrative) (Details)
12 Months Ended
Dec. 31, 2015
Class A Preferred Stock [Member]  
Preferred stock dividend rights

The Company shall, in its discretion, determine when and if dividends will be paid on the Class A Preferred Shares, and whether it will be paid in cash, shares of Common Stock, or a combination of both. All Class A Preferred Stockholders shall be treated the same with respect to the payment of dividends. In the event the Company elects to pay a portion or all of the dividends on the Class A Preferred Stock by issuing shares of the Company's Common Stock, the shares of common stock issued as dividends will be restricted, unregistered shares, and will be subject to the same transfer restrictions that apply to the shares of Class A Preferred Stock. The dividend is payable as may be determined by the Board of Directors, out of funds legally available therefor. The Class A Preferred Stock will have priority as to dividends over the Common Stock.

Preferred stock voting rights

The holders of the Class A Preferred Stock shall vote for the election of directors, and shall have full voting rights, except that each Class A Preferred share shall entitle the holder to exercise ten thousand (10,000) votes for each one ( 1) Class A Preferred Share held.

Preferred stock redemptive rights

The Class A Preferred Stock shall not be redeemable.

Preferred stock conversion rights

The holders of the Class A Preferred Stock will be entitled at any time to convert their shares of Class A Preferred Stock into shares of the Company's Common Stock at the rate of one (1) share of Class A Preferred Stock be converted into common shares of the Company at an agreed price of forty cents ($0.40) per share (the "Conversion Price"), which, based upon the recorded fair value of the Class A Preferred Stock, results in a conversion ratio of 1 share of Class A Preferred Stock to approximately 250 shares of common stock. No fractional shares will be issued.

Class E Preferred Stock [Member]  
Preferred stock dividend rights

No dividends.

Preferred stock voting rights

Entitled to vote 1,000 votes per share of Series E Convertible Preferred Shares.

Preferred stock conversion rights
Convertible to common stock based upon proceeds received upon issuance of the shares, divided by the average closing bid price for the Company’s common stock for the 5 trading days prior to the conversion date, and is adjustable to prevent dilution.  At December 31, 2015, the 20,000 Class E preferred shares were convertible to 452,489 common shares.
Convertible at the Option of the Company at par value only after repayment of the shareholder loans from Joseph Fiore and subject to the holder’s option to convert.
Preferred stock liquidation preference

Entitled to liquidation preference at par value.