Capital Stock |
3 Months Ended |
|---|---|
Jan. 31, 2011 | |
| Equity [Abstract] | |
| Capital Stock |
NOTE 8 - CAPITAL STOCK
The Company is authorized to issue 150,000,000 shares of common stock with a par value of $0.001 per share. As of January 31, 2011 and October 31, 2010, the Company has issued and outstanding 74,039,867 and 60,614,958 shares of common stock respectively. The Company is also authorized to issue 5,000,000 shares of preferred stock with a par value of $.001 per share. We have designated 50,000 preferred shares as Series A preferred stock and have designated 50,000 preferred shares as Series B preferred stock. The remaining 4,900,000 shares of preferred stock is undesignated. There were 6,287 Series A preferred shares outstanding at January 31, 2011 and October 31, 2010 respectively, and nil Series B preferred shares outstanding at the same dates.
Series A Preferred Stock
We designated 50,000 shares of our preferred stock, par value $0.001, as Series A Preferred Stock. The Series A Preferred Stock ranks senior to all classes of common and preferred stock and has no liquidation preference above par. The Series A Preferred Stock is sold as units of $100 (or £100 where stock has been sold to investors in British Pounds) and has a dividend rate of 12% per year, i.e. $12 per $100 unit, paid every six months, in May and November each year. The Series A Preferred Stock and accrued dividends is convertible at the option of the holder into shares of our common stock at a conversion price of $1.00 per share, and at the option of the Company when the stock price reaches or exceeds $3.00.
The total of Series A preferred stock outstanding is 6,287 shares at January 31, 2011, convertible into 1,013,670 shares of common stock.
The Company has not paid any dividends on the Series A preferred stock as the Board of Directors have concluded that Delaware law states that dividends can only de declared when there is funds available in the Company to do pay such dividends. The Company’s financial state does not allow such payments to take place.
See Note 15 of the Unaudited Condensed Consolidated Financial Statement for current information on the status of the Series A Preferred Stock.
Series B Preferred Stock
We designated 50,000 shares of our preferred stock, par value $0.001, as Series B Preferred Stock. The Series B Preferred Stock ranks junior to our issued and outstanding Series A preferred Stock and senior to all classes of common stock. The Series B Preferred Stock has a dividend rate of 8% per year. The Series B Preferred Stock and accrued dividends are convertible at the option of the holder into shares of our common stock at a conversion price of $1.00 per share. As of January 31, 2011 and October 31, 2010 respectively, we have no shares of Series B Preferred Stock outstanding.
See Note 15 of the Unaudited Condensed Consolidated Financial Statement for current information on the status of the Series B Preferred Stock.
Common Stock
During the period ending January 31, 2011, we issued 16,826,715 shares of common stock valued at $279,963 (“Issuance”). Of this issuance, 750,000 shares of common stock were issued to a consultant for services rendered and the remainder was issued to a number of investors who had purchased certain securities pursuant to the terms of a series of Securities Purchase Agreement entered into between April and May 2007 in exchange for (i) surrender of their existing warrants and (ii) termination of the rights and obligations under the Securities Purchase Agreement.
During the period ending January 31, 2011, we cancelled 3,428,571 shares of the Company’s common stock which were issued erroneously in the period ending October 31, 2010.
On January 25, 2011, the Company issued a total of 26,765 shares of common stock to three members of staff.
The 750,000 shares referred to above were issued to an affiliate of CCM Holdings, LLC a significant shareholder of our Company.
See Note 15 of the Unaudited Condensed Consolidated Financial Statement for current information on the number of issued and outstanding shares of common stock. |