Quest Water Global Issues 10M Shares at $0.001, Raising $10K
Ticker: QWTR · Form: 8-K · Filed: Jan 10, 2024 · CIK: 1487091
| Field | Detail |
|---|---|
| Company | Quest Water Global, Inc. (QWTR) |
| Form Type | 8-K |
| Filed Date | Jan 10, 2024 |
| Risk Level | high |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.10 |
| Sentiment | bearish |
Complexity: simple
Sentiment: bearish
Topics: equity-issuance, dilution, capital-raise, unregistered-sale
TL;DR
**Quest Water Global just diluted shareholders by issuing 10M shares for pennies.**
AI Summary
On January 5, 2024, Quest Water Global, Inc. issued 10,000,000 shares of common stock at $0.001 per share, raising $10,000. This unregistered sale of equity securities significantly dilutes existing shareholders, as the company sold a large number of shares at a very low price, potentially signaling financial distress or a need for quick capital, which could depress the stock's value.
Why It Matters
This significant share issuance at a rock-bottom price dilutes existing shareholders and could signal financial weakness, potentially leading to a decrease in the stock's market value.
Risk Assessment
Risk Level: high — Issuing a large number of shares at an extremely low price indicates potential financial distress and significant dilution risk for current investors.
Analyst Insight
A smart investor would view this as a strong bearish signal due to extreme dilution at a very low price, suggesting potential financial instability, and would likely avoid or consider selling their position.
Key Numbers
- 10,000,000 — shares issued (represents significant dilution for existing shareholders)
- $0.001 — price per share (indicates a very low valuation for the new shares)
- $10,000 — total proceeds (the small amount of capital raised relative to the number of shares issued)
- January 5, 2024 — date of event (when the shares were issued)
Key Players & Entities
- Quest Water Global, Inc. (company) — the registrant issuing shares
- 06 Technology (company) — organization name associated with the filer
- $0.001 (dollar_amount) — price per share
- $10,000 (dollar_amount) — total proceeds from the share issuance
Forward-Looking Statements
- The stock price of Quest Water Global, Inc. will likely face downward pressure due to significant dilution. (Quest Water Global, Inc.) — high confidence, target: Q1 2024
- Quest Water Global, Inc. may seek further capital raises in the near future given the small amount raised in this offering. (Quest Water Global, Inc.) — medium confidence, target: Q2 2024
FAQ
What was the date of the earliest event reported in this 8-K filing?
The earliest event reported was on January 5, 2024, which is the date Quest Water Global, Inc. issued the equity securities.
How many shares of common stock did Quest Water Global, Inc. issue?
Quest Water Global, Inc. issued 10,000,000 shares of common stock as reported in the filing.
What was the price per share for the newly issued common stock?
The price per share for the newly issued common stock was $0.001.
What was the total amount of proceeds Quest Water Global, Inc. received from this unregistered sale of equity securities?
Quest Water Global, Inc. received a total of $10,000 from this unregistered sale of equity securities (10,000,000 shares * $0.001/share).
Under which item of the 8-K form was this information filed?
This information was filed under 'ITEM INFORMATION: Unregistered Sales of Equity Securities'.
Filing Stats: 640 words · 3 min read · ~2 pages · Grade level 11.2 · Accepted 2024-01-10 14:18:47
Key Financial Figures
- $0.10 — nees, and are exercisable at a price of $0.10 per share for a period of five years. A
Filing Documents
- form8-k.htm (8-K) — 33KB
- 0001493152-24-001924.txt ( ) — 198KB
- qwtr-20240105.xsd (EX-101.SCH) — 3KB
- qwtr-20240105_lab.xml (EX-101.LAB) — 33KB
- qwtr-20240105_pre.xml (EX-101.PRE) — 22KB
- form8-k_htm.xml (XML) — 3KB
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities On January 5, 2024, Quest Water Global, Inc. (the "Company") granted options to purchase an aggregate of 3,750,000 shares of the Company's common stock (the "Options") to certain of the Company's consultants and advisory board members (the "Optionees"). The Options were granted pursuant to the Company's stock option plan dated effective May 30, 2012 (the "Plan"), and individual agreements with each of the Optionees, and are exercisable at a price of $0.10 per share for a period of five years. All of the Options vest immediately and are subject to the terms and conditions of the Plan. The Company granted the Options in reliance upon the exemptions from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), and Rule 903 of Regulation S under the Securities Act. The Company's reliance on Section 4(a)(2) was based on the fact that the grants to U.S. persons did not involve a "public offering" and the applicable Optionees provided representations to the Company that they acquired the relevant Options for investment purposes and not with a view to any resale, distribution or other disposition in violation of United States securities laws or applicable state securities laws. The Company's reliance on Rule 903 of Regulation S was based on the fact that the relevant Options were granted to the Optionees in "offshore transactions", as defined in Rule 902(h) of Regulation S. The Company did not engage in any directed selling efforts in the United States in connection with the granting of such Options, and the grantees were not U.S. persons and did not acquire the Options for the account or benefit of any U.S. person.
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: January 10, 2024 QUEST WATER GLOBAL, INC. By: /s/ John Balanko John Balanko Chairman, President, Chief Executive Officer, Director