In Securities and Exchange Commission 8-K Filing - Enterprises Solutions, Inc., Announces Receipt of $5,000,000.Business Editors BOSTON, Mass.--(BUSINESS WIRE)--April 10, 2000 Enterprises Solutions Inc. (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :EPSO EPSO European Personnel Selection Office (EU) ePSO The Electronic Payment Systems Observatory EPSO El Paso Symphony Orchestra ) transmitted for filing at the Securities and Exchange Commission a Form 8-K Form 8-K The form required by the SEC when a publicly held company incurs any event that might affect its financial situation or the share value of its stock. Form 8-K See 8-K. disclosing other events impacting the company: 1) On March 30, 2000, the Securities and Exchange Commission ("Commission") announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the "Exchange Act"), of trading of the Common Stock of the Company at 9:30 a.m. on March 30, 2000 and terminating at 11:59 p.m. on April 12, 2000. The Commission announced that it temporarily suspended trading Suspended trading Temporary halt in trading in a particular security, in advance of a major news announcement or to correct an imbalance of orders to buy and sell. suspended trading The temporary suspension of trading in a security. in the securities of the Company because of questions concerning the accuracy and completeness of assertions made by the Company in its filings with the Commission, in its recent press releases, and on its Internet website, including questions about the identity of persons in control of the operations and management of the Company. 2) Court Filing for Temporary Restraining Order temporary restraining order: see injunction. and Other Relief. On April 6, 2000, the Commission filed in the U.S. District Court for the Southern District of New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of (1) a motion for Temporary Restraining Order restraining order: see injunction. , Order to Show Cause and Orders Granting Other Relief against the Company and Herbert S. Cannon, Defendants; (2) a Verified Complaint against the Company, Herbert S. Cannon and Dr. John A. Solomon, Defendants, and Rowen row·en n. New England A second crop, as of hay, in a season. [Middle English rowein, from Anglo-Norman rewain, variant of Old French regain : re-, re- + House Limited and Montville Limited, Relief Defendants; and (3) and an Ex Parte [Latin, On one side only.] Done by, for, or on the application of one party alone. An ex parte judicial proceeding is conducted for the benefit of only one party. Application For Order Freezing Assets, Order To Show Cause Re Preliminary Injunction A temporary order made by a court at the request of one party that prevents the other party from pursuing a particular course of conduct until the conclusion of a trial on the merits. A preliminary injunction is regarded as extraordinary relief. and Other Relief against the Company, Herbert S. Cannon, Rowen House, Ltd. and Montville, Ltd. The Court entered a Temporary Restraining Order against the Company that prohibits the Company from destroying documents relevant to the SEC investigation, which the Company had no intention of doing in any event. 3) Enterprises Solutions Inc. received $5,000,000 on April 4, 2000, from Waltrag A.G., a Swiss Company for the purchase of Convertible Notes pursuant to a Deed Poll executed on April 2, 2000. As set forth in the Deed Poll, each Note is in registered form and in the minimum denomination of $250,000 each, bearing a coupon interest rate of 10% nominal interest per annum, payable monthly in arrears, and maturing April 2, 2001. The Notes are convertible at the option of the holder into Common Stock of the Company, on or before April 2, 2001, at a conversion price of 90% of the 22 day moving average price of the Company's Common Stock, backdated from the time of the conversion request. The Company commenced negotiations with Waltrag A.G. subsequent to SEC's action suspending trading of the Company's stock. The SEC's suspension action was disclosed by the Company to Waltrag A.G. prior to the execution of the funding transaction. Notwithstanding the SEC's suspension action, Waltrag A.G. proceeded with the financing transaction and transferred $5,000,000 to the Company. John Solomon, President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. stated that, "We are confident that the Company will satisfy the SEC's curiosity about its activities and products, and that we will continue to build a successful company. We are also very pleased with the apparent confidence expressed by Waltrag A.G. by virtue of its investment in the Company in the face of SEC scrutiny." Certain statements in this news release may constitute "forward-looking" statements within the meaning of section 21E of the securities and Exchange Act of 1934. Such forward-looking Statements involve risks, uncertainties and other factors, which may cause the actual results, performance, or achievement expressed or implied by such forward-looking statements to differ. ENTERPRISES SOLUTIONS, INC. P.O. BOX 352 BOSTON, MASSACHUSETTS 02137 |
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