Stockholders' Equity (Deficit)

6 Months Ended

Jun. 30, 2015

Notes to Financial Statements

Note 13 - Stockholders' Equity (Deficit)

13.        Stockholders’ Equity (Deficit)

Preferred Convertible Series B Stock (RRHI)

As of June 30, 2015, Raptor Resources Holdings Inc. (“RRHI”) had authorized 2,500,000 shares of Preferred Convertible Series B Stock. Each share of Preferred Convertible Series B Stock is convertible into 2.5 shares (post reverse split adjusted) of MBMI common stock for every share of Preferred Convertible Series B in addition to 25 shares of its own common stock.  Prior to the SPA RRHI held a majority of the Company’s outstanding and issued common shares on a fully diluted basis. On July 29, 2015 the Company’s board of directors authorized a 1:10 reverse split.  All shares herein are reflected post-split in accordance with SAB Topic 4C.

During the six months ended June 30, 2015, there were no sales of RRHI Preferred Convertible Series B Stock.

During the six months ended June 30, 2015, 230,000 of RRHI Preferred Convertible Series B Stock were converted to shares of common stock in MBMI.   The issuance of the resultant 575,000 (post reverse split adjusted) shares of the Company’s common stock are pending issuance by the transfer agent and have yet to be issued and are not reflected in any of the issued and outstanding figures in this report.  As a result of this conversion the issued and outstanding shares of Company stock would be 47,145,145.  An additional 145 post reverse split shares were create due to rounding where the Company chose not to issue fractional share. 

As of June 30, 2015, RRHI had 1,142,000 shares of RRHI Preferred Convertible Series B Stock issued and outstanding which if converted would result in the issuance of 2,855,000 post reverse split adjusted common shares of MBMI.  There have been no conversions RRHI Preferred Convertible Series B Stock as of June 30, 2015.

Common Stock

The Company’s authorized capital consists of 500,000,000 shares of common stock, par value $0.001 per share and 5,000,000 shares of preferred stock, no par value per share.

On July 29, 2015 the Company’s board of directors authorized a 1:10 reverse split.  All shares herein are reflected post-split in accordance with SAB Topic 4C.

During the six months ended June 30, 2015 the Company issued 32,524,161 post reverse split adjusted shares of common stock to bring the total issued and outstanding shares to 46,570,000.

During the year ended December 31, 2014 the Company issued 11,000 post reverse split adjusted shares of common stock for investor relations and accounting services rendered and to be rendered at a value of $7,300.  The Company also sold through private placement 10,000 post reverse split adjusted common shares for a cash price of $5,000 ($.50/share.) The controlling interest of Raptor Resources Holdings Inc. was diluted to 64.13% based on new issuances of common stock that year.

During the year ended December 31, 2013, the Company issued 667,764 post reverse split shares of stock through private placement for cash in the amount of $880,500. 310,500 post reverse split adjusted warrants were issued with these placements, exercisable for 1 year at a price of $1.50 per share. The Company also issued 159,000 post reverse split adjusted shares of its common stock for accounting, promotional and public relation services rendered and to be rendered at a value of $187,487. The controlling interest of Raptor Resources Holdings Inc. was diluted to 64.22% based on new issuances of common stock that year.

During the year ended December 31, 2012, the Company issued: 500,000 post reverse split adjusted shares of common stock through private placement for cash in the amount of $250,000; 500,000 post reverse split adjusted shares of common stock valued at $500,000 to purchase for MAB-C, a 25% ownership in Kinsey per the Equity Exchange Agreement; 659,000 post reverse split adjusted shares of common stock valued at $152,375 for services rendered and to be rendered; and 300,000 post reverse split shares of common stock to two former officers of Raptor Resources Holdings Inc. to offset the related party debt outstanding with Raptor Resources Holdings Inc. The controlling interest percentage of Raptor Resources Holdings Inc, was 68.25%.

During 2012, the Company executed a 1:10 reverse stock split where every ten (10) shares of stock was converted to one (1) share. No fractional shares were issued resulting in a negligible increase to the total outstanding shares on a post-split basis. All shares are reflected on a post-split basis unless indicated. 

Common Stock

On June 29, 2012, the Company issued 7,907,882 post reverse split reverse adjusted shares of common stock to Raptor Resources Holdings Inc. to bring the total percentage equity owned by Raptor Resources Holdings Inc. to 80.14%, and simultaneously issued 1,351,075 post reverse split adjusted shares of common stock to CCE in consideration for the conversion of the convertible notes outstanding to common stock. During 2011, the Company issued 1,099,283 post reverse spilt adjusted shares of common stock (on a post-split basis) to Raptor Resources Holdings Inc. (f/k/a Lantis Laser Inc.) representing 55% of the Company. The transaction was treated as an equity transaction, and Raptor Resources Holdings Inc. issued 500,000 post reverse split adjusted shares of their common stock to CCE in exchange for the guaranty to convert their debt to common stock of the Company post-split, upon the Company’s successful amendment to their charter which enabled them to increase the authorized shares to 50,000,000 allowing the issuance to CCE of 1,351,075 shares of the Company’s stock.

As of June 30, 2015, the Company has 46,570,000 post reverse split adjusted shares issued and outstanding.