JACKSON CENTER, PA / ACCESSWIRE / July 13, 2020 / Halberd Corp. (OTC PINK:HALB) today issued a statement to clarify certain items within its charter regarding allowable debt. There have been inaccurate rumors that have put the company in a negative light. One of these is that the company intends to take on convertible debt. Nothing could be further from the truth. Halberd's corporate charter prohibits it from issuing any kind of convertible financial instrument, debt or preferred stock. See:
In particular, we refer you to the last provision in the Seventh section which provides:
The Corporation shall not issue any convertible promissory notes, convertible preferred stock or other convertible instruments. The Corporation shall be able to issue warrants or options.
This provision/limitation was first enacted on May 16, 2020:
We also refer you to the Fourth section which states as follows, since April 25, 2020:
The amount of the authorized capital stock of the corporation is 800,000,000 shares of common stock and 25,000,000 shares of preferred stock ….
Prior to that, on April 7, 2020, the authorized shares of common stock was 1,000,000,000. See
William A. Hartman, Chairman, President & CEO of Halberd added, "Our filings have been very clear on what we have done and what we intend to do. We are well aware of the dangers associated with toxic lenders and convertible debt. We refuse to go down that rabbit hole. Our corporate articles are structured to strictly prohibit it. We have investment commitments that do not require the issuance of convertible debt instruments."
Mr. Hartman further explained, "There was yet one other misconception floated on I-Hub. On May 14, 2020, Halberd Corporation engaged in a holding company reorganization for the purpose of eliminating potential liability exposure from past operations. Halberd Corporation engaged in this sophisticated corporate mechanism designed to eliminate liabilities and potential liabilities from the successor public company corporate structure, in this case, Halberd Corporation and its various COVID-19 endeavors. All liabilities are effectively eliminated from the public company to which its operations might otherwise be exposed. No matter how effective the due diligence may be, one can never be too careful. The structure appears to have first codified in Delaware Code Title 8. Corporations § 251, and is a strategy employed by Xerox Corporation. The Company acted to protect its precious operations from any such contingencies, as did such companies as Google Inc., Ford Motor Credit Co., AOL Time Warner Inc. and many others."
About Halberd Corporation.
Halberd Corporation. (OTC PINK:HALB), is a publicly traded company on the OTC Market, and is in full compliance with OTC Market reporting requirements. It is debt-free and holds the exclusive rights to the COVID-19 extracorporeal treatment technology provisional patent applications: "Method for Treating and Curing Covid-19 Infection;" "Method for Treating COVID-19 Inflammatory Cytokine Storm for the Reduction of Morbidity and Mortality in COVID-19 Patients;" and "Method for Treating and Curing COVID-19 Infection by Utilizing a Laser to Eradicate the Virus." Halberd also holds the exclusive rights to the underlying granted U.S. Patent 9,216,386 and U.S. Patent 8,758,287.
Safe Harbor Notice
Certain statements contained herein are "forward-looking statements" (as defined in the Private Securities Litigation Reform Act of 1995). The Companies caution that statements, and assumptions made in this news release constitute forward-looking statements and makes no guarantee of future performance. Forward-looking statements are based on estimates and opinions of management at the time statements are made. These statements may address issues that involve significant risks, uncertainties, estimates made by management. Actual results could differ materially from current projections or implied results. The Companies undertake no obligation to revise these statements following the date of this news release.
Investor caution/added risk for investors in companies claiming involvement in COVID-19 initiatives -
On April 8, 2020, SEC Chairman Jay Clayton and William Hinman, the Director of the Division of Corporation Finance, issued a joint public statement on the importance of disclosure during the COVID-19 crisis.
The SEC and Self-Regulatory Organizations are targeting public companies that claim to have products, treatment or other strategies with regard to COVID-19.
The ultimate impact of the COVID-19 pandemic on the Company's operations is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the COVID-19 outbreak. Additionally, new information may emerge concerning the severity of the COVID-19 pandemic, and any additional preventative and protective actions that governments, or the Company, may direct, which may result in an extended period of continued business disruption, reduced customer traffic and reduced operations. Any resulting financial impact cannot be reasonably estimated at this time.
We further caution investors that our primary focus and goal is to battle this pandemic for the good of the world. As such, it is possible that we may find it necessary to make disclosures which are consistent with that goal, but which may be adverse to the pecuniary interests of the Company and of its shareholders.
SOURCE: Halberd Corporation