Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines
Argentum 47, Inc.
27 Sheet Street, Windsor, Berkshire SL4 1BN, United Kingdom
________________________________
Telephone: +44 121 615 4720
Website: www.argq.io
Email: info@argq.io
SIC Code: 8742
________________________________
Quarterly Report
For the Period Ending: June 30, 2022
(the "Reporting Period")
As of August 15, 2022, the number of shares outstanding of our Common Stock was: 158,727,726.
As of June 30, 2022 (our most recent quarter end), the number of shares outstanding of our Common Stock was: 7,351,170 (this share amount reflects the 100 to 1 reverse split that became effective on July 20, 2022).
As of December 31, 2021 (our most recent completed fiscal year end date), the number of shares outstanding of our Common Stock was: 7,351,170 (this share amount reflects the 100 to 1 reverse split that became effective on July 20, 2022).
As of December 31, 2020 (our previous completed fiscal year end date), the number of shares outstanding of our Common Stock was: 5,909,894 (this share amount reflects the 100 to 1 reverse split that became effective on July 20, 2022).
Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of
1933 and Rule 12b-2 of the Exchange Act of 1934):
Yes: ☐ No: ☒
Indicate by check mark whether the company's shell status has changed since the previous reporting period:
Yes: ☐ No: ☒
Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period
Yes: ☒ | No: ☐ |
- "Change in Control" shall mean any events resulting in:
-
Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule
13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company's then outstanding voting securities. - The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets.
- A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or
- The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power Represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.
- Name and address(es) of the issuer and its predecessors (if any)
In answering this item, please also provide any names used by predecessor entities and the dates of the name changes.
Argentum 47, Inc. (from March 29, 2018 to present date)
Global Equity International Inc. (from inception on October 1, 2010, to March 29, 2018)
The state of incorporation or registration of this issuer and of each of its predecessors (if any) during the past five years; Please also include the issuer's current standing in its state of incorporation (e.g. active, default, inactive):
The Company was incorporated on October 1, 2010 in the State of Nevada and is currently active and in good standing.
Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors since inception:
None.
List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:
Acquisition
On April 29, 2022, the Company entered into a Share Exchange Agreement with Mr. Robert Stephenson, pursuant to which the Company acquired 100% of the ordinary shares of Argentum Data Solutions Limited (previously known as The Data Source (UK) Limited), a Private Limited Company registered with Companies House as Company No. 8936427, organized and existing under the Laws of England and Wales.
Reverse Stock Split
On July 20, 2022, the Company completed a reverse split of its Common Stock, Series B and Series C Preferred Stock on the basis of one (1) share for every 100 shares of the Common Stock, Series B and Series C Preferred Stock issued and outstanding prior to the reverse stock split. There were no changes in the voting or conversion rights of the Series B or Series C Preferred Stock, as a result of the reverse stock split.
Final Step in the Acquisition of The Data Source (UK) Limited
As final consideration for the acquisition of The Data Source (UK) Limited, the Company also issued 151,376,548 post reverse split shares to Mr. Robert J. Stephenson and his assignees in accordance to the Argentum Data Solutions Limited (previously known as The Data Source (UK) Limited) share exchange and acquisition agreement.
The address of the issuer's principal executive office:
27 Sheet Street, Windsor, Berkshire SL4 1BN, United Kingdom
Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years?
Yes: ☐ | No: ☒ |
If this issuer or any of its predecessors have been the subject of such proceedings, please provide additional details in the space below:
None. | ||
2) | Security Information | |
Trading symbol: | ARGQ (temporarily ARGQD) | |
Exact title and class of securities outstanding: | Common Stock | |
CUSIP: | 04017D203 | |
Par or stated value: | $.001 | |
Total shares authorized: | 950,000,000 as of date: June 30, 2022 | |
Total shares outstanding: | 7,351,170 as of date: June 30, 2022 (1) | |
Number of shares in the Public Float2: | 3,594,731 as of date: June 30, 2022 (1) | |
Total number of shareholders of record: | 82 as of date: June 30, 2022 |
- These share amounts reflect the 100 to 1 reverse split that became effective on July 20, 2022. All additional class(es) of securities:
Trading symbol: | N/A |
Exact title and class of securities outstanding: | Preferred Stock - Series B |
CUSIP: | N/A |
Par or stated value: | $.001 |
Total shares authorized: | 45,000,000 as of date: June 30, 2022 |
Total shares outstanding: | 450,000 as of date: June 30, 2022 (1) |
(1) These share amounts reflect the 100 to 1 reverse split that became effective on July 20, 2022.
Trading symbol: | N/A |
Exact title and class of securities outstanding: | Preferred Stock - Series C |
CUSIP: | N/A |
Par or stated value: | $.001 |
Total shares authorized: | 5,000,000 as of date: June 30, 2022 |
Total shares outstanding: | 50,000 as of date: June 30, 2022 (1) |
(1) These share amounts reflect the 100 to 1 reverse split that became effective on July 20, 2022.
Transfer Agent | |
Name: | Clear Trust, LLC |
Address: | 16450 Pointe Village Drive, Suite 205 |
Lutz, Florida 33558 | |
Phone: | (813) 235-4490 |
Email: | inbox@cleartrusttransfer.com |
Is the Transfer Agent registered under the Exchange Act?3
Yes: ☒ No: ☐
- "Public Float" shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any affiliates thereof, or any immediate family members of officers, directors, and control persons.
- To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.
- Issuance History
The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the total shares outstanding of any class of the issuer's securities in the past two completed fiscal years and any subsequent interim period.
Disclosure under this item shall include, in chronological order, all offerings and issuances of securities, including debt convertible into equity securities, whether private or public, and all shares, or any other securities or options to acquire such securities, issued for services. Using the tabular format below, please describe these events.
Shares Outstanding as of the second most recent Fiscal Year End:
December 31, 2020
Opening Balance
Common: 5,909,894 (1)
Series B Preferred Stock: 450,000 (1)
Series C Preferred Stock: 32,000 (1)
Date of | Transaction | Number of | Class of | Value of | Were the | Individual/ Entity | Reason for | Restricted or | Exemption or |
Transaction | type (e.g. new | Shares Issued | Securities | shares | shares | Shares were | share issuance | Unrestricted | Registration |
issuance, | (or cancelled) | issued | issued at a | issued to (entities | (e.g. for cash | as of this | Type. | ||
cancellation, | ($/per | discount to | must have | or debt | filing. | ||||
shares | share) at | market | individual with | conversion) | |||||
returned to | Issuance | price at the | voting / | OR Nature of | |||||
treasury) | time of | investment control | Services | ||||||
issuance? | disclosed). | Provided | |||||||
(Yes/No) | |||||||||
03/19/2020 | New Issuance | 1,000 (1) | Preferred C | $1 (2) | NO | Nicholas Paul | Signing | Restricted | Section |
Tuke | Bonus - | 4.(a)(2); | |||||||
Salary | |||||||||
Reg. S | |||||||||
12/03/2020 | New Issuance | 100 (1) | Preferred C | $18 (2) | NO | Andrew | Signing | Restricted | Section |
Luckhurst | Bonus - | 4.(a)(2);Reg. | |||||||
Salary | S | ||||||||
12/03/2020 | New Issuance | 7,894 (1) | Preferred C | $18 (2) | NO | Peter James Smith | In lieu of | Restricted | Section |
accrued salary | 4.(a)(2)Reg. | ||||||||
S | |||||||||
12/03/2020 | New Issuance | 1,111 (1) | Preferred C | $18 (2) | NO | Nicholas Paul | In lieu of | Restricted | Section |
Tuke | accrued salary | 4.(a)(2); | |||||||
Reg. S | |||||||||
12/03/2020 | New Issuance | 7,894 (1) | Preferred C | $18 (2) | NO | Enzo Taddei | In lieu of | Restricted | Section |
accrued salary | 4.(a)(2) | ||||||||
Reg. S | |||||||||
12/19/2021 | New Issuance | 1,441,276 (1) | Common | $.54 (2) | NO | Xantis Aion | Debt | Restricted | Section |
Securitisation | Conversion | 4.(a)(2); | |||||||
Fund (Mr. David | |||||||||
Evans) | Reg. S | ||||||||
7/20/2022 | New Issuance | 151,591,548 | Common | $.2 | NO | Robert John | Acquisition | Restricted | Section |
(3) | Stephenson | 4.(a)(2); |
Reg. S
Shares Outstanding on date of this report:
August 15, 2022
Ending Balance
Common Stock: 158,727,726 (4)
Series B Preferred Stock: 450,000 (1)
Series C Preferred Stock: 50,000 (1)
A. Changes to the Number of Outstanding Shares
Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods: ☐
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Argentum 47 Inc. published this content on 15 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 August 2022 12:52:03 UTC.