Warten auf den Duke Report

das frage ich mich auch.
Das einzige was mir dazu einfällt ist die lange dauer bis zu einer möglichen vermarktung (6-7 monate). obwohl das volumen stimmt. gestern wurden über 2/3 der shares gehandelt. allerdings viele mit "?" schwarze balken.  

also mein Problem zb. ist wenn ich jede Firma die für mich Potenzial hat investieren würde wäre ich hoch verschuldet also kann man einfach nicht überall sein. Dann die überlegung, dass Großinvestoren bei einer sagen wir 50/50 Chance nicht wirklich bereit sind dort ihr Geld anzulegen, falls man da schon von einer Anlage sprechen kann. Zudem halte ich die Branche nicht unbedingt für einfach in den kommenden Jahren. Ich würde behaupten der "kleine" Mann wie ich findet es auch spannend einfach mal 1 Mio Aktien von einer Firma zu halten, aber ob diese Aktienzahl einen nachhaltigen Anstieg überstehen würde bezweifle ich stark.  

aus diesem grund ist es auch noch zu früh, um über großinvestoren zu sprechen. warten wir mal 6 monate ab.

sollte das gerät halten, was es verspricht, so wäre es wohl eine revolution. ich wüste nicht, dass so etwas schon existiert.

...also abwarten  

gefunden von tapas:

Posted by: hawk_22 Date: Tuesday, May 18, 2010 11:36:03 AM
In reply to: None Post # of 5786

O/S & Duke Report Update

I found this post on the yahoo message board and I thought I would share with the rest of you:

TALKED TO FALCON PARTNERS ON THURSDAY!

CALLED THEM THURSADY MORNING AND LEFT A MESSAGE. I WAS AT THE TRACK(BELMONT) WHEN THEY CALLED BACK. IT WAS LOUD AND I DIDN'T GET HIS NAME BE HE WAS VERY PLEASENT. HE TALKED TO ME FOR WHILE AND I NEVER FELT LIKE HE WAS IN A HURRY TO HANG UP.HE KNEW SOME OF THE THINGS GOING ON ON THIS MESSAGE BOARD A TOLD ME IF I WANTED TO PUT WHAT HE SAID ON THE MESSAGE BOARD IT WAS GOOD BUY HIM. MY FIRST QUESTION WAS O/S. THE ANSWER WAS 1 BILLION RIGHT NOW AND THAT THEY USED THE MONEY TO PAY DOWN DEBT. I ASKED IF THEY WERE STILL SELLING AND HE SAID HE DID NOT KNOW. HE THEN SAID HE KNEW ALOT OF PEOPLE WERE ASKING ABOUT THE DUKE STUDY. HE SAID HE WAS NOT SURE BUT HE FELT IT WOULD BE OUT THE END OF JULY OR EARLY AUGUST. HE SAID THE REASON IT WAS TAKING SO LONG WAS IT WAS BEING CHECKED OVER BY DUKE TO MAKE SURE EVERYTHING WAS RIGHT. JUST THE WAY HE TALKED ABOUT IT I GOT THE SENSE THIS IS GOING TO BE A VERY GOOD REPORT. HE SAID IF ANYBODY WANTED THEY COULD CALL HIM. HE ALSO TOOK MY EMAIL ADDRESS AND SAID HE WOULD KEEP ME UP TO DATE ON THINGS. NOW BEFORE ANYBODY FLAMES ME IF YOU THINK I AM FULL OF 7777 CALL THEM FOR YOUR SELF..GLTA LONGS..

Here is the link to the post: http://messages.finance.yahoo.com/...amp;mid=1498&tof=1&frt=2


Übersetzung:

er sprach zu falcon partners am donnerstag.

er rief am donnerstag zurück und hat eine message hinterlassen. ich war unterwegs als sie zurückgerufen haben. ich habe nicht alles verstanden was ers agte weil es laut war. Seinen namen habe ich nicht verstanden aber ich hatte das gefühl, dass der anrufer nicht in eile war oder auflegen wollte. er wußte einige dinge die im message board vorgingen. er fragte mich ob ich die dinge ins board stellen will, die er mir erzählt.
meine erste frage war o/s. 1 mrd. und sie benötigen das geld um debts zu verringern. ich fragte ob sie immer noch verkaufen und er sagte er weiß nicht. er sagte er hat viele fragen bzgl des duke studie. er sagte er ist nicht sicher, aber er denkt es ist ende juli/anfang august beendet.
er sagte es hat so lange gedauert, weil man sicher gehen wollte das alles ok ist.
in der art wie er redete hatte ich das gefühl es ist ein sehr guter report.
er sagt, dass jeder ihn anrufen könne.
er bekam meine email adresse und sagte er hält mich auf dem laufenden.
wenn jetzt jemand denke ich bin voll, ruft sie selber an.  

es nicht spannend r million shares zu haben und wer sich aus diesen grund hier einkauft,ok, bitte dem wünsche ich auch viel glück, für mich ist dieses gerät spannend und daraus resultierend der markwert.  

Der nächste Schritt !!

Wellstar International, Inc. Announces Installation and Training Completed
Wellstar International Inc. (OTCBB: WLSI) has announced they will be installing a system in Torrance, California.

Wellstar has installed and trained the staff for the TMI Imaging system in a Physician’s office in Torrance, California. The system will be used primarily for the detection of inflammation and neuropathy. This is an installation and not part of a beta test.

The practice specializes in treating patients with diabetes. Neuropathy, inflammation and lack of circulation are very prevalent with diabetes. The TMI System will be able to detect and track the inflammation, neuropathy and possible deep tissue damage caused by lack of circulation. The tracking is a tool that the physician is looking forward to using to see how the patient is responding to the treatment(s).

Initially the patient will be imaged, thus creating a baseline. Since the system does not emit any radiation, the doctor will continue to image his patients without any harm to the patient before and after each treatment, thus tracking the progress.

The physician’s practice is very excited about the use of this diagnostic tool and to be able to give better patient care.

With diabetes being a severe problem globally, Wellstar hopes to place several hundred of these systems when they obtain the results of the install over the next several months after showing the success of this current install.

This press release contains statements, which may constitute "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Important factors currently known to management that could cause actual results to differ materially from those in forward-statements include fluctuation of operating results, the ability to compete successfully and the ability to complete before-mentioned transactions. The company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operation results.




http://ih.advfn.com/...=nmona&article=42884848&symbol=NB^WLSI  

I thought dilution was not NEW news to WLSI after the 3.4 billion convertible shares announced in the 8K on 03/09/10.
Did JMJ put on some limitation for dilution as a part of its investment?
Are there other dilution actions going on?
Is there any restriction for WLSI on dilution?
If WLSI keep playing the dilution and RS game, we all lose!!!

As of March 15, 2010, the lowest trade for our common stock during the 20 trading days as reported on the Over-The-Counter Bulletin Board was $.0014 and, therefore, the conversion price for the JMJ Notes was $.00049. Based on this conversion price, the JMJ Notes in the aggregate amount of approximately $1,650,000, excluding interest, are convertible into 3.4 billion shares of our common stock.

Ein nächster Schritt ist leider auch der, dass die Aktienanzahl immer weiter verdünnt wird. Ok Sie brauchen Geld für die gesamte Umsetzung. Aber diese Verdünnung führt meiner Meinung nach wieder zu einem R/S. Und diesen gabs ja schon Anfang Januar diesen Jahres und bestimmt die Jahre davor auch. Und die Geschichte von Januar war schon mehr als schmerzhaft.

Schaut einfach mal auf folgenden Link da findet man noch mehr Infos dazu. http://investorshub.advfn.com/boards/board.aspx?board_id=4405  

Wenn ich mir die verträge anschaue:

Asher
ist die rückzahlung festgelegt auf den 5/2/11.
The Note bears interest at the rate of 8% per annum. All interest and principal must be repaid on February 5, 2011.

JMJ:
The JMJ Notes bear interest at 12%, mature three years from the date of issuance
Bei JMJ ist die rückzahlung 3 jahre nach vertragsbeginn. das wäre demnach für die erst Note 22/5/12 ($575.000)und für die zweite Note 19/08/12 ($1,15 mio)

Fairhill Capital:
under discussion

die werden wohl nicht die 3,4 mrd shares für jmj raushauen, wenn sie noch bis 2012 zeit haben. so lange die nicht ausgegeben sind , mache ich mir um den r/s erst mal keine gedanken.
Ich werde es beobachten  

man könnte denken das viele andere es anders sehen als du, ich denke das sich bis juli nichts bewegen wird und wenn es hart kommt sehen wir den r/s was ich nicht hoffe.  

The number of shares of the registrant's Common Stock, $0.001 par value per share, outstanding as of March 4, 2010 was 332,571,091.

http://markets.on.nytimes.com//research/modules/...&formType=10-Q

letzter Stand, weiteres wird man wohl im nächsten Filing sehen.

Des weiteren stand ja schon im März fest, dass die Summe in 3,4 mrd shares gewandelt werden soll. Warum dann im Mai die Aufregung?

Form 8-K, 18-Mar-2010
JMJ Notes in the aggregate amount of approximately $1,650,000, excluding interest, are convertible into 3.4 billion shares of our common stock.

http://biz.yahoo.com/e/100318/wlsi.ob8-k.html  

 

Wellstar International, Inc. Announces an Update of the Results for Publication of the Duke University Study

Wellstar International Inc. (OTCBB:WLSI) announces that the authors of the Duke University Study results have received the second round of questions and clarifications for the publication in the "Advances of Skin and Wound Care” medical journal.

The second round of questions / clarifications have been sent to the authors of the submitted article to be published regarding the results of the Duke Study. The clarification of the questions should be answered and resubmitted from the authors of the study results within approximately 30 days.
If this is the last set of clarifications requested by the journal, this highly anticipated publication is predicted to be available in the "Advances of Skin and Wound Care” medical journal sometime in August/September of 2010.

Übersetzung:

Wellstar International, Inc. Gibt eine Aktualisierung der Ergebnisse für die Veröffentlichung der Duke-Universität Studie bekannt

Wellstar International Inc (OTCBB:WLSI) gibt bekannt, dass die Autoren der Duke-Universität Studienergebnisse die zweite Runde von Fragen und Erläuterungen für die Veröffentlichung in den "Fortschritten der Haut- und Wunde-Sorge" medizinische Zeitschrift erhalten haben.

Die zweite Runde von Fragen / Erläuterungen ist den Autoren des vorgelegten Artikels gesandt worden, der bezüglich der Ergebnisse des Duke Study zu veröffentlichen ist. Auf die Erläuterung der Fragen sollte geantwortet und von den Autoren der Studienergebnisse innerhalb von etwa 30 Tagen wiedervorgelegt werden.
Wenn das der letzte Satz von durch die Zeitschrift gebetenen Erläuterungen ist, wird diese hoch vorausgesehene Veröffentlichung vorausgesagt, um in den "Fortschritten der Haut- und Wunde-Sorge" medizinische Zeitschrift einmal im August/September 2010 verfügbar zu sein.  

News Today:

HOLLAND, Ohio, Jun 08, 2010 -- (OTCBB:WLSI) -- With the results of the clinical trial at Duke University Medical Center completed, and the pending publication of the results, TMI is pleased to announce the development of their new clinical imaging system. The technology that was used in the clinical trial to detect patterns of injury associated with the development of pressure ulcers before being clinically visible remains the same, but the addition of certain features and benefits will allow the imaging system to be a viable solution for any healthcare facility concerned with patient safety and decreasing pressure ulcer occurrence.

John Antonio, President and CEO of TMI stated: "By designing our own clinical version of the camera, we will control all aspects of our Imaging System and have the flexibility to incorporate all of the necessary functions to provide an innovative, bedside solution for the early detection of pressure ulcers. We will be able to seamlessly integrate into any Health Information System (HIS) that uses a barcode for patient identification, get immediate, real time analysis of the images at the bedside, and provide a means of documentation and data storage for the facility. This will provide health care officials with a multi-faceted tool that does the following:

-- Determines if a specific anatomic location has patterns of injury associated with the development of a pressure ulcer.

-- Provides the nursing staff and physicians with an immediate bedside analysis so that best practices can be implemented to prevent further skin damage and pressure ulcers.

-- Provides documentation to the administration that includes data interpretation of the image, time the image was acquired, and a full report analysis that can be attached to the patients' permanent record.

-- Lowers the cost per unit by more than 40% to the company, thus giving the company a quicker path to profitability.

-- Make the system affordable to most all users.

"This will be a valuable tool in assessing patients that are admitted to a facility, daily skin assessments, and documenting patient condition upon discharge. This will provide patients with the highest level of care, while documenting every aspect of the process for the facility."

Engineers have begun the development process complete with mechanical design and have identified all of the components. Four prototypes are scheduled to be delivered in June, with the final clinical version in October.  

langsam bin ich schonmal zittrig auf ende juni anfang juli, ob hiermal die bombe platzt und vorallem in welchen umfang  

weiss einer wann man mit den ersten nachrichten bezüglich des berichts rechnen kann?? es ist mitte juni und so langsam sollte sich doch mal was tun, bin zwar sonst entspannt aber wahrscheinlich erwarte ich zuviel, wenn den mal ein kleiner schub kommen sollte  

If this is the last set of clarifications requested by the journal, this highly anticipated publication is predicted to be available in the "Advances of Skin and Wound Care” medical journal sometime in August/September of 2010.  

http://ih.advfn.com/...mona&article=43230043&symbol=NB%5EWLSI  

komme ich mir hier alleine vor, dabei sieht es doch nachwievor nicht so schlecht aus,zumindest nicht unbedingt schlechtet als bei anderen firmen. und wir sind am ende vom juni, da müssten doch nachrichten kommen und der august ist auch nicht mehr weit weg  

im moment gibt es nix neues. Ich denke ende juli sind wir schlauer. und mit der veröffentlichung im august kann von mir aus die bombe platzen ;-)  

sollte aber nicht schon ein bericht ende juni zum test bei den ärzten rauskommen, mir war so.  

21.06.2010

http://biz.yahoo.com/e/100621/wlsi.ob10-q.html


21-Jun-2010

Quarterly Report



ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Special Note on Forward-Looking Statements

Certain statements in Management's Discussion and Analysis ("MD&A"), other than purely historical information, including estimates, projections, statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are "forward-looking statements". These forward-looking statements generally are identified by the words "believe," "will," "would," "will be," "will continue," "will likely result," and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. These statements are subject to a number of risks, uncertainties and developments beyond our control or foresight including changes in the trends of the mobile computing industry, formation of competitors, changes in governmental regulation or taxation, changes in our personnel and other such factors. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise. Readers should carefully review the risk factors and related notes included in the Company's Form 10-K and other SEC filings.

Overview

The following MD&A is intended to help the reader understand the results of operations, financial condition, and cash flows of Wellstar International, Inc. MD&A is provided as a supplement to, and should be read in conjunction with, our financial statements and the accompanying notes to the financial statements ("Notes").


Background
Wellstar International Inc. ("Wellstar"), through its wholly owned subsidiary, Trillennium Medical Imaging, Inc. ("Trillennium," "TMI" or "the Company"), has developed an innovative thermal imaging system designed for the evaluation and early detection of heat patterns within the body that indicate the presence of physiological changes such as pressure ulcers, referred pain and metabolic changes within the breast. The Company's infrared imaging involves the detection and recording of skin temperature and injury patterns, providing visual and quantitative documentation to accurately capture body temperature data. The Company's system map changes in skin blood flow by translating temperature data into pictures. The interpretation of these temperatures and thermal patterns can play an important role in the development of a diagnosis. The Company's system consists of proprietary imagers ("TMI 7800 Imager"), operating software ("Image MHS 5.0 Software") and a comprehensive data transmission and collection network, for which TMI has patents pending. The Company seeks to be the first-to-market in deep tissue injury and pressure ulcer detection using its proprietary infrared imaging system. Thermal Imaging is a low cost, noncontact, non-radioactive diagnostic screening procedure designed for clinical evaluation. In addition, thermal imaging provides an ability to track the progress of therapies being utilized in a low cost, non-invasive manner. Thermal Imaging can detect signs of pressure ulcers before they are visible with the naked eye through detection of temperature changes at the site which allows for treatment of the pressure ulcer before it erupts. The TMI system can be used to scan all new patients into hospitals and long-term care facilities prior admittance and begin treating existing wounds before they are visible. The TMI technology and software is approved by the FDA as an Adjunctive Diagnostic screening procedure for early breast cancer detection, differential diagnosis of pain dysfunctions, (such as Reflex Sympathetic Dystrophy, Neuromuscular Skeletal Syndromes and Neurological disorders), the early detection of pressure ulcers, deep tissue injuries, and bed sores, as well as orthopedic applications. The Company's imaging research concurrently looks to initiate consideration of thermography as a viable tool and a medical standard for predicting and preventing pressure ulcers in the medical community.

TMI is currently seeking financing to complete the necessary changes to the TMI System and to bring the TMI System to market. The company will initially focus is efforts on Hospitals and long term care facilities.

TMI currently has had their study completed at Duke University and the results have been submitted for publication. TMI has also started a Beta Test at a nursing home. The purpose of the Beta Test is to show the ease of use of the TMI system within the work environment. TMI has expanded their Beta Test to have an installation in a Long Term Acute Care Center.



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Plan of Operation and Financing Needs

We presently do not have any available credit, bank financing or other external sources of liquidity. Due to our brief history and historical operating losses, our operations have not been a source of liquidity. We will need to obtain additional capital in order to expand operations and become profitable. In order to obtain capital, we may need to sell additional shares of our common stock or borrow funds from private lenders. There can be no assurance that we will be successful in obtaining additional funding.

We will still need additional capital in order to continue operations until we are able to achieve positive operating cash flow. Additional capital is being sought, but we cannot guarantee that we will be able to obtain such investments. This money would be used for the roll out of our TMI System to the long term care market.

Financing transactions may include the issuance of equity or debt securities, obtaining credit facilities, or other financing mechanisms. However, the trading price of our common stock and a downturn in the North American stock and debt markets could make it more difficult to obtain financing through the issuance of equity or debt securities. Even if we are able to raise the funds required, it is possible that we could incur unexpected costs and expenses, fail to collect significant amounts owed to us, or experience unexpected cash requirements that would force us to seek alternative financing. Furthermore, if we issue additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our common stock. If additional financing is not available or is not available on acceptable terms, we will have to curtail our operations.

Results of Operations

Quarter Ended April 30, 2010 compared to Quarter Ended April 30, 2009 (all references are to the Quarter Ended April 30)

Revenue: We did not have revenue during the quarters ended April 30, 2010 and April 30, 2009.

Cost of Sales and Gross Profit: There was no Cost of Sales for the quarters ended April 30, 2010 and April 30, 2009 as we did not generate revenue during these periods.

Operating, Selling, General and Administrative Expenses: Operating, selling, general and administrative expenses decreased by $97,640, or 18% in the 2010 third fiscal quarter to $446,130 from $543,770 in 2009. This decrease reflects a decrease in stockholder relations expenses by $45,975. In addition, salaries decreased by $98,200 from $225,000 to $126,800.

Loss from Operations: Loss from operations for the quarter ended April 30, 2010 was $446,130, a decrease of $97,640 or 18% from the loss from operations in the same period in 2009 of $543,770 as a result of the aforementioned decreases in operating, sales and administrative expenses.

Other Income and Expense: Total other expenses of $17,022,080 in the quarter ended April 30, 2010 represent an increase in other expenses of $17,121,319 from the income of $99,239 in 2009 as a result of a greater expense from derivative instrument expense for the period related to a increase in derivative instrument liabilities caused by a change in our stock prices.



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Net Loss: Net loss of $17,468,210 for the quarter ended April 30, 2010 was $17,023,679 greater than the net loss of $444,531 for the same period in 2009 due to the greater amount of derivative instrument expense.

Liquidity and Capital Resources

It is Management's opinion that the current financial position of the company is in dire straits and the Company will need to obtain additional funding to continue operations. The Company expects that it will be able to continue operating through July 2010. If the Company does not obtain financing at this time, it will be required to cease operations.

As of April 30, 2010, we had a working capital deficit of approximately $29,521,416, and cash of $176,044. We do not have the funds necessary to maintain our operations for the coming fiscal year, and will need to raise additional funding.

The liquidity impact of our outstanding debt is as follows:

Our secured convertible note with Andrew W. Thompson (the "Thompson Note"), in the principal amount of $400,000, matured on April 11, 2006 and remains outstanding. We are in default pursuant to the terms of the Thompson Note, although we have not received a notice of default from Mr. Thompson, nor has Mr. Thompson indicated to the Company that he intends to place the Company in default under the loan agreement. Interest on the Thompson Note is at the rate of 8% plus the prevailing margin rate charged to the lender, which is currently 7.625%. In addition to the outstanding principal, we also owe accrued interest in the amount of $267,290. The lender has the option of converting the loan into fully registered common stock at a discount of 40% on the day of conversion, which is the prepayment date or the due date, whichever occurs first. Additionally, the lender also received warrants to purchase 1,000,000 shares of the company's fully registered common stock at an exercise price of $0.50 per share. If the lender converts, the Company will issue the appropriate number of shares and will not be required to use cash to liquidate the debt. Additionally, the Company will receive the cash proceeds in the amount of $500,000 if the lender exercises the $0.50 warrants. On November 10, 2006, the Thompson Note was amended to include a provision stipulating that the holder may not convert the secured convertible note if such conversion or exercise would cause him to own more than 9.99% of our outstanding common stock. However, this restriction does not prevent the holder from converting a portion of the note and then converting the rest of the note. In this way, the holder could sell more than this limit while never holding more than this limit.

Our unsecured demand note with Michael Sweeney (the "Sweeney Note"), in the principal amount of $150,000, matured on August 1, 2006 and remains outstanding. In addition to the outstanding principal, we also owe accrued interest in the amount of $43,325. We are in default pursuant to the terms of the Sweeney Note and we have not received a notice of default from Mr. Sweeney, nor has Mr. Sweeney indicated to the Company that he intends to place the Company in default under the note.

Our unsecured demand note with Micro Health Systems (the "MHS Note"), dated December 21, 2005 in the principal amount of $200,000, with interest at 8% per annum, has two maturity dates: at the 180th day and the 365th day following issuance. A payment of $100,000.00 is due at each maturity date. We did not make the first or second payment. There is an acceleration provision in the MHS Note stipulating that the entire $200,000.00 was due upon non-payment of the first $100,000. The interest rate then goes to the highest rate allowed by Florida law. We received a notice of default from MHS on November 28, 2006 but no further action has been taken. The MHS Note is secured by a pledge of 1.5 million shares of the Company's treasury stock.



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To obtain funding for our ongoing operations, we entered into a Securities Purchase Agreement with four accredited investors - AJW Partners, LLC, AJW Qualified Partners, LLC, AJW Offshore, Ltd. and New Millennium Partners II, LLC on October 31, 2005 for the sale of (i) $3,000,000 in secured convertible notes and (ii) warrants to buy 5,000,000 shares of our common stock. The gross financing proceeds were paid to the Company in three separate tranches of $1,000,000 each. The first tranche of the financing, in the amount of $1,000,000, was received by the Company upon closing. The second tranche was received on January 20, 2006. The third tranche of $50,000 was received in August 2006. The secured convertible notes issued pursuant to our October 2005 through June 2008 Securities Purchase Agreements bear interest originally at 8% but increasing to 13% effective September 8, 2009, mature three years from the date of issuance, and are convertible into our common stock, at the selling stockholders' option, at the lower of (i) $0.12 or (ii) generally a 75% discount to the average of the three lowest intraday trading prices for the common stock on a principal market for the 20 trading days before but not including the conversion date. As of May 20, 2010, the average of the three lowest intraday trading prices for our common stock during the preceding 20 trading days as reported on the Over-The-Counter Bulletin Board was $ .0006 and, therefore, the conversion price for the secured convertible notes was $ .00015. Based on this conversion price, the $4,841,799 outstanding principal amount of the secured convertible notes, excluding interest, were convertible into approximately 32,278,660,000 shares of our common stock. The stock purchase warrants have an exercise price of $0.0001 and $0.50 per share. If the lender converts, the Company will issue the appropriate number of shares and will not be required to use cash to liquidate the debt. Additionally, the Company will receive cash proceeds in the amount of $3,055,000 if the lender exercises the warrants. If the lender converts, the Company will issue the appropriate number of shares and will not be required to use the cash to liquidate the debt.

To obtain additional funding for our ongoing operations, we entered into a loan agreement with JMJ Financial a loan in the principal sum of $ 575,000, of which $ 75,000 is a loan acquisition cost. The note provides for a one time 12% interest charge on the principal sum. The convertible note is convertible into our common stock, at the selling stockholders' option, at 70% of the average of the three lowest intraday trading prices for the common stock on a principal market for the 20 trading days before but not including the conversion date. As of July 31, 2009 the principal balance of the loan is $ 750,000.

On May 15, 2009, the
Company entered into a Securities Purchase Agreement with AJW Partners, LLC ("Partners"), AJW Partners II, LLC ("Partners II "), AJW Master Fund, Ltd. ("Master"), AJW Master Fund II, Ltd. ("Master II") and New Millennium Capital Partners, II, LLC ("Millennium" and collectively with Partners, Partners II, Master and Maser II, the "Purchasers") for the sale of 13% secured convertible notes in an aggregate principal amount of up to $79,500 (the "Notes"). The Purchasers closed on $22,000 in Notes on May 18, 2009.

The Notes bear interest at the rate of 13% per annum. Interest is payable monthly, unless the Company's common stock is greater than $0.045 per share for each trading day of a month, in which event no interest is payable during such month. Any interest not paid when due shall bear interest of 15% per annum from the date due until the same is paid. The Notes mature three years from the date of issuance, and are convertible into common stock, at the Purchasers' option, at the lesser of (i) $0.12 or (ii) a 75% discount to the average of the three lowest trading prices of the common stock during the 20 trading day period prior to conversion. The Notes contain a call option whereby, if the Company's stock price is below $0.045, the Company may prepay the outstanding principal amount of the Notes, subject to the conditions set forth in the call option. The Notes also contain a partial call option whereby, if the Company's stock price is below $0.045, the Company may prepay a portion of the outstanding principal amount of the Note, subject to the conditions set forth in the partial call option.



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The full principal amount of Notes are due upon a default under the terms of the secured convertible notes. In addition, the Company granted the Purchasers a security interest in substantially all of the Company's assets and intellectual property. The Company is required to file a registration statement with the Securities and Exchange Commission upon demand, which will include the common stock underlying the Notes.

The conversion price of the Notes may be adjusted in certain circumstances such as if the Company pays a stock dividend, subdivides or combines outstanding shares of common stock into a greater or lesser number of shares, or takes such other action as would otherwise result in dilution of the selling stockholder's position.

The Purchasers have agreed to restrict their ability to convert their Notes and receive shares of common stock such that the number of shares of common stock held by them in the aggregate and their affiliates after such conversion or exercise does not exceed 4.99% of the then issued and outstanding shares of common stock.

JMJ Financing

On May 22, 2009, the Company issued a Convertible Promissory Note to JMJ Financial ("JMJ") in aggregate principal amounts of $575,000 (the "Initial JMJ Note"). In consideration for Wellstar's issuing of the Initial JMJ Note, JMJ issued Wellstar a Secured and Collateralized Promissory Note in the principle amount of $500,000 (the "Initial Wellstar Note").

In addition, on August 19, 2009 Wellstar issued a Convertible Promissory Note to JMJ in aggregate principal amounts of $1,150,000 (the "Second JMJ Note" and together with the Initial JMJ Note, the "JMJ Notes"). In consideration for Wellstar's issuing of the Second JMJ Note, JMJ issued Wellstar a Secured and Collateralized Promissory Note in the principle amouns of $1,000,000 (the "Second Wellstar Note" and together with the Initial Wellstar Note, the "Wellstar Notes").

The JMJ Notes bear interest at 12%, mature three years from the date of issuance, and are convertible into our common stock, at JMJ's option, at a conversion price, equal to 70% of the lowest trade for our common stock during the 20 trading days prior to the conversion. Prior to the conversion of the JMJ Notes, JMJ must make a payment to Wellstar reducing the amount owed to Wellstar under the Wellstar Notes. As of May 20, 2010, the lowest trade for our common stock during the 20 trading days as reported on the Over-The-Counter Bulletin Board was $.0006 and, therefore, the conversion price for the JMJ Notes was $.00047. Based on this conversion price, the JMJ Notes in the aggregate amount of $1,3321,789, excluding interest, are convertible into 2,833,593,617 shares of our common stock.



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JMJ has agreed to restrict their ability to convert the JMJ Notes and receive shares of common stock such that the number of shares of common stock held by them in the aggregate and their affiliates after such conversion or exercise does not exceed 4.99% of the then issued and outstanding shares of common stock.

The Wellstar Notes bear interest at the rate of 13.8% per annum and mature three years from the date of issuance. No interest or principal payments are required until the maturity date, but both principal and interest may be prepaid prior to Maturity Date. The Wellstar Notes are secured by units of STIC AIM Liquidity Portfolio Select Investment Select Investment Fund (the "JMJ Collateral"). On each of the Wellstar Notes, JMJ has agreed to pay down the principal of the Wellstar Notes commencing 210 days after the original issuance of the Wellstar Notes, however, JMJ may adjust the payment schedule within its sole discretion. In the event that JMJ defaults on the Wellstar Notes, Wellstar may take possession of the JMJ Collateral.

We presently do not have any additional available credit, bank financing or other external sources of liquidity. Due to our brief operating history as a start up company, our operations have not been a source of liquidity. We will need to obtain additional capital in order to maintain and expand our operations. We are currently investigating other financial alternatives, including additional equity and/or debt financing. In order to obtain capital, we may need to sell additional shares of our common stock or borrow funds from private lenders. However, there can be no assurance that that any additional financing will become available to us, and if available, on terms acceptable to us.  

in Kürze:

-  The timing of the publication coincides with our new camera being completed and ready for mass production

- we have contracted with a multi billion dollar manufacturer

- reduce the cost of the system by more than 40%

- The company expects to be cash flow positive within 3 months of our initial launch

- Wellstar will start full scale marketing in November of 2010


Hier der ganze Text:

John Antonio, CEO of Wellstar International, Inc. (OTCBB: WLSI), today issued the following statement:

As the CEO of Wellstar, I wanted to take the time to update all of our shareholders with the current status of the company, as well as the direction of where the company is headed.
We have been working very hard to have our Trillennium Medical Imaging System ready to go to market. As most are aware we have been waiting for the Duke Study to be published in the ADVANCES IN SKIN AND WOUND CARE PUBLICATION JOURNAL. While everything has been submitted to the publisher and there have been two rounds of questions and clarifications resubmitted, we are confident and excited that we will have the results published in August or September. This will obviously be a very important milestone for Wellstar International as this independent report will validate the results we have been seeing and reinforce the demand for our Trillennium Medical Imaging System in the marketplace.

The timing of the publication coincides with our new camera being completed and ready for mass production. As previously announced, we have contracted with a multi billion dollar manufacturer to have the camera designed to be market ready and user friendly. Up until this point, we have been in Beta Tests and getting good results with our current camera. This testing period has given us the ability to learn how to improve the system in our target work environment and we have done so. We have been able to design a better camera specifically made for our market which is Hospitals, Nursing Homes and Long Term Care Facilities (LTAC). We also have been able to reduce the cost of the system by more than 40%. When the company starts to place systems with the price savings our path to profitability will be very quick. The company expects to be cash flow positive within 3 months of our initial launch.
The company will continue to market its new system to hospitals, nursing homes and long term care facilities for installations starting in November. In the interim, we will continue ongoing trials and additional beta testing in facilities with our existing system.
To recap, Wellstar is well positioned to be the first to market with a system that can predict deep tissue injury that leads to pressure ulcers or bed soars. Wellstar will start full scale marketing in November of 2010 upon the publication of the results of the Duke Study and the new TMI Camera being ready for mass production. This is a very exciting time for Wellstar and its shareholders. We have worked very hard to get to this point. It may have taken longer than anticipated, but we have remained steadfast to our goal to be first to market with a superior product and we are nearing that point. Your constant support is appreciated and we look to a very successful 2nd half of 2010.
Wellstar will be making announcements to the public as they achieve any significant progress in the process of rollout and installation of their systems.
John Antonio
Chief Executive Officer
Wellstar International, Inc.

This press release contains statements, which may constitute "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Important factors currently known to management that could cause actual results to differ materially from those in forward-statements include fluctuation of operating results, the ability to compete successfully and the ability to complete before-mentioned transactions. The company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operation results.
Website is www.wellstar.us

http://www.finanzen.net/nachricht/...al-Inc-Shareholder-Update-815571  

Wellstar Announces Receipt of New Camera Prototypes

Date : 07/21/2010 @ 11:00AM
Source : Business Wire
Stock : Wellstar (WLSI)
Quote :  0.0002  0.0 (0.00%) @ 1:24PM


Wellstar Announces Receipt of New Camera Prototypes
Wellstar International Inc. (BB) (OTCBB:WLSI)
Intraday Stock Chart
Today : Thursday 22 July 2010
Wellstar (OTCBB:WLSI) through its wholly owned subsidiary Trillennium Medical Imaging (TMI) announces the Delivery of 2 Prototypes of the TMI Clinical Camera Design.

As earlier announced TMI has contracted for a new camera to be developed under their specific design for clinical use. The manufacturer has delivered the first prototypes for approval.

John Antonio, President and CEO of TMI stated, "The prototypes delivered are everything that we wanted and production should be completed in the month of October as planned.

"By designing our own clinical version of the camera, we will control all aspects of our Imaging System and have the flexibility to incorporate all of the necessary functions to provide an innovative, bedside solution for the early detection of pressure ulcers. We will be able to seamlessly integrate into any Health Information System (HIS) that uses a barcode for patient identification, get immediate, real time analysis of the images at the bedside, and provide a means of documentation and data storage for the facility. This will provide health care officials with a multi-faceted tool that does the following:

Determines if a specific anatomic location has patterns of injury associated with the development of a pressure ulcer.
Provides the nursing staff and physicians with an immediate bedside analysis so that best practices can be implemented to prevent further skin damage and pressure ulcers.
Provides documentation to the administration that includes data interpretation of the image, time the image was acquired, and a full report analysis that can be attached to the patients’ permanent record.
Lowers the cost per unit by more than 40% to the company, thus giving the company a quicker path to profitability.
Make the system affordable to most users.
"This will be a valuable tool in assessing patients that are admitted to a facility, daily skin assessments, and documenting patient condition upon discharge. This will provide patients with the highest level of care, while documenting every aspect of the process for the facility."

This press release contains statements, which may constitute "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Important factors currently known to management that could cause actual results to differ materially from those in forward-statements include fluctuation of operating results, the ability to compete successfully and the ability to complete before-mentioned transactions. The company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operation results.

Website is www.wellstar.us

http://ih.advfn.com/...mona&article=43679823&symbol=NB%5EWLSI  

Date : 08/10/2010 @ 3:50PM
Source : Business Wire
Stock : Wellstar International, Inc. (WLSI)
Quote :  0.0002  0.0001 (100.00%) @ 7:02PM


Wellstar Establishes Data Storage for Images
Wellstar International Inc. (BB) (OTCBB:WLSI)
Intraday Stock Chart
Today : Wednesday 11 August 2010
Wellstar (OTCBB:WLSI), through its wholly owned subsidiary Trillennium Medical Imaging (TMI), announces plans to transition to a virtual cloud data system in conjunction with the launch of the revised camera system. The implementation of a TMI Virtual Cloud Data System will provide the framework to meet TMI’s data needs for initial rollout and well into the future. The system meets all of TMI’s requirements for corporate data, patient data, and other Federal regulations. Cloud based systems are the future of data processing and the TMI Virtual Cloud Data System will provide the foundation for the future growth of the company.

The system will be infinitely scalable and will allow TMI to rapidly add an unlimited amount of new accounts without data storage constraints. The server will have built in redundancy with a backup server located 600 to 800 miles away. This disaster recovery plan allows for instantaneous back up of all data streams and can be managed remotely. The servers will be maintained 24/7 by the host.

John Antonio, CEO of TMI states: “With the constant changes in the healthcare environment, it is essential to have detailed documentation of patient information. TMI’s imaging system captures and stores valuable information with every image that is acquired. It is our job to ensure that this acquired data is stored properly and available to our clients at any time. Our database structure will allow healthcare professionals to access digital images, thermal images, data algorithm results, along with the time and date of the image acquisition 24 hours a day, seven days a week, from anywhere in the world. We anticipate exponential growth once production begins, and moving towards this structure will allow TMI to accommodate our clients’ needs in timely manner.”

This press release contains statements, which may constitute “forward-looking statements” within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Important factors currently known to management that could cause actual results to differ materially from those in forward-statements include fluctuation of operating results, the ability to compete successfully and the ability to complete before-mentioned transactions. The company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operation results.

Website is www.wellstar.us.

http://ih.advfn.com/...mona&article=43951742&symbol=NB%5EWLSI  

Date : 08/19/2010 @ 11:29PM
Source : Edgar (US Regulatory)
Stock : (WLSI)
Quote :  0.0002  0.0 (0.00%) @ 9:56PM


- Current report filing (8-K)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549


FORM 8-K


CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934


Date of Report (Date of earliest reported):  August 17, 2010


 
WELLSTAR INTERNATIONAL, INC.
(Exact name of registrant as specified in charter)


Nevada  333-130295  20-1834908  
(State  or  Other  Jurisdiction of
Incorporation or Organization)  (Commission File Number)  (IRS Employer Identification No.)  



6911 Pilliod Road
Holland, Ohio 43528
(Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code: (419) 865-0069


 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


--------------------------------------------------


 
Item 1.01    Entry Into A Material Definitive Agreement
 
Item 5.03    Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.


Increase to Authorized


On August 18, 2010, Wellstar International, Inc. (the “Company”) amended its certificate of incorporation to increase its authorized shares of common stock from 5,000,000,000 to 15,000,000,000 (the “Increase Amendment”).  The Increase Amendment was approved by the board of directors as well as the shareholders holding a majority of the issued and outstanding shares of common stock pursuant to a written consent dated August 18, 2010.


Series C Preferred Stock
 
On August 17, 2010, the Company entered into conversion agreements with John Antonio (“Antonio”) and Kenneth McCoppen (“McCoppen”), both executive officers and directors of the Company, pursuant to which the Company agreed to convert $150,000 in outstanding wages owed to McCoppen and $50,000 in outstanding wages owed to Antonio into a total of 200,000 shares of Series C Preferred Stock.


The above transactions were approved by the Board of Directors of the Company.  The Series C Preferred Stock does not pay dividends but each holder of Series C Preferred Stock shall be entitled to 1000 votes for each share of common stock that the Series C Preferred Stock shall be convertible into.  The Series C Preferred Stock has a conversion price of $0.001 (the “Conversion Price”) and a stated value of $1.00 (the “Stated Value”).  Each share of Series C Preferred Stock is convertible, at the option of the holder, into such number of shares of common stock of the Company as determined by dividing the Stated Value by the Conversion Price.  The Series C Preferred Stock has no liquidation preference.


The issuance of the Series C Preferred Stock was made in reliance upon exemptions from registration pursuant to Section 4(2) under the Securities Act of 1933 and Rule 506 promulgated under Regulation D thereunder.   The holders of Series C Preferred Stock are accredited investors as defined in Rule 501 of Regulation D promulgated under the Securities Act of 1933.


The foregoing information is a summary of each of the agreements involved in the transactions described above, is not complete, and is qualified in its entirety by reference to the full text of those agreements, each of which is attached an exhibit to this Current Report on Form 8-K.  Readers should review those agreements for a complete understanding of the terms and conditions associated with this transaction.


Item 9.01    Financial Statements and Exhibits


(c) Exhibits.