LETTER TO OUR SHAREHOLDERS
Date: June 10, 2021
Re: 2021 Annual Meeting
We have, at long last, concluded an annual meeting to which you were all formally invited. We understand that for various reasons, including concerns with respect to the current Covid-19 pandemic, many of you could not attend. We are very grateful to those who joined us in person or through our Zoom transmission. These have been trying times, but fortunately we are now getting back to a more normal pace. Perhaps next year, more of you will join us physically, perhaps in beautiful San Juan, Puerto Rico. As our parent, Qest Consulting Group, Inc., (“Qest”) indicated, it took your opinions into account in voting its shares and given the overwhelming support for the propositions presented, elected to vote its shares accordingly. Every measure proposed passed and our board of directors and management will use their best efforts to implement them during this fiscal year.
We expect that our next quarterly report will be filed with the Commission this week, early again, a tradition we are seeking to start. In this report, you will see that, with Qest’s collaboration, our Company is now substantially debt-free. Qest has facilitated funding needed to get us through these trying times, but it is now time for us to stand on our own. As I indicated at the meeting, we intend to do just that through a limited offering of our securities in reliance on Commission Rule 506(b) which will allow us to raise up to $1,000,000 in convertible debentures with possibly another $3,500,000 through the exercise of warrants to purchase Class B Convertible Preferred Stock. We have not issued additional Common Stock for some time using the Class B Convertible Preferred Stock to minimize dilution and intend to continue that practice for the foreseeable future. Indeed, you will be happy to learn that the proposed dividend in shares of Class B Convertible Preferred Stock for holders of our Common Stock passed unanimously, and, subject to compliance with requirements under Nevada corporate law, the Securities Act and FINRA, at such time as we have brought old Exchange Act filings current, our board of directors will fix an appropriate record date. We will dedicate an important portion of the anticipated proceeds from our proposed limited offering for such purposes, as indicated below. The proceeds from the proposed limited offering, will, we expect, be used in the following manner:
Qest, our Company’s parent, and our Company’s officers and directors since October of 2015, have been dedicated to the implementation of a sustainable long-term vision for our Company, indeed, during all that time we have not sold any of our Company securities and instead, have invested our time and money to correct the errors of prior management. We have faith in the long-term success of our Company and are working diligently and with the patience necessary to attain it. We are not interested in gimmicks or illusory short-term solutions and hope that you all share in that perspective. If we are successful in implementing our proposed business plan, we will have a company dedicated to the issuance of periodic stock dividends in diverse companies to our shareholders. That is why an important part of our current plans involve the recruitment of dynamic, talented and well-trained new management and an expanded board, at least one third of whom will be independent. Those are all things that your vote at our annual meeting has made possible, and I thank you for your confidence and your patience.
Hopefully, we will get to know each other and our expanded team next year in Puerto Rico and have a chance to celebrate hard-earned successes.
With warmest regards, I am,
Very truly yours,
Chief Executive Officer & President