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On October 19, 2011, we entered into a Securities Purchase Agreement with Asher Enterprises, Inc. ("Asher"), pursuant to which Asher advanced us $103,500, this loan being made pursuant to an 8% Convertible Promissory Note due July 24, 2012 (the "Note"). Pursuant to the terms of the Note, it is an event of default if we fail to file quarterly or annual reports pursuant to the filing requirements of the Exchange Act. Due to delays in the audits of several of the Company's Russian construction subsidiaries, we have not filed timely our Annual Report on Form 10-K for the year ended December 31, 2011 or our Quarterly Report on Form 10-Q for the three month period ended March 31, 2012, and received from Asher on May 22, 2012 a notice of default from Asher. The Note provides that by reason of this default Asher may declare, and it did so in its May 22, 2012 notice, 150% of the then outstanding principal balance of the Note, plus interest, costs and other obligations owing by us to be immediately due and payable. Prior to receipt of the May 22, 2012 notice from Asher we were working with Asher to negotiate and complete a settlement of amounts owed by us under the Note, in the process of which we paid Asher $15,000 on account of amounts we owe pursuant to the Note, and are continuing to work with Asher to settle our obligations under the Note following receipt of Asher's notice.
Diversified Global Holdings Group, Inc. |
By: | /s/ Richard Lloyd |
Name: Richard Lloyd | |
Title: Chief Executive Officer |