This filing reveals Purebase is funding operations through insider debt conversion and expense reimbursement, both paid in stock at an implied price of ~$0.02/share. The massive share issuance (72.8M shares) will heavily dilute existing holders. Monitor for further insider conversions and any subsequent filings that disclose total shares outstanding. The company's reliance on the CEO's entity for operating expenses is a red flag for financial distress.
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Executive Summary
Purebase issued 72,837,839 shares of common stock to CoreTer, LLC (an entity owned and managed by CEO A. Scott Dockter) on May 8, 2026. The shares were issued in exchange for a $1,013,870.97 loan conversion under a convertible promissory note and as reimbursement for approximately $453,957 in operating expenses paid by CoreTer on the company's behalf. This represents massive dilution to existing shareholders and signals the company is dependent on insider financing to fund operations.
Key Financial Metrics
Key Facts
- Issued 50,311,184 shares to CoreTer, LLC for conversion of a $1,013,870.97 loan under a convertible promissory note dated February 27, 2026.
- Issued an additional 22,526,655 shares to CoreTer as reimbursement for approximately $453,957 in operating expenses paid on the company's behalf.
- Total shares issued: 72,837,839.
- CoreTer, LLC is owned and managed by CEO A. Scott Dockter, making this an insider transaction.
- Shares were issued in a private placement exempt from registration under Section 4(a)(2) of the Securities Act.
- The filing does not disclose the company's total shares outstanding, but the share count is extremely large for a micro-cap company, implying severe dilution.
Financial Impact
72,837,839 shares issued for total consideration of approximately $1,467,827.97 (loan conversion + expense reimbursement). Implied price per share is approximately $0.02, but no market price is available for comparison.
Risk Factors
- Extreme dilution to existing shareholders from the 72.8M share issuance.
- Dependence on insider financing suggests the company cannot access traditional capital markets.
- No disclosure of total shares outstanding makes it impossible to calculate exact dilution percentage, but the absolute number is very large for a micro-cap.
- Potential for further conversions under the line of credit agreement.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001493152-26-022473 |
| Document: 0001493152-26-022473-index-headers.html | 0001493152-26-022473 |
| Document: 0001493152-26-022473-index.html | 0001493152-26-022473 |
| Document: 0001493152-26-022473.txt | 0001493152-26-022473 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 15, 2026 12d ago | NT 10-Q | $0.001000 $0.001000 | · 0.00% | ▼ −1.01% | $0.001000 (−0.00%) |
Jun 1, 2026 21w ago | 8-K | $0.0200 $0.0220 | ▲ +10.00% | ▲ +12.75% | $0.001000 (−95.00%) |
May 12, 2026 23w ago | 8-K | $0.0160 $0.0220 | ▼ −37.50% | ▼ −37.42% | $0.001000 (+93.75%) |
Apr 20, 2026 27w ago | 8-K | $0.0200 $0.0190 | ▲ +5.00% | ▲ +5.91% | $0.001000 (+95.00%) |
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