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Re: wilma6311 post# 3579

Thursday, 08/28/2014 10:19:48 AM

Thursday, August 28, 2014 10:19:48 AM

Post# of 10055
GREAT FIND! Wilma, thanks...this nearly confirms a reverse merger is most definitely in play! First let me apologize for my statement that you posted bogus info.....I must have been checking out a different link from another poster and believed that was the link you were referring to. Now, let me explain.....this was a form D private placement of shares. This was a non liquid transaction and most likely the shares are restricted. Understand, these are the private operating companies securities, but there is no trading symbol yet. As you may know....myself and lesnshawn were speculating on a reverse triangular merger quite some time ago. Most reverse mergers use the RTM method.....and this is setting up perfect for that scenario! In a RTM, the merger sub (KEYO was ONE WHOLLY OWNED-SUBSIDIARY) merges into the private operating company. Upon merger consummation, The private company's shares are then converted into shares of the shell company representing a majority stake in the shell company (80-90%). SHIONG OWNS 80% of this shell! Understand....the Form D (SEC rules 505/506) was groundwork for the eventual share conversion! This is not an issuance of new securities (yet) but a private placement for those investors that will receive new shares (along with Shiong) in a public trading company! Why will this be a R/M instead of an IPO? Because Dr. Shiong has been sufficient in raising his own capital thus far without an IPO. (independent/sufficient capitalization is always a hint that an R/M may happen). Furthermore, as Lesnshawn has pointed out....the LLC status. As you can see, this private placement issued shares of an LLC. This shows that Dr. Shiong has NO PLANS of converting the LLC into a corporation. That is HUGE! For most LLC's, an IPO is not an option. Most underwriter's will not work with an LLC. Sorry for the long post, but Wilma....you may want to consider doing more DD on this. I have been through my share of R/Ms and know what to look for.....this play is setting up nicely IMHO.

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