Remote Dynamics Inc (RMTD)

[flemsnopes]

The AS is 750,000,000 based on the Pre 14A filing excerpted below. The OS, based on recent form 13 filings and the 7,417,406 share payment yesterday, stands at close to 60,000,000 according to my best guess. Subsequent payments on the "Series A Notes" (at the current share price) could easily double or triple the OS between now and the new extended due date, August 31, 2009, but in my opinion, the OS won't matter nearly as much as the next couple of financial reports filed. My uneducated guess is that the company will have one or two filings to show some potential, and if they fail, it will be all over.

REMOTE DYNAMICS, INC.
200 Chisholm Place, Suite 120
Plano, Texas 75075


INFORMATION STATEMENT


This Information Statement is being furnished by the Board of Directors of Remote Dynamics, Inc. (the "Company") to provide notice that our majority stockholder has given its signed written consent to action without a meeting (i) to approve an amendment to the Company's Amended and Restated Certificate of Incorporation to authorize (after giving effect to the reverse stock split described herein) 750,000,000 authorized shares of our common stock having a par value of $0.01 per share; (ii) to approve a one-for-fifty reverse stock split of our common stock; and (iii) to elect four directors of the Company to serve until the next annual meeting of stockholders or until their successors have been duly elected and qualified.


The record date for determining stockholders entitled to receive this Information Statement has been established as the close of business on October 9, 2007 (the "Record Date"). This Information Statement will be first mailed on or about October 16, 2007 to stockholders of record at the close of business on the Record Date. As of the Record Date, there were outstanding 69,621,296 shares of the Company's common stock, 522 shares of the Company’s series B convertible preferred stock (which were convertible into 3,367,742 shares of common stock) and 5,202 shares of the Company’s series C convertible preferred stock (which were convertible into 2,449,315,043 shares of common stock). Each holder of shares of the Company’s common stock is entitled to one vote per share of common stock registered in their names on the books of the Company at the close of business on the Record Date. The holders of the Company’s series B convertible preferred stock and the Company’s series C convertible preferred stock have the right to vote on all matters before the common stockholders on an as-converted basis voting together with the common stockholders as a single class, provided that the holder of series B convertible preferred stock cannot vote shares which are greater than 9.99% of our outstanding common stock. Thus, as of the Record Date, the total voting power of our common stock was 2,522,304,081 shares. The actions to be taken pursuant to the written consent shall be taken on or about November 5, 2007, 20 days after the mailing of this Information Statement.


Approval of the actions described in this Information Statement requires the approval of holders of a majority of the voting power of our common stock as of the Record Date. Bounce Mobile Systems, Inc. (“BMSI” or the "Majority Stockholder") can vote an aggregate of 2,449,315,043 shares (or 97.1%) of the voting power of our common stock and will be able to approve the matters presented in this Information Statement. The Company is not soliciting your vote as the Majority Stockholder has given its signed written consent to action without meeting, and already has the vote in hand.