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Re: None

Saturday, 05/16/2009 9:46:23 AM

Saturday, May 16, 2009 9:46:23 AM

Post# of 92948
Part 2,

If the RS was not enacted back then why would they consider this as an OPTION now?

First of all, and to be very clear, I am NOT advocating this I am only responding to posters here who asked how the share structure MAY be straightened out. There are not hundreds of ways to accomplish this but rather a handful.

Back to your question. In the last 16 months things have changed.

Share Structure THEN:

AS#: 500MM
OS#: 79MM
Shares available for issue: 421MM

Stated reason for reverse:
One of the primary reasons the Board approved and is recommending the reverse stock split to stockholders is to enable the new common stock to qualify for listing on an exchange or a Nasdaq market. Of the major United States markets, the common stock could most readily qualify for listing on the American Stock Exchange (the "AMEX") and the Nasdaq SmallCap Market (the "SmallCap").

Reason(s) reverse abandoned:
Share price decline plus the writing was on ACTC's wall they were in for some rough months ahead which proved to be right. The timing was bad and it would not have accomplished anything.

Share Structure NOW

AS#: 500MM
OS#: 499,905,541
Shares available for issue: 94,459

As you can see things and reasoning have changed significantly. ACTC was interested in a higher share price on a different exchange to enhance exposure and credibility. While those reasons would be part of the reasoning in our current situation it would not be the primary reason. Primary reason would be to fix the share structure of which ACTC has maxed out the issuable shares. Big difference.

All of the above is only to explain the "then and now" scenario. We will have to wait and see how ACTC remedies the situation and which option or options they go forward with.



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