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Re: Mariner* post# 28232

Monday, 10/19/2009 2:15:26 PM

Monday, October 19, 2009 2:15:26 PM

Post# of 79739
Mariner* & ALL, with the EVRM Share Structure…

Mariner, I noticed that you posted ”no change” in the share structure from the Transfer Agent (TA) today as like a few have been posting. I think you, me and others have been given the same numbers as the newly updated EVRM share structure of which I think we all have overlooked and misunderstood.

Let’s further discuss this part from the PR below…

http://finance.yahoo.com/news/The-Evermedia-Group-Provides-iw-1921387885.html?x=0&.v=1
…The total number of outstanding shares will increase to approximately 1.131 billion shares, of which the entire increased amount will be used to finance the recent acquisition. The majority of the stock used will come from Class B shares affecting the Class A shares by an increase of approximately 124 million shares. …

It was a little confusing at first, but now I think I get it. All, please correct me if I am looking at this wrong.

Before that PR above, the EVRM Outstanding Shares for Class A Common Shares was 657M. Myself and others have been calling the TA for quite a few weeks and wondered why we kept on getting the same 781M (657M + 124M) for the Outstanding Shares (OS) for EVRM and not the 1.131 billion that we thought it to be.

Well, the PR mentioned that only 124M was going to be added to the Class A Shares. When doing what the PR states, that gives us the OS of the 781M that the TA keeps telling us as the newly updated OS as of today. I asked the TA what was the Float for EVRM and she told me a number of approximately 413M Shares. So, the official share structure for EVRM as of today is as below:

Per Nevada SOS
1,280,000,000 – AS

Per Transfer Agent
781M – OS
413M – Float
368M – Restricted

Class B Shares = 350M

The point that needs to be understood is that the number that will be reflected within the EVRM financials as the OS to assess fundamental valuation will be derived from the Class A Shares amount of 781M. This immediately nearly doubles the valuation of what we have already had in our minds as what was deemed as the current EVRM valuation. After speaking to the TA today, those Class B Shares will be a totally separate data feed that does not mix with the Class A Shares data feed for what is considered the “official” share structured regulated by the market authorities. She stated them to be as if they are a special class of preferred shares. They don’t even have them on file there in their office for their records. It is as the company has stated in their earlier PR…

http://finance.yahoo.com/news/The-Evermedia-Group-Provides-iw-1921387885.html?x=0&.v=1
…the authorized capital stock of the company will increase from 790 million to 1.28 billion shares. The increase will reflect the issuance of new Class B non-voting and non-trading shares. …

…Lastly, the number of shares in the float will not be affected by this transaction. …

… Furthermore, almost 75% of this acquisition was done with newly created Class B shares which do not carry any immediate market liquidity. We did this to assure our shareholders that the principals in our company are in it for long term value. These shares have very limited selling ability but does retain similar economic value to our Class A shares in the event of a merger or acquisition by another entity." …


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So in summary, the PR is telling us that the STS acquisition was done for 350M Class B Shares and 124M Class A Shares.

The AS was increased to 1.28B to capture the creation of 350M Class B shares, but the 350M Class B shares have been placed into a position to where they are not affecting the Float or the Class A Shares and are not part of any kind of regulatory data feed for being the OS listed to assess fundamental valuation as verified by the company’s TA. That number will be the previous OS of Class A Shares amount of 657M added to the newly added Class A shares amount of 124M Class Shares for a total of 781M Class A Shares that will be listed as the OS which is made up of 413M Float Shares plus 368M Restricted Shares to derived that total of 781M Shares.

v/r
Sterling