Sycamore Entertainment Group Inc (SEGI)

[RyGuy]

If the share structure is correct, here's the current share structure as reported in the filings on Pinksheets:
http://www.otcmarkets.com/stock/SEGI/company-info

and the update the company made to Pinksheets and the Corporate fact sheet:
http://www.sycamoreentertainment.com/pdf/SEG_Fact_Sheet.pdf

Here's what the share structure should look like as I pulled them from company filings that are posted on pinksheets.

142,128,036 Current Total O/S
-25,542,784 for JRT Production Joseph Takats business
-25,542,784 for Red Cat Don Scotti's business

=91,042,468 Shares in issue at completion of merger
-79,376,735 Shares issued for merger

=11,665,733 Current Float as stated by Ed Sylvan

=130,462,303 Total Current Restricted Shares

-340,685 Option shares
-873,913 Warrant shares

=140,913,438 Total Actual O/S
=11,665,733 Current Float
=129,247,705 Total Current Restricted Shares




On May 14 , 2010 pursuant to an Agreement for the Purchase and Sale of Stock dated March 17, 2010 ImaRx issued 79,376,735 shares of its common stock to the Sycamore Films Stockholders in exchange for all of the outstanding shares of common stock of Sycamore Films. ImaRx believes that the issuance of its Common Stock in connection with the Stock Purchase Agreement was exempt from registration under Section 4(2) and Regulation D and Regulation S of the Securities Act.

As of May 17, 2010, 91,042,468 shares of our common stock were outstanding and held of record by 313 stockholders. In addition, as of December 31, 2009, 340,685 shares of our common stock were subject to outstanding options, and 873,913 shares of our common stock were subject to outstanding warrants.

25,542,784 shares have been acquired, and will be issued at a future date, by reason of the conversion by JRT on May 28, 2010 of the entire principal of the $200,000 Promissory Note.**On May 28, 2010, JRT has converted the entire principal of the Promissory Note in the amount of $200,000 (as fully described in Item 6). The conversion occurred at a price of $0.00783, calculated, based on the terms of the Note, as the average of three trading prices of the Issuer’s shares on the three trading days preceding the date of conversion. Because the Issuer’s certificate of incorporation currently does not authorize sufficient shares to issue the shares acquired by JRT, the shares acquired as a result of the conversion will be issued to JRT following an amendment to the Issuer’s certificate of incorporation to increase the authorized number of shares of Common Stock of the Issuer. The amendment is expected to be approved by the Issuer’s shareholders in July 2010.


25,542,784 shares have been acquired, and will be issued at a future date, by reason of the conversion by Red Cat on May 28, 2010 of the entire principal of the $200,000 Promissory Note.** On May 28, 2010, Red Cat has converted the entire principal of the Promissory Note in the amount of $200,000 (as fully described in Item 6). The conversion occurred at a price of $0.00783, calculated, based on the terms of the Note, as the average of three trading prices of the Issuer’s shares on the three trading days preceding the date of conversion. Because the Issuer’s certificate of incorporation currently does not authorize sufficient shares to issue the shares acquired by Red Cat, the shares acquired as a result of the conversion will be issued to Red Cat following an amendment to the Issuer’s certificate of incorporation to increase the authorized number of shares of Common Stock of the Issuer. The amendment is expected to be approved by the Issuer’s shareholders in July 2010.


Based on the number of shares of Common Stock that will be outstanding following authorization and issuance of additional shares, i.e., 142,128,036, which number is calculated as the sum of the shares currently outstanding (91,042,468 shares of Common Stock) plus the number of shares to be authorized and issued to satisfy conversion of promissory notes.