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email him yourself. keating promptly responded to my email. his email address is kevin.keating@justconnnect.net.
forward me that email
gordongekko@gmail.com
-the current stockholders of the Company are expected to own approximately 3.8% of the issued and outstanding common stock after completion of the transaction with Antik.
what do you think that means? it seems cut-and-dry to me. when i also consider what keating himself told me by way of email (dilution to 700,000,000+), i am not going to remain a shareholder who hopes that keating was misleading and hoping that i happen to sell the shares before the dilution occurs.
Maybe this helps...
"In the exchange, the Company will issue shares of its common stock to Antik Members in such amount so that, immediately after giving effect to the acquisition, the Antik Members will own in the aggregate 95.8% of the Company's issued and outstanding shares of common stock on a fully diluted basis."
Assuming current shareholders hold 21 million and Antik holds none how many shares do you think need to be issued to Antik for the above statement to be correct?
I agree that they haven't issued them yet but when an SEC document is filed saying they will then I believe it's going to happen.
Dick Milde
You've yet to show me facts...
I don't take any emails as facts. The emails I've sent to both Tim and Kevin Keating have told me nothing. i even posted a picture of my email, not just some copy and paste. Are you saying they're disclosing information to some and not others? Hmmm
Here's the 8k
Under the transactions contemplated under the Letter of Intent, the Company will acquire all of the outstanding membership interests in Antik from Antik's existing members ("Antik Members"). In the exchange, the Company will issue shares of its common stock to Antik Members in such amount so that, immediately after giving effect to the acquisition, the Antik Members will own in the aggregate 95.8% of the Company's issued and outstanding shares of common stock on a fully diluted basis. At the close of the transaction, it is contemplated that a new board of directors will be designated by the Antik Members and that the board will include one member to be designated by Keating
Reverse Merger Fund, LLC, the Company's current principal shareholder. After the payment of certain transaction related fees (including the issuance of the Company's common stock to certain finders and advisors), the current stockholders of the Company are expected to own approximately 3.8% of the issued and outstanding common stock after completion of the transaction with Antik.
The completion of the acquisition is subject to the negotiation and execution of a definitive acquisition agreement, the delivery of financial statements of Antik prepared in accordance with generally accepted accounting principles in the United States of America, and the approval by the Company's board and stockholders of the acquisition, a corporate name change, an increase in the Company's authorized common stock and a reverse stock split to be mutually determined. Subject to the satisfaction of the above conditions and other customary conditions, the acquisition is presently expected to close in the second quarter of 2005. However, there can be no assurances that the acquisition will be completed.
Ok, so we know:
-the Antik Members will own in the aggregate 95.8% of the Company's issued and outstanding shares of common stock on a fully diluted basis
-contemplated that a new board of directors will be designated by the Antik Members
-the current stockholders of the Company are expected to own approximately 3.8% of the issued and outstanding common stock after completion of the transaction with Antik.
-The completion of the acquisition is subject to the negotiation and execution of a definitive acquisition agreement.........and the approval by the Company's board and stockholders of the acquisition
-a corporate name change, an increase in the Company's authorized common stock and a reverse stock split to be mutually determined.
Where are the facts in the 8k that clearly states there will be "severe" dilution? Everything you're saying up to this point is purely speculation. Raising authorized and reverse split are to be mutually determined. I don't see a filing raising the authorized shares from its current 45million. I don't see any s8 filings either indicating shares are being dumped.
too bad you were late to the party and had to "scounge up some money" for .40 shares, i'm sitting comfortably with a boatload of free .11 cent shares and today added .35 shares and will continue to add.
"Posted by: goosemeister
In reply to: None Date:3/31/2005 3:17:20 PM
Post #16 of 81
after seeing a 100% gain one day, 175% gain the next, and so far 40% today, it is nice not seeing a bunch of people run away with already realized profits. unfortunately for me, though, i was able to scrounge up some money today and not yesterday or the day before. there is just a little bit of difference between getting in at ten cents instead of forty. ;o) "
if you're out of the stock, as you stated earlier, then why stick around on a message board in which you have no interest of?
"And I feel It has a little more in it before a reverse split (if inevitable?)"
the reverse split is not what will harm your position in mjet. what will harm your position is the severe dilution. also, how do you know when the merger goes through and the dilution occurs concurrently?
show you the facts? aren't the 8k and the email from keating "the facts"? do you still think that if the merger goes through, there will not be severe dilution? if you don't believe the 8k, then why won't you believe keating?
blue horseshoe: "show me the facts?"
also, why is your message "show me the facts" with a question mark?
"There is also still easy opportunity for those of you who have just bought. At this moment in time, MJET is a pure speculation play. Play it for the swings that will come. " Quote from http://www.ragingbull.lycos.com/mboard/boards.cgi?board=MJET&read=270
This is PURE speculation play, especially if the only information that is available is SEC filings. And I feel It has a little more in it before a reverse split (if inevitable?). Its a position.
Show me the facts?
you may do with your money what you please; however, i think it is awfully foolish to buy stock in a company that you know will be diluted by about 700,000,000 shares. you are playing russian roulette. the bullet in the chamber is the merger and the resulting dilution. you have no idea how many spins of the chamber you can get away with until the inevitable happens.
"Ever wonder why fund managers can't beat the S&P 500? 'Cause they're sheep, and sheep get slaughtered." -- Gordon Gekko
(from a friends signature)
(:
I don't have the cash to get more. I'm very very small time. I do this for fun during lunch and while my computer is simulating. (:
I actually picked up more. When everyone is selling, in panic, screaming the end of the world is coming, i find that's a good indicator to buy.
I think I'm sticking around. I'm in it for the ride and fun anyway. As long as it doesn't drop below $0.15 I'm in profit.
email from keating senior. the outstanding share count will increase to over 700 million. out of mjet. no thanks.
No problem if you question the authenticity of my e-mail, afterall this is a message board. I hosted it, so you can view it here: http://img183.echo.cx/my.php?image=keating5qv.jpg
Either way, in both e-mails he seems tight lipped.
blue horseshoe, i am baffled by your response from tim keating and my response from tim keating, which i received this evening. i'm not exactly questioning the authenticity of your posted response; although, tim keating's final statement in the response that i received does not completely coincide with your response. on the other hand, if i look at the compositional styles of each of the responses, it is noted that each response employs a parenthetical statement, which would not be normal for so few sentences, and also correctly employs commas after introductory adverb and prepositional clauses. please, blue horseshoe, do not misinterpret my concern for authenticity as being categorically incredulous.
by the way, why would tim keating offer a blanket statement that keating investments, antik, and, especially, mjet have no further comment at this time? why is he speaking on behalf of mjet and antik? also, if he has not "spoken to a single person," then why would, or how could, he be speaking on behalf of keating, antik, and mjet?
your response from tim keating:
As I am sure you can appreciate, we can only point interested parties to
the 8-K filed by MJET with the SEC on March 24, 2005 which describes the
Letter of Intent entered into between Antik Denim, LLC and Marine Jet
Technology Corp. Neither MJET, Antik Denim, LLC nor Keating
Investments, LLC (or any of its affiliates) has any further comment at
this time.
my response from tim keating:
From : Keating, Tim <tk@KeatingInvestments.com>
Sent : Tuesday, April 12, 2005 2:27 AM
To : "XXXXX XXXXX" <goosemeister@hotmail.com>
Subject : RE: MJET Shareholder Question
Kevin Keating (my father) is the President of MJET and the sole
authorized spokesman for the company. His direct telephone number is
(772) 231-7544. For the record, I have not spoken to a single person.
ROLCENTRAL...
Is this what you are looking for ?
http://www.ragingbull.lycos.com/mboard/boards.cgi?board=MJET&read=270
Dick Milde
It's all in the 8K...
They will issue enough shares to the buying company so that current shareholders will own about 3.8%. That means they will have to issue around 720 million for a total of 740 million. How else are they going to assure they have 96% ownership ? It's a proven method to get rid of minority shareholders.
The reverse split will then put the outstanding back around 20 million shares.
Read it here: http://www.sec.gov/Archives/edgar/data/1139683/000114420405008890/v015064_8k.txt
This has been posted here and on RB several times. The only responses have been very negative and rude.
In a round about way what they are telling you is that what you are currently holding ( in total ) is only worth about 3.8% of the total. Actually it may be worth more but won't be after they are finished making their "adjustments". What they are doing is perfectly legal but is rotten enough that it should be against the law.
Dick Milde
blue horseshoe, i would still like to hear your opinion, in light of the numerous predictions of dilution and a reverse split.
guys...
shoot me an email at hokiehead24@yahoo.com (temp email)and I will forward you the message.
i take everything posted as opinion and speculation. i've seen no concrete evidence from the company to suggest anything anyone has said as being fact. I posted the e-mail reply from keating and as you read, he was very tight lipped.
hmm, that's funny. My post I wrote on Friday has been removed so it seems.
Friday April 8th I wrote:
Hokie, Scrup...
Guys, I am the biggest fan. For those who don't know me, I was (and still is) a big fan of the product, and the proscpects of Antik.
I was watching "Fran" tonight (an eve show) and what did I come across? Fran Dresser in an pair of Antik Jeans!
I have to say, I elected to sell today at .53 from my entry of an average of .10 because I diligently persued the available data out there on the trac of MJET.
Frankly, I was blind to the RS possibility. But on further discovery, I feel this is a distinct possiblity.
Reference: dickmilde's posts here (only 2) and you will see what is about to happen; (once, and if the merger is finalized) it's there in plain english:
"In the exchange, we will issue shares of our common stock to Antik Members in such amount so that, immediately after giving effect to the acquisition, the Antik Members will own in the aggregate 95.8% of our issued and outstanding shares of common stock on a fully diluted basis....
...our current stockholders are expected to own approximately 3.8% of the issued and outstanding shares of our common stock after completion of the transaction with Antik, on a fully diluted basis...
dickmilde went on to say...
"If current stock holders have 28,122,570 shares and that will represent 3.6% then we can expect enough shares to be issued so that the total number of shares = 740,000,000."
>>>>>>>>>
I agree with dickmilde (after long deliberation) that this is the case. I have read hundreds of 10-K's, but with this one (i.e. Elvis connection, etc.) I ignored the real data.
Rule #1 NEVER FALL IN LOVE WITH A STOCK.
Just fair warning for those of you who have been on this ride up with me.
There is also still easy opportunity for those of you who have just bought. At this moment in time, MJET is a pure speculation play. Play it for the swings that will come.
Monaco
if you go to http://www.keatinginvestments.com/transactions.html , you will find that a large split on the date of, or just before, the merger is quite common. you will find a lot of drastic splits among the companies listed.
lmii: 88-1
Remember guys, I also mentioned that there may be a few more swings in this stock left before the announcement. Just beware they may announce completion and an effective reverse split in the same swipe, same day.
Not to say this is a bad company who is the potential aquirer. Antik has the same potential as TRLG and AEOS. But the trading of late has been pure speculation, and it will take time for it to stabilize. I can't say how many times I was bashed for writing my "head-up" email last week.
I will be watching for the right entry point, and perhaps add some to the 401k after the merger and related events are completed.
Monaco
bluehorseshoe, so what is your take on the posters who have stated that they have talked to keating, who said that the outstanding share count would exceed 700 million?
bluehorseshoe, so what is your take on the posters who have stated that they have talked to keating, who said that the outstanding share count would exceed 700 million?
PLEASE - I would also like a copy of the e-mail lynnscalzo@yahoo.com
I e-mailed Keating as well, this was the reply:
Keating, Tim <tk@keatinginvestments.com> to me
More options 6:21 pm (4 minutes ago)
As I am sure you can appreciate, we can only point interested parties to
the 8-K filed by MJET with the SEC on March 24, 2005 which describes the
Letter of Intent entered into between Antik Denim, LLC and Marine Jet
Technology Corp. Neither MJET, Antik Denim, LLC nor Keating
Investments, LLC (or any of its affiliates) has any further comment at
this time.
Timothy J. Keating
Keating Investments, LLC
5251 DTC Parkway, Suite 1090
Greenwood Village, Colorado 80111-2739
(720) 889-0131
(720) 889-0135 (Fax)
tk@keatinginvestments.com
www.keatinginvestments.com
Click here to visit our Web site www.keatinginvestments.com
Keating Investments, LLC is a Colorado Registered Investment Advisor.
All securities transactions are conducted through Keating Securities,
LLC, a member of the NASD and SIPC. Keating Investments, LLC accepts no
liability for any errors or omissions arising as a result of this
transmission. This message is intended only for the use of the
individual or entity to which it is addressed, and may contain
information that is privileged, confidential and exempt from disclosure
under applicable law. If the reader of this message is not the intended
recipient, or employee, or agent responsible to deliver it to the
intended recipient, you are hereby notified that reading, disseminating,
distributing or copying this communication is strictly prohibited. If
you have received this communication in error, please immediately notify
us by e-mail, telephone, or facsimile. Further, pursuant to Securities
and Exchange Commission and National Association of Securities Dealers
requirements, all incoming and outgoing email of Keating Investments,
LLC is subject to review by its compliance department.
I would like a copy of that e-mail Hokie. Send to gordongekko@gmail.com
hokiehead, please, please feel free to forward keating's email to me at my email address, which is goose_21@yahoo.com. in advance, thank you very much. i should have gotten out today. ;o(
goose
icde..
What are your thoughts on posting such a reply from a company president? I am not too fond of it. I am not the type to email someone from a company and post their response all over BB's. I gave a temp email address I use over at RB earlier. Email me there if you want a copy of the email.
HokieHead: Good luck on your decision.
I will be in it awhile longer. I don't have enough money in it to get bent out of shape and if it drops to 20 or 3 cents its a lesson learned (:
feel free to post your findings here. i think the people in this forum might be better suited to read your email and form their own opinions than what I have seen at ragingbull. The bashers haven't found our little hiding space (:
You seem to have all the answers..
50 cents to 3 cents? Doubt it. Even if o/s rose to 700 million and it was announced pre/post market, WORSE it would do is drop the 20 cents, half of a TRLG market cap. I can still sell for a profit. :)
I'll take my chances. Curious dickmeade, why are you so concerned about MJET? Are you trying to talk it down to get in at lower level or are you looking to help others manage their money? If the latter is the case, trying to drum up business on a penny stock board is pretty lame.
The filing will come out before the market opens and the bid will be 3 cents
Dick Milde
good point. They probably can. The question is will they? Believe me, I will have my finger on the trigger the minute a filing comes out.
so are you saying that mjet can't increase the authorized share count after the merger? when mjet becomes (antk), can't they increase the authorized share count?
How is this:
This post from paulpaps on RB sums it up:
By: paulpaps
09 Apr 2005, 04:36 PM EDT
Msg. 312 of 316
Jump to msg. #
If Antik wanted to..
raise the authorized, reverse split, dilute, do this and do that, they would have never entered in agreement with a clean, well kept shell, such as MJET. Instead, they would follow the Frank Olsen way of buying a dirty, unkept shell. They would purchase something a lot cheaper that they could mismanage, if that was their intention, simple as that!
MJET on a "fully diluted" basis is 45,000,000 shares, that's all! that's what is authorized. I don't see a filing stating they've raised the a/s, so these figures being thrown out of 600 million to nearly a billion o/s are completely asinine!
Now, let's say they do increase the o/s to the fully diluted 45 million shares, Antik would own 95.8% of that. The available trading float is what matters, so this increase of o/s will not impact current shareholder. If you haven't noticed from Thursday and Friday trading, two market makers specifically OPCO (Oppenheimer) has been very aggressively buying on the bid. OPCO is a leading national investment boutique that provides financial services and advice to HIGH NET WORTH investors, individuals, businesses and institutions. OPCO is NOT retail. On the ask side, you have NITE, which seems they are unloading their inventory to keep the pps down, for the time being. So what's going on?
It is my understanding Guez & CO. is buying remaining shares in the open market to fulfill their ownership. I'm sure we'll see some form 4's soon.
Bottom line: there will be no reverse split, no ridiculous dilution. Those who hold will be greatly rewarded, IMHO.
hokiehead, you continue to respond with the same post on ragingbull, stating that that there will be "no reverse split, no dilution." how, then, do you explain that the current mjet shareholders will own 3.8% of the merged companies? there is no 3.8% figure anywhere in the current share structure of mjet. there is no figure that i can find that is 3.8% of the common shares authorized, common shares outstanding, or any other variable. if there is no current relevance of 3.8% in relation to the current share structure, then the 3.8% figure must have relevance only after the merger.
until someone can adequately address the comments i have just made, with an outcome that is still positive for the current shareholders, i will be forced to discount the overly optimistic posters who still fail to address the 3.8% figure. unfortunately, the only idea that makes any sense in regard to the 3.8% figure is that mjet will be diluted/reverse split to an amount that will be damaging. I'M NOT LOOKING FOR SOMEONE TO REHASH THE DILUTION/REVERSE SPLIT THEORY. i'm looking for someone who sees a bright side to the post-merger to explain the 3.8% figure.
Antik denim seems to be very popular
http://www.eluxury.com/ > search Antik Denim.
Try to purchase the Western Flare Jean, Dark Wash for $242.00.....
....oops
"We're sorry. This product is currently out of stock. For more information, please contact Customer Services at assistance@eluxury. com or 1.877.890.7171"
:)
Isnt the 3.8% the float:
6.8 mil (float)
_________________________ ~4.1%
6.8 mil (float)+ 21.3 mil
I could be way off... please correct me.
from:
keatinginvestments.com/downloads/MJET_Profile.pdf
Read the 8K at the SEC web site...
Current shareholders ( 28 million shares ) are going to own 3.8% of the company. If 28 million is 3.8% of the total how many shares are they going to issue? Hint: 3.8% of 740 million = 28 million.
That's why there will be a massive reverse split to bring the O/S count back down.
From the SEC 8K...
After the
payment of certain transaction related fees (including the issuance of the
Company's common stock to certain finders and advisors), the current
stockholders of the Company are expected to own approximately 3.8% of the issued
and outstanding common stock after completion of the transaction with Antik.
The completion of the acquisition is subject to the negotiation and
execution of a definitive acquisition agreement, the delivery of financial
statements of Antik prepared in accordance with generally accepted accounting
principles in the United States of America, and the approval by the Company's
board and stockholders of the acquisition, a corporate name change, an increase
in the Company's authorized common stock and a reverse stock split to be
mutually determined. Subject to the satisfaction of the above conditions and
other customary conditions, the acquisition is presently expected to close in
the second quarter of 2005.
http://www.sec.gov/Archives/edgar/data/1139683/000114420405008890/v015064_8k.txt
Somebody show me where it says that it will be different. Provide the link so I can read it. Thanks.
Dick Milde
again, where does the 3.8% factor in relation to share count?
Capital Share Structure:
http://www.keatinginvestments.com/downloads/MJET_Profile.pdf
Common Shares Authorized- 45,000,000
Common Shares Outstanding- 28,122,570
Preferred Shares Authorized- 5,000,000
Preferred Shares Outstanding- 0
Shares held by Affiliates- 21,306,500
Shares held by Non-Affiliates- 6,816,070
Outstanding Options and Warrants- 0
Record Shareholders 86 record holders (plus approximately 276 beneficial owners)
no reverse split, no dilution!
21,306,500 shares held by affliates & 6,816,070 held by non-affiliates (the float)
then again, won't be a split of the shares be inevitable? if the current shareholders will own 3.8% of the merged companies, and if the current shareholders own 28 million shares of mjet, won't the outstanding share count of mjet after the merger be 740 million?
----
Under the transactions contemplated under the Letter of Intent, the Company will acquire all of the outstanding membership interests in Antik from Antik's existing members ("Antik Members"). In the exchange, the Company will issue shares of its common stock to Antik Members in such amount so that, immediately after giving effect to the acquisition, the Antik Members will own in the aggregate 95.8% of the Company's issued and outstanding shares of common stock on a fully diluted basis. At the close of the transaction, it is contemplated that a new board of directors will be designated by the Antik Members and that the board will include one member to be designated by Keating Reverse Merger Fund, LLC, the Company's current principal shareholder. After the payment of certain transaction related fees (including the issuance of the Company's common stock to certain finders and advisors), the current stockholders of the Company are expected to own approximately 3.8% of the issued and outstanding common stock after completion of the transaction with Antik.
I would like to read a different explanation of how this is going to get done. The SEC documents are the only source of information that is considered reliable. Please refer to specific text in the SEC documents that leads you to believe this will come out different than I described. Thanks.
Dick Milde
WAYYYY OFFF....
There is no way current shareholders will be diluted 35/1. If that were the case why has the stock risen and not dropped like a rock?
You shall see...
goose... About the reverse split.
The reverse split is required because the private company that is going public via the merger needs to own most of the outstanding shares. They do this by issuing a huge amount of shares to the new owners so that they have 95-96% ownership. Because existing shareholders have about 28 million shares the amount required to be issued is around 740 million. This would result in the current shareholders owning about the 3.8% that was stated in the announcement.
After the shares are issued do a 1 for 35 reverse split and you're back to around a comfortable 20 million outstanding. Current share holders get screwed in the process because you won't have very many shares left when it's done.
See the following links:
http://www.ragingbull.lycos.com/mboard/boards.cgi?board=MJET&read=84
http://www.sec.gov/Archives/edgar/data/1139683/000114420405008890/v015064_8k.txt
Dick Milde
over on ragingbull, it seems that all the talk has been about a possible reverse split. again, i'm a fledgling investor learning about the market. anyways...
doesn't a reverse split occur so that the low price of the stock does not scare off prospective investors? isn't it because higher priced stocks are perceived to be less volatile that a reverse split would be possibly advantageous for a company? the price per share is now at 40 cents. with news of a merger with antik, should not the price move into a stratum that would naturally appeal to many investors, which, therefore, would nullify the worthiness of a reverse split? surely, all the parties (mjet, antik, keating) are anticipating a reasonable increase in the price per share if the merger goes through, right?
another reason for a reverse split would be that dilution has increased the outstanding share count to a figure too high, right? if mjet/antik dilute the share count, to whom would the diluted shares go? would an investor relations firm be a possible recipient of these diluted shares? and would the said investor relations firm receive so many shares as to warrant a reverse split anyway?
again, my questions may be too simple. i don't know. it just seems that at the current share count there is no need for a reverse split. and isn't talking about a reverse split putting the cart before the horse?
Looks like Keating is at again with CYPC.
Monaco
i see a 4:02 canceled buy order for 30k shares at 43 cents. interesting. is there someone in indiana or arizona who didn't realize that his or her state does not have daylight savings time? lol.
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