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What would you have me address???? Those preferred shares are IN ADDITION to the common shares?
You just arent getting it are you?
I have read your posts. People should read what you have bolded.
However they should also read the rest of it because it is more important to actually understand what is going on here.
In order to even buy that preferred stock that you keep going back to, the company has to issue a put.
Ya with me here?
Ok good. The conditions necessary for that are listed in section 2(c).
Following along still?
In 2(C)(iii) it lays out very cleary where the dilution is hitting hard.
The company's debt is being converted into shares of common stock after it is assumed by the investor.
GOT IT?????
also of importance....
(D) ISSUANCE OF SHARES. The Company has reserved (or will reserve prior to each transaction) sufficient shares of the Common Stock underlying the Preferred Stock for issuance pursuant to this Agreement, which have been duly authorized and reserved those shares of Common Stock for issuance pursuant to this Investment Agreement. Upon issuance in accordance with this Investment Agreement, the Securities will be validly issued, fully paid for and non-assessable and free from all taxes, liens and charges with respect to the issue thereof. In the event the Company cannot reserve a sufficient number of shares of Common Stock for issuance pursuant to this Investment Agreement, the Company will use its best efforts to authorize and reserve for issuance the number of shares of Common Stock required for the Company to perform its obligations hereunder as soon as reasonably practicable.
(U) DILUTIVE EFFECT. The Company understands and acknowledges that the number of shares of Common Stock issuable upon conversion of Preferred Stock pursuant to this Agreement will increase in certain circumstances including, but not necessarily limited to, the circumstance wherein the trading price of the Common Stock declines during the period between the Effective Date and the end of the Open Period. The Company's executive officers and directors have studied and fully understand the nature of the transactions contemplated by this Agreement and recognize that they have a potential dilutive effect on the shareholders of the Company. The Board of Directors of the Company has concluded, in its good faith business judgment, and with full understanding of the implications, that such issuance is in the best interests of the Company. The Company specifically acknowledges that, subject to such limitations as are expressly set forth in the Investment Agreement, its obligation to issue shares of Common Stock underlying the Preferred Stock pursuant to this Agreement is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other shareholders of the Company.
Look. I am trying to be polite and walk you through this.
(C) CONDITIONS TO INVESTOR'S OBLIGATION TO PURCHASE THE PREFERRED STOCK. Notwithstanding anything to the contrary in this Agreement, the Company shall not be entitled to deliver a Put Notice and the Investor shall not be obligated to purchase Preferred Stock at a Closing (as defined in this Section 2) unless each of the following conditions are satisfied:
(I) that weighted average daily trading volume for the 30 days prior to the notice of Maximum Put Amount is at least $40,000 average daily volume, and that weighted average daily trading volume for the 30 days prior to the notice of Minimum Put Amount is at least $20,000 average daily volume;
(II) the closing bid price is not less than $.002 on any day for any three consecutive days during the 30 days prior to the notice of the Put Amount;
(III) the Investor shall have, in a private transaction, assumed at least Twenty Thousand Dollars ($20,000) with respect to the initial purchase, and thereafter Thirty Thousand Dollars ($30,000) of the Company’s debt thirty (30) days prior to the Put and the debt is converted into Shares and the Shares underlying the debt are delivered to the Holder’s account;
Now if you would stop being so stubborn you will see that in order for the company to be able to send a put to even have the bolded stuff you love to repost even come into play, the investor has to assume 50,000 worth of debt. This 50,000 will be converted into common stock immediately.
This is above and beyond the preferred stock which can be converted into common in the future.
Those phrases mean something yes, but not what you think.
In order to even get to the step you have bolded, what I copied and pasted for you must occur first.
look in section 2(C)(iii)
Let me guess. You wont look.
also if you want to try and find a positive in this, they obviously expect their share price to stay above .002.
If it doesnt, they cant even send a put.
If you dig a little deeper you will see what I am talking about. Here are some important parts...
(III) the Investor shall have, in a private transaction, assumed at least Twenty Thousand Dollars ($20,000) with respect to the initial purchase, and thereafter Thirty Thousand Dollars ($30,000) of the Company’s debt thirty (30) days prior to the Put and the debt is converted into Shares and the Shares underlying the debt are delivered to the Holder’s account;
“ Shares ” shall mean the shares of the Company’s Common Stock.
and lets cut the BS about conspiracy theories here. A proxy? If you cant handle rational discussion, go to the yahoo boards.
ok so i did some more reading of the 8k.
Two points.
1. The debt thing is nothing bad. Basically it just says that the investor will pay the money either directly to the debtholder or it will pay the money to Artfest and then require artfest to pay the debt. No biggee here.
2. The dilution is spelled out clear as day in the 8k. Let me clarify...
The 8k lays out an agreement where the investor (sunny side) will basically buy big chunks of stock from the company. In $50,000 to $200,000 dollar increments up to a total of $5,000,000. At the time of this agreement the company had 410,000,000 shares O/S. Well if the authorized is 500,000,000 that left only 90million shares. 90 million shares at a price of .002= $180,000.
Where is the other 4.8million dollars worth of stock coming from?
Yes. Dilution. Unfortunately without a big pop in PPS we could be looking at as many as 2.5 billion A/S with about 2billion O/S eventually.
NO.
Captain Jim is being a little overzealous. Nobody likes dilution, but it is legal. That 8K is worded very strange too. It is possible he is misinterpreting it.
I will read it again and see if I can make heads or tails of it better.
well they also get big chunks of the shares here an there as well as options for them. believe it or not if you read the filings there have been occasions where some of those guys transfer their shares or give them back, but retain voting rights.
They also make pretty good coin from selling these new shares.
So for example lets say one of these guys owns 5,000,000 shares and there are 100,000,000 shares out there. Then the company wants to dilute, which will reduce his percentage ownership. So now there are 200,000,000 shares out there. His percentage was cut in half. However the company can now pay him 10,000 more dollars that year. Well $10,000 is a lot of shares.
The company can also use that money to acquire future money making businesses which will of course make the PPS climb so all in all he does fine.
No decrease in voting share, more money in pocket, and stock PPS does fine.
so if tomorrow EXPH climbs will the chart say that we are headed up?
dont mean to be rude but some of the Tech analysis comments crack me up.
I dont need a stock chart to tell me that if the price is rising that the price is rising.
There is no legal issue. They can simply do it. I am trying to find out if they would be required to have a vote if they did not have the required 50%. Looking back at almost every SEC filing, which I highly recommend anybody with a lot of money invested do so, they have never had a vote to increase shares and they have done it many times. The 10k filing in march of 2008 had the number of A/S at only 40,000,000!!!
That is a crazy amount of increasing in a very short time frame.
Some very strange things in those filings too. Larry ditto once paid 50,000 for 500,000 shares of common stock. I am sure he is not too thrilled with that one, lol.
do tell please
Well I can assure you of one thing, when I call a TA and they are gagged talking to me is like taking 100 calls!!
"As of May 14, 2009, the Registrant had 261,763,003 shares of common stock outstanding."
From the 10Q for 1st qtr.
So it is OK that they are at 413 million not 261mil, but nobody believes me when I said they went to 676 million with 1 billion authorized?
BTW I have never said sell. I told everybody exactly what I did. I admitted I sold half my shares at .0017 and even said I would send anybody confirmation of that trade if they PM'd me. The price actually went up literally almost immediately after and I even admitted that I had obviously made a mistake to panic sell so fast. I even told people to pm me their email or phone number and I would call them and tell them exactly how I found out, which btw was actually super easy I just didnt want the loophole closed so I didnt want to publicly release it in print.
I told people to call the TA and told them what to say. So far only laura (who slammed me initially) has called and did in fact verify that I was right about the shares being moved to 1 billion A/S. She said she forgot the O/S number but figured she would give me the benefit of the doubt.
I have maintained all along that the earnings will determine where this stock goes. The share structure just matters because it obviously caps the run somewhat. I was expecting a bigger run. Now I know we wont get it I will not be adding to my position and that is why I reduced. I havent added one share since I sold half.
As you can see from my posts I own IFSL. That stock has a TON more shares than this thing and it ran to .004 twice. So share structure is obviously not the end all be all.
The dilution is important because it can skew financials too.
Just know what you own and study the situation closely. I await the 10q for two reasons. 1. people will understand I am not crazy. 2. I hope for a nice profit.
You can choose to not believe me if you want. Just understand that there is no reason to gag a TA unless you dont want information out there. They also have undergone massive dilution in the last two years. 62 million to 66 million to over 100 million to 261 million to 413 million (all confirmed) but yet my information of 676million with a gagged TA is crazy talk?
WHY GAG THE TA???? Have never heard one good explanation for this other than DILUTION!!!
Dilution is not the end of the world! The sky isnt falling! It is never good, but it isnt a death blow.
Good Luck to all.
According to that chart the O/S is over 413million btw.
9,500,000/ .023= 413,043,478
still lower than what it is, but at least one place where you can find a bigger number than 260mil. A LOT bigger number.
well actually if you want to point things out please do it correctly and fairly.
"Join the thousands of people who sign up each day for myifs.com’s automated online services to:"
That says nothing about club members.
Could you please highlight where it says club members?
Thanks in advance.
I dont mind. It is good to post for people to be able to read. You never know who he might be swaying.
Let me just answer your posts, yet again just so I can watch you claim you never get answers again.
1. You claim they lie about their membership numbers- I will admit they arent 100% completely upfront about these numbers, but they didnt lie. They consider any of the people that sign up for free to be members. They also consider the people who arent active to be members. They dont say paying memberships. This is a very common advertising technique. As long as they dont lie, they are complying with the law. As long as kelloggs makes claims that they help you lose weight and help you have a healthy heart, I am going to pretty much take advertising with a grain of salt. If I didnt buy stock in any company that used tricky advertising, well I would have few companies to buy stock in. Maybe zero. Pick a stock and I bet I can find something.
2. You made a big deal that Bracknell Shore was owned by Brian Jensen and closely linked.- Uh so??? Do you make a big deal when Smith Barney gives a buy recomendation for Citigroup stock? Please provide info to where they say that Bracknell isnt owned by him?
You repeat the same two talking points, over and over.
we believe you. the real question is have you sold one million?
no offense taken by any parties I am sure. I got a good laugh out of it. Hopefully they release it a bit sooner. I find myself checking pinksheets way too much
i figured they didnt have any substance and it was just the same points again. Just wanted to make sure you hadnt uncovered any real dirt about them. You know DD and all.
i think you might need a new chart ;)
could you please post some info about these shady deals you speak of? If you are going to throw it out there, I would like to hear more please.
not how it would happen. If this is what was occurring it would knock off the bids. That isnt happening. These are prearranged 100%.
We dont know what exactly they mean, but they are definitely outside the normal trading scope.
Could this just simply be a repositioning of shares between MM's?
Maybe something fell through where a MM ended up stuck with way more shares than they wanted? The other MMs would have motivation to cooperate because a few MMs controlling a huge interest in a stock poised to move would give unfair leverage.
On the flips side it would be helpful for a MM to unload some of those as to not have too many eggs in one basket.
This thing is going to take some time to run. Just be patient. Right now this company is struggling to gain its identity. As soon as it does and the string of PRs is focused on mining investors will latch on.
They have the right plan in place. That last PR was great. As soon as there is a real info PR this thing will blast off.
I suspect though we will linger around here until the divvy day gets near. If we dont see some action on MXMI trading by then, I honestly kind of hope they just leave it alone.
"If their best ask was .013 and got filled then the next person in line moves up. .0129 or .0128. The same with every MM."
I agree here except you have it backwards. only their lowest ask is shown. Not their highest. Lowest ask=best. Otherwise we would see all the asks at 1buck.
"the only item that is going to help the ARTI PPS is revenue"
very excellent point. If ARTI posts a nice profit and increased revenues this stock is going up. I think we can ALL agree on that.
ok got a little more info on the court cases...
That was in fact the state court i linked to.
The federal case as far as I can tell exists because Laidlaw argues that in order to be in compliance with the federal requirements they obviously do not create too much smoke, which is what ellicotville claimed was their reason for denying the application.
So basically Laidlaw says hey people. If we comply with the fed guidelines which are in place, and you have no official guidelines in place, then the federal guidelines should officially become the ellicottville guidelines.
Turning down their application based on what are esentially opinion formed guidelines is a violation of federal law (at least thats what they are trying to prove, I am not saying one way or another).
Does that make sense? I hope I explained that right.
that is actually only 6 million shares changing hands. theyu would have to trade back for it to be 12 million, which is what the poster asked in here the other day.
could definitely be that there are two court cases. That one I linked to though is the appellate court which upheld the ruling that the case be dismissed.
i disagree with how this went down. The ask is a list of sellers, not buyers.
When a buyer decides to buy he will buy at the lowest ask. The next ask in line is higher not lower. Ask is arranged in order from lowest to highest, always.
Somebody doesnt sit and watch and see that a sale just went through at the ask and then decide that they now want to quickly submit their order with an ask lower. It obviuously can happen, but it doesnt really fit with standard buy low sell high logic.
Obviously it can happen, but the more likely scenario is an MM that wants to keep the price down would see this upward movement and want to squash it, so the MM would then immediately put the ask at below what they just processed an order for.
I think that is what is happening here. Not that we are seeing all these immediate entries of orders when a sale at the ask occurs.
"The ask was then lowered to $.0128 to see if a buyer would step up.
Simple. If the $.0128 was bought, the ask would again move back up."
your own statement contradicts what you are arguing happened here. So when a buyer buys at the ask at .013 it goes down, but when a buyer buys at .0128 it goes up? Huh?
http://www.nycourts.gov/ad4/Court/Decisions/2009/03-20-09/PDF/0041.pdf
does this have any significance? Has it been moved to a new court?
I dont think your info is correct about the ellicotville project. I think that suit is dead.
The future here is with the berlin project, which is fine. More than enough money to be made there.
he was talking about the ask, not the bid. The next ask in line is never below the last ask.
Unless of course somebody submits a sell order at that exact moment.
looks like 8s may be up.
I really hope you are wrong. If we are trading at a 50% discount, then I should have sold at .02 and moved on long ago.
I find it hard to believe that people are holding in here through this just to be able to get .026.
10q. We can talk after that. Or after you stop being too lazy to pick up a phone.
Lets just hope for profit to offset the dilution.
thats what I thought.
until you actually call the TA like laura did, you should probably stop pretending like you have any facts to back up your claims.
Please provide a link to where I said dont buy. Thanks in advance.