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5.3 BUYER'S STOCK.
(a) The authorized capital stock of the Buyer consists of 200,000,000 shares of common stock, $.001 par value per share, of which 62,157,721 shares are issued and outstanding as of the date of this Agreement, and except for such shares, there are no shares of capital stock of the Buyer outstanding. There are options see Exhibit D ("FHAL Financials"). In addition, there are 10,000,000 shares of capital stock reserved under the Fronthaul Group Inc. Compensation Plan for Outside Directors.
(b) All of the issued and outstanding shares of capital stock of the Buyer are duly and validly issued and outstanding and are fully paid and non-assessable, except to the extent otherwise required by the Delaware General Statutes 53-42 or other applicable Law, and none are subject to preemptive rights. Shares of the Buyer's Stock to be issued in connection with the Merger have been duly authorized and, when so issued, will be fully paid and non-assessable, and will not be subject to preemptive rights.
.3 CAPITAL STOCK; SUBSIDIARIES.
(a) The authorized capital stock of the Company consists of 100,000,000 shares of common stock, $0.001 par value per share, of which 48,898,637 shares are issued and outstanding as of the date of this Agreement, and 20,000,000 shares of preferred stock, $5 par value per share, of which there are no shares issued and outstanding as of the date of this Agreement. Except for the 48,898,637 shares of common stock referenced in the preceding sentence, there are no shares of capital stock or other equity securities of the Company outstanding.
But look,
the value of a public company is based upon future revenues, and earnings, of which CVSU does not have currently, without contracts. It doesn't make sense to me, that they can be publicly traded at book value, it makes more sense, that they are not really worth hundreds of millions in Market Cap and that is why they are a good fit for FHAL. They can merge, one for one, and grow together, and actualize real value in time.
As far as this legal contingency concerning 15 dollars per share, someone should call them, the SEC, or a business attorney, and get a better oppinion. Could it mean something else?
HAVE
"This Merger will greatly benefit the shareholders of FHAL and CVSU, and takes the corporation one step closer toward our long-term goals," stated CEO Rufus Paul Harris.
"This is a fantastic day for the shareholders of the Fronthaul Group, Inc. The management mindset has always been to increase shareholder value, I believe this next phase in the evolution of this company will maximize shareholder value in the most effective and efficient manner possible," says Mike Alexander.
For him to say something like this, and not be an absolute liar, he must have a business sequence in mind, that will create this value. I don't believe a 1 for 100 reverse would accomplish this.
HAVE
If FHAL did a 1 for 100 reverse split, each share would be 20 bucks, and there would be 620,000 shares. For some reason, it doesn't make sense that this is what they will do. Rufus said there wasn't a split planned. If there is not one planned, than something must be planned if a 15 dollar watermark is required. I don't see that they plan to drop the merger, because the Amazon project is very profitable, and perfect for CVSU, and I don't see FHAL having the cash to make up the difference. Rufus appeared to make it very clear, that everything was going to stay as it is, so that leaves just paranoia to our part. If there is a history of Reverse Merger arbitrage, where stocks go up 1,000 percent or more, than we are probably sitting in the same position. What is realistic here?
HAVE
Oh I filled at .205 alright!
p.s. DIGIWENCH
are you kidding?
<OT: Wow, PAIV up 130%? Whazzup with that?
Did someone just nominate them as "it" today...and they got hit with the money stick?>
just and see what this stock does on no news, for all those smart enough to hold
HAVE
the enzimes are on its way, to digest that new food we ate yesterday, called reverse merger arbitrage. This company is going to a dollar, easy...
hopefully they can at least walk it down to my .20 filler-up
hopefully they will be asking that about FHAL tomorrow...
just fill up them revenues, Rufus, that's all that matters!!!
I'm not judging the company at all based on the interview, after all Mercury is in retrograde... "uh log? did someone say something about a log?" --Rufus
I just like to laugh about it.
yah and it's hard to believe that the CEO we heard today is managing a company of such aptitude , any thoughts on this???
30k long
CVSU isn't going to have a problem with revenues, with all that hard wood and $ credits, not to mention asset backed or mortgage backed securities, and all those other businesses they are developing, that stuff makes money, they also don't need to dilute, they have 90% credit against a 500 million dollar bond!!!!!!
The more I look at this business, the more it makes sense.
overall I think this company is doing great things. the merger looks sharp!! they are a great match for each other, I think CVSU is looking to get public value out of their own shares. I think both FHAL and CVSU are confident their own stock will go up big time$$$. they are an equal match, the Amazon deal is $$$ and that's why CVSU want's them.
the interview was horrible, I couldn't believe the CEO represented a company that looks so sharp on paper and has such great ideas, but this won't affect the market for long, I don't care if he doesn't have much to say, what matters if they know how to do business and make money, so far, they have captured some very profitable businesses, and their merger looks sharp.
for all the people that paid 30 cents and holding, I think there is a cloud around this stock, when it clears the sun will be shining, and strong.....
yah, Israel is bombing runways in different countries, Iran's hiding its nukes, pipe lines are blowing up...
who has time to figure out this cryptic merger??? it looks great, but who knows? Mercury is in retrograde, people can't communicate now.... there's gliches,
the CEO comes on.. "ah log? somebody say something about a log..?" that doesn't help much...
HAVE
what's the link?
also, it's a bad day for the news, stock market, oil, war is breaking out, we are living in a little bubble here trying to save logs in the Amazon. $$$
Still news to come for the Amazon contract.
someone should get in touch with CVSU and suggest they hire an IR person, I could feel that the stock was ready to launch to its real value, but the market found the interview to be more obscure than the merger terms and the new company's position...
HAVE
Let's get real, this merger is because of the Amazon contract, look at CVSU's other businesses, why else would they merge? Maybe they won't go to book value, but probably to 3 or 4 dollars. It's happened before. There are other pink sheet stocks that have gone from .10 to 5 dollars in a short period of time (well, I can think of one example, but I'm sure there are others).
HAVE
the analyst valued FHAL at .40! without Brazil, and without CVSU! .90 cents should be a fair base for this stock
HAVE
Is there going to be dilution
is FHAL going to issue more stock to swap for the other company's stock
there must be a catch!
what is it?
HAVE
I support you on that
I sold too early, but still holding
317-213-7700
678-255-7650
770-420-8270
It's hard to get anyone. But read the SEC filings. I can't understand what's going on, with all this blood rushing to my head, and dollar signs floating around my eyeballs
HAVE
Called in,
we are going to trade under the FHAL symbol (combined company),
but the article says: The surviving entity will be Conversion Solutions, Inc.; FHAL day to day operation will cease immediately, and the company will operate as CVSU to include the Director and Officers as follows;
What's the catch here? While everyone is taking the rest of the day off, who's around to do some DD with me, and figure what this stock is going to be worth....
I got my name thehavenots, by taking the day off, when I thought bets were golden,
if this stock goes to 7 bucks or whatever people are implying, i'll change my name to littlemrmoneybags
have
WHAT DOES THIS ALL MEAN!!!!
WHAT'S OUR STOCK WORTH????
yah,
what's the story here?
that new company looks valuable
Have
you must have bought my stock
Have
have you guys looked at BFRE.PK, just came out today,
I watched NVAO.OB take off from ground zero, this smells the same for some reason... there are 30 minutes left in the trading day
Have
As of July 11, 2006 2:12 PM
Pink Sheets BFRE $5.20 2.20 73.33%
Open: 4.50 Prev Close: 3.00
Day High: 7.00 Day Low: 3.90
Year High: 30.00 Year Low: 2.50
Volume: 402,039
Market Cap: $109,314,400
Outstanding: 21,022,000
Outstanding as of: July 07, 2006
Using these strategic assets, BlueFire intends to build a multinational company that leads the world in producing biobased transportation fuels. Its business will encompass development activities leading to the construction and long-term operation of production facilities while maintaining technological advantage of the process technology and all its improvements. In doing so, BlueFire expects to grow the company's revenues to over $10 billion per year domestically.
Just thought your inputs were interesting, and so I decided to look at the other stocks you follow. What do you think the chances are of this LOI not going through, since Corporate Shadow seems to have an issue with FHAL's track record?
Have
down it goes
but how long do you think it will take for them to sign the contract everyone was expecting as of now?
I was speaking more for all those 1.5 million shares traded yesterday before the collapse, and the people who bought in for the news, -- than just for me personally, I don't want to buy any more of this stock. I'm still put off by the company's website slogans... lol
Centin, what happened to JPHC?
I could be buying cheaper today than yesterday
but how long do you think this will take?
I'm betting it will go to 1.3$!!
yeehaawwww! Beaverpalooza Brazil! Rock on.....