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The Bid and Ask will change as soon as the market opens - OTCBB cannot be traded before the bell
Saweet
I live in Boston - Tons of immigrants, you should see the lines @ the 'Stop n Shop' for Western Union on Fridays - All of those people will be able to use their Cell phones - Thanks to Flint :D
On top of all that what you are missing here is...... What these companies do for Flint - They open up doors - They make it possible for Flint to move the company forward - To grow the company - To get into the banking end of things - Understand they now have so many different ways of expanding, and the best part is they don't have to pay a penny up front for it - A Phone card and Debit card in one - That's big stuff people. Send money Internationally per Cell phone - Brilliant!
Now the next part - Value for money
In effect we figured $9 Mil for both companies, payable in restricted shares - Given the share value of 0.004 per share.
To Put that in perspective:
Metavante Technologies recently
paid approximately $58 million for Nomad Payments Limited, a provider of prepaid and debit card processing and licensed software.
That's more than 6 times what Flint are paying for two companies!
Bottom line here guys is they got a great deal on the Acquisitions, whatever way you slice it. $9 Mil for both at a share price of 0.04, payable over 2 years with Shares that carry a 12 month restriction, so that means its in affect payable over 3 years - For those who don't know what 12 month Restriction means, it means that the holders of the stock cannot sell them for at least 12 months - So that ties up 750,000,000 for a year, per year - How than that not be a good thing?
Fridays have been good for $FLTT lately :)
Bid is building - 0.0047 just printed!
Thank you :D
Thank you bud - Appreciate it
Interview is now on our homepage
Thank you :D
Will do - As soon as we have it up
I know nothing about that - But sorry to the board about the airing glitch - we will have the full interview up on our site by 11pm tonight + we will air it again - wasn't a bandwidth problem it was a skype connection problem on my end - Again sorry
I'm the one doing the interview
No - I am an IRP - But not paid for this one bud
Interview with CEO now on http://www.stockgoodies.com/page/Radio
Nice call - and how true you are - There's always a winner and a loser in every trade
FLTT News!
Flint Telecom Completes Acquisitions of Debit Card and Payment Processing Companies Creating International Prepaid and Mobile Financial Powerhouse
marketwire
*
o Flint Telecom Group, Inc.
Flint Telecom Group, Inc.
OVERLAND PARK, KS--(Marketwire - 10/28/10) - Flint Telecom Group, Inc. (OTC.BB:FLTT - News), an International telecoms technology and services organization, announced today that it has fully completed the acquisitions of the entire issued capital of the debit card company -- Ingedigit International Inc. -- and the financial transaction processing company -- Gotham Ingedigit Financial Processing Corp. d.b.a. Power2Process. The appropriate certificates of merger have been filed with the State of Florida and each company will operate as separate entities within the Flint Telecom group of companies.
Ingedigit International Inc. is a U.S. based independent sales organization ("ISO") offering International pre-paid debit card services in partnership with international banks and other program sponsors, to offer debit cards and other related products to their customers. Included with the debit card services are additional value-added services allowing cardholders to share funds between existing cardholders, perform international fund remittance and link with Flint Telecom services to provide prepaid calling linked to their debit cards. All transactions are prepaid, thereby carrying no financial risk, and are fully compliant with U.S. and International money laundering laws, as well as counter-terrorism regulations. Transactions are practically instantaneous, available to the cardholder on a 24/7, 365-day basis. The Companies' current markets include the United States, Canada, Mexico, India, Central and South America, Gulf Coast Countries, the Philippines, expanding to the U.K., Africa, Sri Lanka, Bangladesh and the Pacific Rim. Ingedigit International will be rebranded in the coming weeks to enhance its international appeal and presence.
Gotham Ingedigit Financial Processing Corp., which will be renamed as Power2Process Inc., is a U.S. based advanced financial transaction processing and technology company, working with banking clients across the globe. It is a PCI and MasterCard certified, SAS-70 compliant financial transaction processing switch, located in the NAP of the Americas in Miami, Florida. Power2Process is in the unique position of having complete control of all its services, from applications development and processing to marketing and support, for a full array of back office processing including ATM and POS network integration and management. Using Power2Process solutions, clients can deliver 'own brand' financial transaction processing services, such as pre-paid products, virtual accounts, money remittances and other stored value services. Power2Process will operate as an independent business following the acquisition.
Prepaid services are among the fastest growing service industry segments globally. In 2007, The World Bank estimated that worldwide remittances exceeded $318 Billion. Independent research commissioned by MasterCard, estimates the U.S. market opportunity for branded pre-paid cards in excess of $440 Billion by 2017, a 400% increase over the market value estimated in 2009.
Bernard A Fried, President and COO of Flint Telecom Group commented, "Even though the Companies will operate as independent entities following the acquisitions, the combination of the existing technology and relationships of both these Companies, with the telecom and market experience of Flint Telecom, creates unique and powerful synergies that propel the group into new and exciting international markets and the high growth areas of prepaid financial services and mobile banking that are already seeing explosive growth around the World. We very much look forward to working with the dedicated staff at Ingedigit and Power2Process in bringing these capabilities together quickly and to building revenues and profits in these units this financial year."
Vincent Browne, Chairman and CEO of Flint Telecom Group, commented "As I stated at the time we announced the definitive agreements, I am extremely excited with the addition of these companies to our group. They are hugely significant acquisitions for us. Not only do they give us ownership of the complex technology required to deliver these services and a proven expertise in delivering financial transactions globally, they also bring a whole new dimension to our existing operations and service portfolios making us a truly international company. The world is going mobile and these types of transactions now suit the mobile device better than ever delivering convenience and costs savings to those groups who send money home frequently. Debit card usage is growing exponentially around the world and when coupled with our telecom experience and capabilities we expect to deliver some truly compelling and exciting applications to both our existing customers and to a growing global user base."
About Flint Telecom Group, Inc.
Flint Telecom Group Inc. is a fast growing Telecoms Technology Organization with a portfolio of companies that deliver next-generation IP communications Products and Services. The Company was founded by telecom and technology entrepreneurs with a proven track record in building global technology companies. Flint Telecom has grown both organically and through corporate activity and is traded on the OTC Bulletin Board® (OTCBB) under the ticker FLTT.OB. Additional information may be found at www.flinttelecomgroup.com
This press release contains forward-looking statements, which are made pursuant to the Safe-Harbor provisions of the Private Securities Litigation Reform Act of 1995. Words such as "expects," "intends,'' "believes,'' and similar expressions reflecting something other than historical fact are intended to identify forward-looking statements, but are not the exclusive means of identifying such statements. These forward-looking statements involve a number of risks and uncertainties, including the timely development and market acceptance of products and technologies, the ability to secure additional sources of finance, the ability to reduce operating expenses, risks associated with the integration of businesses following an acquisition and other factors described in the Company's filings with the Securities and Exchange Commission. The actual results that the Company achieves may differ materially from any forward-looking statement due to such risks and uncertainties. The Company undertakes no obligation to revise or update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release.
Investor Relations Contact:
Email Contact
* Flint Telecom Group, Inc.
The timing couldn't be better :D
Saweeet :D
$FLTT 8K just out Acquisitions detailed and done
Form 8-K for FLINT TELECOM GROUP INC.
28-Oct-2010
Completion of Acquisition or Disposition of Assets, Unregistered Sale of
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
On October 25, 2010, Flint Telecom Group, Inc. ("Flint") acquired all of the stock of Ingedigit International, Inc. ("III") and Gotham Ingedigit Financial Processing Corp dba Power2Process ("P2P"), both Florida corporations, through a merger of each of those companies into two wholly-owned subsidiaries of Flint, in exchange for a maximum potential total of 600,000 shares of Flint's Series H Convertible Preferred Stock (the "Merger Stock"), pursuant to an Agreement and Plan of Merger dated October 5, 2010 (the "Merger Agreement"). 300,000 shares of the Merger Stock were issued on the Closing Date. The remaining 300,000 shares of the Merger Stock may be issued, in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed the revenue and/or other operating targets as mutually agreed upon by Flint and the Targets as of the Closing Date.
The Series H Convertible Preferred Stock has a $10.00 per share liquidation value, a $0.001 par value, one vote for each preferred share issued, and is convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares, with an additional 750,000,000 shares potentially to be issued upon conversion at the end of the 24 and 36 months following the Closing Date, should an additional 300,000 shares of preferred stock be issued pursuant to the Merger Agreement. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
Flint will incur no placement agent fees or expenses as part of this transaction. The foregoing descriptions of the Merger Agreement and the Merger Stock are qualified in its entirety by reference to the full text of the Agreement and Plan of Merger and the Form of Certificate of Designation of Series H Preferred Stock, which were attached as Exhibits 2.1 and 2.2 to Flint's previous SEC Form 8-K filed on October 6, 2010, and each are incorporated herein by reference.
III was founded in 2001 and P2P was founded in 2006, and both are incorporated and have offices located in Florida. III is a U.S. based international pre-paid debit card company, partnered with both U.S. banks and international banks to offer debit cards to their customers. P2P is a U.S. based financial transaction processing and technology company, working with banking clients and other program sponsors globally.
On September 22, 2010, September 29, 2010 and October 6, 2010, Flint issued press releases with respect to this transaction.
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
In connection with the merger as discussed above in Item 2.01, Flint issued 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These shares of Series H Convertible Preferred Stock are convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
In connection with the merger as discussed above in Item 2.01, Flint may issue up to an additional 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These additional 300,000 shares may be issued in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed certain revenue and/or other operating targets. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve, the maximum number of common shares potentially convertible from these additional 300,000 shares of Series H Convertible Preferred Stock is 750,000,000 common shares.
We believe our offering and sale of the securities in the above transaction, made to accredited investors and certain persons outside of the United States, was exempt from registration under Section 4(2) of the Securities Act and Regulation D and Regulation S, promulgated thereunder.
Just out!!! $FLTT File 8K - Completed Merger Acquisition X2 :D
Form 8-K for FLINT TELECOM GROUP INC.
28-Oct-2010
Completion of Acquisition or Disposition of Assets, Unregistered Sale of
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
On October 25, 2010, Flint Telecom Group, Inc. ("Flint") acquired all of the stock of Ingedigit International, Inc. ("III") and Gotham Ingedigit Financial Processing Corp dba Power2Process ("P2P"), both Florida corporations, through a merger of each of those companies into two wholly-owned subsidiaries of Flint, in exchange for a maximum potential total of 600,000 shares of Flint's Series H Convertible Preferred Stock (the "Merger Stock"), pursuant to an Agreement and Plan of Merger dated October 5, 2010 (the "Merger Agreement"). 300,000 shares of the Merger Stock were issued on the Closing Date. The remaining 300,000 shares of the Merger Stock may be issued, in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed the revenue and/or other operating targets as mutually agreed upon by Flint and the Targets as of the Closing Date.
The Series H Convertible Preferred Stock has a $10.00 per share liquidation value, a $0.001 par value, one vote for each preferred share issued, and is convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares, with an additional 750,000,000 shares potentially to be issued upon conversion at the end of the 24 and 36 months following the Closing Date, should an additional 300,000 shares of preferred stock be issued pursuant to the Merger Agreement. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
Flint will incur no placement agent fees or expenses as part of this transaction. The foregoing descriptions of the Merger Agreement and the Merger Stock are qualified in its entirety by reference to the full text of the Agreement and Plan of Merger and the Form of Certificate of Designation of Series H Preferred Stock, which were attached as Exhibits 2.1 and 2.2 to Flint's previous SEC Form 8-K filed on October 6, 2010, and each are incorporated herein by reference.
III was founded in 2001 and P2P was founded in 2006, and both are incorporated and have offices located in Florida. III is a U.S. based international pre-paid debit card company, partnered with both U.S. banks and international banks to offer debit cards to their customers. P2P is a U.S. based financial transaction processing and technology company, working with banking clients and other program sponsors globally.
On September 22, 2010, September 29, 2010 and October 6, 2010, Flint issued press releases with respect to this transaction.
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
In connection with the merger as discussed above in Item 2.01, Flint issued 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These shares of Series H Convertible Preferred Stock are convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
In connection with the merger as discussed above in Item 2.01, Flint may issue up to an additional 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These additional 300,000 shares may be issued in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed certain revenue and/or other operating targets. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve, the maximum number of common shares potentially convertible from these additional 300,000 shares of Series H Convertible Preferred Stock is 750,000,000 common shares.
We believe our offering and sale of the securities in the above transaction, made to accredited investors and certain persons outside of the United States, was exempt from registration under Section 4(2) of the Securities Act and Regulation D and Regulation S, promulgated thereunder.
$FLTT Merger Acquisitions done!
Form 8-K for FLINT TELECOM GROUP INC.
28-Oct-2010
Completion of Acquisition or Disposition of Assets, Unregistered Sale of
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
On October 25, 2010, Flint Telecom Group, Inc. ("Flint") acquired all of the stock of Ingedigit International, Inc. ("III") and Gotham Ingedigit Financial Processing Corp dba Power2Process ("P2P"), both Florida corporations, through a merger of each of those companies into two wholly-owned subsidiaries of Flint, in exchange for a maximum potential total of 600,000 shares of Flint's Series H Convertible Preferred Stock (the "Merger Stock"), pursuant to an Agreement and Plan of Merger dated October 5, 2010 (the "Merger Agreement"). 300,000 shares of the Merger Stock were issued on the Closing Date. The remaining 300,000 shares of the Merger Stock may be issued, in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed the revenue and/or other operating targets as mutually agreed upon by Flint and the Targets as of the Closing Date.
The Series H Convertible Preferred Stock has a $10.00 per share liquidation value, a $0.001 par value, one vote for each preferred share issued, and is convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares, with an additional 750,000,000 shares potentially to be issued upon conversion at the end of the 24 and 36 months following the Closing Date, should an additional 300,000 shares of preferred stock be issued pursuant to the Merger Agreement. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
Flint will incur no placement agent fees or expenses as part of this transaction. The foregoing descriptions of the Merger Agreement and the Merger Stock are qualified in its entirety by reference to the full text of the Agreement and Plan of Merger and the Form of Certificate of Designation of Series H Preferred Stock, which were attached as Exhibits 2.1 and 2.2 to Flint's previous SEC Form 8-K filed on October 6, 2010, and each are incorporated herein by reference.
III was founded in 2001 and P2P was founded in 2006, and both are incorporated and have offices located in Florida. III is a U.S. based international pre-paid debit card company, partnered with both U.S. banks and international banks to offer debit cards to their customers. P2P is a U.S. based financial transaction processing and technology company, working with banking clients and other program sponsors globally.
On September 22, 2010, September 29, 2010 and October 6, 2010, Flint issued press releases with respect to this transaction.
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
In connection with the merger as discussed above in Item 2.01, Flint issued 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These shares of Series H Convertible Preferred Stock are convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
In connection with the merger as discussed above in Item 2.01, Flint may issue up to an additional 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These additional 300,000 shares may be issued in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed certain revenue and/or other operating targets. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve, the maximum number of common shares potentially convertible from these additional 300,000 shares of Series H Convertible Preferred Stock is 750,000,000 common shares.
We believe our offering and sale of the securities in the above transaction, made to accredited investors and certain persons outside of the United States, was exempt from registration under Section 4(2) of the Securities Act and Regulation D and Regulation S, promulgated thereunder.
Just out! $FLTT Merger Acquisitions Completed!!! see 8K Below
Form 8-K for FLINT TELECOM GROUP INC.
28-Oct-2010
Completion of Acquisition or Disposition of Assets, Unregistered Sale of
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
On October 25, 2010, Flint Telecom Group, Inc. ("Flint") acquired all of the stock of Ingedigit International, Inc. ("III") and Gotham Ingedigit Financial Processing Corp dba Power2Process ("P2P"), both Florida corporations, through a merger of each of those companies into two wholly-owned subsidiaries of Flint, in exchange for a maximum potential total of 600,000 shares of Flint's Series H Convertible Preferred Stock (the "Merger Stock"), pursuant to an Agreement and Plan of Merger dated October 5, 2010 (the "Merger Agreement"). 300,000 shares of the Merger Stock were issued on the Closing Date. The remaining 300,000 shares of the Merger Stock may be issued, in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed the revenue and/or other operating targets as mutually agreed upon by Flint and the Targets as of the Closing Date.
The Series H Convertible Preferred Stock has a $10.00 per share liquidation value, a $0.001 par value, one vote for each preferred share issued, and is convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares, with an additional 750,000,000 shares potentially to be issued upon conversion at the end of the 24 and 36 months following the Closing Date, should an additional 300,000 shares of preferred stock be issued pursuant to the Merger Agreement. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
Flint will incur no placement agent fees or expenses as part of this transaction. The foregoing descriptions of the Merger Agreement and the Merger Stock are qualified in its entirety by reference to the full text of the Agreement and Plan of Merger and the Form of Certificate of Designation of Series H Preferred Stock, which were attached as Exhibits 2.1 and 2.2 to Flint's previous SEC Form 8-K filed on October 6, 2010, and each are incorporated herein by reference.
III was founded in 2001 and P2P was founded in 2006, and both are incorporated and have offices located in Florida. III is a U.S. based international pre-paid debit card company, partnered with both U.S. banks and international banks to offer debit cards to their customers. P2P is a U.S. based financial transaction processing and technology company, working with banking clients and other program sponsors globally.
On September 22, 2010, September 29, 2010 and October 6, 2010, Flint issued press releases with respect to this transaction.
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
In connection with the merger as discussed above in Item 2.01, Flint issued 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These shares of Series H Convertible Preferred Stock are convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
In connection with the merger as discussed above in Item 2.01, Flint may issue up to an additional 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These additional 300,000 shares may be issued in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed certain revenue and/or other operating targets. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve, the maximum number of common shares potentially convertible from these additional 300,000 shares of Series H Convertible Preferred Stock is 750,000,000 common shares.
We believe our offering and sale of the securities in the above transaction, made to accredited investors and certain persons outside of the United States, was exempt from registration under Section 4(2) of the Securities Act and Regulation D and Regulation S, promulgated thereunder.
$FLTT Merger acquisitions done!!!! 8K Just released
Form 8-K for FLINT TELECOM GROUP INC.
28-Oct-2010
Completion of Acquisition or Disposition of Assets, Unregistered Sale of
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
On October 25, 2010, Flint Telecom Group, Inc. ("Flint") acquired all of the stock of Ingedigit International, Inc. ("III") and Gotham Ingedigit Financial Processing Corp dba Power2Process ("P2P"), both Florida corporations, through a merger of each of those companies into two wholly-owned subsidiaries of Flint, in exchange for a maximum potential total of 600,000 shares of Flint's Series H Convertible Preferred Stock (the "Merger Stock"), pursuant to an Agreement and Plan of Merger dated October 5, 2010 (the "Merger Agreement"). 300,000 shares of the Merger Stock were issued on the Closing Date. The remaining 300,000 shares of the Merger Stock may be issued, in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed the revenue and/or other operating targets as mutually agreed upon by Flint and the Targets as of the Closing Date.
The Series H Convertible Preferred Stock has a $10.00 per share liquidation value, a $0.001 par value, one vote for each preferred share issued, and is convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares, with an additional 750,000,000 shares potentially to be issued upon conversion at the end of the 24 and 36 months following the Closing Date, should an additional 300,000 shares of preferred stock be issued pursuant to the Merger Agreement. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
Flint will incur no placement agent fees or expenses as part of this transaction. The foregoing descriptions of the Merger Agreement and the Merger Stock are qualified in its entirety by reference to the full text of the Agreement and Plan of Merger and the Form of Certificate of Designation of Series H Preferred Stock, which were attached as Exhibits 2.1 and 2.2 to Flint's previous SEC Form 8-K filed on October 6, 2010, and each are incorporated herein by reference.
III was founded in 2001 and P2P was founded in 2006, and both are incorporated and have offices located in Florida. III is a U.S. based international pre-paid debit card company, partnered with both U.S. banks and international banks to offer debit cards to their customers. P2P is a U.S. based financial transaction processing and technology company, working with banking clients and other program sponsors globally.
On September 22, 2010, September 29, 2010 and October 6, 2010, Flint issued press releases with respect to this transaction.
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
In connection with the merger as discussed above in Item 2.01, Flint issued 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These shares of Series H Convertible Preferred Stock are convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
In connection with the merger as discussed above in Item 2.01, Flint may issue up to an additional 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These additional 300,000 shares may be issued in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed certain revenue and/or other operating targets. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve, the maximum number of common shares potentially convertible from these additional 300,000 shares of Series H Convertible Preferred Stock is 750,000,000 common shares.
We believe our offering and sale of the securities in the above transaction, made to accredited investors and certain persons outside of the United States, was exempt from registration under Section 4(2) of the Securities Act and Regulation D and Regulation S, promulgated thereunder.
8K for Acquisitions!
Form 8-K for FLINT TELECOM GROUP INC.
28-Oct-2010
Completion of Acquisition or Disposition of Assets, Unregistered Sale of
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
On October 25, 2010, Flint Telecom Group, Inc. ("Flint") acquired all of the stock of Ingedigit International, Inc. ("III") and Gotham Ingedigit Financial Processing Corp dba Power2Process ("P2P"), both Florida corporations, through a merger of each of those companies into two wholly-owned subsidiaries of Flint, in exchange for a maximum potential total of 600,000 shares of Flint's Series H Convertible Preferred Stock (the "Merger Stock"), pursuant to an Agreement and Plan of Merger dated October 5, 2010 (the "Merger Agreement"). 300,000 shares of the Merger Stock were issued on the Closing Date. The remaining 300,000 shares of the Merger Stock may be issued, in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed the revenue and/or other operating targets as mutually agreed upon by Flint and the Targets as of the Closing Date.
The Series H Convertible Preferred Stock has a $10.00 per share liquidation value, a $0.001 par value, one vote for each preferred share issued, and is convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares, with an additional 750,000,000 shares potentially to be issued upon conversion at the end of the 24 and 36 months following the Closing Date, should an additional 300,000 shares of preferred stock be issued pursuant to the Merger Agreement. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
Flint will incur no placement agent fees or expenses as part of this transaction. The foregoing descriptions of the Merger Agreement and the Merger Stock are qualified in its entirety by reference to the full text of the Agreement and Plan of Merger and the Form of Certificate of Designation of Series H Preferred Stock, which were attached as Exhibits 2.1 and 2.2 to Flint's previous SEC Form 8-K filed on October 6, 2010, and each are incorporated herein by reference.
III was founded in 2001 and P2P was founded in 2006, and both are incorporated and have offices located in Florida. III is a U.S. based international pre-paid debit card company, partnered with both U.S. banks and international banks to offer debit cards to their customers. P2P is a U.S. based financial transaction processing and technology company, working with banking clients and other program sponsors globally.
On September 22, 2010, September 29, 2010 and October 6, 2010, Flint issued press releases with respect to this transaction.
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
In connection with the merger as discussed above in Item 2.01, Flint issued 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These shares of Series H Convertible Preferred Stock are convertible on or after a period of twelve months from the Closing Date into common stock at a 25% discount to the Market Price. Market Price is defined as the average closing price per share over the twenty trading days prior to the date of conversion. Provided, however, that the conversion price shall never be lower than ten percent of the Market Price on the Closing Date. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve over the next 12 months, the maximum number of common shares potentially convertible from the 300,000 shares of Series H Convertible Preferred Stock issued at the Closing is 750,000,000 common shares. However, the P2P and III shareholders as a group cannot hold more than 4.99% of Flint's total issued and outstanding common stock at any one time.
In connection with the merger as discussed above in Item 2.01, Flint may issue up to an additional 300,000 shares of Series H Convertible Preferred Stock to the Shareholders of III and P2P. These additional 300,000 shares may be issued in two tranches of 150,000 each, during the 12 and 24 months following the Closing Date if either or both of the Targets meet or exceed certain revenue and/or other operating targets. Based on the current Market Price of $0.004 per share and assuming that the Market Price does not improve, the maximum number of common shares potentially convertible from these additional 300,000 shares of Series H Convertible Preferred Stock is 750,000,000 common shares.
We believe our offering and sale of the securities in the above transaction, made to accredited investors and certain persons outside of the United States, was exempt from registration under Section 4(2) of the Securities Act and Regulation D and Regulation S, promulgated thereunder.
News!!!! 8K Filed Acquisitions done!!!!! http://biz.yahoo.com/e/101028/fltt.ob8-k.html
Watch $FLTT
Get ready to rock on $FLTT
That's what we like - Hard to surf on calm waters
Too funny - Get NITE on our side for all trades - That would be nice
NITE must have read my post lol
c'mon NITE - You know a low ask like that will just slow down the trading
The admins have my signatures suspended because I was using it on other boards, my mistake - I didn't know
Told ya $FLTT would bounce - Yabba Dabba Doooo
Oh yea we got our bounce! :D
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Yabba Dabba Dooooo!!!!