If you look at the web site http://www.fuelnation.com/new/ you'll see fuelnation is using RGNSE.OB as their symbol. Could this mean the reverse merger is complete?
Investor Relations for Regenesis Holdings/Fuel Nation
http://www.theequitygroup.com/clients.html - look at the client list, impressive, no OTCBB's hmmmmmmmmmmm!
The control of the shell will be done through dilution rather than a reverse split, dilution is better since the shares won't be hitting the float right away.
In 1997, Regenesis Holdings, Inc. ("the Company") sold all of its
existing operations, which consisted of Domino's Pizza franchises
in Poland and Medical Centers located in Southeast Florida, and
became a holding company, with no operating subsidiaries. In 1999,
the Company acquired the assets of NetDisc, Inc. ("NetDisc") for
the purpose of pursuing internet advertising opportunities,
although to date, the Company has generated no revenues from such
activities.
On December 15, 1998, the Company's common stock was delisted from
the OTC Bulletin Board for failure to comply with Rule 15c-211. On
June 30, 2000, the common stock resumed trading on the OTC Bulletin
Board.
Pursuant to a Share Sale and Contribution Agreement ("the
Agreement") dated as of September 14, 2000, Triad Petroleum LLC
("Triad") will acquire 96% of the voting equity of the Company
through the issuance of a combination of common and convertible
preferred shares. In consideration thereof, Triad will assign its
exclusive 50 year license and distribution rights under a
Technology License and Marketing Agreement with E-Mation LLC (an
affiliate of Triad) which provides for the exclusive rights to
make, market and sell products and services using E-Mation's
proprietary technology which integrates all aspects of the business
operations for both wholesale distribution and retail sale of fuel.
There is no significant operating history with respect to this
asset.
This Agreement is subject to certain closing conditions, including
but not limited to, the Company's reduction or elimination of
certain liabilities, the conversion of certain indebtedness to
equity and termination of certain outstanding contracts of the
Company.
In connection with the closing of the transaction the Company will
issue to Triad a combination of common stock and a newly designated
series of convertible preferred stock. Each share of new
convertible preferred stock will be convertible in to ten shares of
common stock and will participate in all voting and dividend rights
of the common shareholders on an as converted basis. The total
number of shares to be issued on a common stock equivalent basis,
will approximate 141,000,000 shares.
Promptly following the consummation of the transaction, the Company
intends to seek the consent of its shareholders to authorize an
amendment to the Company's Articles of Incorporation increasing the
Company's authorized shares of common stock from 100,000,000 to
300,000,000 and to increase the Company's authorized shares of
preferred stock from 10,000,000 to 50,000,000.
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If the transaction does not close for any reason, Triad will have
the right to exercise certain warrants to purchase 750,000 shares
of the Company's common stock, at $.10 per share as compensation
for any amounts Triad expended on behalf of the Company in
connection with the proposed transaction.
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