Empire Post Media, Inc. (fka EMPM)

[faceoff]

Read the Wiki link I posted. All pipe financing can be filled with restricted shares. They register the pipe shares. It looks like they can sell the pipe shares at a discount (say $3 per shares) and based on valuation still set the price of the APO to $5. The pipe shares have to remain restricted for a period since they come from restricted shares. We are the minimal liquidity.

"An APO is a quick transaction compared to an initial public offering (IPO). At the closing of an APO, the public shell and private company sign merger documents to complete the reverse merger; file a 8K with the Securities and Exchange Commission (SEC), which is the required public disclosure of transaction; file a registration statement with the SEC to register the PIPE shares; release PIPE funds from escrow; and issue a press release announcing the completion of the transaction. The company’s stock now begins trading on the OTCBB, reflecting the new valuation"

"investors expect a discount on stock since they are buying restricted securities and thus this is a more expensive cost of capital to the company. The aftermarket of an APO typically takes 6–12 months to develop and thus there is minimal stock liquidity immediately at closing."

https://en.wikipedia.org/wiki/Alternative_public_offering