So, now we know why they cashed in all those options - see the proxy issued today. No governance changes and a 1:10 reverse split, with no reduction in the amount of the outstanding shares so they can issue up to 245 million shares to themselves (as well as the new preferred) without ever asking permission again.
Why would anyone in their right mind (other than John, Adele and Ray) vote affirmatively for this?
<< Our authorized but unissued common stock and the newly created class of “blank check” preferred stock may be issued at the direction of our board of directors at such times, in such amounts and upon such terms as our board of directors may determine, without further approval of our shareholders unless, in any instance, such approval is expressly required by law. The resulting increase in the number of authorized but unissued and shares of common stock as a result of the reverse stock split may affect the rights of existing holders of common shares to the extent that future issuances of common shares reduce each existing shareholder’s proportionate ownership and voting rights in our company. In addition, possible dilution caused by future issuances of common shares could be accompanied by a decline in the market price of our shares, assuming a market for our common stock continues, of which there is no assurance. >>
<< If this Proposal 3 is approved, the availability of undesignated “blank check” preferred stock may have certain negative effects on the rights of holders of the common stock. The actual effect of the issuance of any shares of preferred stock upon the rights of holders of common stock cannot be stated until the board of directors determines the specific rights of the holders of such preferred stock. If approved, the Amendment will permit the board of directors, without future shareholder approval, to issue “blank check” preferred stock with dividend, liquidation, conversion, voting or other rights, which are superior to and could adversely affect the voting power or other rights of the holders of our common stock. Specifically, the Board will be in a position to issue securities which would grant to the holders thereof, preferences or priorities over the holders of common stock with respect to, among other things, liquidation, dividends and voting. This could result in holders of common stock receiving less in the event of a liquidation, dissolution or other winding up of EVTN, reduce the amount of funds, if any, available for dividends on common stock, and dilute the voting power of the holders of our common stock. Shares of preferred stock that are issued by EVTN and subsequently redeemed or converted into another security of EVTN would be available to be reissued by us and the board of directors may set the terms of the reissued shares as they deem appropriate, in the same manner, and subject to the same limitations, as the authorized preferred shares permit. >>
