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Re: EarnestDD post# 29003

Thursday, 01/25/2007 7:16:01 PM

Thursday, January 25, 2007 7:16:01 PM

Post# of 162847
guy42i,
The companys Authorized shares are the ones to be used for Aero stock purchase not OS shares.
From the 8-k...

"On January 12, 2007, Franchise Capital Corporation (the “Company”) executed a definitive agreement with TTR HP, Inc. d.b.a. Aero Exhaust, Inc. (“Aero”) which calls for a share exchange of common stock between the Company and Aero. Under the terms of the definitive agreement, the Company can exchange up to 95% of its total capital stock for up to 100% of the total capital stock of Aero. The specific share amounts will be determined at closing, which is anticipated to take place once the Company is current with its financial statement filings and Aero has completed an audit of its historical financial statements, presently anticipated for the second quarter of 2007"

From the pre14A we know that as of Jan 9, there were about 4B Unissued shares left of the 5B AS.
from the pre14a...

"As of the Record Date, there were 5 billion shares of Common Stock authorized with a stated value of $.0001 per share, of which approximately 920,558,174 are issued and outstanding, with 4,079,441,826 shares authorized but not issued. Of the 920,558,174 shares issued and outstanding 780,678,923 shares are held in an escrow account for the benefit of Golden Gate Investors, Inc."

So...."up to 95%" of the remaining unissued AS means a max of about 3.8B shares to purchase Aero shares...

"up to" wording leaves the deal fairly wide open. There is however, a max of 3.8B according to my reading of the 8-k

Anyway, all IMO as always,
Good luck to you...

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