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Saturday, 06/09/2007 7:24:48 PM

Saturday, June 09, 2007 7:24:48 PM

Post# of 268
PHGI: Many forward-looking events to be PR'd, IMO.

****Last week they PR'd receiving the Federal Land Right of Way and the Friday (June 8) start of construction on the access road that leads to the Saturday Night claim. They also stated that construction is expected to last 4-6 weeks with small scale mining operations beginning immediately upon completion. Note: All required Utah permits are posted on PinkSheets under PGHI Reports.

****A June 1 PR detailed progress on obtaining an OTCBB shell so that PHGI could uplist their stock.

From that PR:
Perihelion Global (PINKSHEETS: PHGI), a development company with interests in natural resources, alternative energies, and advanced communications, today provided an update on the previously disclosed transaction to list its common shares on the OTC:BB by virtue of acquiring a fully reporting public shell company.

For the last month, the company has contacted and has been contacted by several interested parties to the proposed transaction. Although Perihelion believes that it has established discussions with credible and 'clean' shell corporations, management stresses that it is essential the process be thorough and it leaves 'no stone unturned' in regards to due diligence required to consummate the transaction.

Perihelion Global Chairman, Chief Executive Officer, and President, John H. Beebe, commented, "We're just as anxious as many of our shareholders are to complete a change of venue to the bulletin board, however we must make the move forward in a fashion that benefits our corporation and its shareholders to the fullest extent. We're looking for very specific profiles -- shells that have extremely limited operating, trading, along with clearly defined ownership history -- essentially, as much 'shrink wrap' as possible. At present, there are two opportunities we believe meet our criteria that we are intensively exploring and conducting Due Diligence on. We believe taking a more methodical approach will extend considerable long-term security to our corporation from recent lessons learned, and we continue to appreciate the patience of our shareholders during the process."


****As part of that proposed uplisting, PHGI announced "spin-off" plans in a May 8th PR. Though they fell short of their end of May target date for finding a shell, they did update shareholders, as promised, in the PR above.

Perihelion Global (PINKSHEETS: PHGI), a development company with interests in natural resources, alternative energies, and advanced communications, today announced that the company's Board of Directors has approved, via unanimous consent, a resolution authorizing Perihelion Global to uplist to the NASDAQ Over-the-Counter Bulletin Board (OTC:BB) by means of an acquisition of a fully reporting shell company.

Background on the Transaction

Perihelion Global went public via a reverse merger on the Pinksheets in the 3rd Quarter of 2006, and since that time has moved nearly $1B USD in assets into the corporation. It has become clear to management that in the best interest of Perihelion shareholders, the company should expeditiously move to increase its visibility, liquidity, and corporate transparency by consummating a transaction to have its common shares listed on the NASDAQ OTC:BB. At the close of business on Monday, May 7, Perihelion's market capitalization was a fraction of the corporation's asset value and clearly not representative of the corporation's revenue potential.

Proposed Structure of the Transaction

Perihelion, through assistance of its executive management, is currently engaged in the due-diligence process with several OTC:BB shell candidates. Management contemplates the purchase will be done primarily with cash and will not result in more than nominal dilution from the existing single-percent equity interests the shell will retain following the transaction. Typically, shell owners retain between 5-7% of the equity post-merger, which would allow existing Perihelion shareholders to control the remaining 93-95% of the new listing.

The company will transfer all of its cash, assets, and businesses into the OTC:BB entity with the exception of the broadcast radio stations which will remain with the current PHGI.PK ticker. In consideration to existing shareholders, management proposes a 1-for-1 'spinoff' of the PHGI.PK Pinksheet listing so that each and every documented shareholder as of the record date will effectively have double their existing shares; one set in the Pinksheet listing containing the broadcast radio stations, and the other in the OTC:BB listing which will contain the patented gold mine and biofuel refinery. Following the completion of the acquisition, the Pinksheet listing will add new management, change its name and will trade as a distinct and separate company. The 'Perihelion Global' name, and all existing management and directors, will be transferred to the OTC:BB listing.

An Example of proposed impact of reverse merger into OTC:BB shell:

Today you have 5,000 shares of PHGI.PK (contains all assets)

After the merger, you would have 5,000 shares of PHGI.PK and 5,000 shares of the OTC:BB listing*.

* Exact share conversion rate will be determined at the time of completion of the transaction

What to Expect After a Completed Transaction

When the proposed transaction is completed with a qualified OTC:BB candidate, Perihelion would have the duty to file periodic reports with the Securities & Exchange Commission, including all quarterly and annual reports. The company is confident such reports will clearly outline Perihelion's business plan, strong asset base, and audited revenue/income as applicable. For most shareholders, the transition will be automatic and handled by your brokerage firm electronically.

John H. Beebe, Chairman, Chief Executive Officer, and President of Perihelion Global commented, "The company will update shareholders as the process on this initiative moves forward, and on behalf of the Board of Directors and all of the Executive Management, we sincerely thank those shareholders who have remained optimistic and supportive of the company's business plan throughout what has been a difficult tenure on the Pinksheets. We expect to have new information, including details on the OTC:BB company and specific dates regarding completion of the transaction, by the end of the month."


****Further news and updates from the Opp, Alabama BioFuel Refinery project could come at any time.

From their May 9th PR:
Perihelion Global Held Major Press Conference Today in Opp, Alabama Updating Progress on BioFuel Refinery
Perihelion Global (PINKSHEETS: PHGI), a development company with interests in natural resources, alternative energies, and advanced communications, today announced that the company held a major Press Conference at 12:00PM in Opp, Alabama to outline new advancements on its BioFuel Refinery project.

Interviews were given to National Network TV Affiliates NBC WFSA 12, ABC WDHN 18, CBS WAKA 8, and CBS WTVY 4 onsite at the Refinery location. WOPP AM, Opp Local cable station 6, WAMI-FM & WAMI-AM, as well as various other regional and local media outlets, were also present. Afterward, John H. Beebe, Perihelion Global Chairman, Chief Executive Officer & President, addressed the Rotary Club luncheon followed by a lengthy question-and-answer session with the general public.

The company announced an increase in the BioFuel Refinery's production capacity to 60 Million gallons a year from 40 Million based on new technology to utilize multiple sources of feedstock, including biomass and other waste products in addition to peanuts, soybeans and other vegetable oil products.


****And last, but certainly not least, news on the contested shares would certainly be warmly welcomed by shareholders.
From PHGI's April 10th and April 9th PR's.

Perihelion Global Receives Returned Shares From Icarus Investments, Inc.
Perihelion Global (PINKSHEETS: PHGI), a development company with interests in natural resources, alternative energies, and advanced communications, today announced that the company has received approximately 3,957,854 shares which have been returned by Icarus Investments, Inc.

Although the company is pleased it has recovered a large portion of the share dispute involving Icarus Investments and Liberty Consulting, it will not relinquish any legal action or claim against relevant parties until the entire 5,000,000 shares are withdrawn from the open market and returned to the company. Perihelion will consult with its legal counsel to determine the best methodology of canceling all the shares returned to date.


April 9, 2007 - 10:58 AM EDT

Perihelion Global Releases Statement Concerning Recent Events
Perihelion Global (PINKSHEETS: PHGI) ("Perihelion"), a development company with interests in natural resources, alternative energies, and advanced communications, today released a statement regarding current events.

In December 2006, Perihelion Global ("Perihelion") and Icarus Investments, Inc ("Icarus") signed an agreement ("subscription") to provide Perihelion Global $960,000 US in consideration for 5,000,000 subscribed common shares of Perihelion's stock. The funds received were to be used for corporate purposes as capital expenditures for Perihelion's Patented Gold Mine, Biofuel Refinery in Opp, Alabama, and other projects.

Perihelion Global did not receive the funds from the agreement and after numerous inquiries Icarus represented to Perihelion that it was unable to fulfill its financial responsibilities under the agreement. Perihelion lawfully demanded the immediate return of the 5,000,000 shares and Icarus and its legal counsel agreed. After a delay in returning the shares to Perihelion, Icarus subsequently disclosed that it no longer had in its possession the entire 5,000,000 shares to return to Perihelion.

Icarus represented and recently provided documentation that approximately 1,000,000 shares of Perihelion Global common stock were transferred from the Icarus subscription to an account of a third-party, Liberty Consulting International, Inc ("Liberty"), based out of Hallandale, FL. The transfer was conducted without the knowledge or consent of Perihelion Global. The legal counsels for both Icarus and Perihelion Global agree that there is no legal basis or standing for either Icarus or Liberty to have possession of Perihelion's shares.

Both Perihelion and Icarus contacted Liberty and demanded the immediate return of the 1,000,000 shares in Liberty's possession. Although Liberty had represented that they would indeed return these shares, the company has not yet received them as of the date of this release. Perihelion and Icarus explicitly advised Liberty that the shares were restricted and not deemed free-trading under SEC regulations.

Further, the company believes it has clear documentation that Liberty, despite having knowledge that the shares in its possession were restricted and were to be legally returned to Perihelion, did liquidate most or all of the 1,000,000 shares into the open market through assistance of its brokerage firm and legal counsel, and severely impacted Perihelion Global and its shareholders in the process. The 1,000,000 shares in question were never lawfully paid for and therefore had no cost basis associated with them. When Liberty liquidated these shares into the open market it created confusion and tremendous downward pressure on our stock price.

Perihelion Global has legally demanded the immediate return of all shares from both Icarus and Liberty, and will vigorously defend the interest of its shareholders by seeking all relief and remedy available by law including compensation for damages against any party involved. Icarus has agreed to fully cooperate with Perihelion to return the shares transferred to Liberty and has filed suit and injunctive relief against Liberty.

We will provide further updates as we progress forward. We regret that the actions of others have negatively impacted our company and our shareholders. We are taking firm corrective action. You have our commitment that we will fully resolve this matter on behalf of our company and we will continue to remain diligent in addressing all irregularities in our public market.

We appreciate the support and patience of our shareholders.


For anyone with the tenacity to have read this far down, I recommend listening to PHGI CEO John Beebe's conference call from early April. Warning, it's a full hour of info. http://www.pqlresearch.com/PHGI_CC_040906.mp3




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