Satellite Newspapers Corp. (fka SNWP)

[up-down]

I was just reading that 4/3/07 14C...

FIFTY TO ONE REVERSE


The terms of the Reverse Stock Split provide for each fifty (50) of the outstanding shares of our Common Stock on the date of the Reverse Stock Split (the "Old Shares") will be automatically converted into one (1) share of our Common Stock (the "New Shares"), thereby reducing the number of shares of our Common Stock issued and outstanding.


The Amendment does not change the par value designation of our Common Stock, or the number of shares of our Common Stock authorized for issuance.

PURPOSE AND EFFECT OF THE AMENDMENTS


Our Board of Directors believes that the relatively low per-share market price of our Common Stock impairs the acceptability of our Common Stock to certain members of the investing public, as well as the viability of our current business plan. Because of the current low price of our Common Stock, our credibility as a viable business enterprise is negatively impacted. Specifically, many analysts will not or are not permitted to initiate coverage on any securities that trade below $5.00. In addition, certain investors view low-priced stock as unattractive or, as a matter of policy, are precluded from purchasing low-priced securities. However, certain other investors may be attracted to low-priced stock because of the greater trading volatility sometimes associated with such securities.


.002 x 50 = 10 cents (even a 50:1 won't get them to .35)

425M/50 = 8.5M OS if they do this additional 50:1 RS

you gotta love this line...

We have elected not to call a special meeting of our shareholders in order to eliminate the costs of and time involved in holding a special meeting. Our management has concluded that it is in the best interests of our Company to address this matter in the manner stated herein.

Then this shit...

The Board considered reducing the number of shares of authorized Common Stock in connection with the Reverse Stock Split, but determined that the availability of additional shares may be beneficial to our Company in the future. The availability of additional authorized shares will allow the Board to issue shares for corporate purposes, if appropriate opportunities should arise, without further action by the stockholders or the time delay involved in obtaining stockholder approval (except to the extent that approval is otherwise required by applicable law). Such purposes could include meeting requirements for capital expenditures or working capital or, depending on the market conditions, effecting future acquisitions of other businesses through the issuance of shares.


Because the Reverse Stock Split results in an increased number of authorized but unissued shares of our Common Stock, it may be construed as having an anti-takeover effect. Although the Reverse Stock Split is not being undertaken by the Board for this purpose, in the future the Board could, subject to its fiduciary duties and applicable law, use the increased number of authorized but unissued shares to frustrate persons seeking to take over or otherwise gain control of our Company by, for example, privately placing shares with purchasers who might side with the Board in opposing a hostile takeover bid. Shares of Common Stock could also be issued to a holder that would thereafter have sufficient voting power to assure that any proposal to amend or repeal our Bylaws or certain provisions of our Articles of Incorporation would not receive the requisite vote. Such uses of our Common Stock could render more difficult, or discourage, an attempt to acquire control of our Company if such transactions were opposed by the Board.


OK, a little more reading and YUP, another 50:1 RS to happen at any time...

The number of shares owned by each holder of Common Stock will be reduced by the ratio of fifty (50) to one (1), reducing the number of shares of our Common Stock outstanding from 423,477,518 shares, to approximately 8,469,550 shares;


The number of shares of Common Stock we are authorized to issue will remain the same at 500,000,000 shares

http://sec.gov/Archives/edgar/data/1061688/000117892407000025/fp14c_form-snwp.htm

They'll be able to print 491.5M shares to dump in the open market. Once they RS this, I'll be waiting for .002 again, lol.

I wonder if Panetta was paid to pump this POS, lol.

"...Neither the Articles and Bylaws of Satellite Newspapers Corp. nor the Nevada Revised Statutes provide for dissenters' rights of appraisal in connection with the Amendment..."

Nevada Revised Statutes? The company is in default in Nevada, lol.