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Re: gnulnx post# 46061

Friday, 07/27/2007 7:36:14 AM

Friday, July 27, 2007 7:36:14 AM

Post# of 79921
http://www.seclaw.com/docs/pplace.htm

---" "Accredited Investor" is defined in Rule 501(a). The principal categories of accredited investors are as follows: (1) Directors, executive officers, and general partners of the issuer, including general partners of general partners in two-tier syndicating. (The term "executive officers" is more fully defined in the Regulation.) (2) Purchasers whose net worth either individually or jointly with their spouse equals or exceeds $1 million. It is important to note that while there is no definition of "net worth" in Regulation D, there similarly is no requirement of liquidity in the calculation of net worth for this accreditation standard. Thus, a purchaser's home, furnishings, etc. are includable in the determination of net worth. (3) Natural person purchasers who have "income" in excess of $200,000 in each of the two most recent years and who reasonably expect an income in excess of $200,000 in current year (or $300,000, jointly with their spouse). (4) A business entity will be treated as a single accredited investor unless it was organized for the specific purpose of acquiring the securities offered, in which case each beneficial owner of the security is counted separately.---"

Again, private placements are just small stock offerings to folks with big wallets. They don't have to be registered.

Again, my eyes are open. I see exactly what you see. Am I happy that the O/S seems to be what it is. No. But the key word is 'seems to be.' You have no idea what the "true O/S" is except what is posted on the pinkseets website, and most of that information does look written by a team of 5th graders.

But I'm patient enough to not jump to conclusions. And if they were selling shares on the open market, they better have a damn good reason for doing so. To me, knowing the cash status of the company and looking at the volumes over the past year, there is no way they could have sold 800M shares on the open market(not with the daily max limitations based on volume). As for what they did in 2005...I think they took advantage of Katrina and sold a ton of stock into the run. Again, I have no proof of that, and also have no problem with that.

Please do correct me on that last part if I am wrong. I do want to "see." ;)




"Experience: that most brutal of teachers. But you learn, my God do you learn." C.S. Lewis
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