Wednesday, August 08, 2007 10:42:34 PM
Points to Ponder: Manzo having majority stake of common stock as stated in DEF 14C and company status after filing Form N-54C....
A majority of the
voting power of the Company's outstanding common stock,
which is held by Francis P. Manzo III (Controlling
Shareholder) and has determined by exercising his super
majority vote to have the Company file a Form N-54C
and withdraw its election to be registered as a BDC....
Subsequent to the filing of the Form N-54C, the Company
intends to pursue a business model whereby it would
provide merchant banking-type services to small, private
companies seeking both debt and equity capital or
become publicly held and traded (the "New Business
Model").
The Company will also engage in advising distressed
private companies in turnaround situations.
Specifically, the Company will identify small private
companies (the "Clients") and assist them with
managerial, accounting and financial advice and help
them refinance or raise necessary capital by introducing
them to potential investors and lenders. As
compensation for these services, the Company proposes to
receive revenue to sustain operations and may receive
shares of the Client, which will then be registered by
the Client in its initial public offering. The Company
anticipates that the shares it receives as compensation
will be assessed at par value. The Company will at all
times report shares it receives as compensation on its
periodic reports filed with the SEC.
In addition, the Company may acquire business entities
by an exchange in shares. There can be no assurance that
a merger, if any, will take place. The Company may also
act as a holding company structure for operating
businesses...
VOTING SECURITIES
Although Shareholders are not being asked to approve
or disapprove or otherwise vote on any matter discussed
in this information statement, the following generally
describes voting rights of Shareholders.
As of the record date, June 30, 2007, there are
50,000,000 shares of Class A preferred stock and
50,000,000 shares of Class B preferred stock, and
3,620,241,722 shares of common stock outstanding. Each
share represents one vote. There are currently no
arrangements known to the Company, the operation of
which may result in a change in control of the
registrant.
A majority of the
voting power of the Company's outstanding common stock,
which is held by Francis P. Manzo III (Controlling
Shareholder) and has determined by exercising his super
majority vote to have the Company file a Form N-54C
and withdraw its election to be registered as a BDC....
Subsequent to the filing of the Form N-54C, the Company
intends to pursue a business model whereby it would
provide merchant banking-type services to small, private
companies seeking both debt and equity capital or
become publicly held and traded (the "New Business
Model").
The Company will also engage in advising distressed
private companies in turnaround situations.
Specifically, the Company will identify small private
companies (the "Clients") and assist them with
managerial, accounting and financial advice and help
them refinance or raise necessary capital by introducing
them to potential investors and lenders. As
compensation for these services, the Company proposes to
receive revenue to sustain operations and may receive
shares of the Client, which will then be registered by
the Client in its initial public offering. The Company
anticipates that the shares it receives as compensation
will be assessed at par value. The Company will at all
times report shares it receives as compensation on its
periodic reports filed with the SEC.
In addition, the Company may acquire business entities
by an exchange in shares. There can be no assurance that
a merger, if any, will take place. The Company may also
act as a holding company structure for operating
businesses...
VOTING SECURITIES
Although Shareholders are not being asked to approve
or disapprove or otherwise vote on any matter discussed
in this information statement, the following generally
describes voting rights of Shareholders.
As of the record date, June 30, 2007, there are
50,000,000 shares of Class A preferred stock and
50,000,000 shares of Class B preferred stock, and
3,620,241,722 shares of common stock outstanding. Each
share represents one vote. There are currently no
arrangements known to the Company, the operation of
which may result in a change in control of the
registrant.
___________________________________________________
"The only thing necessary for the triumph of evil is for good [people] to do nothing." --Edmund Burke
