Aero Performance Products Inc (fka AERP)

[Ineedmoreshares]

Here's a portion of it...

This is just from public data so I can't imagine why it would be removed but here goes.

If this doesn't get removed I'll post more.

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ANALYSIS


The question isn't, "What percentage of AERO will FCCN own post merger?" No. That answer is easy. FCCN will own 100% of AERO stock. FACT

The question we need to answer is:

WHAT PERCENTAGE OF FCCN WILL AERO SHAREHOLDERS RECIEVE?

AERO will receive "up to 95%" of FCCN. "UP TO 95%" is the curveball. AERO will actually own much less than 95% of FCCN.

The April 16, 2007 10-Q states:

"Once the share exchange is complete, the Company anticipates that the shareholders of Aero will become the majority
shareholders of the Company." Majority = more than 50%.

http://sec.edgar-online.com/2007/04/...9/Section8.asp

KEY FACT:

The common shares FCCN shareholders already have purchased on the open market cannot be taken from us and given to AERO.

KEEP THAT IN MIND AS YOU READ THIS. From the October 4, 2007 PR:

"The definitive agreement between Franchise Capital and Aero Exhaust was executed in January 2007, and at that time, Franchise Capital announced that it expected to exchange up to 95% of its total issued and outstanding capital stock in exchange for all of Aero Exhaust's issued and outstanding shares."

It's impossible for FCCN to exchange 95% of its issued and outstanding capital stcok because FCCN doesn't own 95%. "Up to" can be anything "less than" 95%. And it must be substantially less than 95% because FCCN shareholders own alot of shares which were not exchanged and given to AERO shareholders. When they swapped shares last week, the FLOAT was not included.

http://www.franchisecapitalcorp.net/...4_07_Close.pdf

Stock market vocabulary becomes VERY important now.

O/S = "outstanding shares"

O/S = FLOAT + RESTRICTED SHARES

FLOAT = shares openly bought and sold without restrictions via trading on stock exchanges, ie the shares we own.

RESTRICTED SHARES are counted as part of the O/S but not the FLOAT.

[If you have trouble with these definitions read this article: http://www.marketmillionaires.com/ho...ng-shares-gene... ]

The 10K filed on October 1, 2007 proves that the FCCN O/S is 964,129,838.

http://www.secinfo.com/d16gRg.u3n.htm

The October 4, 2007 PR told us that 400,000,000 shares from the O/S were cancelled. Therefore, the current O/S is 564,129,838.

According to the PR, all FCCN stock to be handed over to AERO shareholders is coming from the O/S.

THE DEAL DOES NOT PROVIDE FOR ANY DILUTION WHATSOEVER.

AERO WILL ONLY RECEIVE A PERCENTAGE OF THE CURRENT O/S.

POST MERGER O/S = 564,129,838

With a. 019 price per share, MARKET CAP = $10,718,466


So what percentage of the current O/S is FLOAT and what percentage is RESTRICTED? This is a VERY important question. And I think the answer will really surprise you. Look at the Feb. 16, 2007 PR, which says:

As of February 15, 2007, the company had 921,183,413 shares of common stock issued and outstanding. Of this amount 747,807,988 shares are held in an escrow account for the benefit of Golden Gate Investors, Inc.

DO THE MATH Subtract "Restricted Escrow shares" from the "O/S" to get the "FLOAT."

921,183,988 - 747,375,425 = 173,375,425 shares.

173,375,425 shares in the FLOAT as of Feb 16, 2007.

http://www.franchisecapitalcorp.net/...-07_Def14A.pdf

Please note that the O/S only increased 42,946,425 shares between Feb 16 through October 1 according to the Oct 1st 10K.

The 42 million increase represents the EXACT amount of shares redeemed by GGI from the Escrow. This is proved by very simple math.
The October 1, 2007 PR gives the following numbers:

On September 25, 2007 GGI was owed $35,694 and 443,531,005 shares of common stock remained in escrow as of that date.
As of October 1, 2007, the balance remaining on the debenture was $27,539 and 430,871,055 shares of common stock remained in escrow.

$35,694 - $27,539 = $8155

443,531,005 - 430,871,055 = 12,659,950

So $8155 was equal to 12,659,950 shares.

27,539 divided by 8155 = 3.377

3.377 x 12,659,950 = 42,752,651

The O/S increased from from 921,183,413 on Feb 16 to 964,129,838 as of the 10K.

Then subtract the 400 million shares which have been retired and you get the current POST MERGER O/S of 564,129,838.