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Monday, 10/08/2007 12:10:07 PM

Monday, October 08, 2007 12:10:07 PM

Post# of 162847
MORE amazing DD...

PART 2~!
WHAT ABOUT THE CURRENT FLOAT? AND WHAT WILL AERO RECEIVE?

The FLOAT was 173,375,425 on Feb 16, 2007 according to the PR.

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

Because of GGI we know that the FLOAT has increased. We do know EXACTLY how much the O/S has increased, but not the exact size of the FLOAT which is smaller than the O/S.

The POST MERGER O/S = 564,129,838 shares.

AERO's cut, according to the language of the October 4 merger announcement, MUST come from the O/S.

We should also assume that the April 16, 2007 report 10-Q is correct and that AERO will be the majority shareholder in FCCN.

So AERO must be recieving more than 50% of the O/S. Again, the POST MERGER O/S = 564,129,838. So Aero must be getting at least 284,064,920 shares.

Since the FLOAT was 173,375,425 on Feb 16, it cannot be any lower now. In fact, since GGI converted 42 million shares from RESTRICTED to common stock between February 07 and October 07, selling them on the open market, we can be certain that the FLOAT is at least 215,375,425. At the most it's 284,064,918 which would be one share less than 50% of the O/S.

So the FLOAT is somewhere between 215 Million and 284 million. Just rounding numbers off, 215 million is 38% of 565 million.

WORST CASE SCENARIO = AERO owns 62% of FCCN and we own 38%.
BEST CASE SCENARIO = AERO OWNS 51% of FCCN and we own 49%.

WHAT ABOUT THE 1.9 MILLION DOLLAR LOAN FROM FCCN TO AERO?

As per the October 4, 2007 PR, the value of the loan plus interest due was converted to AERO stock. But the funny part is that FCCN was already acquiring all of AERO's stock to begin with. This was just a fancy way of forgiving the loan and by doing it this way, as a loan and not a straight up cash payment, the TAX consequences are more favorable:

"The value of the loan and any accrued interest were converted into Aero Exhaust common stock as part of the share exchange, which increased the percentage of the public company's issued and outstanding common stock retained by Franchise Capital shareholders."

Read between the lines, it doesn't mean the loan conversion will increase FCCN's ownership of AERO, (we were already getting 100% of AERO in the exchange) it says FCCN shareholders will, as a result of the loan being forgiven (by converting it to AERO stock), retain an increased percentage of "the public company's" O/S. FCCN is the public company, not AERO.

All they are telling us here is that the forgiven loan was a huge bargaining chip in the final structure of the deal which led to the percentages listed above.


AERO has big dreams, big ideas and a revolutionary product, but they didn't have the manufacturing capacity to produce the product as fast as people were trying to buy it. They needed cash and they needed it fast to pay their bills, sponsors and for production and advertising. Things just starting moving faster for them than they were ready for. The 1 million sales mentioned in Hunsaker's court affadavit tells you where they were at in 2005, it doesn't tell you where they were going in 2006-2007 and beyond. Things really started to jump for AERO and they needed that 1.9 million. It was the low revenue from 2005, combined with AERO's possibility for outstanding growth which were drove the deal.

It looks like Peacock made one hell of a deal for all of us shareholders and for AERO as well. Peacock wasn't kidding when he said:

"Obviously, the Franchise Capital percentage will be considerably higher than just the value of the shell."

http://www.equitydigest.com/FCCN_AERO_CEOCAST.html


We own no less than 38% of AERO right now, and it's only our shares which will be traded for the next year. This was a truly visonary deal as far as protecting original shareholders of FCCN. And it tells you that AERO is in no hurry to cash in their stock. They don't want to sell it anytime soon. They believe in their products.

And now the kicker...


HOW CAN THE FLOAT BE SO LOW IF IHUB FCCN SHAREHOLDERS HOLD APPROXIMATELY 344,737,334 SHARES AS OF OCTOBER 4, 2007?

The FLOAT is somewhere between 215 Million and 284 million.

In post # 81319, Pietro posted to this board that the share count held by FCCN Ihub members was 344,737,334. Even assuming that's exagerated, let's reduce it to 300,000,000. That's still more than 50% of the FLOAT just counting us. Add in people all over the world who don't read this board and haven't told Pietro how many shares they own...

THEN CONSIDER OUR VOLUME WAS 59,000,000 ON LAST FRIDAY ALONE.


QUESTION: How can the FLOAT be so low? There's only one possibility.

ANSWER: NAKED SHORT POSITION MMs have been selling shares they don't have.

SHORT SQUEEZE ALERT!!!!

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