Bonds.com Group, Inc. (fka BDCG)

[53chevy]

Looks like the stipulated RS will occur next week on December 18th. Here's the meat of the filing, with the RS update highlighted:

"On or about December 21, 2007, we intend to enter into the Merger Agreement with Bonds.com Holdings, the terms of which provide for a change in control of the Company (which we refer to above and throughout this Information Statement as the “Merger”) and to also consummate the Merger. Pursuant to the proposed terms of the Merger Agreement with Bonds.com Holdings, among other things, our wholly-owned subsidiary, Bonds.com Holdings Acquisition, Inc. would be merged with and into Bonds.com Holdings, with Bonds.com Holdings becoming our wholly-owned subsidiary thereafter. Additionally, the securityholders of Bonds.com Holdings collectively would exchange their (i) shares of common stock of Bonds.com Holdings, par value $0.0001 per share (the “Bonds.com Holdings Common Stock”), for shares of our Common Stock; (ii) options to purchase shares of Bonds.com Holdings Common Stock (each a “Bonds.com Holdings Option”) for similar options to purchase shares of our Common Stock and (iii) warrants to purchase shares of Bonds.com Holdings Common Stock (each a “Bonds.com Holdings Warrant”) for similar warrants to purchase shares of our Common Stock. Assuming that there are no Dissenting Stockholders, the existing securityholders of Bonds.com Holdings would own shares of our Common Stock and options or warrants to purchase shares of our Common Stock, collectively constituting approximately 95% of our issued and outstanding capital stock (assuming the exercise of all outstanding options and warrants) immediately after the consummation of the Merger. Unless otherwise provided herein, all share information provided in this Information Statement reflects a 1 for 29.1069351 reverse split of our shares of Common Stock which is expected to be completed on or around December 18, 2007 (the “Reverse Split”).

More specifically, upon the consummation of the Merger:

> in exchange for each share of Bonds.com Holdings Common Stock outstanding as of immediately prior to the consummation of the Merger we will issue to such Bonds.com Holdings’ stockholders (other than any Dissenting Stockholders) 6.2676504 shares of our Common Stock, for an aggregate of 57,542,704 shares of our Common Stock;

> in exchange for each Bonds.com Holdings Option outstanding as of immediately prior to the consummation of the Merger we will issue to such Bonds.com Holdings Option holders an option to purchase 6.2676504 shares of our Common Stock, for options exercisable for an aggregate of 1,890,406 shares of our Common Stock, at a per share exercise price equal to the exercise price applicable to each such Bonds.com Holdings Option divided by 6.2676504, and upon such other terms and conditions provided with respect to such Bonds.com Holdings Option; and

> in exchange for each Bonds.com Holdings Warrant outstanding as of immediately prior to the consummation of the Merger we will issue to such Bonds.com Holdings Warrant holders a warrant to purchase 6.2676504 shares of our Common Stock, for warrants exercisable for an aggregate of 4,942,264 shares of our Common Stock, at a per share exercise price equal to the exercise price applicable to each such Bonds.com Holdings Warrant divided by 6.2676504, and upon such other terms and conditions provided with respect to such Bonds.com Holdings Warrant.

As a requirement of the Merger, immediately after the consummation thereof, our Board of Directors would consist of our current director and the four members of the Board of Directors of Bonds.com Holdings immediately prior to the consummation of the Merger; provided, however, that if the closing of the Merger shall occur less than ten days after the later of the date of (i) the filing of this Information Statement with the SEC or (ii) the mailing of this Information Statement to our stockholders, then only one of the four directors of Bonds.com Holdings would be appointed as a director immediately after the consummation of the Merger and the other three directors would not be appointed until the applicable ten-day period has expired. The addition of Bonds.com Holdings’ four directors to our Board of Directors would result in a change in a majority of our Board.

Upon the consummation of the Merger, we would experience a change in control, will cease being a shell company and Bonds.com Holdings would become our wholly-owned subsidiary. Shortly after the Merger, Bonds.com Holdings would be merged with and into the Company with the Company being the surviving corporation and we would change our name to Bonds.com Holdings, Inc. in connection with such merger.

VOTING SECURITIES

As of December 11, 2007, we had 98,428,703 shares of Common Stock (without giving effect to the prospective Reverse Split) and no shares of any other voting or non-voting class or series of capital stock issued and outstanding. Each share of Common Stock is entitled to one vote."