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Re: DewDiligence post# 9545

Sunday, 03/30/2008 9:38:51 PM

Sunday, March 30, 2008 9:38:51 PM

Post# of 19309
>To increase the Series D authorization above 15,000 shares (convertible into 15M shares of common), GTC would have to amend Article IV of the corporate charter with the Massachusetts Secretary of State. This might impose an unreasonable delay on the consummation of any deal that depended on such approval. By LFB’s converting preferred shares into common, this roadblock has been circumvented.<

Agreed, but it was done for LFB and it could be done for another party ... with LFB's approval. It would not require shareholder approval because the common shares to satisfy a sizable increase in Series D are already authorized. LFB may have facilitated some kind of deal, but other Series D could have been issued without LFB converting theirs. I suppose time will tell why they chose to do so. (Unless Massachusetts is radically different from other states, the process is the BOD amends the charter and then files the amendment with the Secretary of State ... not a big deal.)

>This possibility was discussed earlier in this thread, but it’s hard to believe LFB intends to dump shares at these prices.<

Agreed again. My comment was tongue-in-cheek. It is just as hard to believe management would issue any more Series D (replacement or otherwise) at these prices either. I hope they are not selling any more of the farm at bargain basement prices.


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