Wilhelmina International Inc (WHLM)

[RonnieD]

8-K : 15 million worth of stock priced at .25.

this is good news. not a lot of stock. half cash half stock @ .25.

In connection with the closing of the Acquisition Agreement, NCEH will (i) issue approximately $15 million in shares of its common stock, par value $0.01 per share ("Common Stock"), to Lorex and Krassner L.P. (affiliates of Esch and Krassner, respectively) at approximately $0.25 per share of Common Stock (of which $4.5 million of Common Stock will be subject to repurchase ratably by NCEH, depending on the performance of the Wilhelmina Companies in fiscal 2008) and (ii) pay approximately $15 million in cash, subject to certain adjustments and earnout payments tied to the performance of WAM and Wilhelmina Miami. The Merger is intended to constitute a reorganization within the meaning of Sections 368(a)(1)(A) and 368(a)(2)(E) of the Internal Revenue Code.