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Re: thistime post# 14294

Tuesday, 04/20/2010 1:31:21 PM

Tuesday, April 20, 2010 1:31:21 PM

Post# of 24526
Moelis is doing an A+ Job.

Experts understand that these matters (proxies and approvals) are regulated by the SEC and must be handled with great care. Moelis is doing and A+ job in treating this with professionalism and care.

The plan was very clearly laid out in the SEC filings including statements like the following:

1. In order to effect an orderly restructuring of the Company’s balance sheet and capital structure, the Company has determined to attempt to proportionally reduce the number of issued and outstanding shares of its common stock.

2. The purpose of restructuring the balance sheet is to provide sufficient shares to meet the Company’s outstanding obligations, such as reserving sufficient shares to cover conversion of its current convertible indebtedness as well as to reduce the number of outstanding shares to a level which it believes is more in line with a typical capital structure which would be more attractive to potential future investors.

3. The Company also desires to have shares available to raise further capital needed to achieve its business plan and to possibly use as currency for future merger and acquisition activity (buying other companies to grow GSPG into a major player).

4. the Board of Directors believes that the increase in the stock price that it expects to result from the reverse stock split could decrease price volatility.

5. Reducing the number of outstanding shares of our Common Stock through the Reverse Stock Split is intended to increase the per share market price of our Common Stock.

6. The Reverse Split would not affect any Stockholder’s percentage ownership interests in the Company.

7. The Reverse Split, if implemented, would not change the number of authorized shares of the Common Stock as designated by the Articles of Incorporation.

8. Authorized shares could be used by the Company’s management to oppose a hostile takeover attempt

9. The Plan eliminates the Company’s current default under its convertible indebtedness due to lack of sufficient authorized and unissued common shares (without the plan, GSPG loses current funding).

10. The plan eliminates the majority of the Company’s debts.

11. The plan includes restructuring of the Company’s bridge loans

12. The plan will raise new equity capital (for return to production).

13. The Company anticipates completing these recapitalization and balance sheet restructuring transactions by about mid-year 2010.

14. the Board of Directors believes that it is in the best interests of its stockholders for the Board to obtain the authority to implement a reverse stock split.

15. If the stockholders approve this proposal, the Board would carry out a reverse stock split only upon the Board’s determination that a reverse stock split would be in the best interests of the stockholders at that time.

http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=7143701-10952-36580&type=sect&TabIndex=2&companyid=84580&ppu=%252fdefault.aspx%253fcompanyid%253d84580

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