Thanks, But I Think You're Wrong
It looks like 700,000 Series A preferred are NOW eligible to be converted to seven million common - and they belong to Brennan.
On June 15, 2009, United Restaurant Management, Inc., a Delaware corporation (“URM”), entered into a definitive agreement (the “Agreement”) with World Logistics Services, Inc., a Delaware corporation (“WLS”). WLS is a supply chain management, transportation and logistics services company targeting solutions to middle market companies in the U.S. and overseas. The Agreement provides that, upon the terms and conditions set forth therein, URM will acquire the two operating subsidiaries of WLS through the purchase of all of the outstanding stock of the subsidiaries which is owned by WLS and continuing the operations of WLS through the subsidiaries which will become wholly owned subsidiaries of URM at closing (the “Subsidiaries Acquisition”). The Agreement and the transaction contemplated thereby were approved by the boards of directors of URM and WLS, and will be submitted for approval by the stockholders of WLS before closing. Approval of the Subsidiaries Acquisition by the stockholders of URM is not required.
As condition of closing the Agreement, URM has agreed to create two series of preferred stock to be designated as Series A preferred stock and Series B preferred stock. The Series A preferred shares will be convertible into common shares after 18 months at the rate of 10 common shares for each preferred share converted and will have super voting rights of 10 votes per share with the common stock. The Series B preferred shares will have similar voting rights but will not be convertible. The Agreement provides that at closing URM will issue 700,000 shares of Series A preferred stock and 500,000 shares of Series B preferred stock to Kevin Brennan, the President and a director of WLS
