Tuesday, April 19, 2005 9:19:06 AM
IMO, I truly think there aim is to try and pump up MMXT to about 30 cents a share (on the backs of SCMI shareholders) and then say according to the fairness opinion the deal is now 1 mmxt for 3-4 scmi shares! MMXT would never get off the ground starting out with over 700 million shares outstanding in a straight 1 for 1. As a matter of fact the letter of intent clearly states that the exchange is subject to the fairness opinion.
We currently anticipate an exchange of the outstanding shares of common stock of Seller for shares of common stock of Buyer on a one-for-one basis (the "Exchange Ratio"), subject to further due diligence and the receipt of a satisfactory independent fairness report as described below, among other things.
That was written when the shares of both companies were trading within 1 cent of each other. If the advertising campaign takes off and mmxt moves up to around 30 cents while scmi is still 6-9 cents do you really think they would still do a one to one? I doubt it. Also very telling that MMXT did not ask shareholders to vote on an increase in authorized shares which are currently 350 million. A one for one merger they would need at least 700 million shares authorized. All my opinion.
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