Sunday, March 18, 2001 3:21:31 PM
It appears that the convertible debentures were issued in violation of the Securities
Act, as there was no registration with the SEC. My next post will contain quotes from the SEC website supporting this conclusion. My original concern with the debentures was with the payout of more shares than were originally contracted. In my opinion, this was, at best, unfairly and illegally dilutive to existing shareholders. At worst, one could build a case of PONZI-like intentions, i.e., making early investors whole at the expense of later investors. Under any circumstances, I can find no legal authority for paying out more shares than was contracted.
Bill Branum
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