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Monday, August 01, 2011 3:31:38 PM
This isn't about just 2.5M shares from Frohman filing....
Total shares registered for sale was 28,166,167
and conversions of preferred to 87M common shares
Listed below in filings:
10M to Sasso
5,000,000 to Frohman
5,000,000 to St Claire
3,166,167 going to Stowell,Strunk,and Koyuncu.
5,000,000 convertible note to Harris
-----------
28,166,167 total
5M to the Lawyer for convertible note (the $166,312.50 represents 15,119,318 common shares convertible at .011...of which 5M are registered)
The validity of the securities offered hereby will be passed upon for us by Harris Cramer LLP, Palm Beach Gardens, Florida. Attorneys employed by this firm own 3,000,000 warrants exercisable at $0.011 per share and a $166,312.50 promissory note convertible at $0.011 per share. Of the shares underlying the promissory note held by these attorneys, 5,000,000 are being registered under this prospectus.
http://sec.gov/Archives/edgar/data/1413993/000135448811002346/opmg_s8.htm
This prospectus relates to the registration of: (i) 20,000,000 shares of common stock issued outside of the 2008 Equity Incentive Plan, or the Plan, (ii) 3,166,667 shares of common stock issuable upon the exercise of non-Plan options and (iii) 5,000,000 shares of common stock issuable upon the conversion of a convertible note.
10M for Sasso: Sasso agreed to a Lock-Up/Leak-Out Agreement (the “Lock-Up”) which limits the sales of Sasso’s shares to: (i) 10,000,000 shares during the first month following entering into the Lock-Up and (ii) beginning August 1, 2011
http://sec.gov/Archives/edgar/data/1413993/000135448811002348/opmg_8k.htm
5M for Frohman:
http://sec.gov/Archives/edgar/data/1413993/000135448811002346/opmg_ex41.htm
5M for StClaire
http://sec.gov/Archives/edgar/data/1413993/000135448811002346/opmg_ex42.htm
1.5M stowell
http://sec.gov/Archives/edgar/data/1413993/000135448811002346/opmg_ex44.htm
1M for Strunk:
http://sec.gov/Archives/edgar/data/1413993/000135448811002346/opmg_ex45.htm
166,667 for Koyuncu
http://sec.gov/Archives/edgar/data/1413993/000135448811002346/opmg_ex45.htm
another 500k for Koyuncu
http://sec.gov/Archives/edgar/data/1413993/000135448811002346/opmg_ex47.htm
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In addition to this, on July 15th three preferred shareholders converted C Series preferred into 87,499,575 commons
On July 15, 2011, three Series C preferred stock holders converted their preferred stock and the Company issued 87,499,575 shares of common stock. The issuances of common stock and the Note which are reported in this Form 8-K have not been registered under the Securities Act of 1933 (the “Act”) and were issued and sold in reliance upon the exemption from registration contained in Section 4(2) of the Act and Rule 506 promulgated thereunder. The investors were accredited and there was no general solicitation.
http://sec.gov/Archives/edgar/data/1413993/000135448811002348/opmg_8k.htm
Any thoughts?
Jimstr
Theoretical physics can prove an elephant can hang from a cliff with its tail tied to a daisy, but use your eyes -- your common sense ----
please DD before you buy or sell
Jimstr
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