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Re: lnong post# 57313

Saturday, 01/28/2012 3:33:01 PM

Saturday, January 28, 2012 3:33:01 PM

Post# of 94541
How a merger works. Let's keep this very simple. OPMG is a Delaware Corporation. That is called the parent company. Now what you do is start a family. When a corporation wants to start a family they create wholly owned subsidiaries. Each one of these wholly owned subsidiaries (the children) are controlled by the parent company.

So step one was create a new bedroom for the new child OPMG is expecting named Illume. This bedroom is called I acq corp. It is a bedroom in OPMG the parents home/company.

Step two is trade some shares of OPMG for all the shares of Illume. That's how Illume becomes OPMG's child. Then Illume moves everything they own into their new room at OPMG's house.

Step 3: Illume then becomes a part of OPMG's Family but they live in their own bedroom/their own subsidiary doing business as a wholly owned subsidiary of OPMG's.

Step 4: OPMG the public company continues to trade but.....when you discuss how much OPMG is worth you also add in everything good from Illume and count this as well.

Key point why create a wholly owned sub to merge Illume into to OPMG? Because you wouldn't want to adopt a child and move all their crap into your bedroom. It would get too confusing and make a huge mess. So you give them their own room, own wholly owned sub to live in.....but make no mistake about it they are now your child and you tell them what to do.