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Re: colemano post# 64424

Wednesday, 08/08/2012 10:36:29 PM

Wednesday, August 08, 2012 10:36:29 PM

Post# of 72137
Many questions about today's bizarre PR about MediaG3 signing a definitive agreement to acquire HEXA-2.
A LOT of things it says don't make sense.

First of all, the title is misleading because the acquisition has not been completed. A definitive agreement has been signed and will be under a due diligence review over the next 30 days before "final proceedings." The deal could fall through so it is really no more significant than a letter of intent (LOI).

MDGC is already maxed out on issuance of authorized stock. Even at the bizarrely inflated conversion price of $0.30, MediaG3 would need to issue 233,333,334 shares to buy HEXA-2 that it doesn't current have available in authorized shares.

What's Val Westergard going to do? Raise the A/S? Do a reverse split and not reduce the A/S proportionally? The latter is popular in Pinkville. This is a major issue that should concern shareholders.

It seems the stated purchase price was vastly inflated for PR purposes. There is nothing in the PR that supports such a price. There should have been a description of HEXA-2's annual revenues or something to support the price.

The claim about potentially qualifying the company for a NASDAQ listing is outright absurd to anyone familiar with the listing requirements. Even the OTCBB is a long shot as I doubt that Val Westergard would ever be willing to have MDGC's books audited. It would reveal his fraud.

Again, a LOT of things about this supposed PR just don't make sense. If Ahmad Moradi has a viable company worth $70 million he wants to take public surely he could find a clean shell without all of the baggage that comes with MDGC. He should call the DTCC as part of his DD so he can learn that the SEC alerted them that unregistere shares were sold into the MDGC float and that the stock in subsequently not DTC FAST-eligible.

Given Val Westergard's track record on PRs never coming to fruition, I strongly suspect this acquisition will either not be completed or will end up very different than what it seems in the PR.

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