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Friday, June 14, 2013 1:35:51 PM
If a transaction were structured to take advantage of
these provisions rather than other "tax free" provisions provided under the Code, all prior stockholders would in such circumstances
retain 20% or less of the total issued and outstanding shares. Under other circumstances, depending upon the relative negotiating
strength of the parties, prior stockholders may retain substantially less than 20% of the total issued and outstanding shares. This could
result in substantial additional dilution to the equity of those who were our stockholders prior to such reorganization
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