Replies to post #59873 on APT MotoVox Group Inc. (MTVX)

[diannedawn]

You're misunderstanding something...

As you pointed out, the Class C convertible crowd alone represents the addition of more potential common shares than the 20 billion total currently authorized---21.2 BILLION (41.2 total)!!!

If you reread my post you will see that is the total of ALL the issued convertible shares;
not just the C's.

That aside, the problem remains the same.

The terms of the preferreds all say
"(d) The Corporation covenants that it will at all times instruct its Transfer Agent to reserve and keep available out of its authorized and unissued Common Stock solely for the purpose of issuance upon conversion of Series C Preferred Stock as herein provided, free from preemptive rights or any other actual contingent purchase rights of persons other than the holders of Series C Preferred Stock, such number of shares of Common Stock as shall be issuable (taking into account the adjustments and restrictions of this Section IV hereof) upon the conversion of all outstanding shares of Series C Preferred Stock. The Corporation covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly and validly authorized, issued and fully paid and nonassessable."

http://www.sec.gov/Archives/edgar/data/1486526/000135448814002399/froz_ex41.htm
http://www.sec.gov/Archives/edgar/data/1486526/000135448813003911/froz_ex41.htm
http://www.sec.gov/Archives/edgar/data/1486526/000135448813003911/froz_ex42.htm
http://www.sec.gov/Archives/edgar/data/1486526/000135448814002399/froz_ex42.htm

So the C's and E's are not convertible YET...
This is still a problem that APT is going to need to address.

Notice it says "will at all times"...
Not "will at all times; after exercisable"; or something like that...

Thus I pose the question...
they have authorized and issued 19,738,646 Class C Preferred Shares and 22,155,729 Class E shares.... all convertible at 500 for 1
+ Shyster Schissler has 500,000 Series B ...also convertible at 500 for 1
42,394,375 x 500 = 21,197,187,500 common shares...
Hhmmm.... HOW are they even in compliance with the terms that state they need to keep common shares available for possible conversion???

Here is another question...
HOW do you think they will fix this problem???