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doctorbusiness

03/17/15 6:37 PM

#52326 RE: 2times2 #52320

If this was released before we voluntarily voted in favor of a RS, I'd agree with you. But the fact is, we gave them the authority to RS within a specific range. So they know the true number of "apples" they have

theHALFMILE

03/17/15 6:38 PM

#52327 RE: 2times2 #52320

I'm no lawyer, but with a company in such a litigious market as tobacco, you bet your ass they had a team of primo lawyers write this contract up and OK the content. I'd guess this can be done bc the BOD now has the right to R/S whenever they find it pertinent, following the special shareholders meeting vote. Therefore, while there's not technically the extra shares management can do it with the snap of their fingers as they now have the power.

SweepsMcGee

03/18/15 10:43 AM

#52989 RE: 2times2 #52320

The answer to your question lies in article 2.03 of the 8-K as it relates to each of the two agreements:

"2.03 Issuance of Shares . Subject to the Warrant Shares needing to be authorized by the approval and implementation of the reverse stock split and the amendment to the Company’s Articles of Incorporation as set forth in the Proxy Statement of the Company dated January 27, 2015, when the Warrant Shares are issued in accordance with the terms of the Warrants, the Warrant Shares shall be validly issued and outstanding, fully-paid, non-assessable and free any clear of all liens, of any pre-emptive rights and rights of refusal of any kind."