Moneybound, thanks for the info. I did read that link again, but it still leaves almost all of my questions unanswered. Perhaps I would have been better served by directing these questions to the company itself. Thanks again, as I realize you're trying to be helpful. Florida
Imperia Entertainment, Inc. 190 N. Canon Drive, Suite 420 Beverly Hills, CA 90210 May 22, 2005
To: The Current Shareholders of Imperia Entertainment, Inc.
From: Kenneth Eade, Chairman
Dear Shareholders,
Attached you will find Notice of a Special Meeting of Shareholders for Imperia Entertainment, Inc. (hereinafter the “Corporation”), which the Board of Directors has called for June 12, 2006, at 8:30 a.m., at 190 N. Canon Drive, Suite 420, Beverly Hills , CA 90210.
In connection with this upcoming meeting, I wanted to summarize recent developments in connection with the reorganization of the Corporation. As you are probably aware, the Corporation had to raise money from a Regulation D, Rule 504 stock offering in order to fund overages in the completion of its feature film, “Say it in Russian.” The dilution that resulted was significant, in that the per share price was very low, and now there are almost 2 billion shares outstanding, which is the maximum authorized number of shares, with a per share market price of less than half a penny. In order to reorganize the outstanding share capital structure of the corporation, the board of directors has decided to recommend a reverse split of the common share capital of 1 to 1000. This will result in a reduction in the outstanding shares and a corresponding increase in market price, based on the last trade recorded by the NASDAQ Stock Market the trading day before NASDAQ effects the split. For example, every 1000 shares held would be reduced to one share, and the price, based on a hypothetical current price of .0003 per share, would be increased to .30 per share. Thereafter, regular market activity will determine what happens to the price. was suspended as a Corporation by the Nevada Secretary of State some time ago, and had remained
The Board has called this Special Shareholders meeting for the following purposes:
1. To authorize an amendment to the Corporation’s articles of incorporation to effect a 1-1000 reverse split of the common share capital of the corporation, which, upon filing of the amendment, will reduce every one thousand shares of common stock to one share of common stock;
2. To consider such other matters as may be properly brought before the special shareholders meeting, if any.
You will find enclosed a copy of the notice of shareholders meeting, along with a form of proxy you may use if you cannot attend. The Proxy allows you to grant me your proxy, so I might vote for the various resolutions to be considered at the special shareholders meeting on your behalf. The Board of Directors recommends a vote for each of these resolutions.
Very truly yours,
/s/ Kenneth Eade Imperia Entertainment, Inc.
Imperia Entertainment, Inc.
NOTICE OF SPECIAL MEETING OF STOCKHOLDERS To Be Held on June 12th , 2006
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