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dizzydon

08/23/15 10:02 PM

#69422 RE: mikeonmicrocaps #69421

insider's own 38.5% since Involve's conversion

the latest DEF14-C https://www.sec.gov/Archives/edgar/data/814926/000093980215000038/schedule14c060415.htm state's they own 42.5%,but they were either too lazy,or chose not,to do the math.

Stewart Wallach,CEO. 147,618,822

Jeff Postal,Director .... 128,381,748

Jeff Guzy,Director ............. 832,000

Larry Sloven, Director ...... 792,000

Gerry McClinton, CFO, ..... 504,949
____________________________________________________________

TOTAL INSIDER SHARES: 278,129,519 or 38.523% of current 721,989,957 share's Outstanding as of June 30,2015

here are some link's for Going Private protocol's

http://www.sec.gov/answers/gopriv.htm

http://www.egsllp.com/GoingPrivatePresentation-FINAL.pdf

http://openscholarship.wustl.edu/cgi/viewcontent.cgi?article=2437&context=law_lawreview

Capstone Companie's,i believe,is incorporated in Florida,not Delaware,so there may be some difference's to some of the information in the above links.

during their latest proxy meeting they gathered 384,153,928 votes,or 53.2% of the outstanding.

That's 106,024,409 more then their own stock,so they must have gotten Involve's 67,979,425 and another 38,044,984 to vote with them (... the Fisher's might still own about 18,000,000 shares)

to go private it looks like they would have to make a satisfactory offer for the 443,860,438 share's the insider's don't own,an offer of 2 cent's a share would be a total of $8,877,208.76

Most shareholder's,imo,would reject a 2 cent's per share offer.

just my opinion,but I don't see where management would currently want to go private,Stewart Wallach has stated in the past that it is one of his goal's to get the stock uplisted to the NASDAQ..the companie's option's for raising capital are probably much better as a public company.


Uranium

08/24/15 12:26 AM

#69423 RE: mikeonmicrocaps #69421

IMO Mike, the future value of the insider shares is far too great for them to consider taking it private. The future value of the shares could come from market sales or from sale of the company or both. And BTW, there are recent cases where a pinky went private by simply discontinuing to report. Delisting follows and voila, private. All shares become non-tradeable and worthless. Case in point was IDGI from personal experience. For some reason the SEC seems to be inconsistent in treatment of non-reporting pinks. I would think this way is far too risky but just wanted to put it out there. IMO, this is the furthest thing from Stewart's mind.