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Slojab

02/04/07 1:57 PM

#16 RE: speckulater #15

My powers of concentration are slightly diminished of late.

Following too many stocks, I guess.

PLRO could be a good one. Good luck.
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schadenfreude

02/07/07 2:06 PM

#23 RE: speckulater #15

Effective 31 October 2006, the Company merged with its wholly owned subsidiary Platinum for the purpose of effecting a change of name to "Platinum Research Organization, Inc." and a recapitalization of the Company's capital stock. Pursuant to the Agreement and Plan of Merger dated 18 October, 2006 (the "Merger"), each outstanding share of the Company was exchanged for and become five shares of Platinum common stock on the effective date of the Merger. Platinum assumed the outstanding warrants of the Company, which will be exercisable for shares of Platinum common stock. Each such warrant is exercisable for five shares of Platinum common stock at the same price as one common share of the Company.

>>>6.5mm x 5 = 32.5mm for the shares
>>2mm x 5 = 10mm for the warrants

The Company will issue to the PRO Transferors 55,000,000 unregistered shares of common stock of the Company.

>>Another 55mm

The Company will issue to the Investors 5,000,000 preferred shares (the "Preferred Shares") and 2,500,000 share purchase warrants (the "Warrants"). The Preferred Shares shall have an annual 10% accrued dividend which will be reduced to an annual 5% accrued dividend upon the Company entering into a commercial agreement(s) which will increase the Company's aggregate revenues to $40 million per annum and to an annual 2% accrued dividend upon the Company recording net revenues of $1 million per quarter. The Preferred Shares may be converted into common shares of the Company on a basis of five shares of common stock for every one Preferred Share at anytime by the holder or by the Company under certain conditions. The Preferred Shares have a maturity date of five years from the date of closing. The Warrants will be issued to the Investors on the closing date. Each Warrant is exercisable for one share of common stock of the Company at an exercise price of $0.26 per share for a three year period from date of closing.

>>Pref'd: 5mm x 5 = 25mm
>>2.5mm warrants

4. The Company entered into two Convertible Promissory Note Purchase Agreements whereby the Company has agreed to issue two promissory notes in the amount of $500,000 each (the "Convertible Promissory Notes") each bearing regular interest at 10% per annum, being unsecured, and being repayable in full one year from the date of issue.

The outstanding principle portion of the Convertible Promissory Notes shall be convertible into preferred shares of the Company on the basis of $0.90 per preferred share. Interest accrued on the Convertible Promissory Notes will be forgiven upon conversion of the Convertible Promissory Notes.

>>$1mm converts to 1.1mm pref'd shares which equals 5.5mm common shares

TOTAL: 130mm shares. All but 55mm issued at under 30cents. That's a lot of cheap paper.