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flota

08/20/07 9:06 PM

#30479 RE: cats #30461

well as I said it before PPHM suffers from dilution, hmm last time I checked increasing authorized shares is not really in the best interest of the shareholders.

The next proposal on the agenda for the Annual Meeting will be to approve a proposed amendment to our Certificate of Incorporation.


Our Certificate of Incorporation, as currently in effect, authorizes the issuance of up to 250 million shares of Common Stock, par value $0.001 per share. On August 17, 2007, the Board of Directors adopted a resolution to amend the Certificate of Incorporation to increase the number of shares of Common Stock that we are authorized to issue to 325 million shares, subject to stockholder approval at the 2007 Annual Meeting.


At that time, the Board of Directors declared the proposed amendment to be advisable and in the best interests of the Company and its stockholders and is accordingly submitting the proposed amendment to be voted on by the stockholders.


Of the 250 million shares of Common Stock currently authorized, approximately 226.2 million shares are, as of August 15, 2007, issued and outstanding. In addition, as of that date, approximately 16.5 million shares are reserved for issuance upon the exercise of outstanding stock options and warrants and shares that are reserved under our compensation plans for options yet to be granted.