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testline8

10/25/07 1:13 AM

#78571 RE: Ace Magoo #78568

I think the 360million number is correct. The 8K says that series B is convertible to 80% of the OS. That does convertible to 80% of the current OS, not that it should equal 80% of the OS after it is converted.

At least that is how I read it.

Considering Tom owns 100% of series B, I think it is just a safety measure in case of some type of takeover. It would be nice to have a PR to explain some of the details in the 8K though.

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Zotron

10/25/07 10:37 PM

#80115 RE: Ace Magoo #78568

Ace, i agree with your numbers, but i disagree that you think Toms 1.8 billion shares upon conversion do not figure into the market cap.

Lets assume an offer is made to acquire the companys common stock for $100 million dollars. If you assume the 450 million shares o/s is the true number, each share would be worth .22. In this scenario Tom would recieve nothing for his 1.8 billion shares. Not likely. Tom most certainly would convert his preferred shares, making a total of 2.25 billion o/s. Each common share would then be worth .044. Toms 1.8 billion would get him $80,000,000 or as the 8k states, 80% of the company.

Bottom line is the 100,000 convertible preferred B shares must be accounted for in calculating the PPS. Just as the Convertible preferred C shares have to be.