It's been blown out of proportion to what is allowed by the current AS of 5B shares.
And that fact is primarily because each successive NEOM management regime has worked closely with or 'along side' Yorkville.
~24B is perfectly IN proportion , and it's based 100% on fact.
Here's another fact: Yorkville understands the ramifications of any discrepancy between Fully Diluted Shares and Authorized Shares , and past filings indicate they understand the need to have a remedy for such a discrepancy.
On 2/17/06 when NeoMedia sold Yorkville those "Twenty-Seven Million Dollars (US $27,000,000) of Series C Preferred Shares" , Yorkville understood that the Authorized Share limit has to , at some point , accommodate the Fully Diluted number.
That's why Yorkville had this put in the terms back in February 2006:
"(c) The Company shall at all times reserve and keep available out of its authorized Common Stock the full number of shares of Common Stock of the Company issuable upon the conversion of all outstanding shares of Series C Preferred Shares. In the event that the Company does not have a sufficient number of shares of authorized and unissued Common Stock necessary to satisfy the full conversion of the shares of Series C Preferred Shares, then the Company shall call and hold a meeting of the shareholders within thirty (30) calendar days of such occurrence for the sole purpose of increasing the number of authorized shares of Common Stock. The Company's Board of Directors shall recommend to shareholders a vote in favor of such proposal and shall vote all shares held by them, in proxy or otherwise, in favor of such proposal. This remedy is not intended to limit the remedies available to the holders of the Series C Preferred Shares, but is intended to be in addition to any other remedies, whether in contract, at law or in equity."
Now , today , per the Embedded Conversion Feature in just the Convertible Preferred Shares Yorkville owns , and at the current PPS , Yorkville's rights to shares far exceed the current Authorized Share count.
Yorkville obviously feels such a situation is important enough to have included a remedy for such a situation in the terms of their financings.
Yorkville doesn't think the Fully Diluted Shares are meaningless or bogus or 'outta proportion' shares ... they want them.
In a very few weeks we'll be able to see what NeoMedia says the outta proportion Fully Diluted share count was as of the end of June , as we'll see it in the 2Q08 10-Q.
JP, JP...don't you agree that all of this YA information should be put in the iBox so that these circular discussions don't have to happen every two weeks?
You know as well as I it's the RIGHT thing to do for new investors. I don't care what the "disclaimer" says and the fact that the moderator(s) can hide behind that and put only promotion pump material in the iBox...
WE ALL know it the RIGHT THING TO DO.
Don't try to sugar coat this...YA does own everything and at the drop of a hat they can have the authorized shares increased to whatever they need them to be so the selling of shares can continue.
I sure hope NEOM doesn't end up like this company... "*Estimated Market Cap 3,528,177 as of Jul 21, 2008 *Authorized Shares 5 Trillion...yes, with a "T" *Outstanding Shares 32,295,377,817 shares outstanding as of July 25, 2008 *Number of Shareholders on Record 982 as of June 25, 2008 *Float 6,628,733,552 as of Jul 10, 2008" http://investorshub.advfn.com/boards/board.aspx?board_id=3111
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