This article on TGGI mergin with OTC...
came out last night. Think peopel are finally gettin a clearer idea what this stock is all about here in teh short and medium-term. People wanting to get the free trading shares in ALFE if merge goes through.
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Trans Global Group (TGGI) Aims for Merger Listing on OTC Exchange
Last Updated: July 29, 2010 - 4:13pm EST
NEW YORK--Trans Global Group, Inc, Inc. (OTC:TGGI), a diversified investment holding company, may be preparing to list their company subsidiary onto the OTC BB market exchange in the coming weeks.
Merger into OTC Company
On June 16, 2010, the Company announced that it had entered into an agreement to merge Full Spectrum Media, a wholly-owned subsidiary of TGGI, into American Life Holdings Company, Inc. (OTC:ALFE), a fully reporting company trading on the OTC Bulletin Board Exchange.
Upon completion of the merger, shareholders of TGGI would receive shares in the fully reporting company ALFE, which could possibly consist of free-trading shares through an S-1 registration. On July 8th the Company announced they had begun work on auditing Full Spectrum Media, which should be the final hurdle before a final merger transaction. The agreement was expected to be completed before or on August 1st, 2010, but for anyone that has been involved in a full audit for public listing can verify these events sometimes take much longer then anticipated.
On June 14, 2010 Mr. Randy Schneider was elected to the Board of Directors of ALFE, but also holds the position as President and director of Kazore Holdings, Inc., which is DBA Full Spectrum Media, a wholly-owned subsidiary of TGGI. This solidifies the prospects that Mr. Schneider, a director in both TGGI and ALFE, is currently in the process of merging TGGI assets into a fully reporting company.
Share Structure Reduction
In addition, the Company announced it had reached an agreement to cancel 500 million shares issued for the acquisition of Full Spectrum, in exchange for preferred shares. The retirement of these common shares are expected ahead of the transaction, and would consist of reducing the authorized shares of the Company as well. As of July 29, 2010, the company had around 1.5 billion shares issued and outstanding, but prior to this merger with the OTC entity this should be reduced back to around 1 billion common shares outstanding.
Full Spectrum Projects
On May 4th, 2010, the Company announced Full Spectrum had acquired 5boards.com, a social networking site focused on the Skateboarding, Surfing, Wakeboarding, Kite and Snowboarding sports industry. In addition, the Company is currently developing a social media mobile application for 5boards, and the skate and boarding community, and should soon be available for download at Apple iTunes shortly.
On July 22nd, the Company announced Full Spectrum had been awarded the national marketing campaign for SEXLETS gum (www.sexletts.com), an over-the-counter male sexual enhancer seen on many mass media outlets. Details of the national marketing campaign and revenue production were not forth coming, but expected to be updated shortly.
Summary
The Company is making a move much similar to Kat Exploration (KATX), where as they retire shares, and roll assets into a fully-reporting company, while giving the common shareholders of the Pink Sheet company new shares in an exchange. In short, the Company will be able to access a whole new structure and compliance by rolling Full Spectrum into a fully reporting OTC vehicle, and increase shareholder value at the same time. For TGGI shareholders, they would receive shares in a new reporting OTC BB company, while maintaining their positions in TGGI and expanding their investment holdings.
In addition to the potential merger, the Company is also expected to decrease the shares in the company from 1.5 to 1 billion outstanding. So, at $0.01 a share, this would give TGGI a new market cap valuation of only $10 million.
The Company was expected to finalize an agreement on or before August 1st, 2010, but due to the detailed nature of conducting an audit, and all the necessary steps needed to prepare for a fully reporting listing, we would expect the market may receive some update regarding this deal in the first half of August of 2010. For a stock trading around $0.0004 the risk/reward on this potential merger is surely something to watch.
Risks
The company is currently traded on the Pink Sheet exchange, and thus has limited public information available for review. Addition risks consist of dilution, inability to finalize a merger agreement, legal, and industry competition. Investors are highly encourage to consult with a financial advisors before making and and all investment decisions regarding these kinds of securities.
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