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Churak

07/21/05 7:45 PM

#4683 RE: watchdog11 #4680

before the deal is done, there were 6.8 mil shares o\s of GEIV. 2 dudes owned 5.3 mil & there were 1.5 mil shares owned by "others". the 1.5 mil shares were issued in exchange for $37,500...quite a deal. Then the 8K got issued so that the share structure of GEIV becomes:

As a result of the foregoing, following the Closing the capitalization of GEIV is anticipated to be as follows:



Shares
% of Total


Owned by current GEIV officers and directors
50,000
0.52%

Owned by GEIV shareholders
1,500,000
15.45%

Owned by NowAuto
8,157,661
84.03%






Total Issued and Outstanding GEIV common stock
9,707,661
100.00%



Pursuant to the asset purchase agreement, at closing, GEIV shall issue to NowAuto 8,157,661 shares of its common stock, representing 84.03% of the outstanding GEIV common stock upon consummation of the Agreement, in exchange for all of the assets of NowAuto. The consideration set forth in the Agreement was determined as a result of arm's-length negotiations between the parties.


Looks to me that NWAU is selling all their assets & liabilities to GEIV in return for 8,157,661 or 84.03% of GEIV. NWAU I guess becomes an inactive holdco with an operating sub GEIV which will carry out all the business that NWAU previously carried out.

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adam 2

07/22/05 9:36 AM

#4774 RE: watchdog11 #4680

do you really think regular shareholders will have restricted stock?