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BigBake1

02/02/12 4:24 PM

#29288 RE: stockinvestor01 #29287

Well the company cannot sell shares on the open market in the first place, all shares must be issued to an entity first, and then to make them free trading they need to be registered after meeting Rule144 requirements. That must be filed through the SEC and then an attorney opinion letter must filed with the TA to remove the restricted legends. If they do not meet Rule144 then in order to make them free trading they must qualify for exemption. The entity requests the company to file an attorney opinion letter to the Transfer Agent removing the restricted legend on the cert.

Since there is no financing available here in THRA they must do what is known as toxic debt conversion in order to do things. I cannot find a legit business, so it is likely these notes are simply cash for shares. We will use $50,000, the money is handed over to the CEO, they have the Legal Counsel draft a letter and request the TA to issue a cert for the "debt". Now at the least you would expect 500,000,000 at par value, but because the NSCC charges a 20% haircut to bring the shares to the market you can expect another 100,000,000 to be given to offset that cost. Because the cost of the loan gets passed to the company and then to shareholder equity.

Well nobody gets money for free, so depending on who is loaning the money they charge varying rates of interest. Common for a non reporting company they charge around 20-30% the worse the shell the higher that goes. Which also gets passed to shareholders equity.

But now with a lock in place deposits are off the table so these entities cannot easily bring shares to the market since this is a Book Entry Only security.
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goarmy123

02/02/12 9:01 PM

#29347 RE: stockinvestor01 #29287

Since the DTCC lock, I doubt the company has any funds to keep going on since they cannot sell shares on the open market. I wonder if they even have enough funds to keep a telephone line going?



They signed a revenue generating agreement a few months back. They have cash flow. Do your DD!