quote:Originally posted by new2stocks: 1. ISSUANCE OF CONVERTIBLE PREFERRED STOCK TO MICHAEL D. ALEXANDER AS CHIEF EXECUTIVE OFFICER PREVIOUSLY OVERLOOKED. PREFERRED STOCK CONVERTS AT A RATIO OF 100 COMMON SHARES TO 1 PREFERRED SHARE.
hmmmmmmmm ......
-------------------- Don't envy the happiness of those who live in a fool's paradise.
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Unlike common stock, preferred stock usually has several rights attached to it:
The core right is that of preference in dividends. Before a dividend can be declared on the common shares, any dividend obligation to the preferred shares must be satisfied.
The dividend rights are often cumulative, such that if the dividend is not paid it accumulates in arrears.
Preferred stock has a par value or liquidation value associated with it. This represents the amount of capital that was contributed to the corporation when the shares were first issued.
Preferred stock has a claim on liquidation proceeds of a stock corporation, equivalent to its par or liquidation value. This claim is senior to that of common stock, which has only a residual claim.
Almost all preferred shares have a fixed dividend amount. The dividend is usually specified as a percentage of the par value or as a fixed amount. For example Pacific Gas & Electric 6% Series A preferred. Unlike debt securities, however, a company is not legally required to pay preferred dividends, and omission of preferred dividends is not an event of default for the companies debt.
Variable preferreds are rare exceptions; their changing dividends depend on prevailing interest rates, or varying as a percentage of net income.
Some preferred shares have special voting rights to approve certain extraordinary events (such as the issuance of new shares or the approval of the acquisition of the company) or to elect directors, but most preferred shares provide no voting rights associated with them. Some preferred shares only gain voting rights when the preferred dividends are in arrears for a substantial time.
Usually preferred shares contain protective provisions which prevent the issuance of new preferred shares with a senior claim. Individual series of preferred shares may have a senior, pari-passu or junior relationship with other series issued by the same corporation.
The above list, although including several customary rights, is far from comprehensive. Preferred shares, like other legal arrangements, may specify nearly any right conceivable. Preferred shares normally carry a call provision, enabling the issuing corporation to repurchase the share at its (usually limited) discretion.
Some corporations contain provisions in their charters authorising the issuance of preferred stock whose terms and conditions may be determined by the board of directors when issued. These "blank check" preferred shares are often used as takeover defense. These shares may be assigned very high liquidation value that must be redeemed in the event of a change of control or may have enormous supervoting powers
-------------------- "If you go the Extra Mile there will be no Traffic Jams".
posted
I think that was Rufus saying "Here you go. You can have more of what is usually considered the best shares available. But wait, you F-ed me, so I am taking away all of your voting rights, and you have to hold on to these for a long time. We are now both in the same boat. Now try to F us over, and you get doubly screwed. Thanks for playing."
Or something along those lines.
-------------------- Muad'Dib knew that every experience carries its lesson.
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quote:Originally posted by milliam: One last thing...I think someone probably already looked into these, but here's the list of stocks that Rufus wanted us to look into. He made it sound like there are people invovled in pumping CSHD on the boards that were involved on the boards with these stocks. I'm only assuming he was refering to John Arlitt.
IGAI GLBT CYSG
Yes he was referring to Arlitt. But I believe you will have to go further back to find connections.
GLTA WAlly
Yes, if possible find FHAL threads from back around November/December of 2005. If you find some please post links.
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quote:Originally posted by thedoctor: Wally .... Do you really think everyone is going to be mailed a Proxy vote ballot? Who is going to send them? Rufus? Please.....There is not a chance that he will spend the money to do this. He likes to promise things with little chance of completion. We are going to recover, but not because of Rufus..
I was answering a question. Doc, if you have followed my posting I am not in the Rufus camp nor the JA/MA/DP camp. I have no idea why this is going up at this time but the only thing we have heard from JA was that he was going to Germany to try to get funding and a JV. In my book that's a promise too.
There is only one thing that matters at his one and it isn't looking for funding, JV's or Proxies. It's going to court opening the default and ansering the court. Until that is done nothing happens.
Rufus could be the biggest blowhard and con man in the world, I really don't know. What I do know is that Mike Alexander, admitted that the whole CEOTA thing was a scam and then went out and bougt Ecowood to do the same thing, harvest logs in the Amazon. JA has pumped stocks in the past that have gone down and never recovered. I believe none of them.
When one of them does something that moves the company forward, then I will proclaim them a savior but until then color me skeptical.
This one shows that Michael Holbrook had ties with Furia back in 2004. This is the same Holbrook that supposedly rallied shareholders of BBAN to oust Rufus.
This particular fact concerns me. If i remember correctly hasnt Rufus maintained the stance that someone was "out go get him"? If Holbrook was involved with Alexander back in 04 and Rufus came along in 06 then doesnt it make more sense that Rufus is actually the one out to get someone? Unless, of course, Sabra did indeed bring Rufus and MA together and at the time Rufus didnt know about the link with Holbrook. Questions questions questions.....
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Now I disagree with you. It shows that he is exercising these shares that are in dispute and that he did not have them when this sholderholder take over happened last year. On what authority did he do this?
quote:Originally posted by Mr. CATIAEngineer: This particular fact concerns me. If i remember correctly hasnt Rufus maintained the stance that someone was "out go get him"? If Holbrook was involved with Alexander back in 04 and Rufus came along in 06 then doesnt it make more sense that Rufus is actually the one out to get someone? Unless, of course, Sabra did indeed bring Rufus and MA together and at the time Rufus didnt know about the link with Holbrook. Questions questions questions.....
I'm pretty sure Rufus was out to get them. He's pretty much said that from the start. He has said something about people out to get him as well, but I do believe he knew who Mike was dealing with and that's the reason he came on board. I wonder if Holbrook was the main guy he's been after?
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CSHD's Certificate of Incorporation authorizes the issuance of 20,000,000 shares of preferred stock, $.001 par value.
Furia issued 500,000 shares of its convertible preferred stock in connection with the acquisition of Fronthaul Inc. in August 2004. Each outstanding share of preferred stock is convertible into 100 shares of the Common Stock of Furia, for an aggregate of 50,000,000 shares of Common Stock.
The mentioned preferred stock was held by Former CEO Michael Alexander and was nullified upon the execution of the Merger Agreement dated July 8, 2006 with CSHD and filed with the Security Exchange Commission is incorporated herein by this reference to 8-K/A [html][text] 500 KB [Amend] Current report, item 2.01 Acc-no: 0001297077-06-000068 (34 Act).
posted
The mentioned preferred stock was held by Former CEO Michael Alexander and was nullified upon the execution of the Merger Agreement dated July 8, 2006 with CSHD and filed with the Security Exchange Commission is incorporated herein by this reference to 8-K/A [html][text] 500 KB [Amend] Current report, item 2.01 Acc-no: 0001297077-06-000068 (34 Act).
thats why i hmmmmmed..... this whole thing has become a total SNAFU
-------------------- Don't envy the happiness of those who live in a fool's paradise.
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quote:Originally posted by thedoctor: Wally .... Do you really think everyone is going to be mailed a Proxy vote ballot? Who is going to send them? Rufus? Please.....There is not a chance that he will spend the money to do this. He likes to promise things with little chance of completion. We are going to recover, but not because of Rufus..
I was answering a question. Doc, if you have followed my posting I am not in the Rufus camp nor the JA/MA/DP camp.
I wanna be in Wallys camp. Less BS and more to the point.
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SEC filing shows MA was telling the truth that he only sold 500,000 shares. You would think the “possible” principal owner of the company would only have held if he too was fooled or if there was real value to his shares. It also appears to discount the idea that he was responsible for the Berlin shares as some had thought.
posted
In a post a few weeks back under his alias of BODI, Mike claimed that he had exercised his preferred shares prior to the 6 for 1.
It clearly states in the 8K and again in the 10K that those shares were nullified upon the Merger agreement dated July 8th 2006.
Now we get a Form 4 filed today stating that he is exercising those same preferred shares that were overlooked. The same shares that supposedly were used to circumvent a Shareholders Meeting, Proxy and vote to oust then CEO Rufus. If the shares are being executed today, which according to the 8K and 10K were nullified, what shares were used in the special meeting?
Man it just gets deeper and deeper. Maybe now people will understand why I not only don't trust Mike but don't want to be like Mike.
posted
I realize hat nothing should surprise me in the world of FHAL/CSHD but seriously...come on.
This is my favorite line in the filing. (edit i said 8k, meant filing hehe) Priceless. "Previously overlooked" LOL
Are you kidding me?!
Explanation of Responses: 1. ISSUANCE OF CONVERTIBLE PREFERRED STOCK TO MICHAEL D. ALEXANDER AS CHIEF EXECUTIVE OFFICER PREVIOUSLY OVERLOOKED. PREFERRED STOCK CONVERTS AT A RATIO OF 100 COMMON SHARES TO 1 PREFERRED SHARE.
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posted
i once had a (penny) stock that converted preferred shares to (a couple hundred million) common even tho they had NONE listed in their 10k... it was in the middle of a run of course... reported them to the SEC? nothing happened...
-------------------- Don't envy the happiness of those who live in a fool's paradise.
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quote:Originally posted by glassman: The mentioned preferred stock was held by Former CEO Michael Alexander and was nullified upon the execution of the Merger Agreement dated July 8, 2006 with CSHD and filed with the Security Exchange Commission is incorporated herein by this reference to 8-K/A [html][text] 500 KB [Amend] Current report, item 2.01 Acc-no: 0001297077-06-000068 (34 Act).
thats why i hmmmmmed..... this whole thing has become a total SNAFU
Glass, I was dumbfounded when the take over first occurred. When I looked into it, keep in mind I am not an attorney so this is my own opinion, something wasn't right. The more I looked into the bylaws the less sense it made. One of the key things I got from Jenna's talk with Alana Black was how Alana stated the fact of the corporate bylaws. NOw this. I really think that Mike is grasping at straws now. Another thing, Mike needed the TA to go along with this. The same TA that Rufus stated would not give him access to the SEC filing codes. Now Rufus in the SPR spot stated to watch PACER. Interesting that now at the 11th hour Mike does this. I'm sorry the more moves I seeing being made like this the better Rufus looks and I don't like the way he looks either.
quote:Originally posted by glassman: i once had a (penny) stock that converted preferred shares to (a couple hundred million) common even tho they had NONE listed in their 10k... it was in the middle of a run of course... reported them to the SEC? nothing happened...
That may be Glass but this is in the middle of an SEC investigation, I don't think they can look the other way here. I was also under the impress that part of the TRO was that the company wasn't to issue any more stock, or was I imagining that.
posted
I just want to say- (even I have done this)-
I don't think Mike A.'s exact words were that CEOTA was a scam....I think he said that it deosn't exist.......I used to own a corporation & when I get solicitors calling about it, I say, "It doesn't exist."
Could this be what he meant?....does anyone remember his exact words?
-------------------- ..just remember....Family is EVERYTHING!!
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quote:Originally posted by Jenna: I just want to say- (even I have done this)-
I don't think Mike A.'s exact words were that CEOTA was a scam....I think he said that it deosn't exist.......I used to own a corporation & when I get solicitors calling about it, I say, "It doesn't exist."
Could this be what he meant?....does anyone remember his exact words?
Alright. If it didn't exist then how did he sign an agreement with them for the Amazon log deal.
Keep in mind this was all before Rufus came into the picture. According to what we have been told Mike went to Rufus for funding and that was how the merger happened.
posted
Wally - All I meant was, is it possible that it did exist & then it was dissolved, now it does not exist- that's it.....I'm trying to look at it from a different angle.....(trying not to hang anyone before there are proven guilty in anyway)....(trying)
-------------------- ..just remember....Family is EVERYTHING!!
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posted
I can not believe how "As The Stomach Turns" keeps us wanting to watch!!!
How in the hill, can someone GET back shares that were no longer there? Something stinks to high heaven and I think we should all put our boots on because it sure is getting deeper.
I am not a lawyer, but this sure doesn't sound legal to me. IMO
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quote:Originally posted by Jenna: Wally - All I meant was, is it possible that it did exist & then it was dissolved, now it does not exist- that's it.....I'm trying to look at it from a different angle.....(trying not to hang anyone before there are proven guilty in anyway)....(trying)
The thing that bothers me most about CEOTA is that i KNOW i listened to an interview with Mike Alexander and "someone" from CEOTA but its the only interview i cant seem to locate in any archives. I know that sounds very "cloak and dagger-ish" but it bugs me. And, i never could find anything about CEOTA before May of 06. Then, after the merger announcement between FHAL/CVSU the CEOTA website kinda went stale and eventually disappeared completely.
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When CAT and I were looking into it cat found an almost identical yet unrelated web sight. I was getting cookie cutter emails and then they were never followed up. I requested info about donations and got an “ill get back to you” response and I think someone else even tried to donate, unsuccessfully. Cat and I had though it looked way to fishy in May/June of 06. I almost sold because I couldn’t find out a history on it and then BANG! Out of nowhere comes RPH?
If mike got the ball rolling, or interest in FHAL using CEOTA and CEOTA does not now, and never did, appear to be a functioning entity, not for profit or otherwise, what does it tell you about MA now that he stated it is not a real co. Someone set this as the trap…maybe for the shorters? Maybe to attract RPH. In any event it totally looks like a last ditch pump for a worthless FHAL.
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quote:Originally posted by Jenna: Wally - All I meant was, is it possible that it did exist & then it was dissolved, now it does not exist- that's it.....I'm trying to look at it from a different angle.....(trying not to hang anyone before there are proven guilty in anyway)....(trying)
OH, I understand. But that wasn't the way it was represented. It was like they didn't exist period.
I agree with not hanging anyone before the trial but I also like to look at the evidence.
As I've stated before for the most part we really don't know what is going on.
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