Now for some analysis...

ASSUMING that our land is as valuable as their land...

60% of 500,000 acres = 300,000 acres for 75 billion shares.

5% of 1,400,000 acres = 70,000 acres for (7.5 million shares from dividend as of aug 20 at $5.20 per share, which is today's closing price) $39,000,000

300,000acres divided by 70,000acres = 4.286

$39,000,000 the price of 5% of our land multiply by 4.286 = $167,154,000

$167,154,000 divided by 75,000,000,000 shares = .0022287 value per share

How many more shares does he own? my guess is a lot more, i hope

CMKX 60% + UCAD 40%

Look more like a merger with every PR's

Coincedence? same headlines

CMKM Diamonds Inc. Acquires Additional Interests in Saskatchewan
Monday July 26, 7:57 pm ET

LAS VEGAS--(BUSINESS WIRE)--July 26, 2004--CMKM Diamonds Inc. (Pink Sheets: CMKX - News) announced today that it has agreed to acquire a 60%, undivided interest in 500,000 acres of potential Kimberlite mineral property in Saskatchewan, Canada. The property is currently owned by Nevada Minerals Inc., a private company unrelated to CMKM. The property is being developed by a joint venture between Nevada Minerals Inc. and U.S. Canadian Minerals Inc. CMKM will acquire the interest in the property in exchange for 75 billion shares of restricted Rule 144 stock of CMKM. In order to reduce the dilution to CMKM's shareholders as a result of this transaction, Urban Casavant, CMKM's CEO, has agreed to contribute 40 billion shares owned by himself in exchange for an agreement from CMKM stating that Casavant will be paid only if the acquired property actually yields a profit. According to the agreement, Casavant will be paid one-half of the net proceeds from any mining on the property, after paying all associated expenses, up to a maximum aggregate total of US$62 million. CMKM will issue 35 billion new shares of the company to Nevada Minerals Inc. to complete the transaction.

U.S. Canadian Minerals Purchases Additional Interests In Saskatchewan
Monday July 19, 7:26 pm ET

quote:

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Originally posted by HarryHar:
They didn't say anything about authorizing another 35 billion shares, just issuing. So we KNOW that all the authorized are not issued. That's GREAT news!

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"CMKM will issue 35 billion new shares of the company"

What does "new" mean?

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Roger has over 20 years of experience in securities law. He has handled numerous IPOs and other public offerings, PIPE transactions, exchange and hostile and friendly tender offers, mergers and acquisitions involving public and private companies, private placements, Rule 144A sales, Rule 10b5-1 plans and all filings and reports required by the Securities Exchange Act of 1934.

The companies he has represented have been in the telecommunications, media, health care, financial services, technology and software industries and have had securities listed on the New York and American stock exchanges and the NASDAQ stock market.

Notable Experience

Roger was involved in the $600 million acquisition by a major telecom company of corporations and limited liability companies holding FCC licenses.
Roger represented another major telecom company in a cash tender offer and the $450 million outstanding high-yield debt of an acquisition target pursuant to a change-of-control indenture provision.
He was instrumental in the acquisition of an Austrian wireless telecom company with $1 billion of assets.
Roger handled the successful takeover of an insurance company by hostile tender offer.
Roger represented a telecom company in the issuance of $200 million in Senior Notes in a PIPE transaction.

Recent Speaking Engagements and Publications

The Going Public Sourcebook,co-author, a guide to the initial public offering process and ongoing reporting and other compliance obligations of a public company published by RR Donnelley Financial.
Corporate Responsibilities of Public Companies in 2003, author, 2003.

Before Edwards & Angell

quote:

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Originally posted by Wallace#1:
Winsum,

Whatever they are calling the shares being issued for the Nevada interests, they still have to be coming from the authorized and unissued shares. Upon issuance they become issued and outstanding. If the authorized at the time of issuance is 500 bil, then it is a reduction from that 500 bil. However, since there is no information publicly available and because UC + family probably control, they certainly could have authorized more shares...even another 500 bil.

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I could have sworn I read somewhere that 500 billion was the max. allowable A/S the state of Nevada would allow. How could they possibly have authorized more shares? Another 500 billion? Are you serious? Please back up this bogus claim with FACTS.

I think my confusion stems from not understanding what "authorized shares" are. I picture them as shares locked up in a vault somewhere. The company chooses to release (issue) a certain amount of shares from the vault, which are then the "outstanding shares." Now, if additional shares are released (issued) from the vault, I wouldn't call them "new", since they already existed in the vault.

However, if "authorized shares" is more like a license to print a certain amount of shares, then more shares printed (issued) from that amount could very well be referred to as "new".

"CMKM will issue 35 billion new shares of the company"

"In order to reduce the dilution to CMKM's shareholders as a result of this transaction, Urban Casavant, CMKM's CEO, has agreed to contribute 40 billion shares owned by himself...profit."

Please note the "contribute".

"According to the agreement, Casavant will be paid one half of the net proceeds from any mining on the property...up to a maximum aggregate total of US $62 million.

quote:

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Originally posted by Wallace#1:

Now that's some contribution on behalf of not diluting shareholders' interests! LMAO
Let's see, 40 billion shares at today's close of .0004 =s $16,000. And all for a tiny potential of $62 million for UC. WOW!!!!! Some contribution...and so as not to dilute shareholders' interests!

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You should check your calculator Wallace. Mine says that's a $16 million dollar contribution by UC not $16 thousand. And that's at today's closing .0004 which most longs here believe is a way under-priced bargain. Sounds like an unselfish move by UC by my book.

quote:

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I could have sworn I read somewhere that 500 billion was the max. allowable A/S the state of Nevada would allow. How could they possibly have authorized more shares?

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quote:

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Originally posted by Wallace#1:
Winsum,

Were you kidding or did I just confuse you all the more? If I confused, I will try to explain again, and hopefully, more clearly.

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No, no, no, Wallace. I wasn't kidding. I like how you explained it. The way you said it was just the right way for my brain to conceive it.

My confusion didn't arise because of your explanation, but rather remains in spite of your explanation.

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By: houstontex1110
26 Jul 2004, 09:29 PM EDT
Msg. 52250 of 52335
Jump to msg. #
MATHEMATICAL ANALYSIS I LOVE IT

1. CMKM is acquiring 60% of the undivided min. rts to 500,000 acres. Undivided means our rights extends across every square inch of the property. We therefore net 100% of 300,000 acres.

2. OK, but is it a good buy or did we get hosed? CMKM shareholders are paying out 35billion shares and receiving 50% of the income. Income is what it is all about...bottom line stuff. UC for his 40billion shares receives a maximum amount, so I understand, and then is cut out of the profit distribution. That implies we the shareholders steps into his position and receives his prior profit flow as well.

3. So for 35 billion shares eventually you will receive 100% of the income, therefore we just bought 300,000 acres for 35billion shares times the close of .0005 equals $17,500,000. Debeers values a measly 58,000 acres at 40 to 50 billion dollars. We just purchased nearly 6 times as much for a song and dance-$17,500,000.

4. I apologize if the numbers are off. Ordinarily I would take hours to run these numbers, but posters are screaming for an analysis. Oh, you should add on the I believe $67,000,000 Equals $84,500,000. The $67,000,000 Is Uc's total profit. Folks, we just pulled off a grand deal. We do not actually dillute our stock by a total of $84.5million, we just lose $67million out of perhaps 10 billion. Can you live with that?

5. UC has demonstrated that he is above all...A DEAL MAKER, as Donald Trump wrote, The Art Of The Deal.

6. Not only is it a bargain price, it diversifies our land holdings. You never know where that mega giant mineral discovery will come through. You must have a sizable piece of the action across a broad expanse. UC is attempting to ensure we will find the next company maker.

7. Finally we are paying a little over $60 per acre for 100% of the mineral rights covering a net 300,000 acres.

Kev

I am not an expert on Nevada Corporate law so I could have been incorrect as to an additional 500 bil. Don't bother yourself if you do not feel like it. Excluding something like that (state of inc. law) UC + other controlling shareholders can do almost anything they wish to do with the company and it's shares.

Try to look at as a brand new company starting out with no shares and in it's most simple form.

Board of Directors "authorizes" 10,000,000 shares to be issued for various purposes or at the discretion of management. At this point none are issued.

Subsequently, 6,000,000 shs are "issued" (may also be called "new shares") to controlling people who put up the monies to start the business. Now you would have 10,000,000 authorized shs of which 6,000,000 shares are both "issued and outstanding".

Next, suppose they have a public offering of 4,000,000 shs. Now you would have 10,000,000 shs "authorized, issued and outstanding". Generally speaking (and there are qualifications), the 4,000,000 shares sold publically would be refered to as "float" or "public float".

Now, suppose they want to acquire a company for 1,000,000 shs. In order to do so the Board of Directors would have to authorize an additional 1,000,000 shares. Once issued in exchange for the acquisition, that 1 mil shs also becomes part of the authorized, issued and outstanding. Depending upon the circumstances (to whom it is going), it may or may not become part of the public float.