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Author Topic: CMKX FILES RESPONSE TO SEC
dwman
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quote:
Originally posted by trgamma2:
[Eek!]

wonder how many people I could get to believe there are real diamonds in packets of kool-aid at the store!

Me!!!! I've seen the motherload. I know they are there. Just ask Upside. He found some too.

I'm going to bed guys. My two year old grandson is sleeping over tonight and his grandma and I get to sleep with him. It doesn't get better than that. Goodnight friends.

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Wallace#1
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In all honesty, if CMKX truly owns 51% of the same Common Stock that the public owns, it doesn't make any difference as to the guilt or innocence on the Form 15. Furthermore, it doesn't make any difference as to the value of CMKX. It still means UC can do anything he damn well pleases as far as corporate activities are concerned. Until I see it proven otherwise, and in an official SEC filing of some kind, I will continue to believe UC et al have control some way other than the Common Stock that is publicly traded.
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Wallace#1
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I just happened to take another look at legal's post about the 51%.
It is as follows:

"I talked to TRANSFER AGENT. She didn't have time to RUN the reports but said PROXIES WOULD not need to be sent out if there is anything to vote on as the company owns greater than 51%."

NOTE THIS PART: "as the company owns greater than 51%".

If the "company" owns that 51%, then it has to be considered Treasury Stock. To the best of my knowledge Treasury Stock cannot vote or be considered part of the outstanding shares entitled to vote.

That would mean there is something wrong with that repost by legal. Maybe someone used the incorrect term and said "company" instead of insiders. Much needs to be clarified concerning that post.

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legaleagle
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Well Wallace you call tomorrow and I will too, and we will bring it back to the board.
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Upside
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So, is this an agreement between you two?
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bill1352
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the t/a has been gagged from day 1 & you think calling them will get you straight info? wasn't this same t/a fired for letting it slip that the o/s was 400 billion which by the way turned out to be correct. the new t/a lasted 1 day before going back to the gagged t/a & now you think they are providing real info? didn't frizzle just say in his news letter that info was locked up till court but that it would come out then?


by the way legel i've given you 2 differant questions to reply to & yet no reply. did those question rattle reality to hard to handle?..lol the first was proof of any kind UC sold hi & bought low. i provided my proof it never happened. second was why do you ignore the pr stating UC used all his shares for the nevada minerals deal? by the way at the time the o/s was over 400 billion & UC had 10% of the common shares or 40 billion. my guess now says he has returned to 10% of the common shares

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Wallace#1
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quote:
Originally posted by legaleagle:
Well Wallace you call tomorrow and I will too, and we will bring it back to the board.

Somewhat of an unilateral agreement, huh, legal?

Give me the ph # and I will give it a shot. Make sure it's an 800 number because I don't want to waste my money on it.

PS: I am inclined to agree with what bill said above about the TA not giving out such information.

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legaleagle
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You're going to have come off of some of those big bucks you are making in the market.

1st Global Stock Transfer LLC - 1.2 miles S - 7341 W Charleston Blvd, Las Vegas, 89117 - (702) 656-4919

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legaleagle
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I believe the TA is required by law to be truthful and forthcoming in public inquiries. You could always tape record it. Recording laws vary from state to state.
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Wallace#1
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Well, legal, I hate to waste 5 cents on CMKX. It just isn't worth that much. Just think how many wonderful shares that will get me if I were to buy CMKX.

No 800 number? I am really going to have to think about that!

Thanks for the ph #....was just too lazy to look it up myself.

Good night.

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legaleagle
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You're not wasting it on CMKX, you are wasting it on your friends. LOL
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Upside
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Come on Wallace, I'll send you a nickel in the mail, or would you prefer a CMKX poker chip from last years Chicago races? Your choice.
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Wallace#1
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OK, folks, here goes.

I wasted about 15 cents talking to a person at CMKX TA - Global Stock Transfer. I want you all to know I could have purchased about 3000 shares of CMKX instead.

I have that person's name but would prefer not to provide it since it might cause him/her problems....so I will use "It" as a reference.

It was reluctant to put me through to anyone else and said, "I can answer most of your questions." I asked It if Global was also the Registrar for CMKX, but It did not know what I was talking about....so I am not sure of It's knowledge of stocks or even CMKX.

Q: "Are there any other kinds of CMKX stocks that I might be able to buy?"

It's first response was "None". However, later in the conversation It stated CMKX "may have" a Pfd Stock, but they are not the TA for it.

Q: "Is there only one CMKX Common Stock existing?"

It answered, "Yes".

Q: "Who owns the majority of the Common Stock?"

It answered, "Shareholders". I said I know that, but is there control with insiders or is it with the public in terms of voting? It replied, "The public owns the majority."

It did mention a company named Casavant International with reference to stock ownership, but, when asked about that, said to talk w/company people. It may have been referring to CMKX itself. However, the reference was in response to stock ownership.

Bottom line here is that It confused the issue even more. Further, I am not entirely sure as to It's true knowledge so would discount most of the conversation.

HOW'S THAT LEGAL???? You owe me big time, but it looks like Up will cough up the dough!!!! Just my bad luck that he'll probably offer me 3000 shs CMKX stock instead of my 15 cents wasted. LOL

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dwman
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quote:
Originally posted by Upside:
Originally posted by Wallace # 1:
quote:
Futhermore, religion should not be introduced or forced into an environment where it has nothing to do with results.....such as stock trading, profits and losses, etc. It is inappropriate.
Forced, no, but if you're debating the merits of a stock with someone and that is their guiding reason for purchasing it, how can it not be introduced? I don't see anything wrong with that. What I would take umbrage with is someone telling me I was a heathen or a sinner for not holding the same viewpoint. That has happened here in the past and I agree, is wrong. But if someone truly believes that they were guided to this or any other stock by God, Jesus, etc., I don't see anything wrong with posting it or anyone else disagreeing with it.
Upside, I vote 10 stars for you and I'm talkin a 5 star sys.
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Upside
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Originally posted by Wallace #1:
quote:
HOW'S THAT LEGAL???? You owe me big time, but it looks like Up will cough up the dough!!!! Just my bad luck that he'll probably offer me 3000 shs CMKX stock instead of my 15 cents wasted. LOL
3 choices Wallace.

#1, I'll pay your phone charge, once said charge is verified of course.

#2, CMKX stock in the amount of the charge, subject to the same verification.

#3, A CMKX Chicago race poker chip, no verification required!

If you choose option #3 within the next 24 hours I'll throw in a "Got CMKX?" tee shirt free of charge. Never been used except for wiping mud off of my dogs paws.

Let me know.

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ed19363
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So, basically, we have a stock that NOBODY knows anything about, even the people who should know.
Fantastic !!
Two more weeks until the next postponement of the release of information.

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If I give you bad information, please feel free to sue me. I have nothing left anyway.
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Wallace#1
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dwman,

Saw your post about giving Up 10 stars in a 5 star system. I really do think you got emotional and over rated him. LOL

Here's my previous response to his post:

"If I am "debating the merits of a stock with someone", guidance from above or below has nothing to do with "merits"."

I am willing to bet that voice "above or below" has never traded stocks. LOL

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legaleagle
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Well, I did the same thing as Wallace. I asked for Helen who is the most "giving" of the employees, but was directed to Jeff, the owner.

I got most of the same answers as Wallace. Jeff would not discuss the "insider holdings" but referred me to the company. Also wouldn't say if there were different classes of stock or not, but again referred me to the company. He continuously cited "confidentiality" for his client, which I understood.

I took them up on their offer to call the company, and spoke to Andy about it. He stated that there were no preferred shares, and no other form of shares. The only limitations on the common stock is "restricted". He said that 51%+ ownership by insiders is "obvious".

I have seen abadgoodgirl's posts on several different message boards, and find her credible and proficient in her research. I think she got the info reported, from Helen yesterday. And they are now in "red alert" status at 1st Global.

Going back through the amended 8K's in early 2004, the company reported 51% insider ownership. And in February 2004, 65%+ This would indicate that the company was maintaining control of a majority position, back then; and would still be doing so now. IMO

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Wallace#1
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Might as well name the person I spoke with at Global. It was Helen as well.

Up, where's my 15 cents? Don't want the damn CMKX stock....too risky at .15/3000 shs.

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Upside
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Originally posted by Wallace #1:
quote:
Up, where's my 15 cents? Don't want the damn CMKX stock....too risky at .15/3000 shs.
Look up a few posts. I gave you three options although it looks like we're down to two now.
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legaleagle
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Street Shares: 149,199,610,577 Cert Shares: 17,447,506,779
Total Shares: 166,647,117,356 Signed Agreements: 2239

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Upside
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Originally posted by Legaleagle:
quote:
Going back through the amended 8K's in early 2004, the company reported 51% insider ownership. And in February 2004, 65%+
No comment on the August 8K?
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Ric
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I thought it said 51% voting power and 65% voting power. I don't remember it saying 51% INSIDER OWNERSHIP.


"3. The vote by which the stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a vote by classes or series, or as may be required by the provisions of the * articles of incorporation have voted in favor of the amendment is: 65% "


http://www.sec.gov/Archives/edgar/data/1092299/000107704805000174/ex3ib.htm


3. The vote by which the stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a vote by classes or series, or as may be required by the provisions of the * articles of incorporation have voted in favor of the amendment is: over 51%


http://www.sec.gov/Archives/edgar/data/1092299/000107704805000174/ex3ia.htm

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Ric
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It just says voting power is 65% it doesn't say he owns 65% of common shares. Theres a big difference. The voting rights can be giving to UC in many forms such as preferred shares, common class B shares or just vested rights to the CEO under Nevada law. In some cases it can be a combination like 51% preferred and the other 14% in in common share holdings. Matter of fact if you read the statements, it makes it look like its more likely other voting right besides common shares.

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Ric
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Matter of fact when he increase a/s to 800 billion he did even bother stating the % of approval. Could this have been an error or did he do it without majority consent?????

Notice a date was put in the box were the % of the vote should have been.

"3. The vote by which the stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a vote by classes or series, or as may be required by the provisions of the * articles of incorporation have voted in favor of the amendment is: August 18, 2004 "


http://www.sec.gov/Archives/edgar/data/1092299/000107704805000174/ex3id.htm

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bill1352
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ok lets see aug. 18th 2004 says 51% but doesn't say if its in shares or just voting power as in "i own it i'm the only vote" which would be stated in the articles & allowed in nevada. legel thinks it means insiders own 51% of the shares. i think it means UC just has the vote & i bet wallace, ric & a bunch more feel the same way. family or other insiders may own them but from this UC has no vote or say so by the shares he owns. you also gotta love the last part where roger glen restates his intent to make the company fully reporting. "good job there roger....lol"


CMKM Diamonds Inc. Acquires Additional Interests in Saskatchewan

7/26/2004 : 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.

As announced earlier, U.S. Canadian Minerals Inc. recently issued 7.5 million shares of the company's stock to CMKM in exchange for certain mineral rights. Those shares have been issued to CMKM and will be distributed to shareholders of record of CMKM on Aug. 20, 2004. Due to Casavant's share contribution to the property acquisition by CMKM occurring prior to the Aug. 20, 2004, date, Casavant will not receive this or any subsequent dividend.

Casavant stated, "We are delighted to make the acquisition of this property, which is covered by our proprietary Goldak Airbourne surveys. We will be traveling to Saskatchewan in August with executives from U.S. Canadian Minerals Inc. to view the property owned by CMKM with the intent of planning a drilling schedule." The drilling will be performed with Rick Walker and United Carina Resources Corp. (CDNX: UCA - News), Consolidated Pine Channel Gold Corp. (CDNX: KPG - News) and Shane Resources Ltd. (CDNX: SEI - News).

D. Roger Glenn, CMKM's counsel, stated, "I will be traveling to Saskatchewan with the company's management to expand my knowledge of the company and its business in order to facilitate the company becoming fully reporting.

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bill1352
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actually this pr has a number of good lines....."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"...............3 weeks later the a/s in increased by 300 billion & the o/s by 279 billion. all i can say is Thanks UC"...the moron. ........."Due to Casavant's share contribution to the property acquisition by CMKM occurring prior to the Aug. 20, 2004, date, Casavant will not receive this or any subsequent dividend."........ but he still has the controling vote....."D. Roger Glenn, CMKM's counsel, stated, "I will be traveling to Saskatchewan with the company's management to expand my knowledge of the company and its business in order to facilitate the company becoming fully reporting.".............i can see Roger talking to his wife..."this guys a clown, i'll go on the trip, get paid a stupid amount & do nothing."

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Upside
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Originally posted by bill 1352:
quote:
ok lets see aug. 18th 2004 says 51% but doesn't say if its in shares or just voting power
Where are you seeing the 51% figure Bill? When I look at the filing here:

http://www.sec.gov/Archives/edgar/data/1092299/000107704805000174/ex3id.htm

It says his voting power is "August 18, 2004"

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glassman
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that's an AMAZING "typo" lol....

these guys are only clowns when it's in their favor....

i clearly recall a claim that UC had given up all his shares for the Nevada Minerals deal..

he was praised so highly by his loyal followers at the time... LOL

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Wallace#1
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Ric wrote:

"Matter of fact when he increase a/s to 800 billion he did even bother stating the % of approval. Could this have been an error or did he do it without majority consent?????"

That's something I suggested some time ago. Maybe it was done without majority consent. Maybe that is part of what he is hiding.

Ric also wrote

"Notice a date was put in the box were the % of the vote should have been."

That is VERY strange.

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Ric
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http://www.sec.gov/Archives/edgar/data/1092299/000111776803000002/schedule.htm

Has anyone really read this special meeting that the SEC has called on its witness list. I think this say everything to why the SEC will shut this puppy down real fast. UC at this time held 8.3% of the common shares. His family owns 2.4% of the shares. Shareholders hold 85.8%.

The key to the Special meeting was this paragraph.

"The elimination of the need for a special meeting of the shareholders to, in this case, elect directors and ratify certain amendments to the articles of incorporation and bylaws, is authorized by Section 78.320 of the Nevada Revised Statutes, (the "Nevada Law") as confirmed by the Opinion of Counsel. This Section provides that the written consent of the holders of outstanding shares of voting capital stock, having not less that the minimum number of votes which would be necessary to authorize or take the action at a meeting at which all shares entitled to vote on a matter were present and voted, may be substituted for the special meeting. According to this Section 78.320 of the Nevada Law, a majority of the outstanding shares of voting capital stock entitled to vote on the matter is required in order to, among other things, elect directors. In order to eliminate the delays in time and costs involved in holding a special meeting and in order to install a Board of Directors, as early as possible in order to operate the Company, the Company's majority shareholders elected to utilize the written consent of the majority shareholders of the Company in lieu of a calling a special meeting of the shareholders."

Now if I read this right it gives the company basically 51% of your votes, saying that they were given to the board, to vote on new board members in lieu of calling a special meeting. My take on this is they used this to also bypass shareholders in increasing a/s, and o/s.

Looks like UC never had majority in this company. He used this special meeting to claim 51% voting rights in lieu of calling a special meeting.

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Wallace#1
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Look at the filing date of that Certif of Amendment. The top part indicates a date of Aug 18 and Ric pointed out that same date seems to have been incorrectly inserted below. Now look at the date filed off to the right .... July 13, 2004. What's wrong with that picture?
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Ric
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And he used the term 51% in ths special meeting were it clearly states he doesn't own nor does his family own 51% of the vote, only 10.4% total. So the 51% was your votes that were taken away from you at this hearing. I would say the 65% was 51% of your votes and 14% of insider votes at the time of that vote.

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glassman
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this is interesting....from the DEF14-c dated 2/3/03

Prior to November 25, 2002 (which is the effective merger date with the Casavant Mineral Claims (as defined) in Saskatchewan, Canada), the Company reported on its most recent Form 10-QSB (which was dated September 30, 2002) total assets of $344 in cash; total liabilities of ($1,672) for accounts payable; total stockholders' equity ($1,338); and total liabilities and stockholders' equity of $344. This was based on the Company's then current share capitalization which consisted of 500,000,000 shares of common voting stock at $.0001 par value with 352,223,510 shares issued and outstanding. This did not include preferred stock which consisted of 3,000,000 shares at $.001 par value. There was 1 share of preferred stock issued and outstanding.

notice the LAST sentence ONE PREFERRED share....


Outstanding Voting Stock of the Company

In order to effectuate the merger with the Casavant Mineral Claims, the majority shareholders' holding more than 51% of the voting shares approved an increase in the authorized capital of the Company from 500,000,000 to 10,000,000,000 with the cancellation of all Preferred shares. Prior to this action, the Company had 3,000,000 Preferred shares authorized with 1 Preferred share issued and outstanding. This Preferred share had been purchased by the majority shareholders in 2001 for $235,000 from the Jarvis Entertainment Group, Inc., thereby giving them voting control of the Company.


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Upside
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Any guesses as to that one shares conversion rate?
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