I'm copying this off the post on my board so where it shows [color=Green], that is the response to the question. ENJOY BABY!!! ENJOY!!!!
Some confusion on HSM..Is the $15 paid to FHAL...they seem to feel that FHAL is paying CVSU shareholders the $15.00....
[color=Green]SB-2 will be at $15. They wanted to value it at $34 but Rufus didn't want to do that because the SEC would have stalled it. Valued it lower to avoid SEC questions and delay. 11 days til done. 10K filed by end of this week, if goes as planned. [/color]
[color=Green]Option in 8K applies to the reorganized holdings company. Currenlty loading the float * .20. He says the provision in the 8K DOES apply to FHAL shareholders as that provision is for the reorganized company and is NOT talking about the prior CVSU company. [/color]
[color=LimeGreen]Float now between 16-18 Mil. Large number of shorts. [/color]
Is there a limit on the number of shares that can be cashed in for $15? If so, what's the number.
[color=LimeGreen]NO[/color]
Is it necessary for any money to be paid to either side's shareholders at all for the deal to be completed?
NO
In other words, IF that $15 provision applies to current FHAL shareholders, which I don't think it does, and we "can" elect to accept $15 per share for our shares, when will we get the payment?
[color=LimeGreen]IT WILL BE VALUED AT $15 PER THEIR FILING. [/color]
What is the worst case scenario for FHAL shareholders?
[color=LimeGreen]Shares trading at $15. Down side is it gets shorted, but not a concern cause they're buying it as quick as it gets sold and plan to keep doing that. [/color] What could change the scenario before 15 day period?
[color=LimeGreen]NOTHING, already filed with SEC. Can't undue the merger. It's filed with the Secretary of State in Delaware. It's a done deal. It's set in stone.[/color]
What are the prospects for the new CVSU conglomerate share value? Are they including the proposed value of the Amazon deal into the worth?
[color=LimeGreen]Amazon deal not as it seemed. Contacted ambassador of Brazil and it does hold huge future potential. Logs plus environmental credit...they, FHAL, will be originators and it has good long term potential. Current value not based on Amazon deal. Don't factor anything in that is not closed. Amazon deal not in the figures. Long term potential there but not a real major factor now in any way. FHAL was basically about to go broke. CVSU has never been on the OTC. This was a shortcut to get there. Could be on NASD in 45 days, but may take longer. Company grew MUCH faster than they ever thought it could during the time it took them to get all their SB2 filing together for all the JVs. It totally snowballed far faster than they could ever imagine. [/color]
[color=LimeGreen]THEY'VE BEEN WORKING ON SB2 FILING FOR 7 MONTHS SO FAR BECAUSE OF ALL THE SUBSIDIARIES. [/color]
JJ ask him if they are going on a bigger exchange..why at $15 (not saying that would be the case here) would the company be a bulletin board stock??
[color=LimeGreen]45 days is the estimate to go NASD, but no guarantee. Issue that could factor in is the 50,000 shares traded per day. Don't know if it will trade that many shares per day once we open at $15, or so, so that "might" be an issue. [/color]
If FHAL shareholders opt to keep their shares...are there any issues to be aware of?
[color=LimeGreen]Other company officers wanted to value the shares * $34.00. The only issue he's aware of is that it could hit there and go above that. [/color]
Will FHAL trading be halted? If so, how long?
[color=LimeGreen]NO TRADING HALT, PERIOD. They are filing this in a way to avoid a trading halt. He didn't want to put up with the phone calls. LOL He said he's been called more by CVSU shareholders than FHAL shareholders. They want to know if their stock is only going to be worth .2X per share. LOL[/color]
What will occur during the trading halt?
JJ...can you ask if we get $15 a share..ask him if there is a split?
Do you expect that some of these sub-companies under CVSU will be spun off and the FHAL shareholders will get dividends of those spinoffs? Will those companies IPO? Will the dividends be restricted for a year?
[color=LimeGreen]Every company will be spun off within 1 1/2 years per contractual. $7.2 Bil government contract on American International Smart Structure. WOW Designed fiber optics systems used on space shuttle, etc. He never had the money to mfg. his patents. CVSU has backed them, formed new corporation, holding the patents, they got the funding, and it will be a huge, huge, deal. Biggest JV. Cities offering large municipal bonds and tax credits. [/color]
NO TRADING HALT!
Ask him about 3.5 billion in assets including 500 million in cash? See if you can get some details
Will FHAL Shares be restricted in any way (just to clarify once and for all)
[color=LimeGreen]There will be NO restricted shares other than those of insiders, period. [/color] JJ my first post here but here are some..maybe repeats
1) What is the specific closing date...not mentioned in the filing 2) 8K says either party can unwind the deal one day before close....did I read that right 3) Is their a quiet period for the insiders 4) How soon do they need to pay the 15. or difference after close. I didn't see a perforamnce date.
Thx, Rick
[color=LimeGreen]NO QUIET PERIOD! Just going through financials. They could be releasing PRs every day. They have an internet lottery that they're about to blast off! Georgia Ohio and California to begin with that will replace those state's state lotteries. Can buy on internet or through ATM machines. Even trying to see if they can sell stock through an ATM! [/color]
-------------------- Cashing checks in two forms: Money and Reality
Posted by: JJSeabrook In reply to: None Date:7/17/2006 7:33:09 PM Post #of 2036
JJ & RUFUS Q & A!
I'm copying this off the post on my board so where it shows [color=Green], that is the response to the question. ENJOY BABY!!! ENJOY!!!!
Some confusion on HSM..Is the $15 paid to FHAL...they seem to feel that FHAL is paying CVSU shareholders the $15.00....
[color=Green]SB-2 will be at $15. They wanted to value it at $34 but Rufus didn't want to do that because the SEC would have stalled it. Valued it lower to avoid SEC questions and delay. 11 days til done. 10K filed by end of this week, if goes as planned. [/color]
[color=Green]Option in 8K applies to the reorganized holdings company. Currenlty loading the float * .20. He says the provision in the 8K DOES apply to FHAL shareholders as that provision is for the reorganized company and is NOT talking about the prior CVSU company. [/color]
[color=LimeGreen]Float now between 16-18 Mil. Large number of shorts. [/color]
Is there a limit on the number of shares that can be cashed in for $15? If so, what's the number.
[color=LimeGreen]NO[/color]
Is it necessary for any money to be paid to either side's shareholders at all for the deal to be completed?
NO
In other words, IF that $15 provision applies to current FHAL shareholders, which I don't think it does, and we "can" elect to accept $15 per share for our shares, when will we get the payment?
[color=LimeGreen]IT WILL BE VALUED AT $15 PER THEIR FILING. [/color]
What is the worst case scenario for FHAL shareholders?
[color=LimeGreen]Shares trading at $15. Down side is it gets shorted, but not a concern cause they're buying it as quick as it gets sold and plan to keep doing that. [/color] What could change the scenario before 15 day period?
[color=LimeGreen]NOTHING, already filed with SEC. Can't undue the merger. It's filed with the Secretary of State in Delaware. It's a done deal. It's set in stone.[/color]
What are the prospects for the new CVSU conglomerate share value? Are they including the proposed value of the Amazon deal into the worth?
[color=LimeGreen]Amazon deal not as it seemed. Contacted ambassador of Brazil and it does hold huge future potential. Logs plus environmental credit...they, FHAL, will be originators and it has good long term potential. Current value not based on Amazon deal. Don't factor anything in that is not closed. Amazon deal not in the figures. Long term potential there but not a real major factor now in any way. FHAL was basically about to go broke. CVSU has never been on the OTC. This was a shortcut to get there. Could be on NASD in 45 days, but may take longer. Company grew MUCH faster than they ever thought it could during the time it took them to get all their SB2 filing together for all the JVs. It totally snowballed far faster than they could ever imagine. [/color]
[color=LimeGreen]THEY'VE BEEN WORKING ON SB2 FILING FOR 7 MONTHS SO FAR BECAUSE OF ALL THE SUBSIDIARIES. [/color]
JJ ask him if they are going on a bigger exchange..why at $15 (not saying that would be the case here) would the company be a bulletin board stock??
[color=LimeGreen]45 days is the estimate to go NASD, but no guarantee. Issue that could factor in is the 50,000 shares traded per day. Don't know if it will trade that many shares per day once we open at $15, or so, so that "might" be an issue. [/color]
If FHAL shareholders opt to keep their shares...are there any issues to be aware of?
[color=LimeGreen]Other company officers wanted to value the shares * $34.00. The only issue he's aware of is that it could hit there and go above that. [/color]
Will FHAL trading be halted? If so, how long?
[color=LimeGreen]NO TRADING HALT, PERIOD. They are filing this in a way to avoid a trading halt. He didn't want to put up with the phone calls. LOL He said he's been called more by CVSU shareholders than FHAL shareholders. They want to know if their stock is only going to be worth .2X per share. LOL[/color]
What will occur during the trading halt?
JJ...can you ask if we get $15 a share..ask him if there is a split?
Do you expect that some of these sub-companies under CVSU will be spun off and the FHAL shareholders will get dividends of those spinoffs? Will those companies IPO? Will the dividends be restricted for a year?
[color=LimeGreen]Every company will be spun off within 1 1/2 years per contractual. $7.2 Bil government contract on American International Smart Structure. WOW Designed fiber optics systems used on space shuttle, etc. He never had the money to mfg. his patents. CVSU has backed them, formed new corporation, holding the patents, they got the funding, and it will be a huge, huge, deal. Biggest JV. Cities offering large municipal bonds and tax credits. [/color]
NO TRADING HALT!
Ask him about 3.5 billion in assets including 500 million in cash? See if you can get some details
Will FHAL Shares be restricted in any way (just to clarify once and for all)
[color=LimeGreen]There will be NO restricted shares other than those of insiders, period. [/color] JJ my first post here but here are some..maybe repeats
1) What is the specific closing date...not mentioned in the filing 2) 8K says either party can unwind the deal one day before close....did I read that right 3) Is their a quiet period for the insiders 4) How soon do they need to pay the 15. or difference after close. I didn't see a perforamnce date.
Thx, Rick
[color=LimeGreen]NO QUIET PERIOD! Just going through financials. They could be releasing PRs every day. They have an internet lottery that they're about to blast off! Georgia Ohio and California to begin with that will replace those state's state lotteries. Can buy on internet or through ATM machines. Even trying to see if they can sell stock through an ATM! [/color]
-------------------- today we learn~tomorrow we prosper
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quote:Originally posted by maumee river rat: amm I just screwed up or can someone direct me to a chart of CVSU....Is this somEthing I should already know???
More than likely it is....
Please forgive me, I've had 6 hrs of sleep over the last three days..
I don't think they trade on the free market... CVSU is an invalid symbol it says here (otcbb.com and other quote websites)
mnvestor: I would be more than happy to call--and would, in fact--except I will be gone...
However, I was going to post a reaction to this, anyway, from preceding post:
quote:. . . it was hard to type as fast as he was talking because of the corporate mumbo jumbo, . . .
Even if you are a skilled and experienced at taking notes over the phone...be it with CEOs, SEC, Congressional offices, whatever... everyone in this game should get a simple recorder that plugs into the phone jack, inline with the phone you use. (Caveat: check your state laws--in my state, recording phone conversations is legal as long as either party knows it's being recorded. In other words, party "A" can *not* record parties "B" and "C" without their knowledge. But I can record any conversation I have...that simple.)
If it is legal in your state, this is something you really should invest in, especially if you're not skilled at taking notes. Notice, the poster mentions "typing" the notes. For most beginners, this is even harder than taking notes longhand. Best to have a nice headset/microphone, for this kind of work.
The benefits of setting up a simple system are enormous...you can concentrate on your conversation, the nuances of hints, sudden insights--all with the knowledge you have it safely, securely recorded. The benefits of being able to transcribe a conversation with a CEO are immediately obvious. Beyond that, being able to pull "a file" re a conversation with a broker, an SEC official, etc...some months hence...could well be invaluable.
If this seems somehow "unethical," or your state laws interfere--you can always ask to record.
Anyway, don't let poor note-taking skills place a hurdle in your effort to get good DD info...
[ July 17, 2006, 20:03: Message edited by: T e x ]
-------------------- Nashoba Holba Chepulechi Adventures in microcapitalism...
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quote:Originally posted by maumee river rat: amm I just screwed up or can someone direct me to a chart of CVSU....Is this somEthing I should already know???
More than likely it is....
Please forgive me, I've had 6 hrs of sleep over the last three days..
I don't think they trade on the free market... CVSU is an invalid symbol it says here (otcbb.com and other quote websites)
quote:Originally posted by CatiaEngineer: I get info through Etrade using CVSU but it has 0's across the board. I assumed new ticker for the merger or privately held
CatiaEngineer, CVSU never has been traded before.
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posted
i suspect the same thing from those answers from ihub.. $15 is possible if extremely low float! Since CVSU is not trading at the moment, buying back FHAL is the only logical thing.. and looks like they bought a lot.. Man, was it a mistake to sell last week and today? i think i feel it is.. but if $15 is promised, i would still be happy with what i got left... imho
posted
Ok, take this for what its worth but I did call and Mr Harris DID answer. I joked with him about being the 1000th caller of the day and what did i win, he chuckled and confirmed yes i was the 1000th caller.
Ok, on to it then. I explained my lack of experience in all of this and told him myself and some colleagues got into FHAL for a short term gain. Then i explained how this merger thing changed everything, he agreed. I SPECIFICALLY asked if there would be a reverse split to bring FHAL value up to $15 he said NO! He said the merger would bring FHAL up to the $15 value. Of course i reacted as everyone has and he chuckled again. I THINK he was hesitant to respond on whether or not those shares would easily sell at that price, which could be the kicker. I asked "Is it true that FHAL was having financial difficulties so you guys came in to back them?" He said "Yes thats exactly true". I asked "Is the Amazon deal what made you jump on FHAL?" he said "Absolutely". The connection was sort of choppy and my experience in all of this is POOOOOR so i didnt get into major details, just the basics i listed above.
Nice guy, and a great sense of humor based on how many calls me must be dealing with! The number for him is on the website, his cell number. If anyone has doubts you are welcome to call yourself.
Keep in mind i still dont know all the secrets, hints and between the lines things that take place in trading so i could have missed something.
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I recently spoke with Rufus and I can add this info:
Q: What is the closing date? A: "Fifteen (15) business days from the filing of the 8-k?" (8-k filed on July 12, I figured closing date to be August 1st --Pedtupe)
Q: Each CURRENT share of FHAL will be receiving one share of CVSU; there will be no reverse splits? A: "There will be no reverse split of FHAL shares and each will receive one share of CVSU which will be valued at $15 at least."
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posted
why do ppl still dwell on the R/S question?? didn't they clarify that on the interview??!? came from Roufus himself.. $15 dollars is hard to believe, but aside from an R/S there are other ways to reduce the numbers, like buybacks..
posted
Crap, what I DIDNT ask was one important thing that now comes to mind. What if you need to have like 100,000 shares of FHAL for you to be considered in the merger? DAMMIT why didnt i ask that! Maybe its only major shareholders (controlling interest) that this applies to. Anyone know how that type of thing works?
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quote:Originally posted by CatiaEngineer: Crap, what I DIDNT ask was one important thing that now comes to mind. What if you need to have like 100,000 shares of FHAL for you to be considered in the merger? DAMMIT why didnt i ask that! Maybe its only major shareholders (controlling interest) that this applies to. Anyone know how that type of thing works?
Doesnt matter, SEC makes companies treat all shareholders of the same class equally, in terms of consideration (dividends, splits, etc. including this)
-------------------- Choosing individual stocks without any idea of what you're looking for (or without reliable information) is like running through a dynamite factory with a burning match. You may live, but your still an idiot.
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quote:Originally posted by CatiaEngineer: Crap, what I DIDNT ask was one important thing that now comes to mind. What if you need to have like 100,000 shares of FHAL for you to be considered in the merger? DAMMIT why didnt i ask that! Maybe its only major shareholders (controlling interest) that this applies to. Anyone know how that type of thing works?
Doesnt matter, SEC makes companies treat all shareholders of the same class equally, in terms of consideration (dividends, splits, etc. including this)
that's the regs...but won't be worth two dead flies if a pennystock winds up putting broker/dealers in a jam. Am *not* saying this one will, but the "equality" clause is nothing to hang a hat on...
-------------------- Nashoba Holba Chepulechi Adventures in microcapitalism...
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posted
Well, im shaking in my seat and im not going to sleep tonight now. I got so tired of reading all of the so-called responses from Rufus that i grabbed my cell and called. If all shareholders are treated equally and and what he told me was straight (no hidden clues or whatnot) then they are saying the value of fhal WILL BE $15 A SHARE AT TIME OF MERGER.
And after all of that, i still dont get it.
Is CVSU for real? This guy isnt sitting at the bar hucking it up after each call is he?
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posted
I've gone thru several "ticker symbol" changes and 1 merger...with all of them it took etrade nearly 3 days to "change the symbol" to the new one...by the time this was done and I was able to actually change most of them had a very different PPS than what the old was at...some higher some lower...I am fairly certain that depending on how quickly your broker gets the ticker change done and your portfoloio updated...it can take some time...
-------------------- #1 Rule: Protect your capital! #2 Rule: Never fall for the BS on the boards!
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posted
Tex, its not a "clause", its actually the law. No offense but I do know a good deal about this stuff. And the way I read the 8k I believe that the "valuation" is $15 but the merger consideration may be paid in equity. i.e. we get out $15 dollars worth in shares of the new company. FHAL is the Company and CVSU is the buyer. This is a 368(E) tax free reorganization under the tax code which allows for atleast 80% of the consideration to be paid in stock of the surviving corporation, hence the 1 for 1 transfer of stock or an equivalent amount of shares above the 1 for 1.(2.6a of 8k).
-------------------- Choosing individual stocks without any idea of what you're looking for (or without reliable information) is like running through a dynamite factory with a burning match. You may live, but your still an idiot.
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posted
so you guys are saying if you invested $520 (2000 shares) at the close a few weeks later they'd be $30,000, how can that be??? (not bashing, I just find it unbelievable!! LOL)
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quote:Originally posted by Hannibull: so you guys are saying if you invested $520 (2000 shares) at the close a few weeks later they'd be $30,000, how can that be??? (not bashing, I just find it unbelievable!! LOL)
I find it unbelieveable too which is why i finally called and muttled my way through a discussion with him.
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quote:Originally posted by 10of13: I've gone thru several "ticker symbol" changes and 1 merger...with all of them it took etrade nearly 3 days to "change the symbol" to the new one...by the time this was done and I was able to actually change most of them had a very different PPS than what the old was at...some higher some lower...I am fairly certain that depending on how quickly your broker gets the ticker change done and your portfoloio updated...it can take some time...
This is EXACTLY what im concerned about 10. I will definately call Etrade tomorrow and bother them relentlessly for details regarding a merger. Specifically, who long it takes before i gain control of the new stock. I hope they can give some answers because my bloodpressure cant take this.
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quote:Originally posted by Jmoove: Tex, its not a "clause", its actually the law. No offense but I do know a good deal about this stuff. And the way I read the 8k I believe that the "valuation" is $15 but the merger consideration may be paid in equity. i.e. we get out $15 dollars worth in shares of the new company. FHAL is the Company and CVSU is the buyer. This is a 368(E) tax free reorganization under the tax code which allows for atleast 80% of the consideration to be paid in stock of the surviving corporation, hence the 1 for 1 transfer of stock or an equivalent amount of shares above the 1 for 1.(2.6a of 8k). The other provisions are providing for an "out" in the case that the price is 15.00 or higher. Be careful here.
J, no offense taken. Merely pointing out the sad reality, which is if this goes "geek" in such a way as to leave broker/dealers exposed to forced buy-in, it's only realistic to expect the buy-in provision will be suspended. cf: GVRP, BCIT...others I could dig up... quickest, best example: GVRP... management effected an illegal r/s that involved "creating" A & B shares, on the fly...
just saying, unfortunately, "pennies" not afforded full weight of the law...
-------------------- Nashoba Holba Chepulechi Adventures in microcapitalism...
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quote:Originally posted by Jmoove: Tex, its not a "clause", its actually the law. No offense but I do know a good deal about this stuff. And the way I read the 8k I believe that the "valuation" is $15 but the merger consideration may be paid in equity. i.e. we get out $15 dollars worth in shares of the new company. FHAL is the Company and CVSU is the buyer. This is a 368(E) tax free reorganization under the tax code which allows for atleast 80% of the consideration to be paid in stock of the surviving corporation, hence the 1 for 1 transfer of stock or an equivalent amount of shares above the 1 for 1.(2.6a of 8k). The other provisions are providing for an "out" in the case that the price is 15.00 or higher. Be careful here.
J, no offense taken. Merely pointing out the sad reality, which is if this goes "geek" in such a way as to leave broker/dealers exposed to forced buy-in, it's only realistic to expect the buy-in provision will be suspended. cf: GVRP, BCIT...others I could dig up... quickest, best example: GVRP... management effected an illegal r/s that involved "creating" A & B shares, on the fly...
just saying, unfortunately, "pennies" not afforded full weight of the law...
Scary stuff there Tex, and a good reason for me to get BACK into my research. Im learning a lot with this FHAL thing but its causing some distress in the meantime.
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posted
Very true Tex, and unfortunately we would have little force in court. However, with the climate of securities reg at the moment following Enron and company even the small guys are getting a once over when it comes to these filings. The one in a hundred shot that the SEC would investigate the co post merger I would think would be enough to keep the co from doing something so facially apparent to the SEC as treating shareholders differently. Man, I wish they would PR the real story on this. Honestly, I took 3 securities/corps. courses in law school and will be working in the field after the bar and I still dont see how we get $15 per share. Hey, if we do Im not going to argue but Ill believe it when i see it. That being said dont take anything I say as legal advice! lol just covering myself :-)
-------------------- Choosing individual stocks without any idea of what you're looking for (or without reliable information) is like running through a dynamite factory with a burning match. You may live, but your still an idiot.
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posted
Well, once Rufus and company start buying up the float just how fast will that drive the value down? I mean, im sure most everyone will sell HEAVY immediately and since CVSU wants FHAL they will buy it all up but by the time we get a chance to sell i really wonder what the value will be.
Ok ok ok, my head is POUNDING. I really need to get away from this PC. I will hang around for a bit longer to see if anyone else speaks with him then its beddie time for me.
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ok suppose this really wasn't too-good-to-be-true, once it's all finished the stock would open at $15? even if a big sell off happens, it would have to go down a LOT to make a loss... 3AM here, there goes my night rest LOL
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posted
All this $15 a share talk is driving me nuts.
FHAL has around 63 million outstanding so that'd give them a market cap of $945,000,000. Seems a little crazy to me.
If they did give $15 per FHAL share it would be the biggest pps drop ever. Who in there right mind wouldn't be cashing in that lotto ticket.
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posted
Exactly, this is why Ill believe it when I see it, then sell faster than, my new Mclaren F1 goes zero to 60 lol
-------------------- Choosing individual stocks without any idea of what you're looking for (or without reliable information) is like running through a dynamite factory with a burning match. You may live, but your still an idiot.
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