Posted On: 04/05/2014 8:47:29 PM
Post# of 36729
Re: AmericanSavage #30327
Let's assume that Canadian Michael Gelmon owns a mountain of AEGY shares from his past stewardship of AEGY and his consulting company's continuing work with AEGY. He puts in a sell order for some of his free-trading AEGY shares through his brokerage; the sell order is rejected.
Gelmon then learns that his sale is blocked because, in the words of the Feb 2014 AEGY 8-K, "the Alberta Securities Commission, as well as the Securities Commissions of several other provinces, has adopted a rule to the effect that any U.S. listed public company subject to the obligation to file periodic reports with the U.S. Securities and Exchange Commission and whose shares are not listed on a recognized exchange in the US, or other listed jurisdictions (i.e., only those U.S. reporting companies whose shares trade on the OTC BB, the OTC Pink Sheets or on the OTC QB) is automatically a 'reporting issue' in Alberta if any officer, director, or consultant of the company is a resident of Alberta, and therefore becomes subject to quarterly and annual reporting in Alberta."
Gelmon further learns that "Registrant (AEGY) has been advised by U.S. securities counsel that this action is not enforceable in the U.S. against the Registrant; however , Canadian citizens who may have acquired shares of Registrant on the open market have advised the Registrant that they are now no longer able to trade Registrant’s (AEGY) common stock."
http://www.otcmarkets.com/edgar/GetFilingHtml...ID=9760321
What does Gelmon do now? He's stuck with a boatload of AEGY shares he can't sell.
Do he and his cronies at AEGY (such as Burke, officer at AEGY, who also is listed as consultant at SKTO) then devise a merger plan that creates for Gelmon the opportunity to swap a huge number shares of AEGY that he cannot sell for sellable shares in a new public entity which does not include him as an officer, director, or consultant? Is it this imperative that is driving an ill-advised merger?
Gelmon then learns that his sale is blocked because, in the words of the Feb 2014 AEGY 8-K, "the Alberta Securities Commission, as well as the Securities Commissions of several other provinces, has adopted a rule to the effect that any U.S. listed public company subject to the obligation to file periodic reports with the U.S. Securities and Exchange Commission and whose shares are not listed on a recognized exchange in the US, or other listed jurisdictions (i.e., only those U.S. reporting companies whose shares trade on the OTC BB, the OTC Pink Sheets or on the OTC QB) is automatically a 'reporting issue' in Alberta if any officer, director, or consultant of the company is a resident of Alberta, and therefore becomes subject to quarterly and annual reporting in Alberta."
Gelmon further learns that "Registrant (AEGY) has been advised by U.S. securities counsel that this action is not enforceable in the U.S. against the Registrant; however , Canadian citizens who may have acquired shares of Registrant on the open market have advised the Registrant that they are now no longer able to trade Registrant’s (AEGY) common stock."
http://www.otcmarkets.com/edgar/GetFilingHtml...ID=9760321
What does Gelmon do now? He's stuck with a boatload of AEGY shares he can't sell.
Do he and his cronies at AEGY (such as Burke, officer at AEGY, who also is listed as consultant at SKTO) then devise a merger plan that creates for Gelmon the opportunity to swap a huge number shares of AEGY that he cannot sell for sellable shares in a new public entity which does not include him as an officer, director, or consultant? Is it this imperative that is driving an ill-advised merger?
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