PanAmerican BanCorp (PABN) Message Board

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Microcap & Penny Stocks : PanAmerican BanCorp (PABN)

PABN 0.00001000

0.0%

Mar 7 3:00 PM EST

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To: wonk who wrote (39646)	8/2/1999 8:47:00 PM
From: PCModem	Read Replies (1) of 43774

Hi ww, sorry to "bother" you, but what you said to me is being misrepresented. To review (briefly): I based my assertion that the shares offered in the PPM were restricted because of the language in the PPM. You asserted that the filing of a Form D makes them free trading regardless of the language in the PPM. As you said: "Whether it was deliberate misdirection on the company's part to include the boilerplate language, or just plain incompetence in filing the paperwork, makes no difference. The filing trumps the boilerplate." #reply-10497769 [emphasis added] I am not qualified to make that determination. I've seen no proof that what you state is indeed the case, but I have to agree that after thinking about it for a couple of weeks it makes a kind of sense. Except that the agreement under which the shares were purchased is the PPM. It seems to me that contract law would apply, since the PPM is a contract between the buyer and seller in which the shares are purchased under the terms and conditions of the contract. Otherwise the "contract" would be null and void since its terms and conditions would be contrary to fact if the Form D "trumps" the PPM. I'd think that if there was a law suit filed to determine the status of the shares the agreement under which they were purchased would "trump" any filings about them that were not agreed to by the parties to the purchase agreement (the PPM). But that's just my opinion, and I'm not really qualified to decide. In any case, you agreed the boilerplate says they are restricted. I know that my layman's "common sense" understanding could be wrong. All that is lacking is proof one way or the other. I'm sure you can understand that I find it hard to accept that telling the SEC that a document is a 504 when in fact it is a private placement would in fact make it a 504. Even though I understand that such could be the case. Colleen says "It's clearly stated in the PPM that the shares are not restricted* but you had to argue with wireless wonk about this very issue.*" #reply-10786444 [emphasis added] Yet it appears in the above quote that you do agree with me about the "boilerplate" in the PPM, that it indeed does say the shares are restricted, in contradiction to both the Form D filing and what colleen claims. Really am sorry to involve you in this. But I thought you'd like to know that what you said to me is being misrepresented. have a nice day PCM GO PABN!!!

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