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Microcap & Penny Stocks : TGL WHAAAAAAAT! Alerts, thoughts, discussion.

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To: Jim Bishop who started this subject5/3/2001 10:35:20 PM
From: wgmnoris   of 150070
 
CCAA: Nomination for TGL. Event date StockHolder Meeting.

It appears to me that the CLOSING ASK price on TUESDAY June 5th will
likely be the price used to calculate the number of shares Issued to IMOIL ($5 MILLION DOLLARS).


I come to this conclusion since the meeting is at 6:30PM on Tuesday, June 5th and some documents required for completion of the merger will only be available AFTER the shareholder meeting. Since Mr Cala owns nearly a 50% stake in CCAA and CCAA is in favor of these proposals I believe items before the board will PASS easily.

It should be noted that I have a position of about 200K shares of CCAA averaged in at about .27 cents and hence "have a vested interest". I am posting my position in CCAA so as to not have anyone question my motives without the facts about my investment to date.

CCAA. 8K filed. $5 MILLION worth of RESTRICTED shares. 10 MILLION shares already used as a DOWN PAYMENT. CCAA/IMOIL will have approximate 2001 REVENUES OF $20 MILLION DOLLARS. Financial Statements will be provided in an amended 8K.

2.2 Purchase Price

The purchase price (the "Purchase Price") for the Shares will be $5,000,000 payable through the delivery of shares of the Buyer valued based upon the closing ask price on the day immediately preceding Closing.

2.3 Closing

The purchase and sale (the "Closing") provided for in this Agreement will take place at the offices of Mancini IMOIL, Srl of Italy at 10:00 a.m. (local time) on the later of (i) April 18th, 2001 or (ii) or at such other time and place as the parties may agree. Subject to the provisions of Section 9, failure to consummate the purchase and sale provided for in this Agreement on the date and time and at the place determined pursuant to this Section 2.3 will not result in the termination of this Agreement and will not relieve any party of any obligation under this Agreement.

(i) Shares of restricted stock of Buyer in an amount equal to $5,000,000 of value calculated by using the closing ask price of the traded stock of Buyer on the last business day immediately preceding Closing;

(ii) a certificate executed by Buyer to the effect that, except as otherwise stated in such certificate, each of Buyer's representations and warranties in this Agreement was accurate in all respects as of the date of this Agreement and is accurate in all respects as of the Closing Date as if made on the Closing Date; and

(iii) Minutes and such other documents as are required for representatives of Seller to be appointed or elected to a majority of the Board of Directors of Buyer and reflecting that Giuseppe Cala shall remain as Chairman of the Board for three years following Closing.


ragingbull.lycos.com

edgar-online.com
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