No reverse split, the CEO is eliminating his shares.
GreenShift Restructures Equity Holdings
Monday August 22, 8:00 am ET Company's Common Stock Outstanding to be Reduced by about 47 Million Shares
MOUNT ARLINGTON, N.J.--(BUSINESS WIRE)--Aug. 22, 2005--GreenShift Corporation (OTC Bulletin Board: GSHF - News) today announced that Kevin Kreisler, GreenShift's chairman and chief executive officer, has agreed to restructure his holdings in the Company effective September 30, 2005. Kevin Kreisler, through his holding company, currently owns 47,440,678 shares of common stock, out of 75,267,506 currently outstanding. Mr. Kreisler also owns 1,000,000 shares of GreenShift Series B Preferred Stock. The preferred stock is convertible on January 1, 2007, into the lesser of 50,000,000 shares of common stock or that amount of shares of common stock such that, when taken with the balance of Mr. Kreisler's other common shares, Mr. Kreisler shall have no more than 80% of the issued and outstanding common stock of the Company at the time of conversion.
Mr. Kreisler has agreed to surrender the entirety of his common stock and his preferred stock. The surrender will eliminate Mr. Kreisler's 80% anti-dilution protections. All shares surrendered to GreenShift will be retired, which will reduce GreenShift's common stock outstanding to approximately 28 million shares at September 30, 2005.
In return, GreenShift will issue Mr. Kreisler a new class of preferred stock. The preferred stock will have a fixed face value equal to 80% of GreenShift's Net Asset Value ("NAV") on September 30, 2005. Mr. Kreisler's voting rights and preferences on dividend payments will remain fixed at 80% until conversion. The new class of preferred stock will be convertible into GreenShift common stock at a rate equal to GreenShift's NAV per share at the time of conversion. GreenShift's NAV per share was reported to be $0.21 per share in GreenShift's Form 10QSB for the period ended June 30, 2005.
"We are aggressively focused on completing investments that are accretive to our NAV and that enhance the intrinsic value of our existing portfolio holdings," said Kevin Kreisler, GreenShift's chairman and chief executive officer. "I personally believe that GreenShift's market value will align itself with our NAV over time, even as our NAV increases in line with our planned growth. The new preferred has a fixed face value so the more successful GreenShift is in its efforts, and the higher GreenShift's NAV, the fewer shares I will receive on conversion - and I have no intention of converting anytime soon. My feeling therefore is that this structure more closely aligns my personal interests with the future value of GreenShift." |