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Microcap & Penny Stocks : Rocky Mountain Int'l (OTC:RMIL former OTC:OVIS)

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To: FTJoe who wrote (18456)11/15/1997 1:26:00 PM
From: Jerry Whlan  Read Replies (1) of 55532
 
I still can't understand how he has CEA at 43,000?

Go read the 1996 10-K.

CEA's portion in Mike's numbers is inconsquential whether it is 43,000 or 0. What really matters is the guaranteed minimum market value of $1.5M for the 300k shares issued for the acquisition of Nelson and Baron. Those 300k shares were pre reverse split so they are probably only 10k shares. 10k shares are worth about $20k today.

That means that either on Nov 2nd, 1997 (two years after the issuance) or sometime before summer when the SEC retroactivly reduced the Rule 144 restriction period to one year, OVIS has had to either cough up about $1.5M in cash or about 750k more shares.

That's not the only minimum market value guarantee in the 10-K, but I believe it is the largest. Just glancing at the math, it appears that all of the minimum market value guarantees could have been satisified with the 2,000,000 shares from the spring S-8.

I don't know if shares issued to cover minimum market values would also be Rule 144s and thus restricted for another year or not, but if that is true, then we have a very convenient debunk of Kugler's numbers, i.e. that the 2,000,000 went to cover those and the latest 300k increase in outstanding shares is really just the only substantial compensation that Morgan and Breton have received from the company (as they indirectly claimed in their latest press release).

Just guessing here, I figure someone who owns some shares will care enough to make some calls on monday and get a better accounting.
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