And the new magic number is.......
Last attempt:
Only stockholders as of the close of business on October 14, 2019 (the “Record Date”) are entitled to notice of and to vote at the Annual Meeting. As of October 14, 2019, there were 3,844,921 shares of our common stock outstanding and entitled to vote, with each share entitled to one vote. In addition, there were 255,714 shares of our Series A Convertible Preferred Stock outstanding and entitled to vote, which vote at the rate of 9 votes per share.
So the total POTENTIAL votes are 3,844,921 + (255,714 x 9) or 6,146,347 votes. Hence the number of votes required to approve this change....."to increase the number of authorized shares of our Capital Stock from 8,000,000 Shares, comprised of 7,500,000 Shares of Common Stock and 500,000 Shares of Preferred Stock, to 150,000,000 Shares of Common Stock and 10,000,000 Shares of Preferred Stock"
.....is 3,073,174. That's the magic number.
The Votes For were 2,848,889.
This time the Proxy says:
Only stockholders as of the close of business on January 13, 2020 (the “Record Date”) are entitled to notice of and to vote at the Special Meeting. As of January 13, 2020, there were 3,853,675 shares of our common stock outstanding and each entitled to one vote, per each share entitled to vote and there were 398,278 shares of our Series A Convertible Preferred Stock, par value $0.001 per share (The “Series A Preferred Stock”) outstanding and entitled to vote, with each such share entitled to 9 votes. So the math is 3,853,675 + (398,278 x 9) = 7,438,177......
....and the new magic number is 3,719,089.
Obviously the big addition to the total votes came from the issuances of Preferred A to Diwan and TheraCour (and others?). It will take some time to develop a reconciliation of the old 255,714 shares to the new 398,278...it looks a little fishy to me...but the following assumes it to be accurate:
IF all the new Preferred A (142,564 x 9 = 1,283,076) was to Vote For, and the original Vote Fors (2,848,889) were to again Vote For, the new magic number would be cleared by 400,000+ votes and the authorization increase would be approved.
Quick and dirty......check it.
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