Leute schnell noch positionieren!

WHEREAS:

A. GS CleanTech beneficially owns 26,398,992 shares of common stock in GS
AgriFuels, which shares correspond to 90.1% of GS AgriFuels' 29,024,572
issued and outstanding shares of common stock (the "Common Shares").

B. In June 2007, and subject to the satisfaction of GS AgriFuels' outstanding
obligations to Lender, GS AgriFuels agreed to issue to GreenShift
Corporation 1,000,000 shares of Series C Preferred Stock in GS AgriFuels
(the "Preferred Shares"), from which GreenShift agreed to assign 378,653
shares Series C Preferred Stock in GS AgriFuels to a former officer of GS
AgriFuels subject to Lender's first priority security interest in all of
the stock and assets of GS AgriFuels.

C. As of the date hereof (i) GS AgriFuels is indebted to the Lender in an
amount in excess of $20,359,631 in principal plus accrued and unpaid
interest, as evidenced by those secured convertible debentures listed on
Schedule A attached hereto (the "Debentures"), (ii) the Lender is the owner
of those certain warrants to purchase additional shares of common stock of
GS AgriFuels as set forth on Schedule A, and (iii) the Lender and GS
AgriFuels are party to those certain credit and related security and pledge
agreements (the "Transaction Documents") as set forth on Exhibit A.

 

All you get is a reply they do not answer emails. I asked some questions that were non insider and no replies. I have never had a reply from Tom since July. Now we do not even have an email address that works. Sure looks good for any newbies wanting to check this stock out. Again I ask, what happened to the so called $40 mil assets Tommy had in Agri? Mr. Scozzafava co-founded, invested in, and serves as President and CEO of GS AgriFuels, a renewable fuels company that has acquired about $40 million of agrifuels assets since mid-2006. He was not mentioned in the coes agreement. Makes me wonder. We buy KK's shell to save his asrse and now we have this. Take a look at KK 's record and take a look at price charts of all past companies he has headed. I thought Tom was different. We shall see. GLTY LB lol


Unbeantwortete Fragen:

From march 31 2007 unauited Agri had
TOTAL ASSETS $ 48,045,530. What does that tell you? Someone claimed to have almost 40mil. of it.  

At September 30, 2007, GS AgriFuels had current assets totaling $4,998,808 and
had current liabilities totaling $22,482,135,

Wo sind die 44Mill assets hin ?

 

Greenshift wurde ja im Jan d.J. aufgeteilt in Ecosystem corp,Carbonics Cap, GS Energy, GS Clean und GS Enviro. Davon blieben dann im Febr. d. J. GE ENVIROSERVICES,===>>GREENSHIFT (new), ECOSYSTEM und CARBONICS übrig.
....
Bastelt HIER unser Tom so ähnlich, wie bbei den alten Greenshiftlern, wird von Seaway wahrscheinlich auch nix mehr übrigbleiben.
....
Hat er aber seine "alten" Anteile endlich gezahlt bekommen, sollten hier irgendwie die zugeflossenen 20 Mios berücksichtigt werden, sodaß der Kurs eigentlich steigen sollte!
===> erklärt das, den Kursanstieg???
Im Amiland ist ja der Umsatz recht gut gewesen, könnte die Reaktion darauf sein (hoffentlich!)
Mo werde ich nochmal 100 zu 4-5 nachlegen, in der Hoffnung, daß das obrige bestätigt wird...
Ansonsten wohl doch toTaLvErLuSt

schönes weekend!
Wolfgang  

STATE OF DELAWARE

CERTIFICATE OF OWNERSHIP AND MERGER

MERGING

GS WIND, INC.

INTO

GS AGRIFUELS CORPORATION

GS Wind, Inc., a corporation organized and existing under the laws of the
State of Delaware,

DOES HEREBY CERTIFY:

FIRST: That it was organized pursuant to the provisions of the General
Corporation Law of the State of Delaware on the 23rd day of May, 2006.

SECOND: That it owns 90% of the outstanding shares of capital stock of GS
AgriFuels Corporation, a corporation organized pursuant to the provisions of the
General Corporation Law of the State of Delaware on the 17th day of February,
2000.

THIRD: That its Board of Directors held a meeting on February 28, 2008, at
which it determined to merge the corporation into said GS AgriFuels, and did
adopt the following resolutions:

RESOLVED, that this corporation, GS Wind, Inc., merge itself into GS
AgriFuels Corporation, which GS AgriFuels Corporation assumes all of the
obligations of GS Wind, Inc.

FURTHER RESOLVED, that the terms and conditions of the merger are as
follows:

Upon the merger becoming effective, each outstanding share of common
stock of GS AgriFuels Corporation held of record by shareholders other than
GS Wind, Inc. shall cease to be outstanding, and such shareholders of
record shall be entitled to receive from GS AgriFuels Corporation, as the
surviving corporation in the merger, the sum of Fifty Cents ($.50) per
share, without any further action on the part of said shareholder, and each
outstanding share of common stock of GS AgriFuels Corporation owned by GS
Wind, Inc. shall cease to be outstanding and shall be converted into one
share of common stock of GS AgriFuels Corporation, a certificate for which
shall be issued to the sole shareholder of GS Wind, Inc.

FURTHER RESOLVED, that the consent of the sole shareholder of GS Wind,
Inc. to a resolution in favor of this merger shall be promptly solicited.

FOURTH: That this merger has been approved by the written consent of the
holder of a majority of the outstanding shares of GS Wind, Inc., acting by
written consent in lieu of meeting in accordance with Section 228 of the General
Corporation Law.

FIFTH: That the effective date of this merger shall be February 29, 2008 at
5:00 P.M.

IN WITNESS WHEREOF, said parent corporation has caused this Certificate to
be signed by an authorized officer this 29th day of February, 2008.


By: /s/ Kevin Kreisler
-----------------------------
Kevin Kreisler
Chief Executive Officer

 

GS Wind ist eine Company von GS Energy aka Ecosystems Corp. ...somit der letzte Shareholder in GS Agrifuels...
Jetzt blick ich garnix mehr...LOL

bbb