One mile of Ocean Front, One Incredible Real Estate Development

Multi-Billion Dollar Agreement Signed With Oman

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I copied this from a filing Jan 6, 2018. Why are the treasury shares added to the outstanding shares?

Omagine is not obligated to sell any Shares to YA but may, over the term of the 2014 SEDA and in its sole discretion, sell to YA that number of Shares valued at the Purchase Price from time to time in effect that equals up to five million dollars ($5,000,000) in the aggregate. YA is obligated under the 2014 SEDA to purchase such Shares from Omagine subject to certain conditions including: (i) Omagine filing a registration statement with the SEC to register the resale by YA of the Shares sold to YA under the 2014 SEDA (“Registration Statement”), (ii) the SEC declaring such Registration Statement effective, (iii) Omagine certifying to YA at the time of each Advance Notice that Omagine has performed all covenants and agreements to be performed and has complied with all obligations and conditions contained in the 2014 SEDA, (iv) periodic sales of Shares to YA must be separated by a time period of at least five Trading Days, and (v) the dollar value of any individual periodic sale of Shares designated by Omagine in any Advance Notice may not exceed the greater of (a) two hundred thousand dollars, or (b) the average of the “Daily Value Traded” for each of the five Trading Days immediately preceding the date of the relevant Advance Notice, where Daily Value Traded is the product obtained by multiplying the number representing the daily trading volume of Common Shares for such Trading Day by the VWAP for a Common Share on such Trading Day. On January 8, 2015, Omagine filed an amended Registration Statement on Form S-1 and such Registration Statement as amended was declared effective by the SEC on January 22, 2015. The effective status of such Registration Statement expired October 19, 2015 and Omagine is filing this Post-Effective Amendment on Form S-1 to reinstate the effective status of such Registration Statement.

About This Offering

This Prospectus relates to a total of up to 3,085,822 Common Shares (the “Resale Shares”) which may be offered by the Selling Stockholder, 85,822 of which Resale Shares were owned by an affiliate of the Selling Stockholder prior to this Registration Statement first being filed with the SEC. As of the date hereof, 17,696 Resale Shares have been sold to the Selling Stockholder under the terms of the 2014 SEDA for proceeds to the Company of $25,000 and up to an additional 2,982,304 Resale Shares may be purchased by and issued to the Selling Stockholder under the terms of the 2014 SEDA.

Number of Shares Outstanding After This Offering

As of January 4, 2016, we had 18,728,313 Common Shares issued and outstanding. Assuming Omagine is able to sell all 3,000,000 Common Shares under the 2014 SEDA to YA, then the number of Common Shares outstanding after this offering is expected to be 21,710,617.

Summary of Offering

Common Shares outstanding prior to the offering 18,728,313 (as of January 4, 2016 )
Resale Shares offered by the Selling Stockholder Up to 3,085,822
Common Shares expected to be outstanding after the offering 21,710,617 *

Jan 21, 2016 04:51PM

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Jan 22, 2016 04:25PM
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