REVERSE STOCK SPLIT

9 Months Ended

Sep. 30, 2011

3.	REVERSE STOCK SPLIT

The Company implemented a 1-for-50 reverse stock split of its common stock, $0.001 par value per share on June 20, 2011 (the “Reverse Split”). The split-adjusted shares of the Company’s Common Stock began trading on the OTCBB on July 14, 2011 under the symbol “MHAND,” with a “D” added for 20 trading days to signify that the reverse stock split has occurred. A new CUSIP number has been assigned to the Company’s Common Stock as a result of the reverse split.

The reverse Stock Split did not change the par value of the Company’s Common Stock, which remains at $0.001 per share, or the number of shares of common stock the Company is authorized to issue, which remains at 500,000,000 shares. At the Company’s Annual Meeting of Stockholders held on May 20, 2011, the Company’s stockholders approved a proposal authorizing the Company’s Board of Directors (the “Board”), at its discretion, to amend the Company’s Amended and Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”), to effect a reverse stock split of the Company’s issued and outstanding shares of common stock, par value $0.001 per share, within the range of 1-for-25 and 1-for-50, inclusive, without further approval or authorization of the Company’s stockholders if the Board determines in the future that such a reverse stock split is in the best interests of the stockholders. This 1-for-50 reverse stock split was approved by the Company’s Board of Director pursuant to such stockholder authorization.

Details of the Reverse Split:

At June 20, 2011, immediately and without further action by the Company’s stockholders, every fifty (50) shares of the Company’s pre-split Common Stock, par value $0.001 per share, was automatically converted into one (1) share of post-split Common Stock, par value $0.001 per share. Accordingly, the Company’s approximately 129.8 million pre-split shares of common stock outstanding will be combined into approximately 2.6 million post-split shares outstanding. The reverse stock split affects all issued and outstanding shares of the Company’s Common Stock immediately prior to June 20, 2011. In addition, proportional adjustments will be made to the Company’s equity awards, outstanding warrants and convertible notes.

Continental Stock Transfer and Trust Company, Manhattan’s transfer agent, will act as exchange agent for the exchange. Stockholders will receive forms and notices to exchange their existing shares for new shares from the exchange agent or their broker. No fractional shares will be issued. Stockholders who otherwise would be entitled to receive fractional shares because they hold a number of shares not evenly divisible by 50, will automatically receive one whole share of Common Stock in lieu of the fractional share.

As a result of the Reverse Split the 12% secured notes (see Note 9) and interest thereon became convertible, and did convert, into common stock at $0.50 ($0.01 on a pre-Reverse Split basis). This triggered the anti-dilution rights of certain warrant holders. All share amounts are reflected in these financial statements on a post-Reverse Split basis and reflect the conversion of the 12% secured notes and the anti-dilution rights. The following table illustrates the effects of the Reverse Split, the conversion of the 12% secured notes and the anti-dilution rights.

	Pre-Reverse Split		Anti-dilution Effect		Reverse Split Effect			Conversion of 12% Secured Notes and Interest			As of September 30, 2011, Post- Reverse Split, Anti-dilution and Conversion
Shares outstanding:
Before conversion of 12% Secured Notes		129,793,289				(127,197,423	)					2,595,866
Conversion of 12% Secured Notes									4,802,199			4,802,199
After conversion		129,793,289		-		(127,197,423	)		4,802,199			7,398,065
Shares issuable:
Warrants with antidilution rights		129,911,363		963,038,387		(1,071,090,755	)					21,858,995
Warrants without antidilution rights		12,989,189				(12,729,405	)					259,784
Options		11,564,936				(11,333,637	)					231,299
Ariston milestone shares		15,890,452				(15,572,643	)					317,809
12% Secured Notes and interest		240,107,200				(235,305,001	)		(4,802,199	)		-
Other Convertible debt		45,776,620				(44,861,088	)					915,532
Total shares issued and issuable		586,033,049		963,038,387		(1,518,089,952	)		-			30,981,484