WARNING: SIML is a CONvicted FELON SCOTT SAND toxic CONvertible debt share dilution SCAM. No claimed stock buyback is even possible - just a ruse to lure buyers for the endless DILUTION shares.
Can a company do a stock buyback it they are in debt
Probably not, but that is not one of the specific legal criteria a company must meet in order to legally repurchase shares.
A share repurchase (or buyback) is considered to be a distribution to common shareholders. In order to do that legally, a company may only use assets which are already owned by the common shareholders. Common shareholders are dead last in line for assets. The debtors are first, then creditors, then preferred shareholders, and finally common shareholders. Which means, the company must be in a positive asset position - the Company must have enough net assets (assets minus liabilities, including any amounts due preferred shareholders, which is important to recognize) to pay 100% of what is owed to all the classes in front of the common shareholders before they can buy back shares. And then they can only use the assets above that threshhold. AND, the company must have current financial statements which prove this is the case - no "take our word for it".
The Company must also have sufficient current assets to meet its obligations as they come due. A company having a lot of fixed or intangible assets, but little cash, is unlikely to meet this requirement as those assets are not readily convertible to cash to pay off debt maturing or its current liabilities.
Those 3 criteria (positive assets, current financial statements and sufficient current assets) are the 3 legal criteria a company must meet in order to repurchase shares under State laws. BUT, there is another consideration. Note that almost every contractual agreement for the issuance of toxic death spiral convertibles specifically states the Company is prohibited from repurchasing shares while any part of the debt remains unpaid. And this is important. We know most of these toxic convertible buyers will sue issuers immediately if they violate the purchase contracts. But recently, a lot of toxic death spiral issuers have issued news releases, and 8-K's, announcing repurchases plans when not only are they broke, but they cannot legally repurchase shares under the legal criteria above, AND they are prohibited from doing so under their contractual agreements. But yet the toxic note holders do nothing. Why? Because the fake "buybacks" are almost certainly being orchestrated by the toxic note holders as a scheme to pump the stock and increase buying volume which they can then convert and dump into. I have seen it quite a bit recently, and they all involve the same group of toxic note holders. And in each case, the Company in question is on life support and unquestionably near death. The bogus buyback announcement is the last gasp which gives the note holders one last dumping opportunity before the Company disappears for good.
UPDATED BY DCSTEVE 7/21/2017-
LARGE ORDERS AND SHARE BUYBACK COMING SOON!
SyncPal Product Export Sales Begin to Rock
Simlatus Begins To Receive Sizable Sales Orders and Share Buy Back
GRASS VALLEY, CA--(Marketwired - Jun 14, 2017) - Simlatus Corporation (OTC PINK: SIML) - announces today that the Company is preparing an export order for $138,000 in SyncPal Orders, and another $368,250 in orders for its legacy audio/video HD commercial products. The Company is planning to purchase back shares in order to increase stock price and reduce dilution.
The Company has a $524,468 order being prepared for 3 large broadcast stations that have over 100 studios covering Europe and North Africa. Secondary orders are being discussed with this client, and the Company has a large pending order in Asia, which will be announced in the next 2 weeks.
Bob Stillwaugh, Chairman and CEO, stated, "I have the fullest confidence that our products will continue to grow in the world marketplace as we introduce our immersive systems into today's commercial broadcast market. Our new implemented marketing platform has enabled our manufacturing representatives to garner the attention of large broadcast empires around the globe. Understanding our legacy products that have been supporting ABC, CBS, NBC, ESPN, FOX and DirecTV over the past 18 years will help us understand why our new SyncPal is being sold today. More important is what tomorrow brings, and how our Immersive Broadcast System will bring together the entire broadcast industry into the palm of your hand."
ABOUT SIMLATUS: www.simlatus.com
Simlatus Corporation's 18 year history as an audio/video icon, designs, manufactures and sells 55 commercial broadcast products worldwide. The company has a small revenue base in the broadcast industry with long-term national and international distribution. Our customers include large broadcast giants such as Warner Bros., CBS, NBC, ABC, FOX, ESPN and DIRECTV, as well as many smaller broadcast customers which include religious facilities, international broadcast facilities, colleges, and radio stations. The new SyncPal, and our future Simlatus-IBS, will allow the company to capitalize in the $150B growing industry of augmented/virtual reality.
Safe Harbor for Forward-Looking Statements: This news release includes forward-looking statements. While these statements are made to convey to the public the company's progress, business opportunities and growth prospects, readers are cautioned that such forward-looking statements represent management's opinion. Whereas management believes such representations to be true and accurate based on information and data available to the company at this time, actual results may differ materially from those described. The Company's operations and business prospects are always subject to risk and uncertainties. Important factors that may cause actual results to differ are and will be set forth in the company's periodic filings with the U.S. Securities and Exchange Commission.