Rogue One Inc (fka ROAG)

[Moose12]

problem is no tentative timeline. So it could be years before they get their act together and become current with the SEC. Just really disappointed with this leadership team.

[yachtsailor]

EXACTLY!

[Supermeatball]

Sounds to me from what I read that they have four subsidiaries but two of them are non-compliant with their records and now they're trying to unload them from Rogue. Then they can become compliant and restore trading status.

[yachtsailor]

Rogue One Provides Corporate Update
Friday, 15 December 2023 01:00 PM
ACCESSWIRE | Article Logo
Rogue One, Inc.
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Company Update
WASHINGTON, DC / ACCESSWIRE / December 15, 2023 / As many are aware, Rogue One, Inc. ("Company") has not submitted any financial statements subsequent to the Quarterly Report dated September 30, 2021. It is imperative to note that the recent action undertaken by the Securities and Exchange Commission on December 5, 2023, was not involuntary, but a result of a negotiated ‘Stipulation Letter' with the SEC which leads to revoking our 12G securities registration status. Consequently, Rogue One, Inc is no longer a mandatory SEC filer. The most recent financial statement submitted was the Third Quarter 2021 Form 10-Q, covering the three-month period concluding on September 30, 2021, which incorporated our initial consolidated financial statements post the acquisition of Human Brands International, Inc ("Human Brands").

The Company has encountered challenges in compiling financial statements subsequent to the report dated September 30, 2021. This issue arose due to the reluctance of two subsidiaries of Human Brands to provide the necessary books and records, in a timely manner, following the acquisition of Human Brands on June 30, 2021. Consequently, Rogue One, Inc., as the parent company, has faced impediments in filing any financial statements beyond that date. Despite repeated assurances from the aforementioned subsidiaries that they would fulfill this obligation, the Company and its shareholders have been adversely affected by the ongoing inability to do so.

Rogue One, Inc., via its wholly owned subsidiary, Human Brands, holds a 51% ownership stake in Agave Webber and a 51% interest in Turasu S de PR de RL. Per SEC filing requirements, Rogue One was required to include these entities in its financial statements. The company encountered a challenge in advancing its financial reporting, and from October 1, 2021, faced an impediment: the inability to proceed with financial reports and the inability to retroactively divest the two non-compliant entities. This impasse presented a significant obstacle for the company.

In light of the apparent challenges in meeting our reporting obligations to the SEC, the Company engaged the services of an additional specialist attorney. Collaborating with our in-house legal counsel, they formulated a strategic approach to address the issue. The devised plan to rectify the problem includes the following steps:

Initiate discussions with the SEC to voluntarily revoke our 12G filing status.
Commence the divestment process of the two non-compliant subsidiaries, effective October 1, 2021.
Conduct an internal audit of our financial records, excluding the two subsidiaries (already completed through December 2022).
Subject the internal audit findings to a thorough review by our external auditors.
With the two non-compliant subsidiaries being divested from Rogue One, the Company will make its best efforts to finalize its audits and proceed with the necessary filings to regulators to restore our trading status.

[yachtsailor]

Just found this on facebook https://www.accesswire.com/817490/rogue-one-provides-corporate-update

[Moose12]

they need to find a gullible accountant first to put his name on all the late SEC filings!

[Ilovebill]

Read that release from the company. Bet they try to raise money to pay for getting it current. Line up suckers, this crap never stops.

[yachtsailor]

Positive factors for tequila stocks:

Growing demand: Global tequila consumption has been steadily increasing for years, driven by factors like its premium image, versatility in cocktails, and perceived health benefits.
Premiumization trend: Consumers are increasingly opting for higher-quality tequila, further boosting the market for brands with strong reputations and established distribution channels.
Acquisition potential: Larger spirits companies might be interested in acquiring smaller tequila brands with promising growth prospects, potentially providing significant returns to investors.

[dgor]

I originally just glanced at it n wrote it off as gone but now ,after reading ,I have a better understanding.Thanks...But if Joe Jr is working on it ,might be 10 yrs before it's done..lol...Well the waiting game continues

[potofgold]

Read post 70026. The post called "corporate update". That will explain things. Interesting read.

[dgor]

Ok I'm lost.....what are you guys talking about..Didn't I just see my ,thankfully not a large position,disapear?

[dgor]

Ok I'm lost.....what are you guys talking about..Didn't I just see my ,thankfully not a large position,disapear?

[Pan_O_War]

It's proof of life and an explanation.

Hopefully now this can start moving forward.

The thing that concerns me is what state the buisness is in after divesting these assets. How much of a hit in valuation will it be? Can they restruction meaningfully and move forward in a profitable direction?

TBD I guess.

[potofgold]

Interesting. That's some good and promising news. In my opinion.

[Pan_O_War]

Corporate Update:

WASHINGTON, DC / ACCESSWIRE / December 15, 2023 / As many are aware, Rogue One, Inc. ("Company") has not submitted any financial statements subsequent to the Quarterly Report dated September 30, 2021. It is imperative to note that the recent action undertaken by the Securities and Exchange Commission on December 5, 2023, was not involuntary, but a result of a negotiated ‘Stipulation Letter' with the SEC which leads to revoking our 12G securities registration status. Consequently, Rogue One, Inc is no longer a mandatory SEC filer. The most recent financial statement submitted was the Third Quarter 2021 Form 10-Q, covering the three-month period concluding on September 30, 2021, which incorporated our initial consolidated financial statements post the acquisition of Human Brands International, Inc ("Human Brands").

The Company has encountered challenges in compiling financial statements subsequent to the report dated September 30, 2021. This issue arose due to the reluctance of two subsidiaries of Human Brands to provide the necessary books and records, in a timely manner, following the acquisition of Human Brands on June 30, 2021. Consequently, Rogue One, Inc., as the parent company, has faced impediments in filing any financial statements beyond that date. Despite repeated assurances from the aforementioned subsidiaries that they would fulfill this obligation, the Company and its shareholders have been adversely affected by the ongoing inability to do so.

Rogue One, Inc., via its wholly owned subsidiary, Human Brands, holds a 51% ownership stake in Agave Webber and a 51% interest in Turasu S de PR de RL. Per SEC filing requirements, Rogue One was required to include these entities in its financial statements. The company encountered a challenge in advancing its financial reporting, and from October 1, 2021, faced an impediment: the inability to proceed with financial reports and the inability to retroactively divest the two non-compliant entities. This impasse presented a significant obstacle for the company.

In light of the apparent challenges in meeting our reporting obligations to the SEC, the Company engaged the services of an additional specialist attorney. Collaborating with our in-house legal counsel, they formulated a strategic approach to address the issue. The devised plan to rectify the problem includes the following steps:

Initiate discussions with the SEC to voluntarily revoke our 12G filing status.
Commence the divestment process of the two non-compliant subsidiaries, effective October 1, 2021.
Conduct an internal audit of our financial records, excluding the two subsidiaries (already completed through December 2022).
Subject the internal audit findings to a thorough review by our external auditors.
With the two non-compliant subsidiaries being divested from Rogue One, the Company will make its best efforts to finalize its audits and proceed with the necessary filings to regulators to restore our trading status.

About Rogue One. Inc:

https://www.accesswire.com/817490/rogue-one-provides-corporate-update?fbclid=IwAR3O7Rpjh7HbBUuqCFFAmX_nKP6t0igxdTCddNar3VaxhZXqbXD15MZIECw

[Moose12]

hard to write off unless you actually "sold" the certificates.

[nicktrades]

I concur with your line of thinking. A class could be established, need to get a handful of people together with a decent amount of investment. I am considering writing the stocks off as a complete loss this tax year.

[Moose12]

this is absolutely a shame. was of the opinion the CEO was going to make good on this deal especially with all the effort he put into it. Agree, think it is time to talk to an attorney. Understand will never see anything but sure would like for these folks to feel some of the "pain" they have caused over the years waiting for this. Not to mention none of them should ever be allowed to be on a board or significant position like this again by the SEC. Just disgusted!!!

[Supermeatball]

Didn't Joe Poe sucker human brands into buying stock in the holding company shortly before he stopped filing?

[shipwithoutarudder]

Pretty pathetic that the CEO would let all of the hard work that he had done go to hell! There were other officers of the company that were purchasing shares but never filed anything regarding selling those shares. It seems there were a lot of things going on that maybe shouldn't have been going on with this company, might be time to speak with an attorney. People that pull crap like this don't have anything to go after but you can sure make their life miserable with some well placed law suits. If anything like that were to develop I would certainly join in, I had a substantial amount of money invested in this garbage because I had faith that the CEO was doing everything the right way, apparently that was not the case. All those misleading filings how this acquisition would have a huge material impact on the bottom line, ya, right!

So it goes, another penny stock scam in which the SEC is supposed to fish out before it gets as far as this one did!

[Renee]

Totally agree, Teffy.....it's a shame. All that any SEC registered company needed to do to avoid revocation of their SEC registration was to simply file a FORM 15 to deregister from the SEC and to thereafter become an alternate reporting security to OTC Markets. Letting Financials lapse is inexcusable so the least a company should do is take 5 lousy minutes to deregister from the SEC with a FORM 15 before the Financials become delinquent.

[TEFFY]

THE FINAL NAIL IN THE COFFIN ,I WISH THIS DAY NEVER CAME IT'S A SHAME! JR. IS A ABSOLUTE WASTE................

[Renee]

ROAG: SEC registration revoked:

https://www.sec.gov/files/litigation/admin/2023/34-99080.pdf

[dgor]

What does 0 share price mean besides the obvious?Just thinking a ways back where we were all sympathetic to what Joe jr was going thru..We had hope n it was just going to be a waiting game..Well I will say I only have this n Hemp inc left from the days we thought we would hit it big.Cenb,I managed to dump alot early enough to truly minimize the loss.Ok guess we have no choice but, to sit back n hope

[shipwithoutarudder]

I have to agree with what you've said, it doesn't look good. It's hard to believe that ROAG appeared to have come so far and were right there ready to turn the corner and they stop reporting, was it all smoke and mirrors. The only way we find out is if they start reporting again or if not a lawsuit would tell us what happened to our investment, hope it doesn't come to that! I know what a defendant would say, "the filings indicated that this was a high risk investment", of course, however that only pertains to a legitimate operation and would not cover a scam!

I could be wrong but there is a Joe Poe jr. on Linkedin that indicates he is a merger and acquisition consultant from April 2023 to present. That start date is pretty close to the date of the last filing for ROAG which was May 15th of 2023 for the quarter that ended March 31st of 2023. The experience listed indicates that he was the CEO of PUBCO for the past 6 years and 7 months. Prior to that everything listed for the last 20 years closely matches our ROAG CEO's resume.

The last sentence of your post said, "Let's hope I'm wrong", I'll end my post with the same sentence related to the Joe Poe jr. on Linkedin, who I believe is our Joe Poe jr. Let's hope I'm wrong!

[TEFFY]

I CAN ONLY HOPE POE JR DOES SUMPIN SOME DAY BEFORE ROAG GETS TOTALLY SHUT DOWN FER LACK OF REPORTING ,I FEEL LUCKY THAT HAS NOT HAPPENED YET ,SUMPIN TELLS ME WERE SCREWED BIG TIME HERE ,LET'S HOPE I'M WRONG.

[shipwithoutarudder]

It's been quite awhile since we've received an update from the CEO. Seems not long ago there was a PR every few weeks if not a couple per quarter and now nothing. What's up with the acquisition of Human Brands, sure would be nice to see an update Mr. CEO! Could we be getting close to completion with that acquisition, as a shareholder it would be nice to know!

[dgor]

Anyone have any info,positive of course,well I hope..what's going on?Joe poe Jr communicate with anyone?

[dgor]

He never did pump the heck out of it but did string us all along with the hope that this would come to frutation if everyone had the patience.

[Moose12]

Stohlman changed his last name and is awaiting or may in fact be in jail already. Thought Joe was gonna do better especially after he put so much time, effort and dollars into this thing

[Supermeatball]

Green for the record I saw that post Joe never says he was friends with Bill and Jeff he was asked if he knew who they were and he said yes he knew them never said he was friends with them.

[Greensmeans]

Maybe he was trying to pull another scam of his and got cold feet remember he is tight with the Fitx group Jeff Thomas ,Joel Stohlman , Lamia & Bahige Chaaban don't forget.

[Supermeatball]

I agree with you. I don't understand what happened all of the hard work was already done. Cleaning up the tax returns with probably not much cooperation from the previous CEO. Now the tax returns are simple and he just walked away. I see him posting pictures on his Facebook account once or twice a week. Just don't get it?

[shipwithoutarudder]

I am having a hard time understanding what is happening with ROAG, nothing makes any sense right now! They are behind on the filings and not even a late notice filing, nothing, just nothing! Then they are called out by the SEC and given 10 days to respond to the inquiry and again, nothing or so it appears! This appears to be deliberate and is just unacceptable, how do you not respond to the governing body to where your business is registered? Maybe there is some sort of correspondence and if there is, it is well hidden! How can you come so far and then just walk away as it appears that's what the CEO has done! I'm sure there are lot of people who have their hard earned money invested in this stock who trusted the CEO and would like some sort of answers to what is going on with the company. I'll leave it at that!

[Greensmeans]

Joe Poe surrounds himself with people that exploit stock trading regulations and leave investors with nothing always all the time by his own account Bahige Chaaban & Lamia Chaaban are close friends. That's why he took over Fitx before road to smooth over the Stohlman fiasco and talk about launching tequila drinks now

[Greensmeans]

How many times has Joe Poe Jr got into it with sec & finra and not to forget he's a friend of Bill Chaaban

[Greensmeans]

How many times has Joe Poe Jr got into it with sec & finra and not to forget he's a friend of Bill Chaaban

[Greensmeans]

How many times has Joe Poe Jr got into it with sec & finra and not to forget he's a friend of Bill Chaaban

[Greensmeans]

Joe Poe Jr is a cancer just like his dad he should be banned from business like Joel Stohlman.

[yachtsailor]

Just a few people who've sold their tequila companies...
My favorite tequila is Casamigos Anejo
Here are some famous people who have sold their tequila businesses for a lot of money:

George Clooney: In 2017, George Clooney and his business partners sold their tequila company, Casamigos, to Diageo for $700 million, with the potential to earn an additional $300 million if the tequila continues to sell well over the next 10 years.
Dwayne "The Rock" Johnson: In 2022, Dwayne "The Rock" Johnson sold his tequila company, Teremana, to Constellation Brands for $300 million, with the potential to earn up to $1 billion if the tequila continues to sell well over the next 10 years.
Kendall Jenner: In 2021, Kendall Jenner sold a 51% stake in her tequila company, 818, to Diageo for $60 million, with the potential to earn an additional $335 million if the tequila continues to sell well over the next 10 years.
Rita Ora: In 2021, Rita Ora sold a majority stake in her tequila company, Próspero, to Mexican spirits producer Becle for an undisclosed amount.
Justin Timberlake: In 2014, Justin Timberlake sold his tequila company, Sauza 901, to Beam Suntory for $100 million.
The shortage of blue agaves in jalisco, mexico are driving prices up. I commend the company for going for the high end business with a more aged agave harvest. There are many very healthy businesses in the tequila world. There are many companies that are publicly traded. The point is that this is a good business to be in.

[TEFFY]

DOES IT MATTER IF THE FILINGS ARE NEVER TAKEN CARE OF LIKE THEY ARE NOW? I'M YHINKING WE GET SKUNKED BEFORE ALL IS SAID AND DONE.

MANAGEMENT IS GONNA SEND US TO GUTTER IMO...........

IF ANY OF US EVER MAKE A SCORE HERE ,I'LL BE SHOCKED ,I HOPE AND PRAY I'M WRONG BUT IF HISTORY COUNTS FER ANYTHING ,IT'S NOT GOOD FER US HOME TEAMERS.......

[yachtsailor]

This will take more time...even possibly years. The planting of 30,000 blue agaves this year is a good sign. Also the plan to grow the agaves to maturity (10 to 12 years). The plan to harvest and produce a low cost tequila this year likely to cover production and harvest costs. Planting tequila starts The little blue agave starts are called hijuelos. They are small, clonal offsets that grow from the base of the mature agave plant. Hijuelos are often used to propagate new agave plants. I can wait an extra few years for the more mature agaves to produce a high end tequila from existing maturing crop. The stock price should begin the rise with the high end tequila production and sale. Waiting for the high end tequila production and sale. Just my view here.

[shipwithoutarudder]

Cannot find a response from the CEO to the SEC and I would say were pretty close to the 10 days they were given to respond. If it's calendar days then the 10 days have passed, if it's business day's then they have a couple days to go, not looking good!

[TEFFY]

AGREED , NUTTIN TO PROTECT , ONLY LONGER TERM HOLDERS TO GET SCREWED ,THE MANAGEMENT HAS NOT EVER BEEN ONTIME TO DO ANYTHING ,I'M SADLY THINKING THIS EVENT WILL BE NO DIFFERENT ,I HOPE I'M WRONG , JOE PLEASE PROVE ME WRONG............

[BigJuan]

Depends on costs associated with getting current. Might cost more than they want to invest and are just ready to take a write of here. However, you would think It is a lot that was put in here initially to just walk away from.

[shipwithoutarudder]

Just curious what your thoughts are regarding Ryan Dolder and Janon Costley who as you know are 2 officers of the company, I believe Dolder is the CEO of Human brands and is listed as the CFO of Rogue while Costley is COO of Human Brands and is also listed as COO of Rogue. Those 2 individuals certainly have a vested interest in Rogue as Dolder purchased 1,036,850 shares at .05/sh in mid to late 2021, while Costley purchased 4,039,370 shares also at .05/sh in mid to late 2021. Between the two of them that is a lot of cash that was used to purchase those shares unless that was some type of payment by the company to them for their services. The way it's reported on a Form 4 the transaction code is P, transaction code P is defined as an Open market or private purchase of securities!

So it appears that these 2 individuals have a lot to lose if Rogue ultimately folds, you would think that they being officers of the company with a vested interest like they have should be doing everything within their power to assist the CEO in getting everything up to date, yet we haven't heard much of anything this past year!

Any comments would be appreciated!

[shipwithoutarudder]

I have to agree about the SEC protecting investors, how are you protecting investors when you halt a stock prior to saying anything about that same stock being in default. Out of the dark the next thing that you know is that you have a boatload of shares just sitting there and unable to do anything with them, that's what they call being protected!

Let's hope that the CEO pulls a rabbit out of the hat, at the very least we should hear something about the late financials!

[BigJuan]

Well they got 10 days to respond. Guess we will find out soon enough……

I love how the litigation talks about protecting investors, because it really does nothing but screw everyone over who is stuck on EM. That old argument of protecting investors doesn’t hold merit under new rules since Retail is not in danger as they can’t buy on expert market.

[TEFFY]

STARTING TO LOOK LIKE JOE JR IS GONNA FAIL US ,HOPE I'M WRONG............

[Renee]

ROAG: SEC Admin. Proceeding for severely delinquent Financials (Sept 2021):

https://www.sec.gov/files/litigation/admin/2023/34-98370.pdf