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CMG Holdings Group, Inc. (CMGO)

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Update in Progress 2/11/14

  

Ok, Lets first start with this bit of news released Jan 6th, 2014

 

"CMG Holdings, Inc. (“CMG” or “the company”) proudly announces today that for the first time in the history of the company, it is debt free."

http://www.sec.gov/Archives/edgar/data/1346655/000117892414000002/f8k1_form-cmgo.htm





 

CMG Holdings Group inc. Quick Background Summary (FergusVI):

The company first caught my eye in February 2008.  This is when Creative Management Group inc. was reverse merged into Pebble Beach Enterprises inc.  There was a change in control, a name change to CMG Holdings Inc.  This company was run by the old management, Alan Morell, Mike Vandetty, and Jim Ennis.  The future looked bright and the OS was around 42M.  

They quickly acquired the assets of Xa, The Experiential Agency in March, 2009. This was exciting because Xa was a proven revenue driver. The company has been around since 1989, through all markets.  Xa proved to be their main revenue source, as the talent management and commercial rights segments produced very little income.  Old management started issuing convertible notes, most likely to pay their large salaries of $675,000/yr. 

In March 2010, they closed on the AudioEye acquisition.  They paid $30k cash, 1.5 Million in shares and deferred capital commitments of 2.5 million over a few years.  Although the IP and patents AE possesed at the time were valuable, and had good independent valuations, history shows that they were ahead of the curve with this purchase and they had a hard time funding AE, as AE wasn't able to generate much revenue at that time.  It was also difficult to finance a subsidiary, under the umbrella of the holding company, so with this, AE was eventually spun off and became an independent public company trading in the OTC under symbol AEYE.  CMG at the time of spinoff was able to retire senior secured notes, give shareholders a dividend, and hold around 5M shares of AE on books, and they also had revenue sharing % of future AE sales and revenue.

There is a lot I'm leaving out, but essentially the company continued (Old Management) to issue more and more convertible notes.  Along the way, many organized long shareholders were accumulating millions and millions of shares. Many from the toxic convertible sales. The long shareholders had had enough and took matters into their own hands and effected a change in control, and instituted new management and a new direction.  Since then, new management has made some very shareholder friendly moves.  Mainly, they took the company to debt free status as cited above from the Jan 6, 2014 8K.  They also reduced the OS substantially, returned shares to the treasury and nullified other outstanding convertibles.  They appointed powerhouse new management additions to the BOD of CMGO and to XA.  They acquired Good Gaming llC, and are making an entrance into the ever growing Esports sector.  Links to follow.

New management sold a portion of their AEYE shares back to AudioEye. With these proceeds, they paid off all debt and are debt free. No convertible notes.  They still retained about 2.36Million shares of AEYE on the books.

http://www.sec.gov/Archives/edgar/data/1346655/000117892413000176/f8k1_form-cmgo.htm



 


Shareholders take back control of company!!!

 

CMGO's recent change in control summary. This is very rare in the OTC markets.

 

On November 26th 2012, groups of organized long shareholders sent written correspondence to the then

current management indicating they had 55% majority of the stock and wanted to ammend the corporate bylaws.

http://www.sec.gov/Archives/edgar/data/1346655/000117892412000190/f8k1222_form-cmgo.htm


On December 13th, 2012, The Majority shareholders were successful in taking back control of the company and appointing a new board of directors and giving current management their departure notices.
http://www.sec.gov/Archives/edgar/data/1346655/000117892412000198/f8k1223_form-cmgo.htm


On December 19th, The new Board of Directors added new management (Joseph Wagner COO) with industry experience, finalized on termination of old management, and instituted a lock up provision on old managements CMGO shares and AE shares, and retained 55% of UsaveCT and UsaveNJ subsidiaries.
http://www.sec.gov/Archives/edgar/data/1346655/000117892412000200/f8k1224_form-cmgo.htm



On January 22, 2013, new management informs the shareholders of increased communication and updates, a new line of credit for XA, inc., expectations of dramatic increase in revenues (Revenues were already up in 2012 - 9 months ending Revenue 7.5Million).  They also informed shareholdes that AE dividend shares are with TA and ready for distribution around Mid Feb 2013.  Also informed us of possible corporate name change and ticker change to better reflect main revenue driver, XA, inc.
http://www.sec.gov/Archives/edgar/data/1346655/000117892413000011/f8k1222_form-cmgo.htm


 

On August 5, 2013, new management informs the shareholders through an 8K that CMGO has come to an agreement that brings closure to the termination of old management in regards to shares and debt held by the aforementioned resulting in a 11.5% reduction in the company's Outstanding Float and the elimination of an $85,000 note plus two years interest at 20%. There will be a reversal of the $85K note on the company's books.
 

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=9432832
 


Share Repurchase of 45,000,000 shares approved

On April 29, 2014, the Board of Directors of CMG Holdings Group, Inc. adopted a share repurchase program (the “Program”).  Pursuant to the Program, until April 29, 2016, the Company is authorized to repurchase up to 45,000,000 shares of Company common stock (as such amount may be adjusted by stock splits and other similar events). The purchases will be made at the discretion of the Company through open market repurchases and/or privately negotiated transactions in compliance with all applicable laws, rules and regulations, including Rule 10b-18 under the Securities Exchange Act of 1934, as amended. The Program may be suspended or terminated at any time.





 

CMGO Security Details

Share Structure

Market Value1

$5,040,000

a/o Feb 12, 2014

Shares Outstanding

280,000,000

a/o Feb 03, 2014

Float

215,000,000

a/o Feb 03, 2014

Authorized Shares

450,000,000

a/o Feb 03, 2014

Par Value

0.001

Shareholders

Shareholders of Record

175

a/o Feb 03, 2014

Corporate Actions

 

Ex. Date

Record Date

Pay Date

Dividend ()

Feb 26, 2013

Oct 26, 2012

Feb 19, 2013

Dividend () *

 

Feb 11, 2008

Mar 04, 2008

Dividend (0.00) *

 

Feb 11, 2008

Mar 04, 2008




 

 

New Management

 



Glenn Laken, 60,  member of the Board, Chairman of the Board and Chief Executive Officer ("CEO")

 
 

Over the past 30 years, Mr. Laken has held multiple senior executive positions and created successful growth strategies in the financial services sector. His expansive professional experience includes working as an advisor to the 22 billion dollar Ameritech Pension fund, partnership in a Wall Street specialist firm, ownership of a Chicago clearing house with offices nationwide, and the purchase and restructuring of the Cigarette Racing Team Company. He has also enjoyed success in the area of mergers and acquisitions as an accomplished business leader.

In 2000 Mr. Laken was accused of conspiring to bribe union officials while raising money for a hedge fund and participating in an Internet stock promotion where the exact amount paid for that promotion wasn't clearly stated. These allegations, made by a government informant, resulted in conviction after a 15-week trial, despite the fact that Mr. Laken never met any union officials, received any union monies for his fund or directly contracted for the Internet promotion.

A Company shareholder since 2010, Mr. Laken organized a shareholder group that forced changes in Company management in 2012, after careful analysis revealed that the Company was failing to reach its potential due to mismanagement by the original management team. Since orchestrating this change, Mr. Laken has worked as Company consultant, introducing Jeffrey Devlin and David Kovacs to the Board, and bringing Ron Burkhardt on as a board member and executive chairman of XA, The Experiential Agency, Inc. ("XA"). He also introduced a new subsidiary partially owned by his wife, Good Gaming Inc., to the Companies portfolio and arranged the sale of Audio Eye, Inc. stock to fund the elimination of the Company's toxic debt.

In connection with his appointment as the Company's CEO and Chairman, Mr. Laken was granted forty million stock options with an exercise price of $0.0155 and a five-year term. The Company anticipates entering into an employment agreement with Mr. Laken by April 30, 2014.

Mr. Laken will continue to seek new opportunities to add shareholder value through organic growth of existing assets of CMG and acquisition of undervalued private and public companies. Mr. Laken has always believed in the strength of the underlying assets of CMG, and upon his appointment as Chairman and CEO, stated, "I'm looking forward to growing CMG into a world class company."

 



Former Acting CEO Jeff Devlin

Now, Vice Chairman of the Board and VP Sales of XA.
       

 

 Jeffrey Devlin, age 65, has been Executive Producer/Partner of Original Film, a movie production company, since 2002. He is also currently and since 2003 been the Chief Executive Officer of MediaLogic, an international consultancy and television production company and since November 2011 he has been Chief Marketing Officer and a director of The Broadsmoore Group, an investment advisory and merchant banking firm. Mr. Devlin has over 25 years of production experience in the advertising and entertainment industries. Mr. Devlin is currently a member of the Board of Directors of the United States Equestrian Team, Somerset Hills Handicapped Riders, Board of Advisors of Atari, and Executive Committee for the Association of Independent Commercial Producers (AICP). He is also a senior advisor to Sirius XM Satellite Radio.

Imaginative, multifaceted professional with over 25 years of combined experience in creative strategies, production management and new business development. Dynamic advertising and marketing expert who has recieved multiple industry awards. Responsible for the core development of fresh and sustainable, strategic marketing campaigns. Established long term positive working relationships with key clients in advertising and production community.


Board of Directors- United States Equestrian Team
Board of Advisors - United States Equestrian Team
Board of Advisors -Atari
Board of Directors-Somerset Hills Handicapped Riders
Sr. Advisor- Sirius/XM Sat Radio
Board of Directors - The Broadsmoore Group - Broadsmoore Group is a humanitarian, socially responsible, paradigm shifting merchant bank
Board of Directors Mojo Ventures, Inc.
Board of Directors, International Safety Group


 
 Sr VP SSCB Lintas, Head of Television Production. Supervised 30 agency producers, and 23 major brands. Launched the introduction of Diet Coke for the Coca-Cola company.

Devlin's industry honors include 17 CLIO Awards; 16 Andy Awards for advertising excellence; 21 Telly Awards for outstanding commercials; four Effie Media Awards; and a prestigious Gold Camera from the U.S. International Film Festival. His award-winning piece for Visa, Olympics, is on permanent display at the Museum of Modern Art (MOMA) in New York.

 




David Kovacs Board of Directors    
Jan 14th, 2014  http://www.sec.gov/Archives/edgar/data/1346655/000117892414000006/f8k1_form-cmgo.htm

 

A veteran of the investment banking and private equity sectors for over 10 years, Mr. Kovacs is currently the head of Investment Banking and Private Equity for Fitch Learning. Mr. Kovacs is also the Managing Director of Private Equity for Strategic Acquisitions, a $2 billion real estate investment firm. Prior to his current roles, Mr. Kovacs focused on private equity as a Managing Director at The Hinduju Group, one of the largest diversified groups in the world with over $50 billion under management. Mr. Kovacs also worked in various capacities at Citigroup and Blackstone Group in their investment banking and private equity divisions.
 
With the addition of Mr. Kovacs to the Board, CMG has acquired one of the most respected and brilliant minds in the world of investment and private equity. As a student at Columbia University and City University (NY), Mr. Kovacs completed his undergraduate degree at age 18, finishing the required coursework in two years and earning a triple major in Finance, Economics and Biochemistry.
 
The wealth of experience and breadth of knowledge that Mr. Kovacs brings to the Board will be invaluable as the Board seeks to enhance current strategies as well as devise new ones to help the company move forward with its current and future initiatives.
 
With his experience in mature and emerging markets as a training specialist in venture capital, investment banking, and private equity, Mr. Kovacs is also a highly coveted speaker. Mr. Kovacs has lectured at over 100 universities, including the majority of Ivy League schools. He was a lead instructor for the Securities & Exchange Commission and has given talks to industry leaders such as Barclays, JP Morgan, RBC, Morgan Stanley, Deutsche Bank and the Abu Dhabi Investment Authority.

 


 

 




 


http://www.CMGO.co


Business Overview:
 

Overview

 
CMG Holdings Group, Inc. is a marketing communications holding company focused on the acquisition and operation of organizations in the alternative advertising, digital media, experiential and interactive marketing, entertainment, Internet content publication and distribution technology sectors. Our Company was formed by a core group of executives who have held senior level positions with several of the largest companies in the entertainment and marketing management industry.  Our Company delivers customized marketing solutions at to optimize profitability by concentrating our resources in those segments of the marketing communications and entertainment industry.  Our Company operates in the sectors of experiential marketing, event marketing, Internet content publication and distribution software, commercial rights, and talent management.
 
Experiential marketing includes production and promotion, event designs, sponsorship evaluation, negotiation and activation, talent buying, show production, stage and set designs, data analysis and management. We also offer branding and design including graphic, industrial and package designs across traditional and new media and public relations, social media, media development and relations and interactive marketing platforms to provides our clients with a custom private digital media networks to design and develop individual broadcasting digital media channels for our clients’ to sell, promote and enhance their digital media video contents through mobile, online and social mediums.
 
Event Management includes marquis hospitality, sponsorships and licensing, broadcast production, and implementation of events including hospitality services to the most discriminating of clients in sports sectors including golf, tennis, equine and motor sports pairing corporate sponsors and premier events and leveraging that experience to ensure our clients receive the highest return on their investment and level of brand exposure. Our Company is dedicated to pursuing intellectual property rights of entertainment properties and offering these events through long-term entertainment hospitality packages for corporate sponsors’ and manage and implement on-site operations and logistical concerns. Our broadcast and production services secures, and negotiates electronic production, broadcast and syndication opportunities for our clients via network, cable television, radio and digital media.
 
Internet content publication and distribution software includes the offering of embedded audio navigation and Internet content publication and distribution software that enables conversion of any media into accessible formats and allows for real time distribution to end users on any Internet connected device. Our Company also offers a more comprehensive access to devices, Internet, print, broadcast and other media to all people regardless of their network connection, device, location, or disabilities. Our solutions include comprehensive E-Learning and E-Commerce systems, Internet publishing products and services that enable customers to create and deliver highly scalable web-based applications. We provide technology solutions that facilitate information accessibility via the web, mobile phones, and other devices for all people, with a special emphasis on those that have physical, learning, or visual impairment, as well Internet novices such as seniors, non-English readers, and children. Our subsidiary division, Audioeye Inc. owns the “Method and Apparatus for Website Navigation by the Visually Impaired” and “Method and System for Audible Website Navigation” patent portfolios which protect the rights to its proprietary technology. Our Company believes this technology is an indispensable component of the Internet accessibility industry as it exists today. Our focus is to create more comprehensive access to devices, internet, print, broadcast and other media through our technology solutions including comprehensive E-Learning and E-Commerce systems that enable interaction between brands and consumers.
 




 


                                       


XA, The Experiential Agency, Inc. - wholly owned subsidiary

http://www.xapragency.com/

http://www.experientialagency.com/

 



Xa videos:

http://vimeo.com/23932918

http://vimeo.com/user1506707


XA, The Experiential Agency, Inc., a wholly owned subsidiary of CMGO, has offices in Chicago and New York from which it provides corporations and highly visible brands with comprehensive event marketing, design and production services. The XA brand has a 20 year history and its team has been the creative force behind prestigious, national projects for such clients as NBC Universal, Unicef, Harrah's Entertainment, Conde Nast, McDonalds, W Hotels, Emirates Airline and Ritz Carlton.

At XA, we help our clients build their brands through innovative, authentic social media and PR tactics. We create environments of conversation and engagement to targeted consumers specific to that brand. We realize that each brand is unique and has their own set of consumers and goals. That is why at XA we handcraft a strategy that we then implement tailored towards you and your brand.

Our experience in public relations, as well as social media and digital marketing, helps us create unique and memorable exposure for our clients of all types and sizes.

Founded in 1989, XA has a staff of over 30 full-time employees with offices in Los Angeles, Chicago and New York City.






Salute to XA interview:

http://www.project-captured.com/2011/05/06/salute-to-xa/

 

 

http://www.xapragency.com/agency/the-team/

 




 

Jean Wilson

 

Jean Wilson, the Chief Operating Officer of XA, can be found antiquing in search of her next treasure when she is not overseeing day to day management of the company. Jean brings more than thirty years of experience in event and meeting planning to XA. During her tenure with a national production company and a professional association she was responsible for every facet of producing, selling and coordinating corporate special events, trade shows, conventions and seasonal decorating programs for a host of clients.

Her strong suits are operations and logistics.  A “no mess around, get down to business” approach that is solution oriented is the right on definition of Jean’s style.

Jean received a Bachelor’s Degree with Honors in Recreation/Leisure Studies with options in Commercial/Employee, General Administration and Therapeutic Recreation with a Business Administration minor from Eastern Illinois University.

 




 


 

eSPORTS Subsidiary

 




 

YOUR LINK TO BECOMING A PRO!

 



On Twitter:


https://twitter.com/GoodGamingInc




On Facebook:

https://www.facebook.com/goodgaminginc


 



Corporate Financials 


 

  
For the Three Months Ended
September 30,
   
For the Nine Months Ended
June 30,
 
   
2013
   
2012
   
2013
   
2012
 
                         
REVENUES
  $ 1,048,407     $ 374,104     $ 6,441,216     $ 7,517,163  
                                 
OPERATING EXPENSES
                               
   Cost of revenues
    722,819       422,233       4,526,627       5,355,980  
   Depreciation and amortization
    -       -       -       74,850  
   General and administrative
    725,858       794,688       2,073,031       2,752,554  
      Total Operating Expenses
    1,448,677       1,216,921       6,599,658       8,183,384  
 
OPERATING LOSS
    (400,270 )     (842,817 )     (158,442 )     (666,221 )
                                 
OTHER INCOME (EXPENSE)
                               
  Gain (loss) on derivative liability
    153,096       (4,990 )     165,938       (598,153 )
  Gain on extinguishment of debt
    183,332       75,618       793,732       75,618  
  Unrealized gain (loss) on marketable
   securities
    (45,800 )     -       1,479,899       -  
   Other income (expense)
    (65 )     (19,083 )     (5,465 )     (19,083 )
   Interest expense
    (6,092 )     (103,167 )     (205,178 )     (790,992 )
       Total Other Income (Expense)
    284,471       (551,622 )     2,228,926       (1,332,610 )
                                 
Income (loss) from continuing operations
    (115,799 )     (894,439 )     2,070,484       (1,998,831 )
Loss from discontinued operations
    -       (146,698 )     -       (503,626 )
Income on sale of discontinued operations
    -       4,115,771       -       4,115,771  
                                 
NET INCOME (LOSS)
  $   (115,799 )   $ 3,074,634     $   2,070,484      $ 1,613,314   

 

 

 


Company Charts


 






CMGO research report says target price is
77 cents (March 2011):


http://irprpro.com/wp-content/uploads/2011/03/CMG_Holdings_03_21_2011.pdf

 


 


 

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CMGO
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Wiki
CMGO News: Statement of Changes in Beneficial Ownership (4) 07/24/2014 09:36:36 AM
CMGO News: Current Report Filing (8-k) 07/21/2014 06:01:18 AM
CMGO News: Initial Statement of Beneficial Ownership (3) 07/16/2014 09:09:03 AM
CMGO News: Statement of Changes in Beneficial Ownership (4) 06/23/2014 02:54:56 PM
CMGO News: CMGO's eSports Subsidiary, Good Gaming, Accelerates Original Timeline For New Unrivaled Web Platform 06/23/2014 11:23:49 AM
PostSubject
#47562  Sticky Note Now it is, Go CMGO Boum-Yeah 05/18/14 09:59:27 AM
#46465  Sticky Note CMGO~ 45M Share Buyback Approved ~~ FergusVI 04/30/14 11:57:24 AM
#46098  Sticky Note $CMGO DD Notes ~ http://www.ddnotesmaker.com/CMGO[/c Boum-Yeah 04/15/14 08:58:06 PM
#43259  Sticky Note Jan 2014 8K~~ CMGO Completely Free of Toxic FergusVI 01/06/14 11:14:00 AM
#9018   Let it Ride people! Go CM-GO!! Steelyd3 02/29/12 09:00:44 AM
#9017   Golden buying opportunity at this level as I lorel 02/29/12 08:06:22 AM
#9016   exactly. scared money always misses the 10 baggers. FergusVI 02/29/12 07:56:46 AM
#9015   Call CFO Jim Ennis CELL PHONE: 914.382.9818 ~ Blue ~ 02/29/12 07:18:16 AM
#9014   CMGO must trade at least .02 and over.. ~ Blue ~ 02/29/12 07:16:24 AM
#9013   Good morning everyone... ~ Blue ~ 02/29/12 07:15:55 AM
#9012   Looks like a buying oppotunity on the dip! surfkast 02/29/12 05:30:24 AM
#9011   $CMGO Spin Off / Divy coming :) qwertytrader 02/28/12 10:10:43 PM
#9010   nice 55 K4 02/28/12 10:07:20 PM
#9009   yes just have to leave fear out of it. jamesg145 02/28/12 09:52:20 PM
#9008   Thats a great way to make some $$$$ qwertytrader 02/28/12 09:43:40 PM
#9007   Yes I like to buy on the dips.with jamesg145 02/28/12 09:36:52 PM
#9006   nice pick up today - $CMGO will get qwertytrader 02/28/12 09:24:40 PM
#9005   yea about 3/4 them MM are giving it jamesg145 02/28/12 09:17:47 PM
#9004   good time to load up I got 100k today. jamesg145 02/28/12 09:11:52 PM
#9003   Down to a penny. Thought we would be pennyinvestor7 02/28/12 08:55:14 PM
#9002   Correct! - Longs to be rewarded here. Steelyd3 02/28/12 08:48:24 PM
#9001   Tomorrow (Wed.) is the 29th of Feb. my Matrix999 02/28/12 08:38:20 PM
#9000   I highly suggest not attempting to day trade FergusVI 02/28/12 07:43:52 PM
#8999   One whole penny on the finish at CMGO! hyrpowr 02/28/12 04:16:15 PM
#8998   Ready to run tomorrow! TARKA2 02/28/12 04:15:15 PM
#8997   Good time to buy MORE !!!!! MRDALE 02/28/12 04:14:52 PM
#8996   you're right the articel has a typo on MacDonaldTrump 02/28/12 04:12:20 PM
#8995   just a little..:) FergusVI 02/28/12 04:11:45 PM
#8994   Kind of a big difference in pps. MRDALE 02/28/12 04:10:58 PM
#8993   I understand..it is still a mistake/typo imo. Nothing FergusVI 02/28/12 04:10:15 PM
#8992   It's clearly a typo. CMG Holdings does not coolnapz 02/28/12 04:10:04 PM
#8991   yes but in finance.yahoo.com the news coms under MacDonaldTrump 02/28/12 04:07:11 PM
#8990   BLUE there is NEW explain pls. REUTERS i MacDonaldTrump 02/28/12 04:06:08 PM
#8989   typo. FergusVI 02/28/12 04:05:39 PM
#8988   CMGO full BS game... ~ Blue ~ 02/28/12 04:03:33 PM
#8987   What the hell : nobody saw this news ??? MacDonaldTrump 02/28/12 04:02:38 PM
#8986   CMGO @ 1 cent double bottom support coolnapz 02/28/12 03:31:47 PM
#8985   Shorting like crazy today Steelyd3 02/28/12 03:31:09 PM
#8984   let them haha soon enough we can sqeeze kkmoney 02/28/12 03:21:35 PM
#8983   Watch VNDM. This short-selling market maker is trying MacDonaldTrump 02/28/12 03:11:23 PM
#8982   VNDM has nothing smack him outta here! gooo cmgo kkmoney 02/28/12 03:07:42 PM
#8981   there you go guys smack VNDM to the moon!!! kkmoney 02/28/12 02:53:40 PM
#8980   get the word out about this GEM guys kkmoney 02/28/12 02:48:53 PM
#8979   every time they lower the ask on bid MacDonaldTrump 02/28/12 02:47:31 PM
#8978   yup im holding strong, been a bit busy qwertytrader 02/28/12 02:47:21 PM
#8977   their not shakin any out of me! go cmgo kkmoney 02/28/12 02:45:59 PM
#8976   Too easy to shake shares out of you guys.. FergusVI 02/28/12 02:42:13 PM
#8975   with enough buying power VNDM will no longer kkmoney 02/28/12 02:19:05 PM
#8974   undervalued especially with the news pending qwertytrader 02/28/12 02:16:55 PM
#8973   VNDM---still an issue here----pushes ask down--hides ask size pennypincher1 02/28/12 02:15:18 PM
#8972   I dont have L2, is that a MM Bridge Jumper 02/28/12 02:12:30 PM
#8971   what are these people doing, just tick flipping Bongoboy 02/28/12 02:09:41 PM
#8970   wtf was that lol, a market order ??? MacDonaldTrump 02/28/12 01:34:07 PM
#8969   CMGO inching its way back up, you just qwertytrader 02/28/12 11:53:34 AM
PostSubject