In case YOU missed it W-Net fund is "in the house" They're (forward looking statement drum roll please) financing the purchase of the yet to be planted, forget harvested TECO Facility. Per the 10-K - "Subsequently, an affiliate of Pacific Leaf, W-Net, Inc., entered into an agreement to purchase the building housing our cultivation facility at 3550 West Teco Ave., Clark County, Nevada for a purchase price of $3.9 million. In conjunction with the purchase agreement, the Company agreed to vacate the premises if the purchase did not close pursuant to the purchase agreement. W-Net has informed the Company that it is confident that the purchase will close pursuant to the agreement. Failure of W-Net or its assignees to close the purchase of the facility will have a material adverse effect on the Company's ability to generate revenues from conventional cannabis cultivation.
Pacific Leaf and W-Net ARE David Weiner and with him comes the following,
1. All the players who first brought you PHO* then VAP* including Sterling Scott, Jordan Scott, Joe Andrae, Kyle Tracy, Lucas Hildebrand, Ben Beaulieu and the rest of the "Usual Suspects" including Keyser Soze.
2. The 2.1 million in toxic death spiral financing that sleepcsape was so kind to point out with large OID's (Original Issue Discount) financing as well as imbedded derivative Discounts of VWAP assures the market will be flooded between 10-K's with unregistered shares at preferential prices. Stated in the 10-K right next to the disclosure Greenleaf/W-Net's note There can be no assurance that:
· the Company will be able to comply with the covenants under the Pacific Leaf Note Purchase Agreement so as to enable the Company to receive all of the anticipated funding thereunder;
· there will not be cost over-runs in connection with the purchase and/or lease of the cultivation facility and related equipment resulting in the proceeds of the Loan being insufficient to enable GBSN to complete the installation and commence production of cannabis for medical purposes;
· a state business license to operate the medical cannabis facility will be issued, or that the Company or GBSN will not violate existing or newly imposed state, county and city regulations in Nevada that would significant restrict or prohibit its proposed business activities; or
· the proposed business to be conducted by GBSN with the proceeds of the Loan will prove profitable to the Company or its subsidiaries.
A default by the Company under the Note Purchase Agreement could have a material adverse effect on the business.
Although the proposed and actual business activities of GBSN are not illegal within the State of Nevada, the production and sale of cannabis products violate federal laws as presently constituted.
3. None of Weiner's other MMJ/MJ financed projects ever actually sold anything BUT shares.
4. The death of the GB Sciences division as stated in the 10-K - In March 2016 the Company implemented a furlough of all science-related officers and employees. Additionally, even if they hadn't there is NO such thing as an Accelerated Development Program skipping phase I through III Clinical studies and trials. GBLX states it themselves in the 10-K "It should be emphasized that we face significant hurdles in obtaining FDA approval and certification for our therapies. Not only is the FDA certification process for any proposed pharmaceutical both extremely expensive and time consuming, but the current policy and regulations of the Federal government and some of its agencies are that cannabis has no medical benefit. GBLX Sciences in no Gilead. Gilead had over 639 BILLION dollars in sales per their last 10-K, GBLX is "pre-revenue" another term for ZERO.
5. Again, per the 10-K GBLX states to continue being an ongoing concern "We must establish a cannabis cultivation facility in Nevada by August 2016" Unless I've read my calendar wrong today IS August 7th, 2016 with neither a completed facility, a single clone planted making the chances of an October Harvest nil.
5.Again, as per the 10-K not only has Weiner/Greenleaf/W-Net advanced 2.1 million but they have also "entered into an agreement to purchase the building housing our cultivation facility at 3550 West Teco Ave., Clark County, Nevada for a purchase price of $3.9 million. In conjunction with the purchase agreement, the Company agreed to vacate the premises if the purchase did not close pursuant to the purchase agreement. W-Net has informed the Company that it is confident that the purchase will close pursuant to the agreement. Failure of W-Net or its assignees to close the purchase of the facility will have a material adverse effect on the Company's ability to generate revenues from conventional cannabis cultivation."
If they haven't even closed on the building how do we as shareholders ever believe in an August planting and an October harvest. All they've done is increased the debt from 2.1 million to 6 million whilst continuing to be "pre-revenue"
Has anyone EVER seen an actual Growblox's™ AeroVAPOR™ misting system?
Of course not because again that pesky 10-K stated "The Growblox Suite currently exists in prototype. A full production model of the GrowBLOX is scheduled for testing before August 2016.
It is this investors opinion that GBLX will never sell anything BUT shares, just like the previous Weiner vehicles. If you're too lazy to read every word of every public filing than at least read the bold faced highlighted sections, GBLX's most recent 10-K's state,
We have a limited operating history, which may make it difficult for investors to predict future performance based on current operations.
We will need additional capital to sustain our operations and will need to seek further financing, which we may not be able to obtain on acceptable terms or at all. If we fail to raise additional capital, as needed, our ability to implement our business plan could be compromised.
And W-Net's and David's cohorts favorite,
We will need additional capital to sustain our operations and will need to seek further financing, which we may not be able to obtain on acceptable terms or at all. If we fail to raise additional capital, as needed, our ability to implement our business plan could be compromised.
We have limited capital resources and operations. To date, our operations have been funded entirely from the proceeds of debt and equity financings. We expect to require substantial additional capital in the near future to implement our strategies, develop our intellectual property base, and establish our targeted levels of commercial production. There is no assurance that it will be able to raise the amount of capital needed for future growth plans.
Even if financing is available, it may not be on terms that are acceptable. If unable to raise the necessary capital at the times required, the Company may have to materially change the business plan, including delaying implementation of aspects of the business plan or curtailing or abandoning the business plan. Even if we obtain financing for our near-term operations, we expect that we will require additional capital thereafter, especially if we are to develop our Science division and start to conduct, individually or with joint venture partners, pre-clinical and clinical trials for potential pharmaceutical, nutraceutical or cosmeceutical products derived from cannabis. Our capital needs will depend on numerous factors including: (i) our profitability; (ii) the release of competitive products by our competition; (iii) the level of our investment requirements for research and development; and (iv) the amount of our capital expenditures, including acquisitions. We cannot assure you that we will be able to obtain capital in the future to meet our needs.
If we raise additional funds through the issuance of equity or convertible debt securities, the percentage ownership held by our existing stockholders will be reduced and our stockholders may experience significant dilution. In addition, new securities may contain rights, preferences or privileges that are senior to those of our common stock. If we raise additional capital by incurring debt, this will result in increased interest expense. If we raise additional funds through the issuance of securities, market fluctuations in the price of our shares of common stock could limit our ability to obtain equity financing.
We cannot give you any assurance that any additional financing will be available to us, or if available, will be on terms favorable to us. If we are unable to raise capital when needed, our business, financial condition, and results of operations would be materially adversely affected, and we could be forced to reduce or discontinue our operations.
THIS POST IS INTENDED SOLELY FOR INFORMATION PURPOSES AND NOT TO BE CONSTRUED, UNDER ANY CIRCUMSTANCES, BY IMPLICATION OR OTHERWISE, AS AN OFFER TO SELL OR A SOLICITATION TO BUY OR SELL OR TRADE IN ANY COMMODITIES, SECURITIES, OR CURRENCIES HEREIN NAMED
