Vapor Group Inc (VPOR)

[CashBowski]

Synopsis of latest developments...


A Major change affecting all VPOR shareholders of record which is the spin-off of one of our subsidiaries Simple Cork is scheduled for December 29, 2017:

Vapor Group, Inc., Shareholders to Receive Registered Shares of Fully-Reporting SEC Company From Sale of Assets of its Subsidiary, Simple Cork

Vapor Group, Inc. (OTC Pink: VPOR), ("Company" or "Vapor Group"), announced today that it had signed a Letter of Intent ("LOI") for the sale of intellectual property assets of its wholly-owned subsidiary, Simple Cork, Inc. (the 'Assets") to a fully-reporting SEC company, (the "PubCo"). Under terms of the LOI, PubCo will pay for the Assets by a distribution of newly-issued and registered shares of its common stock to the Vapor Group shareholders of record on the closing and its assumption of all the debt of the Simple Cork subsidiary, and a majority of the long term debt of the parent, Vapor Group, Inc.

The closing date for shareholders of record of the Company to be eligible to receive registered shares of PubCo in this transaction, will be December 29, 2017.

The Simple Cork subsidiary's Assets are the intellectual property the Company's patented Simple Cork™ product. The product is a faster and easier way to get the cork out of bottles of wine. Simple Cork lets anyone easily open a wine bottle without a corkscrew.

Yaniv Nahon. President and CEO of the Company, said, "We have been working on this transaction for some time and believe its completion will significantly benefit our shareholders and our ongoing operations. The following are the primary terms of the transaction:

1. Following closing, the newly-issued shares of PubCo's common stock will be registered with the SEC on a S-1 registration statement by PubCo wherein the shares will be distributed to our shareholders after the registration statement becomes effective. The exact ratio of the number of shares to be registered and issued to the Company's shareholders is yet to be determined and will be announced before December 29, 2017.
2. Vapor Group will be relieved of a major portion of its convertible debt that will be undertaken by PubCo, in addition to PubCo's assumption of the debt owed by Simple Cork.
3. In return for PubCo's issuance and registration of stock to benefit our shareholders and the assumption of debt, Vapor Group will sell any and all rights and title to the intellectual property assets of Simple Cork, Inc. to PubCo.

Yaniv further added, "Clearly through the actions required of it, PubCo is committed to completing the investment in the development, finalization and marketing of the Simple Cork product that we started. Separately, this transaction at the same time will set the stage for the streamlining of Vapor Group's operations and its focusing on recent developments that we believe will provide exceptional business growth."”

https://www.otcmarkets.com/stock/VPOR/news/Vapor-Group--Inc---Shareholders-to-Receive-Registered-Shares-of-Fully-Reporting-SEC-Company-From-Sale-of-Assets-of-its-Subsidiary--Simple-Cork?id=176586&b=y

An important note:
Company's Pending Sale Of Its Wholly Owned Subsidiary's Assets Will Reduce Its Debt At A Time When The Parent Company's Revenues Have Been Rising.

Keep in mind that in order to qualify for the special divy and be issued shares in the new company, you must be recorded as a shareholder on the company's books by December 29, 2017.

Shareholders will be issued a number of shares depending on the number of shares they hold in VPOR, albeit that ratio has not been determined yet -- however, will be announced before the record date so if anyone wants to add they can do so in advance, but one major caveat is judging by today's volume and price action, prices may increase exponentially by then, therefore this is a good time to plan ahead, and maybe look out for some dips while prices are still low so you're not faced with having to pay the ask. The more shares you own in VPOR the greater number of shares you will be issued in the new pubco. Obviously current prices will yield a greater share count.

We've since discovered that RCGR may infact be the new pubco as it was announced on their side last Friday that Dror bought the shell. That ticker currently has only a couple million shares in the float and is quite illiquid to trade. However, once Dror files the S-1 registration for the new shares the outstanding should increase to at least 50M to upwards of couple hundred mil or more depending on how generous he is with the ratio he issues to VPOR shareholders as free shares, and at some point (post registration) will be a very attractive trade with what could still be considered a low float and not too much debt...however not so much now since their couple mil OS is about to increase substantially to accommodate our shares.

These are a couple of great trades that will be paying off handsomely in the near future as one catalyst will play off the other... If anyone is familiar with SPLI's 2014 run (sub-penny to .45) and VPOR's 6900% run-up a few months ago, then you realize that Dror has a knack for pumping his ventures -- VPOR near term and shortly thereafter with RCGR once the share structure adjusts.

Even with 3 billion or so in our float, the mechanics of divy shares doesn't allow too much room for trading in and out while maintaining a low average and high share count...so those that are accumulating for the free shares are essentially locking up the float over time, and by today's price action we can surmise that prices may be moving up rather quickly.

Another major takeaway from this news is the new pubco will be taking on Simple Cork debt, plus a good portion of the current outstanding debt in VPOR. This is excellent news as this has been a major sticking point for me personally! In the meantime VPOR's revenues from Easy Grinder sales has increased 1000% from the previous quarter and they recently added another subsidiary with Royal CBD. They also have expanded distribution into Amsterdam and signed a major distribution agreement with Potnetwork (POTN). Easy Grinder is currently available for sale on Company's website (easygrinder.com) and Amazon and Walmart... and sold through multitude of other U.S. distributors.

In the meantime, I threw out there earlier today the prospects of a Cryptocurrency venture with VGR Media (subsidiary of VPOR) in the near future. Yaniv followed suit with a tweet, so let's see if there's anything to it and we can hit a home run with this speculation.

As with any OTC, don't read too much into the story as there's always chances of it falling apart. Protect your downside before counting on your upside.

Good luck to all.