Healthcare Solutions Mgmt. Group Inc. (HSMD)

[ironyman]

Based on what I have read, this seems more legit than what the previous shell owners were doing.

[Tiger Money]

Yes, feels like this company may finally pull the curtain after such a long arduous process of getting current etc

[Al 100]

Hopefully you smell the right thing. Something is going on for sure

[ironyman]

Sniff, sniff.....I smell something.

[Jktho]

I thought 12/31 was the date. Postponed? Stay or sell?

[ironyman]

What sort of pump do we have going here?

[Tiger Money]

I think we’ve starting to warm up here folks....next time is into the 20’s for good!

[Tiger Money]

not sure why, but i am having a good feeling a potentially large run here into the 50's at some point over the next month once the company starts coming out with news

[ANTI-BAGHOLDER]

Who knows.... they are so slow with everything here

[Tiger Money]

Thanks. When do u think that will go down?

[ANTI-BAGHOLDER]

It’s in all the filings.

[Tiger Money]

How do u know that? Sorry I haven’t done much dd lately. Is it in a Pr? Thanks

[Tiger Money]

Yes, you?

[ANTI-BAGHOLDER]

Meh. Still an RS coming.

[Numena]

Merger update

http://archive.fast-edgar.com/20201110/AFZM622CZ22F32SX222N2WZ2N6NPZZ28Z222/

[Jktho]

Anyone hanging on to this still?

[ANTI-BAGHOLDER]

Also, merger deadline last on 09/30. Don’t see any update to that. Unless I am missing it?

[Golden Cross]

VRTY back to pink current

[ANTI-BAGHOLDER]

Another 10k out. RS still in there.

On March 22, 2018, the District Court in Clark County, Nevada approved a plan of reorganization that involved authorizing the cancellation of all preferred shares of the Company, the cancellation of certain insider shares, a reverse stock split up to a maximum of 200-1, and a reorganization that would place the liquidation of the Company’s assets under a liquidating trustee while maintaining the public, purchasers for value with equity in the surviving entity. Once the reorganization is completed the Receiver will be discharged.

https://www.otcmarkets.com/market-activity/news

[Prudent Capitalist]

Current VRTY shareholders get totally wiped out and get little or no stake in any new resulting entity.

[Jktho]

Worst case scenario?

[ANTI-BAGHOLDER]

Only 100k. Tiny volume.

[Prudent Capitalist]

According to TDA and other services, volume is light to average thus far today, with the vast majority of the volume coming between .042 - .046. This is cause for concern here, IMO, as we await further news or developments. As I stated previously, RS or no RS it appears clear that current VRTY holders will not end up with much of anything here at this point, as 90% of the resulting equity will be with the new firm bringing in the capital, ultimate business(es), etc., with the Receiver getting 9% of the equity in the resulting entity.

[Soulman856]

A lot of volume today

[ANTI-BAGHOLDER]

Also, the 10k shows it as a shell. That’s it... there won’t be anything in the shell.

It’s the merger entity that has the value.

[ANTI-BAGHOLDER]

Yes, but the 1% means nothing changes today. That is what the float/tradable shares would end up as.

[Prudent Capitalist]

Understand, but my concern is that the bold highlighted portion below may be all that really matters for all of us that have held VRTY shares for years, unless the resulting entity is totally huge. But the 10-K filed yesterday indicates they currently have no employees, no active business or revenue, and just $238 in total assets (cash) and $4.386 Million in debt and liabilities.

Restricted calculated:

9,000,000 shares of HSH times the exchange rate in the agreement of 127.33306 gives you the restricted. They get 90% of the new HSMG/VRTY

Float
Receiver gets 9% = 114,599,754
These were issued on 8/27/2020

Shareholders get 1% = 12,733,306

[ANTI-BAGHOLDER]

Read the below from Soulman’s post. He makes a good argument. Not saying it is right, or I am right. It’s very confusing.

The only thing I disagree with is the receiver shares being free trading. I think they will remain restricted for now.


After closing of merger:

Share structure:
Authorized :1,400,000,000
Outstanding : 1,273,330,060
Restricted : 1,145,997,540
Float : 127,333,060

Figured out by:

Authorized found by latest 8k filing updating articles if incorporation

Restricted calculated:
9,000,000 shares of HSH times the exchange rate in the agreement of 127.33306 gives you the restricted. They get 90% of the new HSMG/VRTY

Float
Receiver gets 9% = 114,599,754
These were issued on 8/27/2020

Shareholders get 1% = 12,733,306


A reverse split could happen , but need to see if the receiver made their money. They aren't going to take a lost on their own investment. If they haven't been selling think we are okay

[Prudent Capitalist]

OK, but even under that assumption, it still appears to me that all of us holding VRTY shares prior to all of this may end up without anything of significance or value in the big picture in the end. Am I missing something?

[ANTI-BAGHOLDER]

Yes, but let’s assume there is no RS for a moment. Soulman made some valid points.


How and why would they RS this when the receiver and HSH shares just got issued?

[Prudent Capitalist]

But, when everything shakes out we were in receivership and it appears that the existing VRTY shareholders are, as you pointed out, wiped out, or at best ending up with like 1% of any new entity? The new $$$$ and capital coming in get 90% of the resulting equity and the receiver gets 9%...…….

[ANTI-BAGHOLDER]

Worth reading Soulman856 posts. The RS was put in by the receiver... doesn’t seem to make sense at this point at all.

[Tiger Money]

I missed it - what happened here yday? Huge price drop? Trying to read what y’all wrote but I’m honestly confused. Thanks

[ANTI-BAGHOLDER]

Well currently as of 09/15 those shares are restricted, and only 9.6 million shares are DTC cleared.

[Soulman856]

On OTC Site, share structure. It adds up perfectly, so yes they are free trading.

Also the only ones they say are restricted in the 10k are the 90% converted by the last exchange agreement

[ANTI-BAGHOLDER]

Plus can we guarantee they are free trading? You do make a valid point that an RS doesn’t make sense at this point.

[Soulman856]

It is ~38 million to three different companies for a total of 114million shares. Still need to see what the agreement is and maybe they provided the company with a ton of financing. Something is coming, I think it is good

[ANTI-BAGHOLDER]

Yes, but my point is 114 million shares is a ton of stock. No shell is worth that much.

Especially if they would be free trading.

[Soulman856]

They gave it to the receiver already on 8/27, per the 10k. 114k shares...everyrjing lines up on this.

I'm still trying to figure out their angle. The receiver is not going to take a loss with a 1-200 split, so something is up. Especially when they (robert) wrote the agreement.

Also note the court gave permission for a maximum 1-200, it has never been confirmed if it will happen or at what amount.

Let's see if another 8k.is.filed

[ANTI-BAGHOLDER]

So in this arrangement the receiver would get the 114 million in free trading stock.

That’s a ton to add to the float...

And is over $8 million at this price. That doesn’t make sense. No shell is worth that much.

Help me understand this.... why would the receiver get so much?

[Chenteddybear]

Exactly correct. No way this will do a R/S. It’s a 90/10 equity merger. Done deal according to merger agreement.

[Soulman856]

After closing of merger:

Share structure:
Authorized :1,400,000,000
Outstanding : 1,273,330,060
Restricted : 1,145,997,540
Float : 127,333,060

Figured out by:

Authorized found by latest 8k filing updating articles if incorporation

Restricted calculated:
9,000,000 shares of HSH times the exchange rate in the agreement of 127.33306 gives you the restricted. They get 90% of the new HSMG/VRTY

Float
Receiver gets 9% = 114,599,754
These were issued on 8/27/2020

Shareholders get 1% = 12,733,306


A reverse split could happen , but need to see if the receiver made their money. They aren't going to take a lost on their own investment. If they haven't been selling think we are okay

[Soulman856]

To clarify further...
This is before closing
Outstanding shares of VRTY are 127,333,060
The receiver get 90% of the outstanding shares, which is 114,599,754...on page 6, these were already issued on 8/27/2020...this is ALREADY DONE...means the float is 12,733,306 as of today.

After closing..
Each HSH holder gets 127.33306 shares of the new HSMG/VRTY for get each share of HSH. That are non assessable for a period of time

Means outstanding shares goes from 127,333,060 to 1,273,330,060. The receiver goes from 90% to 9% (page 5-6) of the outstanding

Authorized is 1,400,000,000 per the new articles of incorporation. Meaning almost maxed out after closing.


Float will still be
Float

[h13alino]

confusing

[Soulman856]

You guys are not reading correctly...

Outstanding shares of VRTY are 127,333,060
The creditors get 90% of the outstanding shares, which is 114,599,754...on page 6, these were already issued on 8/27/2020...this is ALREADY DONE...means the float is 12,733,306 as of today.

The 200-1 REVERSE is not accurate, most likey not even happen. This is the MAXIMUM allowed If needed per the Nevada plan.

Why would the creditors take 90% of the shares on 8/27 then agree to a 200 per 1 share reduction right off the bat?

The filing is not very good in terms of their wording and how they listed everything

[ANTI-BAGHOLDER]

Sorry, but that literally makes zero sense. Lol

[Chenteddybear]

It’s not how it works. Old shares need to be cancelled before you can issue new shares. In this case, new shares have been issued. It’s a GO. No R/S

[Chenteddybear]

Merger to complete before end of September. Following the agreement, they issued shares, get current, then bam! Done deal. It’s happening.

[Chenteddybear]

Buying more tomorrow. There won’t be any R/S LMAO if you are thinking that’s the case. OS was only 9M and following the merger agreement, 90% of the capital shares were issued to the new company. This is a classic 90/10 equity merger. Why R/S after just issuing 118M new shares. It’s not hard to think right. LOL

[ANTI-BAGHOLDER]

Read the last 8k. Not much to clear up at this point. RS is the dagger for now...

Will be watching this story unfold though.