Interups Inc (ITUP)

[snow]

Thanks for the information and for the kind words, Laxmi!

[palaypu0406]

Dear Snow,
W8-BEN applies for each company that is distributing dividends. I will circulate on this requirement in 3-4 days..
Yes, cash grant is now $0.25 combined vs $0.15 and this betters by 60% and in line with our thoughts to pay 1 dollar per annum on each token we own...
We are beginning this with 2024 and I hope we remain a solid group for decades building this tradition for our shareholders -
You all have become like a family to me!!!

Laxmi Prasad

[RealDutch]

I already sent them a third copy of my W-8BEN for Food Carts. Best not to take any chances.

[snow]

Dear Laxmi,

I am delighted with the slightly changed date the remittance will happen and the fact that the sum will increase by 50%. I would think everybody who is to receive money will react in more or less the same way. By the way, do we have to e-mail even a third W-8BEN since the remittance will relate to three and not two verticals?

[RealDutch]

Yeah. I'm not sure about the black market. Reminds me of the time I went on holiday in Bulgaria and it didn't always play out so well

I guess I will let Alex do the assessment and analysis on that one

[palaypu0406]

please follow this weblink too RD as this gives the local off market currency exchange --
While we cannot exchange at this rate for international transfers, it will help us plan some local expenses at off market conversions...
https://www.ngnrates.com/market/exchange-rates/us-dollar-to-naira/black-market

[RealDutch]

I have been keeping an eye on this today. The 1,099 rate has come back down to 864 today. I suspect the market (FMDQ) rate can be very volatile at times while the standard bank rate stays the same. Not that it matters much to us.

https://fmdqgroup.com/exchange/

[palaypu0406]

We are setting the revised dividend payout date as Jan 10, 2024 and we will pay a total of $0.25 as Cash Grant, prorated into My Gold Grams, Masala Agri and Food Carts, each company paying out $0.083333 per token owned.

[RealDutch]

I just told our Aqua friends that capex is $744,000,000 in US dollars and we can't really change it because of the token construction.

That's 80%. So the total = $930,000,000 for aqua
And $600,000,000 for Palm (80% = $480,000,000 capex)
Total $1.53 billion.

We can delay coconut, rice and sugarcane for now

[RealDutch]

Surprising. I didn't know.

[snow]

Thanks very much Laxmi!

[palaypu0406]

Dear Snow,
Cow Capital becomes the Sponsor Acquisition Company.
This means, it will acquire the 20% sponsor capital of the target acquisition, identifies a merger or combination target and the target merges into Cow as a business combination with cow gaining 10% - 50% of the post listed capital.

We plan completing these SPACs in the next 3 years, first 2-3 to happen in 2024...
In fact targeting the first one in January either in Financial Services or in the Food Industry...
If these 2 are not possible, then we will focus on an Airline Operator.
But we are aiming for 1 SPAC endorsement in January...

[snow]

Dear Laxmi,

"Cow Capital will be the sponsor company on all the 5 SPACs planned" What are the implications of this for the shareholders of IREEM? Will Cow Capital have stakes in these SPACS? If that is the case how big percentages when the companies start trading? When do you anticipate that Cow Capital will start trading on a stock exchange?

[palaypu0406]

Cow Capital will be the sponsor company on all the 5 SPACs planned

[palaypu0406]

Naira (Nigerian Currency) plunges 23% to 1,099 Naira (as per Lagos based FMDQ) and this means substantial capital savings in project execution... And the off market rate is around Naira 1183. Calling it almost 50% over Naira 800... Nothing will be a better timing for us than the beginning of January for negotiating Project Investments into the country and substantially committing to local social welfare...

[snow]

Thanks RD! eom

[RealDutch]

As I suspected. This is from Laxmi, October 2022

(e) WM Firm Launch -- Masala Capital Inc WM firm that will later merge into Cow Cap is ready to take off..

It could actually acquire Masala Capital, the Registered Investment Adviser (RIA)

[RealDutch]

Me neither

Well, one thing we can say for certain. It is the first out of 5 planned SPAC's. Cow Capital Acquisition Corp (CCAC). It was supposed to acquire financial services companies. But I'm not sure what it means or why we need them.

[snow]

RD Thanks for providing these exciting insights! One thing I don't understand in this new picture is where Cow Capital is.

[RealDutch]

One more thing people should understand.

IREEM (MyDhan) is acquiring Genesis Palm. A 50% stake for $8.5M.
Genesis Palm is focused on selling palm oil at the retail level. And will do the same for Masala Palm Africa, which will be the 5 x 40,000 hectares developed by Masala Agri Corp (vertical 2) in the state of Anambra. Genesis Palm will also sell coconut products at the retail level and probably export fish fillets etc. So this could grow into a monster operation.

And it will be funded by IREEM (MyDhan) directly. Not by Masala Agri as I stated in error previously. This is how it should be and this will benefit all parties, not least of which the ITUP shareholders and Genesis Palm.

I expect IREEM (MyDhan) to own between 80% and 90% of Genesis Palm in the long run. As it will need substantial capital for expansion. This will be a 10-year plan. And, IREEM (MyDhan) will not have a problem funding this operation. As it basically already has the required capital in India, in the form of stock.

To sum up. On the one hand, you have Masala Agri Corp, involved in 5 multibillion-dollar projects in Nigeria at the wholesale level. Benefitting the vertical shareholders. On the other hand, you will have the retail/export operations, hugely benefitting the ITUP shareholders. Alex, as President of Arch Industries, will be managing all of these operations in Nigeria for us. He knows what it means, these 5 huge projects. But his real dream is retail and export IMO.

[RealDutch]

IREEM name is changing to MyDhan

Ok, that was the part I was missing

Sounds good to me.

[palaypu0406]

Dear RD,
IREEM name is changing to MyDhan
Rest all is remaining as is...
ITUP flow is coming into IREEM (MyDhan)
IREEM is sponsoring SPAC Sponsors
IREEM is gaining equity into all verticals...

MyDhan name will penetrate through media campaigning...
The desire is to make ITUP as parent holding like Berkshire Hathaway...
Though it will take some years to reach that pricing level, We have all the strength to make ITUP the most valued share on the market...

But for staff and operational purpose...IREEM (MYDhan) will take the central role (It is already) and the name is changing from IREEM to MyDhan...
Hence you are seeing IDs changing from ITUP Global to MyDhan.io as the ID itself will convey what we are into...

Laxmi Prasad

[RealDutch]

It's a bit confusing that everything is migrating to Dhan.io
You said yourself that ITUP will direct list in Q4/2024 or Q1/2025 which means it is not disappearing.
And most of our contracts are still with IREEM/ITUP. Not with Dhan.
I'm probably missing something

[palaypu0406]

Yes probably that may be one of the reasons...
It makes more sense for all of us to have mydhan.io as email IDs ...
Will ask Likhitha ...

[palaypu0406]

Dear RD,
We will fix this monday early hours as I will have a proper date tomorrow evening my time (Monday morning India hours)...

Laxmi Prasad

[RealDutch]

One more thing. I'm not the only person who received your last email in my Spam-box. Probably because your domain name changed from itupglobal to mydhan.io.

Everyone should be on alert.

[RealDutch]

You are going to have to delay paying the dividend, as we need 14 days in escrow for the money raised. May I suggest a new pay-date of January 3. Then everyone will have the money in their account by January 5. Assuming there are no friggin delays from the banks because we are talking substantial amounts of money in some cases.

I already prepared the crowd for this delay. But the tax gain will be significant. And we'll kick off the new year on a tear.

Assuming we have money in the account next week.

[snow]

Thanks Laxmi! Your and RD's posts provide perspective and enhance our understanding of what can be expected to happen.

[palaypu0406]

Thanks RD and I like you for your strengths to analyze this deep ---
I will just add a piece ---
Gold, Rice, Whiskey and Food Carts are income stabilizers and enhancers...
Agri adds heavy valuations long-term ...
Plane seats will be disrupting the way financing is done to run and operate an aircraft...

[RealDutch]

Let's assume $1 annually in 2024 from all the active vertical companies combined.
$2 in 2025
$3 in 2026.

3 factors will add to the mix
- organic growth within each vertical
- number of vertical companies increasing to 9
- payout ratio going up from 10% currently to 20%

[snow]

Thanks a lot RD for very interesting assessments!! Even if cash dividends grow much slower than general growth the numbers you suggest would mean fast growth too. I well understand that a lot of uncertainty necessarily is part of such projections. I assume that when you refer to 25 cents in dividends per quarter that is based on 2 verticals in the same way as the 15 cents for the current quarter, and that this number assumes that several more verticals than 2 will be operative to achieve this level of dividends.

[RealDutch]

Masala Agri Corp (vertical 2) won't generate a lot of cash flow during the early years. We get 10% sweat equity and I don't think the company will be selling those shares/tokens. Even the management fee (2% annually) won't be paid in cash until the projects generate cash flow themselves, which could take 3 years for RAS and 4-6 years for oil palm and coconut. So there is basically only the 4.5% license fee that will generate cash flow early on, and half of that will go to Masala Capital and the other half to Masala Agri. Nevertheless still substantial because the projects are so huge On top of that, I think Masala Agri will need cash to invest more money in Genesis Palm. Alex has big plans for it as it will deal with the retail side and export of all kinds of products derived from Palm, coconut etc. Setting up distribution centers in Lagos etc. We own 50% of that now and may very well increase our stake as it will need more money going forward. So retail could be a real big earner for us in the future besides the 5 projects themselves (at the wholesale level). But Masala Agri is also Rice (RISO, AROZ and PADDY) and the first two will generate cash flow.

Aviation (Plane Seats) could be the other big vertical. It is hard to predict the success rate. But if succesful it could dwarf all the rest. And here we do generate good cash flow early on.

So overall, it is hard to predict what to expect of future dividends. But we already discussed it the other day and I said that in general dividends won't be able keep up with growth. So I expect the dividend yield to come down from 25% currently to something like 2%. We will be targeting $0.25 quarterly next year and this will probably double or triple after a year, or two. That is the best way to look at it.

The projects is Nigeria. And the extent to which we will be disruptive with plane seats. Those are going going to be the interesting developments to watch IMO. Nigeria will give us a lot of attention. But Plane seats could become the bigger earner.

[snow]

RD At least I think this vertical may achieve the highest value. If the growth in profits is so high that it generates a value of 50 dollars per token/share what range of cash dividends do you envisage?

[Fedel]

Laxmi, such a question. We bought vertical tokens. Where will they be stored? The shares are stored with the broker, tokens for some digital assets are stored in my cold wallet. Where will the vertical tokens be stored? Can they be sold in the future? Will they be traded on the market? Thank you.

[RealDutch]

Masala Agri Corp should be worth $50 a year from now. 100x more. But that is not a guarantee. Good things need to happen.

[snow]

Thanks Laxmi! I am very happy with that valuation.

[palaypu0406]

The shares are currently valued @ $0.50 Snow...

[snow]

RD "0.22 = what the strategic investors were paying for them" This suggests something happening in the past and that strategic investors who are supposed to be able to make a good assessment of the fair value of the verticals find 22 cents per share/token an attractive price (I guess this refers to the two first verticals). The implication for me is that these shares/verticals are worth at least 22 cents, which means that we have an appreciation of at least 2,200% already.

[palaypu0406]

This is a brilliant capture RD, and I request you to kindly keep this as a permanent record for us to visibly present it as a memorabilia later when we take the office lease...

[palaypu0406]

We have 20% equity in each vertical for ITUP -- 16.2% straight + 4% (4% of 20% Cow Sponsorship Capital) ...
And we are limiting each vertical inventory capital requirement to less than $10 Million following Rule 504 Regulation D.
This means we are capping outside shareholders as we will not be needing large capital base.
$10 Million through Reg D is for small shareholders and if you see our revised PPM (which will be released monday) we are capping even the investment we are expecting from each shareholders though the regulation does not cap Reg D 504 investments.

Yes, to summarize, ITUP will additionally own equity in addition to what we are offering to each ITUP Shareholder...

2024 will be a very strong showdown from us....
Agri, Gold, Whiskey, Plane Seats and Food Carts... 5 out of 9 under the belt....
With US, India, UAE, Nigeria, UK and Switzerland...

[RealDutch]

Also interesting to see how the value of the vertical shares evolve over time.

0.01 = the offering price, like a year ago.
0.05 = what the company (and I) was trying to sell them for, because they needed the money
0.15 = what employees can convert their salaries due for, until recently.
0.22 = what the strategic investors were paying for them
0.50 = as of dec 5
1.00 = as of jan 16

And I have a strong feeling that the latter two.... are related to my previous post.

[RealDutch]

One more question I have.

You are selling assets. And this will pay for the dividends. Out of the vertical companies.
But... The assets belong to Interups.
Does this mean that ITUP is acquiring a stake in the vertical companies ?
It has to be...
But this is quite a change.
Now suddenly Masala Agri Corp is owned (10-20%) by ITUP. Whereas previously it was supposed to be owned by the strategic investors.

[pennypauly]

Where the money was coming from and going. Plus the time line none of this was spelled out to me before.

[RealDutch]

What is it that you now understand that you previously didn't?
You simply have to pay $0.01 for the vertical shares gained through CoW or ITUP.
If you don't, you won't get them.
I thought that was clear.

[palaypu0406]

IRA plus strategic RD, I am measuring Nigeria will turn into one of the largest economies over the coming few decades and for us, this is best timing!!

[palaypu0406]

Thank you !!

[pennypauly]

Your post finally answered all my questions I have had for months. Now it’s clear for me and most here. Thank you for the informative posts

[palaypu0406]

Thank you Snow, Very few understood the intention or the value of it...

[RealDutch]

What do you mean by $500M? Is this the total or just IRA + strategic (without public money)

[RealDutch]

RD It appears then that the wealth tax regulations differ between Norway and your country.

I have to correct myself. I was just reading up on it.

What I said about the discounted cash flow method being used by the Dutch Tax authority, only applies when shares are issued. To determine income tax.

For the wealth tax, as of dec 31, we have a different set of rules. If you own less than 5% then they assume the yield is 5.7% and it is taxed at 31%. Although those numbers change every year. 5.7% on nothing is still nothing. And that is the tricky part. Because this method can only be used if the shares have been available to not just me, but to the crowd at large. Which is true for us because there have been many offerings for $0.01.