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That's raw man... Thanks for clarifying. Fingers crossed to get something back. GL
Per the SEC in the LBCC Revocation Order....
Sorry to say, but the shares cannot be traded, so it is pretty much over. There is a very remote possibility another Company could do a private transaction to acquire the former LBCC and its assets. Of course this assumes tangible assets even exist. Those holding defunct LBCC shares would then receive an allocated portion of the buyout proceeds. This rarely happens.
Does anyone know what happens now? Is my retirement money just Gone??? Thx in advance.
LBCC registration revoked for being severely delinquent in filing Financials:
https://www.sec.gov/litigation/admin/2021/34-91174.pdf
EDGAR filings:
https://www.sec.gov/cgi-bin/browse-edgar?company=Long+Blockchain&match=&filenum=&State=&Country=&SIC=&myowner=exclude&action=getcompany
Shot up big today. Something is going on, but it's yet to be revealed.
Why was this never mentioned here?:
https://www.marketwatch.com/press-release/entrex-capital-market-executes-letter-of-intent-with-universal-solar-technology-inc-creating-carbon-trading-market-2019-04-26
The Entrex Capital Market joint venture with Long Blockchain LBCC
"Andrew Shape, CEO of Long Blockchain suggests; "Our partnership with Entrex has facilitated Long Blockchain's transition into the blockchain industry by leveraging Entrex's proven blockchain-enabled technology platform. Together, we will seek to scale the platform across a range of industries and types of assets. We expect this transaction to provide nearly $3 million in cash-flow from the revenue participation certificate and an additional $6.9 million for the LBCC shareholders if UNSS executes their buy-out option."
Merger finalized:
http://www.entrex.net/Entrex%20downloads/12-31-2019%20-%20Entrex%20Finalizes%20Merger%20with%20UNSS.pdf
Long Blockchain Corp. Enters into Definitive Agreement for Sale of its Beverage Subsidiary Long Island Brand Beverages
"Under the terms of the agreement, ECC2 will acquire 100% of LIBB. The transaction consideration payable to LBCC will consist of CAD$500,000 in cash and 3,666,667 newly-issued shares of ECC2, with the share consideration subject to a working capital adjustment."
Official PR
Still doesn't seem to be anything going on here, though for some reason the price is staying in the .40 range. If they are doing anything crypto related now is the time to let the public know, with Bitcoin going on a good run.
Not sure there was ever anything going on here. It might have been someone who bought a big chunk when it was at it's low, which stirred some interest and caused others to buy, creating a snowball effect.
I've been watching this since it was at .15 and yes, no one seems to be interested.
The price has been rising, so there may be something going on behind the scenes. But other than a low float what makes you think this is going to blow up? Are you just assuming the company has something going on?
If we see anything from the company I'm sure investors will become interested again. There's simply nothing to get excited about right now.
The float is 27.16k
Insane.
The float is incredibly low.
This is going to blow up.
This float is at 27.16k. What the!?!?
That’s incredibly low for the price.
In some, this one is always fun! $$$
Not News!
ZERO! LBCC
Loyalty News?
Got spooked yesterday, thought news was afoot.
..on July 26, 2018, SLGI entered into a twelve-month agreement with Stran & Company, Inc. (“Stran”), pursuant to which Stran and its affiliates will provide services in connection with the Loyalty Programs business (the “Stran Agreement”). The principal owner of Stran is also a stockholder of the Company. Pursuant to the Stran Agreement, Stran has transferred to SLGI its sole Loyalty Programs customer account. Stran shall provide to SLGI management, sales, accounting, operations, administrative and other services, as well as office space, equipment, software and utilities for employees of SLGI, as necessary for the operation of the loyalty programs. The services of Stran shall be provided to SLGI at Stran’s cost. The Company believes that its relationship with Stran will help to accelerate its development of customers and solutions that will help it to grow its loyalty and blockchain business.
Upon the inception of the Stran Agreement, the Company issued to Stran 2,500,000 shares of its common stock, which vest based upon performance, as an incentive to Stran for its efforts to develop SLGI’s Loyalty Programs business (the “Stran Shares). Upon issuance, the Stran Shares have a restrictive legend, are subject to lockups and are being held in escrow until such time that the restrictions can be released upon performance, as outlined in the table below. The Stran Shares shall be earned based upon SLGI having achieved the performance levels for revenue, net of allowances (“Net Revenue”) and Adjusted Earnings before Income Taxes, Depreciation and Amortization (“Adjusted EBITDA”), divided by Net Revenue (“Adjusted EBITDA Margin”) for each of the two one year periods following the effective date of the Stran Agreement, each as further defined with the Stran Agreement. Furthermore, Stran is eligible to earn shares in addition to the Stran Shares, based upon the performance as outlined below.
https://www.otcmarkets.com/filing/html?id=13069846&guid=1UZbUFooDQQ353h
Saying will hit .75 on a squeeze this thing is tighter than a coil with a trailer truck on top of it
So much for the Hashcove deal. Its gone the way of the Dodo bird, extinct. Gotta love these OTC garbage tickers.
What a scam!
Wish they hadn't gone dark.
No telling what's going on now. Still filing 8k's though.
--------------------
Item 1.01. Entry into a Material Definitive Agreement.
General
On July 26, 2018, Long Blockchain Corp. (the “ Company ”) formed a new subsidiary, Stran Loyalty Group Inc. (“ SLG ”), focused on providing loyalty, incentive, reward and gift card programs to a wide variety of corporate and consumer brands.
SLG and the Company concurrently entered into an agreement (the “ Agreement ”) with Stran & Company, Inc. (“ Stran ”), pursuant to which Stran will provide to SLG all management, sales, accounting, operations, administrative and other services, and access to office space, equipment, software and utilities for employees of SLG (the “ Services ”), as necessary for the operation by SLG of a loyalty program (the “ Program ”). In addition, Stran granted SLG an option, exercisable at any time during the term of the Agreement, to purchase from Stran certain assets necessary for the operation of the Program at a purchase price equal to the cost of such assets to Stran, without premium or interest. The Agreement expires on July 31, 2020, unless earlier terminated in accordance with its terms, except that the term of the Agreement is automatically extended for successive one-year periods unless either party gives timely notice of its desire not to extend.
The Company’s goal is to use the initial loyalty business as a catalyst to implement disruptive technology solutions, including distributed ledger technology, into the loyalty industry while realizing immediate revenue and credibility from traditional loyalty contracts. At this time, however, the Company has not taken any steps toward developing any such technology and does not employ personnel with the relevant expertise to do so. There can be no assurance that the Company will be successful in developing such technology, or in profitably commercializing it, if developed.
Effective upon entry into the Agreement, the board of directors of the Company appointed Andrew Shape, the President of Stran, as the Chairman of the Board and Chief Executive Officer of the Company. Mr. Shape replaces Shamyl Malik, who simultaneously resigned from such positions. Mr. Malik resigned to focus on his other business interests and not due to any disagreement with the Company or its management on any matter relating to the Company’s operations, policies or practices (financial or otherwise).
Andy Shape, 45 years old, is the co-founder of Stran and has served as its President since 1996. Prior to forming Stran, Mr. Shape worked at Copithorne & Bellows Public Relations (a Porter Novelli company) as an Account Executive covering the technology industry from 1995 to 1996. He has served on the Board of Directors for Naked Brand Group Limited (Nasdaq: NAKD) since June 2018. Mr. Shape graduated with a B.A. in Communications from the University of New Hampshire in 1995.
The Agreement – Consideration
Under the Agreement, Stran will pay to SLG all Program revenue from certain existing customers (and any future customers to which the parties consent) and SLG will reimburse Stran for all reasonable out-of-pocket costs and expenses incurred by Stran in connection with providing the Services. In addition, the Company agreed to issue shares of its common stock (collectively, the “ Program Shares ”) to Stran as follows:
? The Company issued 2,500,000 Program Shares upon execution of the Agreement. These shares are subject to forfeiture if the net revenue of SLG for the 12 months ending July 31, 2019 is less than a certain threshold set forth in the Agreement. In addition, these shares are subject to restrictions on transfer through July 31, 2019 pursuant to a separate lockup agreement executed by Stran (the “ Lockup Agreement ”).
1
? If SLG’s net revenue and EBITDA margin for the 12 months ending July 31, 2019 equal or exceed certain “base” thresholds set forth in the Agreement, the Company will issue an additional 1,750,000 Program Shares. If SLG’s revenue and EBITDA margin for such period equal or exceed certain “stretch” thresholds set forth in the Agreement, the Company instead will issue an additional 2,250,000 Program Shares plus a number of Program Shares equal to 1.25 times the amount of any such net revenue excess divided by the average closing share price of the common stock over the last 30 business days of such period (the “ Average Market Price ”). If SLG’s net revenue or EBITDA is less than the “base” thresholds set forth in the Agreement, the Company instead will issue the a number of Program Shares equal to the net revenue divided by the Average Market Price, but not more than 1,750,000 shares. These shares are subject to restrictions on transfer through January 31, 2020 pursuant to the Lockup Agreement.
? If SLG’s net revenue and EBITDA margin for the 12 months ending July 31, 2020 equal or exceed certain “base” thresholds set forth in the Agreement, the Company will issue an additional 2,000,000 Program Shares. If SLG’s revenue and EBITDA margin for such period equal or exceed certain “stretch” thresholds set forth in the Agreement, the Company instead will issue an additional 2,500,000 Program Shares plus a number of Program Shares equal to 1.25 times the amount of any such net revenue excess divided by the Average Market Price. If SLG’s net revenue or EBITDA is less than the “base” thresholds set forth in the Agreement, the Company instead will issue the a number of Program Shares equal to the net revenue divided by the Average Market Price, but not more than 2,000,000 shares.
The Agreement – Subscription
As required under the Agreement, concurrently with the execution of the Agreement, Andrew Stranberg, a controlling person of Stran, entered into a subscription agreement (the “ Subscription Agreement ”) with the Company, pursuant to which Mr. Stranberg agreed to purchase 1,500,000 shares (the “ Investment Shares ”) of the Company’s common stock for $0.40 per share, or an aggregate of $600,000. In addition, under the Subscription Agreement, the Company agreed to issue to Mr. Stranberg a three-year warrant (the “ Warrant ”) to purchase 450,000 shares of its common stock at an exercise price of $0.50 per share, subject to adjustment for stock splits, stock dividends and similar transactions. The warrant may be exercised for cash or on a “cashless” basis, at the option of the holder. The purchase of the Investment Shares and the Warrant pursuant to the Subscription Agreement was consummated on July 27, 2018.
In addition, under the Agreement, Stran and its affiliates will have the option to purchase, at any time prior to July 31, 2019, up to an additional 1,500,000 shares of the Company’s common stock, at a price of $0.40 per share, for a total additional purchase price of up to $600,000. Such additional purchase will be made pursuant to a subscription agreement in the same form as the Subscription Agreement described above. Accordingly, in connection with any such additional purchase, Stran or its affiliate will receive a warrant to purchase 30% of the number of shares of common stock subscribed for, on the same terms as the Warrant described above.
2
The Agreement – Employment Agreement with Mr. Shape
As required under the Agreement, concurrently with the execution of the Agreement, Andrew Shape entered into an employment agreement (the “ Employment Agreement ”) providing for him to serve as Chief Executive Officer of the Company.
The Employment Agreement provides for Mr. Shape to receive a base salary at an annual rate of $200,000. Mr. Shape’s compensation will be paid in equal, quarterly installments through the issuance of restricted shares of the Company’s common stock, at a per share price equal to 85% of the average closing price for 10 trading days prior to end of the quarter, but in any event not less than $0.30 per share. The shares will be issued pursuant to the Company’s 2017 Long-Term Incentive Equity Plan.
Unless terminated by the Company without “cause” or by Mr. Shape with “good reason” (as such terms are defined in the Employment Agreement), upon termination Mr. Shape will be entitled only to his base salary through the date of termination, valid expense reimbursements, certain unused vacation pay and earned but unpaid bonuses (unless he is terminated for “cause” or resigns without “good reason”). If terminated by the Company without “cause” or by Mr. Shape with “good reason,” Mr. Shape will be entitled to be paid severance equal to his base salary through the date of termination and for a period of six months thereafter, valid expense reimbursements and certain unused vacation pay.
Mr. Shape’s employment agreement contains provisions for the protection of the Company’s intellectual property and confidential information and certain non-competition restrictions (generally imposing restrictions during employment and until six months thereafter on (i) ownership or management of, or employment or consultation with, competing companies, (ii) soliciting employees to terminate their employment (iii) soliciting business from the Company’s customers, and (iv) soliciting prospective acquisition and investment candidates for purposes of acquiring or investing in such entity).
Indemnification Agreement with Mr. Shape
The Company will enter into an indemnification agreement with Mr. Shape, pursuant to which the Company will indemnify, and advance expenses to, Mr. Shape to the fullest extent permitted by applicable law. The foregoing description of the indemnification is qualified by reference to the full text of the agreement, which is attached as Exhibit 10.4 to the Company’s Current Report on Form 8-K filed on June 2, 2015 and is incorporated herein by reference.
Separation Agreement with Mr. Malik
Concurrently with the execution of the Agreement, the Company entered into a separation agreement (the “ Separation Agreement ”) with Mr. Malik, the Company’s former Chief Executive Officer and Chairman of the Board. Pursuant to the Separation Agreement, Mr. Malik will receive reimbursement of certain expenses incurred by him. In addition, the Company agreed to terminate the noncompetition restrictions contained in his employment agreement, which otherwise would have run for six months after his resignation. In exchange for such benefits, Mr. Malik executed a general waiver and release of claims. The Separation Agreement contains provisions for protection of the Company’s confidential information.
Item 3.02 Unregistered Sales of Equity Securities.
See the information under Item 1.01 above, which is incorporated by reference in this Item 3.02. The Program Shares, the Investment Shares, the Warrant and the shares of common stock underlying the Warrant were offered in a private placement to accredited investors in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended.
3
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Directors; Compensatory Arrangements of Certain Officers.
See the information under Item 1.01 above, which is incorporated by reference in this Item 5.02.
Item 7.01. Regulation FD Disclosure.
The Company has received a subpoena from the staff of the Securities and Exchange Commission (the “ SEC ”), dated July 10, 2018, seeking the production of certain documents. The Company is fully cooperating with the SEC’s investigation. The Company cannot predict or determine whether any proceeding may be instituted by the SEC in connection with the subpoena or the outcome of any proceeding that may be instituted.
Item 9.01. Financial Statements, Pro Forma Financial Information, and Exhibits.
I’m buying.
They do have an ongoing business other than cryptocurrency and the price seems to have found a bottom with lots of accumulation going on lately. I don’t know why PAC feels it’s worth $1.40 but I suppose that’s as good a number as any if it pops.
I skimmed through the 10-K and it looks like nothing much is scheduled until the third quarter. If that’s the case the share price will continue to fall. I looked at Hashcove’s website and there’s really nothing there. If they plan on developing blockchain tech with the capabilities they talked about that could take a year to two unless Hashcove has something other an outdated website.
No complaints yet.
Nothing special, but I think it'll go to .75 still well below the hype.
Unlike most, there was a real company, and product.
GL
Long Blockchain Announces Stockholder Update; Executes on Milestones, Positions for Fintech-Distributed Ledger Technology Leadership
http://www.globenewswire.com/news-release/2018/04/19/1481672/0/en/Long-Blockchain-Announces-Stockholder-Update-Executes-on-Milestones-Positions-for-Fintech-Distributed-Ledger-Technology-Leadership.html
I took a position here. Seems way oversold, even with regards to delisting off main board. This should really be trading at least around $2, probably a lot more with the moves they made. If you take a look deeper at what they trying to do and what they still have, it demands a higher stock price. After pivoting into blockchain, they've managed a couple of minority stakes into financial related BC applications. If they are able to consummate a RTO with either STater or Hashcove or some other BC related private firm in conjunction with the overall bc hype coming back, this could really take off. With the low float and little debt with the different options they can take, seems like a no brainer at this price. And they still have the Long island ice tea brand (business)which they will probable spin off. Good luck to all.
Is there really anything here? It did look like something was getting put together, at least an attempt at it, but then nothing.
Still watching too. Might go in again.
Ive been watching, just got in.
Its about where it was before the Blockchain hype.
We will see.
GL TY
It didn't, so I sold.
How'd that work out?
Bought some today. Lost around 65% after delisting. Think it could bounce tomorrow.
LBCC delisted from the Nasdaq. Moved to the OTC:
http://otce.finra.org/DLAdditions
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