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Is it not usual practice for companies to release their full directors report at the same time they release their financial statements to investors and to the public to avoid speculation on stand alone financial statements by readers who haven’t yet had the opportunity to read the full directors report at the same time they read the company financial statements?
Simultaneous release also allows an auditor to check for inconsistency with the directors report or to ask additional audit questions before signing their audit report on the financial statements
many thanks Dragon Lady for sharing the link to the Form 1-k OTC filing for the year to Dec 23 which were filed on 03/25/2024 which I hadn’t clicked on until now for the reason set out below
https://www.otcmarkets.com/filing/html?id=17393055&guid=iiQ-k61SCP9nB3h
I had until now only seen the company press release with the link to the Dec 2023 financial statements made on 02/26/2024 which I had incorrectly assumed was all the information through Dec 23 that was publicly available from the company for the period but now I see from the OTC link you kindly shared that the financial statement issued in Feb excluded the additional disclosures by the company directors on pages 1 to 20 of the 1k filing including a reference to 2.2 million of the music tracks claimed to be owned by the company being by Jake Noch himself as well as reference to risk factors identified by the directors and other statements by the directors which were not published in Feb with the published financial statements themselves which were released a month earlier without the full 20 page directors report filed with the 1k filing which may shed additional light on the reading of the financial statements of the company which I will now need to re read
As I have only just seen this OTC filing I have only had time so far to have a very very brief read through the additional director disclosures on pages 1 to 20 but immediately saw at least one potential inconsistency between the additional disclosures on pages 1 to 20 and the financial statements released by the company during Feb 2024 as set out below which I’m hoping other members of this forum can clarify for me or maybe even Jake himself could clarify when he next visits this forum.
The additional directors disclosure shows ‘directors compensation’ of $12,308,525 plus $15,000 yet page F3 of the financial statements shows Wages and Salaries of $12,000,000. Anyone understand where the additional costs could be classified in the financial statements if not on the Wages and Salary line of the P&L as the crowdfunding auditor did not flag this as a potential inconsistency in his Form 1-k report so should I assume the cost must be included in another line of the P&L ?
Is there no employer taxes or other costs to be accrued on the accrued salaries ?
I’m personally also struggling to understand why the holding of common shares by the Noch family office is disclosed as being “undeterminable amount of Common Shares 3(a)(10)” as at the balance sheet dates. Can anyone explain ?
Again if anyone can explain this to me in simple terms as I’m still struggling to understand the share capital of this company.
I am also not sure where the payments to artists , composers and third party publishers are shown on the P&L nor the accrual for such payments on the huge accrued revenues amount
I am also trying to understand why no accruals have been made for corporate or deferred taxes payable given the cumulative profits reported in the financial statements
I imagine that like me other people on this forum who read the financial statements issued with the Feb press release may have also assumed the financial statements released by the company at the end of February 2024 had been the full disclosure by the company directors for the year to Dec 23 and hence I assume some readers like me had not clicked on the 1k OTC filing itself and so like me may not have been aware of the 20 pages of additional director disclosures that had not been released at the time the financial statements were released by the company via globe newswire to the general public a month earlier
Any insights from anyone on this forum on these additional 20 pages of disclosures I missed reading myself would be most welcome as I am not sure when I will get time over coming days to properly read 20 pages of additional disclosures myself
$SONG: Lil JAKE X-TWEETS "R/S A GOOD THING" LMAO !!!
The dude is mis-wired and just a plain old garden variety dirt ball to put it mildly........
MONDAY $SONG BECOMES $SONGD for approximately 20 days & approximately 6,004 Shares will be outstanding! pic.twitter.com/coZksuM5Um
— Pro Music Rights (@ProMusicRights) May 17, 2024
Employment Agreement with Jake P. Noch
On June 25, 2023, Music Licensing Inc. entered into an Employment Agreement with Jake P. Noch, appointing him as Chief Executive Officer, Chairman of the Board of Directors, President, Secretary, and Interim Chief Financial Officer. The Agreement outlines various terms of employment, including duties, compensation, and termination provisions.
Compensation to Mr. Noch is structured in the form of a convertible note, allowing him to receive shares worth twelve million dollars ($12,000,000.00) upon conversion. The note remains valid until Mr. Noch realizes the full amount, and additional shares may be added to the convertible note as necessary. The timing of payments under this agreement is at the discretion of Mr. Noch and can be received in various increments (monthly, quarterly, or annually). Upon conversion of the note, the beneficiary of the shares may be either Mr. Noch or the Jake P. Noch Family Office LLC.
This employment agreement is perpetual unless terminated according to its terms or voluntarily by either party. It also includes provisions for bonuses, vacation, business expenses, and a car allowance for Mr. Noch. In the event of termination, severance pay and share payments are specified in the Agreement.
The agreement is integral to our executive management structure and is critical in maintaining the leadership necessary for our strategic and operational directives. This Agreement has been approved by the Board of Directors and is in full compliance with our corporate governance policies.
Details of 3(a)(10) Agreement for Executive Compensation and Severance Package.
Page F-15
Music Licensing, Inc.
Notes to the Financial Statements
As of December 31, 2022 and 2023
During the reporting period, Music Licensing Inc. entered into a 3(a)(10) agreement, as per the Securities Act of 1933, to facilitate the compensation of our executive, Jake P. Noch. This agreement is notable for its role in addressing both the executive salary and additional financial commitments as follows:
Executive Salary: The agreement provisions for an annual salary of $12 million for Jake P. Noch. This salary arrangement is primarily financed through the issuance of shares under the 3(a)(10) exemption, thereby minimizing cash outflows for the company.
Additional Executive Expenses: In addition to the salary, the agreement encompasses any additional expenses incurred by Jake P. Noch in the performance of his executive duties. These expenses are covered in a similar manner to the salary, primarily through the issuance of shares, allowing the company to manage cash resources effectively.
Severance Package: A key component of this agreement is an $18 million severance package for Jake P. Noch. This severance is structured to be payable under specific conditions outlined in the executive agreement, ensuring the company’s preparedness for potential future financial obligations.
The implementation of this agreement aligns with the company’s strategic financial management objectives. It provides a structure that allows for effective cash flow management while ensuring competitive executive compensation. This approach is reflective of our commitment to fiscal responsibility and strategic resource allocation.
The above-mentioned agreement and its terms are in compliance with the relevant securities regulations and have been duly approved by the appropriate legal channels. The financial implications of this agreement have been considered in our financial planning and reporting.
Interesting here, scammmmmmm speculating, r s
Couple of days?!
Or get criminal charges....
..
.
Yeah, I was just giving example of any individual holding when R/S occurs. My guess is when that threshold hits, what you are stating, this drops tremendously. In essence, this is a shorty's best case scenario. That's why I would not buy in. This company is not like GE, It's trading in OTC, if you know what I mean. If I could short this one, I would.
You added 0's. The O/S would have been 3,002,000,000. Means he sold 2.2B shares, or $220k for every $0.0001 he dumped them at. He had a pretty stout holding of his own, could be he hasn't sold them into the float just yet.
On the other hand, he has a pretty valuable shell right now as long as he cancels that absurd convertible note issued to himself. A shell with no debt, a paltry 6000 shares issued out of multiple billions in the A/S would be a hot commodity, bet he could get a half million for it.
You're talking about your cost basis, and I'm talking about the closing price on Friday ($0.0002) with the RS applied. The price will show $100 until someone trades 100 shares in a single trade.
Why do you think I stated earlier to sell the minute market opens...LOL. Shorties are going to take advantage here. At least take a small loss instead of a big one. This may drop like a boulder hitting the road. And, I would not buy in until all is done. And I would question even buying back in at all after this shenanigan. I would not want to let this take my money twice. Just my perspective and opinion.
You know about horse-racing, right? Well, the same methodology applies here. Everyone has a system they use to help them calculate and pick and choose. With me, I take somewhat of an unorthodox way, along with researching the company itself. If I state something, people can accept it or not. What I state is just my opinion on things. Or, I may reference what others have stated along with my opinion. People just have to get over themselves, for one never knows if information could be correct.
Yes I know. But OTC uses the OS that the company/TA supply to OTC to calculate the market cap daily.
..
.
Correct, but you know who CAN start selling? Jake.
Don't really know. Have wait and see. Any updates to the OTC are brought to them by the company. OTC doesn't do anything except post information given them by the company.
Jake says the OS will only be 6004 shares now. X 500,000 that means the OS was at least 3,000,200,000,000. Thats a very long way from what is at OTCMarkets.
What's OTCMarkets going to have for market cap Monday with 802,635,215 x 50 bucks... 40,131,769, 750... ?
..
.
you don't understand how this works either. people will not be able to sell at the open. they will have to wait until their old shares are replaced with new shares at their broker. that can take a few days. the only thing existing shareholders can do at open is buy.
Well someone did not get the message then. I just checked on this one yesterday and like I stated, I Print-Screened the site showing the "D" after the symbol, which indicates to me an R/S.
Well, I am seeing a "D" after SONG. This means R/S conducted. I even Print-Screened what site is showing.
I can only guess. I know that if I bought 1,000,000 shares at .0005 for example, after the R/S of 1:500,000 I would be adjusted at 2 shares at $250.00. With that being said, and knowing what really happens after an R/S is conducted, the price usually drops. I would never see anything above $250.00 to make a gain. It is a definite loss. But, it depends on the price at which you bought at. That's why I truly hate R/S. Been doing this for a long time and learned.
The RS is 1:500000, so if it closed at $0.0001, the open would be $50
So, a man of his word...or not....sigh.
November 2023 Jake filed that there would be NO R/S before Jan 2025…
https://www.otcmarkets.com/filing/html?id=17460292&guid=IiQ-kFZ0QR5zQhh
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1-U
CURRENT REPORT PURSUANT TO REGULATION A
Date of Report (Date of earliest event reported): November 16, 2023
Music Licensing, Inc.
(Exact name of issuer as specified in its charter)
Nevada 82-3156625
State of other jurisdiction of
incorporation or organization
(I.R.S. Employer
Identification No.)
3811 Airport Pulling Road North, Suite 203, Naples Florida 34105
(Full mailing address of principal executive offices)
(833) 227-7683
(Issuer’s telephone number, including area code)
Title of each class of securities issued pursuant to Regulation A:
Common Stock, $0.001 par value
**ITEM 1.01 Entry into a Material Definitive Agreement.**
On November 16, 2023, Jake P. Noch, Chief Executive Officer & Chairman of the Board of Music Licensing, Inc. (the “Company”), implemented a temporary moratorium on reverse stock splits until January 1, 2025. This decision was made in accordance with the Company’s commitment to responsible financial management, preservation of shareholder value, and ensuring the overall financial stability of the organization.
ITEM 1.02 Termination of Material Definitive Agreement
On November 16, 2023, Jake P. Noch, Chief Executive Officer & Chairman of the Board of Music Licensing, Inc. (the “Company”), initiated a temporary moratorium on reverse stock splits until January 1, 2025, as part of a strategic capital structure turnaround plan implemented by Jake P. Noch.
However, on December 8, 2023, it became evident to Jake P. Noch, Chief Executive Officer & Chairman of the Board of Music Licensing, Inc., that the necessity for a reverse stock split has arisen to uphold Music Licensing, Inc.’s best interests. Therefore, Jake P. Noch, Chief Executive Officer & Chairman of the Board of Music Licensing, Inc., has decided to prematurely terminate the moratorium on reverse stock splits, effective immediately.
This decision is aligned with the Company’s commitment to responsible financial management, preservation of shareholder value, and ensuring the overall financial stability of the organization.
1
SIGNATURES
Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
MUSIC LICENSING INC.
Date: December 9, 2023 By: /s/ Jake P. Noch
Jake P. Noch, Chief Executive Officer
Notice that information on OTC hasn't been fully updated since 11/27/2023, which could be misleading if people were researching this particular company. Without reading actual reports being submitted, no one would know the difference. Definitely not trustworthy in my opinion. IF, and I do mean IF, I were to recommend on this one, I would say stay away. Red Flags all over this. Just my opinion.
SONG SECURITY DETAILS
Share Structure
Market Cap Market Cap
160,527
05/17/2024
Authorized Shares
2,000,000,000
11/27/2023
Outstanding Shares
802,635,215
11/27/2023
Restricted
37,904,484
11/27/2023
Unrestricted
764,730,731
11/27/2023
Held at DTC
759,469,326
11/27/2023
Float
764,995,461
03/20/2023
Par Value
0.001
My opinion...if a company does this and has an R/S at this ratio, it is truly not worth buying. GLTA here.
I would project almost instantaneously...LOL
It's just me, but I would "Open Market" SELL at the open Monday trying to hang on to some money before losing it all trying to hang on. I would take the small loss over losing it all. Just my perspective.
And looks like a done deal already. I see the "D" after it already.
If it closes at .0001, then $100. If closes at .0002, then $200, and so on...LMAO...and that is based on if the R/S info is correct. Talk about people really getting screwed holding this up to the split date. People will never recover. Just my opinion. And, then, it will tank from day 1...LMAO more. Good luck trying to offload now, even at .0001, as I would not touch this until after split.
$100/share. 😂 How long before subpenny? 🤣
1:500,000 ! Is that a record?
SHIT TICKER $SONG: 1 for 500,000 REVERSE SPLIT !!
DEFCON ONE RED SCAM ALERT : SHIT TICKER SONGD ALERT: 1 for 500,000 REVERSE SPLIT LMAO !!
Holy shit - THIS is likely a new world record for gutter ticker REVERSE SPLITS WTF ???????
Lil Jakey is WIPING OUT "with intent" ALL LEGACY BAGHOLDERS of this dog shit scam....total wipe out....100% planned by THE KID if you ask me LMAO !!
Who the F except some penny hustler invoke a 1 for FIVE HUNDRED THOUSAND damn reverse split - other than RETRIBUTION FOR "PEOPLE SAY MEAN THINGS ABOUT ME" so here, here is a big ole shit can of REVERSE SPLIT destroy you dumb enough to have bought this total hustle scam !!!
Ths POS - it'll be the short of the century and/or is going to go more ill-liquid than a sack of wet quickcrete on a hot FL Jake P Noch summer day in Naples at momma's big crib estate LOL !!
Holy shit - what a hustle - this one stinks boy n girls.....like a damn open air fish market in a 100 plus degrees......this won't end well for ANY bagolders or baggies buying this crap in the future ...not a chance in hell !!
$SONG ...more toxic than refined Plutonium now - the OTC STINKY PINKY "CHAMP" for filthy reverse splits and TOTAL 99.8% MASSIVE LOSSES to date...now going to lose the 99% of that last .02% the hardest part of any con job.....Bwaaa ha ha ha ha !!!
💀 ☠️ 💀 ☠️ 💀 ☠️ 💀 ☠️ 💀 ☠️ 💀 ☠️ 💀 ☠️ 💀 ☠️ 💀 ☠️ 💀 ☠️ 💀 ☠️ 💀 ☠️ 💀 ☠️ 💀 ☠️
*******************************
****************************
https://web.archive.org/web/20170512031442/https://thesource.com/2017/05/11/miamis-brick-god-sosa-releases-yop-sticks/
"DOPE RECORDS" and profuse use of gang-speak and prolific firearms imagery, psycho language, smearing of females, talk of forced and foul sexual acts performed on females by Noch up to and including imagery/verbal descriptions of likely rape, etc. Psychotic IMO !!
THIS IS THE FOUL MOUTH RAMBLINGS OF A UNSTABLE PSYCHOTIC and DANGEROUS PERSON IMO aka JAKE P NOCH :
https://www.youtube.com/@BrickGodSosa
https://www.youtube.com/watch?v=uYozXrgdAR8
JAKE P NOCH aka BRICK GOD SOSA among many "other" aliases he uses and "operates" under - ramblings of a psychotic lunatic IMO !!
That is an AR-15 or a variant of one in his hand and he's wearing a "bandanna of colors" aka typical well well recognized criminal street-GANG member attire - AND the "channel" and his logo is peppered with high powered military grade firearms as his moniker, his "logo" and imagery to ID his name, his "brand", his self labeled "Ganster and gang member lifestyle" etc.
Unlike many artists, $O$A IFGB is a real Real Blood Gang member and can do anything with a little bit of money and lean.
Not only can you have lost 99% of your investment here, you are about to lose 99.99999% 🤣
SONG: one for 500,000 reverse split. Major ouch!!!
https://otce.finra.org/otce/dailyList?viewType=Symbol%2FName%20Changes
Road back to .0001 begins Monday
The SEC and FINRA are not orgs looking out for shareholders, this shouldn't be a surprise. With enough elbow grease, you can completely ruin all shareholders.
It will be even less on Tuesday…
So, the stock will be listed at $100 to open Monday, then...
So, the stock will be listed at $100 to open Monday, then...
Cool...
This is real and will happen on Monday. Another dump round of dilution incoming!
Are you serious ? Is this real ? If it is, I don’t see how they approve it and I would almost wager this doesn’t go another year without some kind of regulatory action, in my opinion.
I am looking back a hundred or so posts to se3 who accurately called the RS event.
Nice call to whomever called it right
Final Judgement against someone or company that has no money? How does Jake plan on collecting?
It doesnt look like Jake got his $1 million monthly salary for a couple of months. Will the "final judgement" go towards Jakes salary?
Reverse split of 1 for 500,000 in the coming days! He actually PR'ed the worst news for SONG. Should I buy my .02 cents worth (100 shares) and get the $100 USD for partial share as claimed on Pro Music Rights (SONG) "X" post?
Mr Jake P Noch; Call me when you get my information from iHub please. 👋
what court? what ruling? jackass.
Music Licensing, Inc. (OTC: SONG) Subsidiary Pro Music Rights Secures Final Judgment of $114,081.30 USD, Demonstrating Strength of Licensing Agreements
Jake has brought suits against many of those "Trusted by Top Companies Worldwide" streaming across his website.
$SONG: Whopping $275 Traded Today LMAO !!!
How's that LAWFARE SHIT working for ya Lil Jakey ??
td - got the other notes to. Excellent - as that is going STRAIGHT TO THE SEC ASAP w/o even needing to add much more to it :))
Just the info as presented - the SEC boys will 100% "get the gig" (con) and understand WTF the punk is trying to do !!
They're not fond of that bullshit to put it mildly - we saw that hustle on the bad dirt ticker and we all know how that "worked out" LOL !! Don't drop the soap in CLUB FED :)
I'll have it sent by later today - thanks :))
It means he's not good enough to be an ambulance chaser.
so freaking what? tell us what that means, jake?
$SONG: JAKE OWES COURT $2 BUCKS LMAO !!!
Guess THE KID and his cadre of momma funded attorneys- can't get that $10 buck court fee "PAID IN FULL" -
The Collier County lawfare harassing free people lawsuit subpoena-a-thon docket :
23 05/14/2024 0 Paid $10.00 on receipt 1451290, Balance Due: $2.00
LMAO WHAT ????
Go. Song. Get. Chang. She’s a liar and is. terrible.
Got it !
No, I don't think Jake thinks any of these people he's trying to extract £100k from are the same people he wants to stop exposing him here and on twitter etc.
This "collection campaign" was meant to sell shares when he was touting it last November without explaining who he was collecting from, and how.
The people he wants to silence are mainly exposing his recent SEC fraud, but anyone who even laughed at him over the years has been added to the lists.
Unlike many artists, $O$A IFGB is a real Real Blood Gang member and can do anything with a little bit of money and lean.
No, I don't think Jake thinks any of these people he's trying to extract £100k from are the same people he wants to stop exposing him here and on twitter etc.
This "collection campaign" was meant to sell shares when he was touting it last November without explaining who he was collecting from, and how.
The people he wants to silence are mainly exposing his recent SEC fraud, but anyone who even laughed at him over the years has been added to the lists.
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