Tanke Biosciences Corp (TNBI)

[silvermintz]

SPACs have deadlines to get a deal done. https://www.finra.org/rules-guidance/notices/08-54

"A SPAC typically must complete an acquisition within 18 to 24 months, and must use at least 80 percent of its net assets for any such acquisition. If it fails to do so, then it must dissolve."

[skichic]

Why would they dissolve?

[WinningNoMatterWhat]

Anybody know when a significant number of the SPAC’s will have to dissolve?

Could be a valuable time for shells once market sentiment returns.

[I-Glow]

Look at the trades and see how easy it is to manipulate the price - today it was a desperate shower holder.

IG

[WinningNoMatterWhat]

Woah, big net cast

[skichic]

Statement taken from the last Q:

December 7, 2021, the Custodian filed a Supplement to the Motion to discharge Custodianship and enter final order. In this Supplement, the Custodian petitioned the court to (i) approve the acts taken by the Custodian, including the appointment of management, cancellation of 9,011,469 shares and the conducting of a shareholder meeting, (ii) discharge SSM Monopoly as Custodian of the Company and (iii) returning control to the Board of Directors. On January 6, 2022, the District Court of Clark County, Nevada approved the Order of Final Discharge.
Tanke Biosciences Corp is an emerging diversified investment vehicle

[skichic]

SSM Monopoly Corporation has already been discharged as the custodian. Who are you talking about?

[skichic]

From their SEC filings, it’s actually been 9 years.

[I-Glow]

Where did you arrive at the number 7?

"It has been 7 years for Tanke, so the statute of limitations have run on their old debt."

And debt can be collected forever depending on the type of debt.

If Preferred Stock is given as a bonus etc the Preferred shares live on.

IG

[I-Glow]

Sharp lost several custodianship cases because he didn't provide proper notification and dismissed the case.

IG

[skichic]

I think the markets are slowing this down some, it’s just a bad environment for all stocks. I still think we’ll hear something from TNBI within the next 45 days. I believe there has already been a candidate identified. I received quite a few PMs 60 days ago or so, regarding this. These are people not on the boards and they were looking for $4.00 a share here. Time will tell.

[WinningNoMatterWhat]

We may just be on “pause” until market sentiment changes course. A big benefit to being public is the ability to sell shares to generate capital, but you need demand.

I think this is a huge reason many mergers are being abandoned lately, albeit shortsighted. Companies see short term costs to going public with no ability to maintain share price while generating capital, again in the near term, which means pissed off investors.

Realistically, a company should go through the process now, since it takes a while, so they are positioned to do offerings once the public is ready to invest again in the next cycle. At some point, interest rates will still be high while the market begins its reversal. SPACs dissolve after 2yrs to my understanding. In a year, we could see an environment where clean shells are in high demand again. All imo.

[skichic]

This is their attorney and also owner of 6% of the company.

https://www.linkedin.com/in/steve-mills/

[skichic]

Here’s a Tweet from March, that’s interesting and discusses another interesting 6%+ shareholder of TNBI:

$TNBI annual report. No acquisitions or c.o.c., but Lisa Mannion who runs Fourth Street Fund, LP is consulting. She also owns $6m worth of $ATAO, so there’s money behind it. Curious to see what Mills & majority shareholder EROP come up with! pic.twitter.com/4j8K8wXWTg

— Suits & Stocks (@Suits_n_stocks) March 25, 2022

[skichic]

These guys own approx 6% of TNBI, interesting!

https://jcfny.org/leadership/susan-f-dickman-executive-vice-president-ceo-of-jewish-communal-fund/

[skichic]

It has been 7 years for Tanke, so the statute of limitations have run on their old debt. I do not know what the old debt was, if any, but the courts will rule on the debt and have here.

[skichic]

That is not correct, but each to his own.

[skichic]

Yes Tanke has a custodian, but there is no reason to believe the share structure will “blow up”. It will change they will issue preferred shares, in fact they already have with Tanke, I believe. All initial shares will be restricted. I have made a lot of money playing these shells in the past couple of years. I understand how they work. I like the initial share structure here, many have 300+ million shares OS, which will precipitate an RS most likely. The shell is clean, it has no debt. Read the court filings.

[skichic]

No the shell is clean, it has been bought, but before it can be bought a court appoints a custodian and rules on debts etc..there is nothing to audit, because the definition of a shell, is it has no business.

[WinningNoMatterWhat]

I always think of it as 1 = 1. Nothing is free.

Shares will be issued in some way shape or form for every asset or every dollar changing hands.

The question is in what way and at what value will shares be issued. If preferred shares are issued, you have to pay very close attention to convertible rates.

[I-Glow]

Nevada has absolutely nothing to do with vetting the financial health of a company.

"No, but the company that acquires them will have audited financials. The court has already deemed TBNI a clean shell."

Nevada state courts aren't paying for audits that don't exist - if the company has been abandoned who has been filing the financials?

IG

[WinningNoMatterWhat]

If I’ve understood the custodianship process correctly, they have to be a significant shareholder to even petition the court at first. Essentially, you are saying that as a shareholder, you are taking over the company because previous management/owners have “abandoned” it. Like a squatter that wants the house. You have to have a piece of the pie to start the process.

The court is determining ownership or who’s responsible for the “property”, but the company still retains all its liabilities regardless of who’s owns it or how messy.

[I-Glow]

The SSM tickers are not reverse mergers but are granted Custodianship - which is much different.

It means that Tanke will try and find a merger candidate. Since Tanke doesn't have any capital it will be a all equity acquisition. Which means the share structure now will blow up.

Tanke will probably create a new Series of Preferred shares for the acquisition - and if it is some fake company shareholders should run.

IG

[I-Glow]

That isn't true - many shells with top drawer convertible notes grant custodianship all of the time.

Sharp was appointed custodian of a shell and there was at least one convertible note.

Nevada State Court doesn't have the authority to rule on Securities law. Plus they don't have the resources to research the history of the shell.

But I do think that Tanke is the only SSM hijacked shells that has a chance of being successful - but they need to file a registration statement such as a S-1 or Form 10.

IG

[I-Glow]

The court doesn't evaluate if a shell is clean or not. The Nevada State court only rules on state matters - not any security laws.

IG

[skichic]

No. The shell must be clean before the courts allow it to be sold. That’s why you see the last SEC filing here was 2013. All Statute of limitations have run out, so debt can be erased, but it ultimately takes a court order. It’s a clean house.

[WinningNoMatterWhat]

I’ve always understood it to be more like buying a dilapidated home. It’s not ready to move the family into without some cleanup. Get rid of the squatters (old shareholders). Once cleaned up, now you can move in all your belongings. I guess a lot of this depends on if it’s a merger or acquisition, which are different but get lumped into the same bucket.

At the end of the day, I just know that most of mine over the last year have failed. Lol

[skichic]

It would be nice if people actually studied how SPACs work. A company or individual finds a clean shell and buys it, then puts assets in it. The shell by definition has no liabilities or assets! They don’t audit their financials, because there’s nothing to audit, but the company that acquires it will have audited financials, sometimes not immediately, but soon after, so they can be up listed. A shell becomes a shell and becomes marketable as such, after a court has said it is clean.

[skichic]

The ticker doesn’t acquire a company a company acquires it. Yes if it has a bloated share structure the acquiring company will do an RS, if it has a super low share structure (like TNBI’s) they do an FS sometimes. The shell is acquired by a company, its like buying a car, you buy it, it doesn’t buy you. Once the company acquires it they move their assets into it.

[WinningNoMatterWhat]

The way I always see it play out…

-new CEO takes over and share structure gets jacked with in one way whether issuing management shares, split, preferred, sched A, blah blah

-then, the public ticker will “acquire” the private company. Typically the target company is tied to the new CEO. This is usually done by issuing new shares to the owners of the acquired company in exchange for the assets. The shares issued are typically restricted. Sometimes convertible preferred shares are issued, sometimes just common.

However, it is technically the public shell that acquired the private entity.

[budgetthis]

He’s on a mission from Gawd……. Lol.

Go TNBI !!

[skichic]

No, but the company that acquires them will have audited financials. The court has already deemed TBNI a clean shell.

[skichic]

OMG. THEY DON’T ACQUIRE A COMPANY A COMPANY ACQUIRES THEM, LOL.

[skichic]

Tanke, doesn’t need money to be merged into, I don’t think you understand the process. Shells don’t have money, their value is in the fact they are a clean shell, which implies they have no debt or money, the merging company acquires the shell and then generally issues itself preferred shares or restricted common shares of the shell, puts their business into the shell and thus becomes a publicly traded company. Also known as a SPAC.

[I-Glow]

The problem is that how many "top drawer" convertible notes start showing up.

Also, for a merger Tanke doesn't have the capital - so it will have to be a all Equity acquisition - which will lead to dilution.

Remember this is another SSM hijacked shell and they have all been failures.

IG

[I-Glow]

The problem is that Tanke is an empty shell - so they can't acquire a company with cash - the only alternative is a Equity transaction.

That will cause dilution - but Tanke will have to file a registration statement - which I believe they will - but the current price is absurd for an empty shell.

IG

[I-Glow]

Pink current is meaningless because Tanke isn't a SEC filer. They don't file audited financials.

IG

[skichic]

The company issued employment contracts to their 2 top executives and paid them in stock, which they valued at over $1.00 a share:)

On December 1, 2021, the company has issued 300,000 new shares of its common stock for employment contract with its Chief Executive Officer for a value of $318,000.
On December 15, 2021, the company issued 300,000 new shares of its common stock for a consulting agreement for a value of $327,000.

[skichic]

I agree with that if the OS is over 100 million or so, always a possibility they’ll RS into the RM, but less than 5 million shares OS here and a squeaky clean shell, I have no worries. In fact they may do a forward split at some point for more liquidity.

[learningthetruth]

Agreed!!

Patiently waiting!

[skichic]

Trying to load shares here today and boy is it slippery. You just touch the Ask and it jumps up 10%+ instantly. Any real pressure and TNBI will be $1.00+ in a heartbeat!

[skichic]

OMG looks like someone put a market sell in or a stop loss at .15 and it got hit! Unbelievable.

[skichic]

Total OS here is 4,912,614

[trueblue24]

Tick tock....

[pennypauly]

Picked up more today

[WinningNoMatterWhat]

The shell merger process lost a lot of its luster after the Krisa fiascos, poor Alpha plays, Synergy failures, DE custodianship denials, etc. The recent CE and scam finding on A/\PT, MJW|_, and !C0A don’t make things any better. The GS shells can’t even get their act together.

You are correct though, the biggest worry I always have when a new company takes over is what they’ll do to legacy shareholders. New management doesn’t want to give away ownership.

What you are really hoping for is the assets rolled in are worth more than the % of ownership you lose in the split or issuing of management shares. There is almost always some sort of significant ownership reduction of legacy shareholders when new management takes over.

[skichic]

Well then don’t buy it. I think it’s a great buy. They are current on the pink market.

[I-Glow]

TNBI isn't a SEC filer - that is why I am betting they file a Form 10 or S-1 (registration statements) so they are no longer a Form 15 company and Dark.

The price for a empty shell is way too high to buy and it will matter what company they merge with - which depends on the success - but a merger means dilution.

IG

[skichic]

Actually they are up to date on their filings, they are clean and are pink current.

[skichic]

Actually it’s not a big risk. It is a risk if the OS is over 150 million or so, although I’ve been in some that have had bigger OSs and they’ve worked out and some that haven’t.