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No merger with NewGen Concepts. They
are out of the picture.
That is about where I am at. EZ Grinder Inc. is Dror's. The company mapping has a direct 1 arrow that goes to his name and his name only. With Dror stepping down we didn't get clarity of what and will happen with the Easy Grinders that Yaniv and team have been out promoting and selling. At this time EZ grinder inc. is still part of VPOR and no spin off announcements have been made or publicly made.
If I want to really fire a shot across the bow, we can speculate Yaniv taking control of VPOR was a stipulation of Dror for the team to go out and sell his easy grinders and throw him all the money. The Q2 Financials almost support this sad speculation. Money is not accounted for on the amended Q2 Financials on Friday. That is now public record and this can be seen and verified. Where did the money go?
We are left with crazy speculations at the moment and this should never be the case. VPOR you have an outstanding product in the Easy Grinder. The bubble maps of everything that is VPOR was even larger than I anticipated. What other company/companies is bringing the rest of company down? Are we eating another full start up cost with Simple Cork. If so, that is not so bad if it was addressed and documented properly to shareholders.
Yes, I went a little sideways on speculation. Just straight talk us in a heart felt address to shareholders that honestly believe in this company. Q2 Financials and disclosure statements were handled with a "F" grade. It is unacceptable. Was VPOR kicking so much Butt with EZ Grinder INC. and Dror's product so much that other peoples responsibilities in the company were ignored to make more sales? Honestly that is a good problem to have, but whew!!! the copy paste of the Financials was very very bad...
On one hand we own the licensing for cork related "stuff". On the other hand, previous PR indicated a Total Vapor spin off, among others. With Dror's departure it certainly isn't clear (to me) where we stand, but it appears grinder revenue may be limited to distribution.
Under the terms of the Merger, NewGen Concepts will immediately explore the spin-off of each of Vapor Group's subsidiaries as an independent, publicly-traded company, wherein the first spin-off would occur in early 2017 by a share dividend to existing shareholders of record on a given date of ownership.
Still waiting on this part to happen...
Bill this is how I see it going down... Ez G was not brought into VPOR on the purpose to keep it simple, The merger had to happen first for simple cork get backdror <--- listing. Total vapor will be spun off first, I think that was in PR somewhere. This is where it will become its own entity.. thats when Dror and Y will make their merger again into EG. and become whole again. Simple cork goes their way and total vapor goes theirs. We are hooked into both, who knows what SF will do on their end...
We dont own ez grinder. Then what do we own and for how long. Rights to distribute? Cant that change. We own nothing?
Chill folks. No reason to get the pitchforks and torches out yet. You got on the ride... So ride it!
I'm with you there. PR this week.
Mostly feeling, but other reasons also. I
prefer not to disclose those.
In the past, when issues like this cropped up, even Dror would issue a letter to shareholders addressing the concerns. Yaniv has been more responsive and open to shareholders so I think that he will let us know rather quickly. GLTA $VPOR
I will direct you to sticky post 102177. I have the US patent office paper work PDF for Simple Cork listed. really neat stuff if you never saw the Patent office paperwork. It is very detailed of the product. You are very welcome in advanced. Also I have mapped out every major person and company listed with VPOR in that post.
Any patents or large partnerships?
Hey G, just curious, why do you assume so? Based on a conversation you had with Yaniv or a feeling?
There will be one out this week. Probably
tomorrow. $VPOR
Since SF holdings is the new name to deal with. I did dig this up from the eCommerce down in Florida.
Newgen Concepts, Inc. Overview
Newgen Concepts, Inc. filed as a Domestic for Profit Corporation in the State of Florida and is no longer active. This corporate entity was filed approximately one year ago on Friday, July 15, 2016 as recorded in documents filed with Florida Department of State. There are several officers known to have been associated with this organization at one point.
Name
Dror Svorai -President and Director
Arik Cohen - Director and Secretary
Avi Simhon - Director and Vice President
Yaniv Nahon - Vice President
Asaf Cohen - Vice President
(Looks like the Vice president position was a revolving door)
link for reference (it is not what I know, but what I can prove)- https://www.corporationwiki.com/p/2s5d25/newgen-concepts-inc
Mr. Yaniv, please write a letter to shareholders explaining what the hell is going on and what the vision and forward outlook for this company is. Thank you in advance.
I'm waiting for him to respond to a second and third email. I'll give benefit of the doubt he is busy with the trade show they are at. I wouldn't be surprised if he does answer later on at the end of the week. I prefer letting him know that we shareholders are not here to bash him. Were here to help him. I wouldn't be suprised my email is what made them review their financials.
Dear Mr. Bernstein,
Please make a call and straighten out this mess.
Thanks
slow poke
Since you at least caught Yaniv's attention with your email, I would recommend responding with how you understand if most items cannot be discussed to a specific individual, but that he please explains in a PR ASAP. Because you're right - many items can be (and should be) explained now...like the new shareholder, financials, etc.
Regarding your first question; their $1.2M salary was supposed to be booked last quarter, so ultimately yes, there's a possibility it shows up on any one of the next 2 quarterlies for FY17. Besides Yaniv's salary It should however only cover partial year for Dror and whatever their arrangement is with Jorge.
2nd question -- anything is possible, but the information available on SF Holdings in the public domain doesn't tie those particular companies to any of those industries, however I believe they'll tie it in.
What still baffles me is how come we are still asking all these "what if" questions? I don't understand why not at the minimum he could not share with me what is the vision of the company. That's the first question all owners or CEOs should be answering to the shareholders. Too many shady things are starting to bother me about this company.
Question is -- is all of this another Dror Svorai heist?
Regardless that VPOR is not an SEC company, they've failed in their fiduciary duties to their shareholders! We are lost!
According to that PR, SF is in charge of the voting block and all the subsidiaries. We own SF shares -- Does anyone know what exactly will we be invested in?
This goes back to the question that "Thekingof" asked me couple days ago. So, I spent a few days thinking about his question as to what does all this mean, and needed to do some reasoning with the current scenario since our train has effectively come off the rails, and reassess what could be in store. Since the new CEO doesn't seem to want to communicate, then I'm left having to rely on past experience with this crew to try to reasonably parse the current trajectory.
One thing we know for sure is as far as Easy Grinder is concerned... it is owned by Dror's private company EZ Grinder and May in fact have a very limited shelf life left with SF Holdings. Or, will remain, but Dror will continue to siphon cash and be paid handsomely in royalties just to fulfill whatever contracts they were able to land.
Let's not forget they have changed identities 4 times in the past 9 months alone...
Vapor group to - Newgen Concepts - back to Vapor Group - now to SF Holdings.
This is why I asked last week if anyone was at all curious who SF Holding is, and what exactly is their line of work. For all we know their interest don't align at all with the current business model and we could be buried to our eyeballs in fidgets and emoji pillows. Does anyone know for sure if they plan on keeping any of these segments? I sure as heck don't, but I can speculate.
Is anyone wondering why they haven't filed an amendment to articles of incorporation with the state of Florida? Wheres proof that SF holds those preferred shares?
Things Id like to mention....First, listing salary for the year, does that mean none should be listed on next Q fins? Second, could SF Holdings have more to offer than just money, lets say strong connections within the Wine, MMJ and or RX sectors....
Authorized Shares 8,000,000,000 a/o Jul 31, 2017
Outstanding Shares 5,073,788,021 a/o Jul 31, 2017
-Restricted 92,532,043 a/o Jul 31, 2017
-Unrestricted 4,981,255,978 a/o Jul 31, 2017
cash I've been thinking about a few things over the weekend and IMO after releasing those financials and than correcting them, if no one gets fired or accountable for the mistake, I honestly don't think SF holdings will be calling the shots even though they now have most of the preferred A shares. Logically speaking why would SF holdings buy into this company and see how it's being managed and not be concerned unless they have a lot of money to throw around. One thing I keep telling myself they must have bought in for a reason. I want to know what is that reason. I wonder if We can contact this company. Technically being majority shareholder they can respond to other shareholder questions.
Stew, their $1.2M salary is booked once a year -- I think you were thinking it's booked quarterly? If you look at my posts I think I mentioned it a couple times in the spirit of fairness lol.
Whether it was a mistake or removed after backlash, which I'm leaning to the latter... it's troubling that we had to bring it up to their attention before it was corrected.
I don't expect anyone to work for free, so they're absolutely entitled to fair comps, however, Dror and Yaniv's compensation is obscene for a company that's averaging around $50k in revenues in a quarter!
Their base salary (~$100,000/mo) has been solely financed by convertible debt. Their salary and billions in preferred shares is on par with a company that generates well over $100M revenues since executive compensation is paid relative to equity interest -- their base compensation is 200% of what they generate in sales PLUS equity interest -- that's beyond obscene!
An average CEO makes $186,000 per year, and you can bet they generate more than that in a quarter in sales.
What's even more troubling about this particular report...
How does your CFO Jorge Scholnik make a $1.2M mistake unnoticed -- meanwhile the CEO doesn't bother to look at the line item and wonder...
WTF Jorge -- that's a huge loss! Can you explain how we racked up $2M in losses for the quarter, and why is it noted that I'm being paid ~$600k when I've had to live on peanut butter and jelly (according to a SH)?
The CEO and CFO both have to certify those financials, so it went through 2 sets of eyes before issued and neither one of the two were bothered by the fact that there were over $2M in losses for the quarter.
Nice work Stewy! Wow!!
VPOR Security Details
Share Structure
Market Value1 $10,654,955 a/o Aug 18, 2017
Authorized Shares 8,000,000,000 a/o Jul 31, 2017
Outstanding Shares 5,073,788,021 a/o Jul 31, 2017[/b
-Restricted 92,532,043 a/o Jul 31, 2017
-Unrestricted 4,981,255,978 a/o Jul 31, 2017
Held at DTC 4,188,354,628 a/o Jul 31, 2017
Float Not Available
Par Value No Par Value
Transfer Agent(s) Verified by Transfer Agent
ClearTrust, LLC
Shareholders
Shareholders of Record 73 a/o Jul 05, 2016
Corporate Actions
Ex. Date Record Date Pay Date
Dividend (0.00) Sep 22, 2011 Sep 19, 2011 Sep 21, 2011
Dividend (0.00) Sep 22, 2011 Sep 19, 2011 Sep 21, 2011
Dividends are not adjusted for stock splits
Security Notes
Capital Change=shs decreased by 1 for 100 split Pay date=08/23/2010.
Capital Change=shs increased by 10 for 1 split. Ex-date=09/22/2011. Rec date=09/19/2011. Pay date=09/19/2011.
Since guidance isn't really happening around here. I wanted to show you some cool stuff.
If you never seen a patent before here is what one looks like and this happens to be (TA-DA) Simple Corks!
http://www.freepatentsonline.com/20170021977.pdf
The name we all need to learn around here is Shalom Ohayon. He is the inventor of Simple Cork.
Another thing I want to share is the VPOR network and how each member or company is tied in.(it might be hard on the eyes, I had to take a picture of my screen)
Following the map: arrow lines go underneath boxes. The name or company is only tied to a bubble by an arrow point to that bubble. The biggest surprise is about the Easy Grinder (EZ Grinder Inc.) That is 100% Dror Svorai's baby. He is a solo link to that entity, but with all his other connection it still loops him back to Vapor Group and just about everything else.
More to come if replies come in. Welcome to what I have been studying for months.
Stewy
I am a fair guy and l am only putting out facts that can be verified. In no means do I want want this company to fail. I believe in the products and the potential of the company.
I looked into 2016 reports and after 12 month filing the officer compensation was 1,188,982. This means one time in 2016 they got this officer compensation.
this can be verified here on page 4 on F-2. (facts) https://www.otcmarkets.com/financialReportViewer?symbol=VPOR&id=169077
In 2015 and 2014 they didn't get an officer compensation at all. It remained zero. If they copy pasted the filing from the April 5, 2017, that filing had 1 officer compensation for the entire year of 2016. With this, my theory of -copy paste- the officer compensation could of been over looked and left on the balance sheet from the April 5th filing that pasted over to the August 14th filing.
I don't believe Yaniv and team lied. I strongly believe someone made a mistake and they tried to cover for that person. Even though the numbers still don't add up on the balance sheet, I don't see a cover up but an honest attempt to fix a mistake that should never be made by a CFO. 1.2 million is pretty hard to miss...
I will leave my sticky post up as it has accurate information on it. Fair is fair.
AGREED AND THEN SOME!!
From the PR: "...an error which the Company hadn't caught prior to publication that was caused by accounting software." "CAUSED BY ACCOUNTING SOFTWARE."
Um, how is it possible, AND I MEAN HOW, for a piece of software to "accidentally" create $1.2M in executive compensation, and then to not only remove that item but reallocate per Stewy#33's post#102154.
Unless Yaniv is using a software with Artificial Intelligence with its own agenda, IT IS NOT POSSIBLE! Therefore, YANIV BLATANTLY LIED!! And there was no reason for him to lie!!! Other companies have made errors. He dug himself even deeper with their cover-up. Why would they do that?!?! I just do not understand!!
I need to vent my frustration.
It's funny how over a month ago, they said that they were working feverously to get financials out. They had a whole f'n month to get things right, but now they fudge the numbers when shareholders started complaining about the outrageous officers comp. It doesn't just look fishy, it is fishy.
The unaccounted money is probably being used to buy some stupid bling for all we will ever know, like that stupid luxury car. If the courts had done their jobs in the first place, you know who, would have never been allowed near a publicly traded company. If the gov. was doing it's job, 99% of the otc would not exist, the criminal ceo's would be locked away, yet they will jail a person for something as petty as possessing a few grams of plant material.
Maybe Y will turn it around. Maybe he will send trump a box of easy grinders. To my knowledge Y does not have a criminal record ................yet.
go vpor
Good luck Stewy!
Bump. Anybody have an answer?
Very interesting point
I wonder if the fact that the person was about to invest 20k+ has anything to do with the response....
So the rest of us that already have our hard earned money invested get nothing LOL..
I wonder what kind of response Y grandmother in Kfar Saba will get if she E mailed about update
I happen to know for a fact that they don't want to tangle with The Juice cuz it ain't gonna be pretty! ;)
Yes with all the changes that happened recently there is still hope but like you said patience is running out and we need real update...
Also, does anyone know if Dror took his little Palm Tree with him when he left? ( I am sure he knows what I am referring to...)
Absolutely correct, that's the point I
was trying to make. It is futile, at this time, to be talking SEC and class action. I have seen this same crap pulled by Dror since late 2013. The big difference today, is that they actually have products on the market and that they are making money. Their greed has set in (once again) and looks like they want to start pulling their bullshit shenanigans all over again.
I was concerned when Dror started another company, EZ Grinder, Inc. and has complete control of the Easy Grinder. The Simple Cork may or may not be just as big of a hit, we'll see. I monitor the Fl Sec of State almost daily looking for these changes.
I commend Chewy and others on here for staying diligent, but as we know, this company and their management can be very frustrating. I am still long, I made money in 2014 and expect to again, but like others, my patience is starting to wear thin also.
GLTY and all. $VPOR
I will answer this question (haven't forgotten)...hang tight.
Good stuff...
What about this response to an ihub investor:
He is wasting his time
Believe me these talks been around since at least end of 2014
This is not their first rodeo ( especially Dror)
The only thing you can do now assuming they really let us down is to make sure no one else will fall for their cons again...
We got to make sure we share our experience with anyone that will listen and make sure if Dror jump on another ticker that we follow him to make sure any future vendor, customer, landlord, and especially future shareholder understand his game
I know Dror was involved in other scams ( allegedly) and if those people he screwed over before were here in the beginning believe me we wouldn't be in this situation
We got to do anything within the law to smear their names in public so they will be ashamed to get out of their house and find ways to smear their name anywhere they go ( including Israel,you can leave that up to me...)
But again this is only going to happen if they end up screwing us... They still have time ( very little) to turn things around
IMO.. What was interesting about this yesterday... Bill was buying at .002 and most likely being shorted to. When they brought it to .0019 right after, that's when I started buying 002's, and with locksmith chiseling at the 21's. I'm sure they had to short shares even further than their nominal 25% > yesterday. Note all the 5th and 6th digit trading, and not sure if they were able to cover all trades yesterday.
Yes we know, people are betting this company is heading to triple zero's .0009
oh snap, even I make mistakes, Jorge Schcolnik was appointed a member of the Board of Directors... ya fire his ass!
Dec '14
1.4. Board of Directors at the Balance Sheet Date:
Position Name Board of Directors
Chairman & CEO Dror Svorai
Vice-Chairman & COO Yaniv Nahon
CFO Jorge Schcolnik
http://www.otcmarkets.com/financialReportViewer?symbol=VPOR&id=157203
I would fire his ass and go back and recheck all of his work and he may be the reason A & C couldn't complete an audit
51.78% Short
http://otcshortreport.com/?index=VPOR&action=view
He has been the CFO since '14
Jorge Schcolnik was just named as the new CFO on July 20, 2017. Since he is walking into someone else work lets give him another quarter to get the books straight.
by the looks of that.. the CFO should be fired...
On page 4 the officer compensation was removed.
(Loss) from continuing operations on Tuesday was (1,555,741)
(Loss) from continuing operations was changed to (366,759) on Friday.
Smaller details:
Advertising and promotion for 6 months
was adjusted from (Tuesday) $42,170 to $80,724 (Friday)
Interest Expenses for 6 months
was adjusted from (Tuesday) $358,154 to $625,090 (Friday)
Depreciation for 6 months
was adjusted from (Tuesday) $2,478 to $2,147 (Friday)
Commissions for 6 months
was adjusted from (Tuesday) $1,991 to $4,605 (Friday)
Professional fees for 6 months
was adjusted from (Tuesday) $29,502 to $45,331 (Friday)
General and administrative expenses for 6 months
was adjusted from (Tuesday) $136,128 to $131,141 (Friday)
Jumping down to the math as the numbers don't lie:
OTHER INCOME(EXPENSE) go down a few lines and you will find
Total other income and (expense) Net (Loss) Earnings 3 months
was adjusted from (Tuesday) ($2,100,266) to ($911,284) (Friday)
subtract $2,100,266 - $911,284 = (eliminated officer compensation) $1,188,982
The adjustments they made do not equal the $1,188,982. The numbers are still wrong, their is a lot of money not accounted for.
---MIC DROP from atop of MOUNT EVEREST---
I did not expect an informative email response either; HOWEVER, I was hoping the email itself would remind Yaniv of what is needed to be disclosed to investors in his PRs, which he is not doing.
Yup, I'll admit I'll fall back in love with VPOR once they post the necessary PRs. I'm still confused what his incentive is for not doing so. He had many weeks. What's his angle. People say - oh, he must be shorting the stock. Why would he do that? Not sure he even can.
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Easy Grinder™ Video Link here
On July 20, 2017, Yaniv Nahon, VP, COO and Secretary of the Company was appointed the new President & CEO and Treasurer of the Company, and Dror Svorai, former President & CEO of the Company resigned as an officer and director of the Company and each of its subsidiaries in order to pursue other interests. Simultaneously, Jorge Schcolnik, Chief Financial Officer of the Company was named a member of the Board of Directors of the Company and corporate Secretary.
Concomitantly on July 20, 2017, Dror Svorai entered into a stock purchase agreement with SF Holdings LLC, a privately-held investment company with which he is not affiliated, wherein he sold 100% of his Series A Preferred Stock to SF Holdings LLC and transferred voting control of the Company to SF Holdings LLC. Terms of the stock purchase agreement were not disclosed. Mr. Svorai agreed for an indeterminate amount of time to act as a consultant to the Company's management to smooth the transition.
On August 14, 2017, the Company posted on OTC Markets.com, its second quarter 2017 disclosure statement citing the above changes. The Company also posted its second quarter 2017 financial statements. Yaniv Nahon, current President & CEO of the Company, stated, "The financial statements as of June 30th don't reflect the huge sales gains of Easy Grinder™ to date that we have made since shipping and invoicing only began in early June, with product inventory arriving in multiple shipments throughout the month. So, the financial statements show only a few weeks of Easy Grinder™ sales results." He added, "You'll see a huge gain in our revenues in the third quarter report as Easy Grinder™ sales climbed upward. Also, we made significant sales gains from our attendance at the BIG Industry Show in New York City in August, and ASD Market Week and the CHAMPS Trade Show in Las Vegas in July. This is going to be a very good year."
Link to Press Release here
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