***" Scotchfix Research~Updated ALL IN ONE "***
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Congratulations and you are welcome!!! I believe this is just the true beginning for Seaway Valley Capital Corp. as I have stated on numerous occasions in the past. I believe the next corporate attention will be the reduction of the outstanding common share inventory! ~scotchfix
Remember this information is not to be used as a recommendation to buy or sell any security. Do your own Due Diligence and make your decisions based solely on that Due Diligence.
I believe your feelings may be well compensated. Our particular research is now focused on the Class "E" shares accompanied with the warrant issue with YA at .01. Class "E" shares can be used as a dividend payment to common share holders and/or used to raise capital for future company expansion or share buyback without further dilution to the common share position. Even General Motor's has tradeable Class "E" shares! This was a very interesting move by the CEO and one which grew great attention. Very unusual for an OTC Bulletin Board CEO to move to a Class "E" position of his personal holdings. There was a reason for this stategic move from a Class "B" shares to a Class "E" position. It has brought up so many future potentials for the company and its shareholders. If everything is confirmed by next week, a position will be taken.
Remember this information is not a buy or sell recommendation of any security. Do your own due diligence and make your investment decisions accordingly. ~scotchfix
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If you have not followed my past postings may I recapitulate it for you. First, before we can support any position in any company we require a fully audited financial statment to support the Sarbanes/Oxley rules. Second, our personal visit to the locations will be completed this week to support our financial research. We are also now visiting some of the new acquitition facilities to further support our assumptions on the potential success of Seaway Valley Capital Corporation as a holding company. Brick and mortar facilities are extremely critical for future consideration for the success of any company. I am sure you realize that. Last but certainly, not the least, the final accounting reviews will be finished early next week after some further conference with the parties concerned. We are not day traders, swing traders or whatever other label you want to affix to us. When we take a position it will be for the long term not overnite. ~scotchfix
Remember this information is not to be used as a recommendation to buy or sell any security. Do your own due diligence and make your decisions accordingly. ~scotchfix
If the past was always taken into consideration in these restructing procedures, many would not reap the rewards of future business successes. I believe you will know quickly if or when we begin to build an equity position!
Sir, may I also clarify my previous communication with you. When our Due Diligence is performed it is done by specialists who look specifically at the facts not emotions. If we decide to take a position, the stock price at that time is of no concern as long as it falls within our perimeters. The 10K filed was, in our opinion, the starting point of this new company. The future revenue potential and cost containment is critical to the company's success. If the past was always taken into consideration in these restructing procedures, many would not reap the rewards of future business successes. I believe you will know quickly if or when we begin to build an equity position!
Do not take this information into consideration in any decision you may make in purchasing any stock. It is for information purposes only.
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No we have not started to accumulate any shares! Preliminary opinion is very favorable but financials are still in the review process. The current market cap of the company is grossly undervalued based on the reported square footage revenues and future prospects of the company. We also have a business associate visiting a few Hackett's stores to give his input on foot traffic, store layout and product selection.
This is not a recommendation to buy or sell any security. Do your own Due Diligence and make your decision based on that research.
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Current YA debt summary
Debenture # CCP1 = $150,000
Debenture # 5-1/A= $375,000
Debenture # SWVC5-2 = $175,000
Total of RENEGOTIATED CD's = $700,000
New Debenture SWVC-6-1 = $2,249,073.08
This is the new debenture to eliminate all debt from Hackett's so Hacketts can use the full $5 million line of credit for expansion from Wells Fargo. (Intrinsic value increase for shareholders)
All of the above CD's have a conversion rate of the lessor of .01 or 75% of the lowest 5 previous days pricing to conversion date.
YA has also agreed to a 134,600,000 share warrant at .01 which is a non cash exercisable warrant but can only be converted at .01. This was the 'thank you' warrant for YA taking all the debt from the Commonwealth Bank to allow Hacketts to use the $5 million fully from Wells Fargo.
Also all these CD's are payable in cash at a 20% penalty premium but the price of the stock MUST be below .01 for the CEO to pay any of it off.
There is an agreed escrow of 800,000,000 shares to cover the entire debt owed to YA. This does not mean these shares will hit the market. These shares are set aside as collateral in case the debt does not get paid back or if YA elects to take down some of the debt in shares. They want to be guaranteed the shares are there in case they do want to take it down fro debt repayment.
With the current debt owed to YA of almost $3 million (this makes Hackett's/Wisebuys debt free) and at an 800,000,000 share escrow, the minimum the stock price can go for YA to break even is .00375 which YA will never let it get to because they at that point will begin to lose money which they just don't do.
The Wells Fargo revolving line of credit also requires Hacketts to be a profitable company (complete scale of both profitablilty and asset valuation is in the agreement between Wells Fargo and Hackett's) and to maintain that growth in the future.
Currently NO shares have been issued under the S8 (see the actual listing of who owns those shares in the body, no one at this time)
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Now for the most interesting part! Based on my research YA will NOT be looking at taking down any stock on the more than $3 million CD debt. As I understand it, YA and Tom agreed to the "Thank You" warrant of 134,600,000 share non cash warrant at .01 to not take down any more shares of the CD debt but to allow adequate time for Tom to pay the CD debt off in cash! With the increase in intrinsic value of the assets and subsequent share appreciation value of SWVC, YA will be able to sell the 134,600,000 at much higher levels than the conversion price of .01! The CD debt will be paid off by funds accumulated by a Limited Partnership offering through the Real Estate company just recently created. The collateral of the Limited Partnership is the current Real Estate holdings and future real estate assets to be announced. Also, the company will use any additional proceeds to this offering for a share buyback and future real estate investments.
YA currently stands to make much more money on the 134,600,000 non cash warrant at .01 than they would taking down shares on the CD debt and devistating the share price and more importantly the interest of the investing community. If they have 800,000,000 shares and can't sell them, then they are worthless. That is why YA was given the 134,600,000 non cash warrant at .01 per share conversion, IMHO. YA knows this stock will be worth much more than .01 per share in the future. An absolute winfall for them as a thank you from Tom for helping him out! When looking at this entire 8K filed the one thing that stands out more than anything is the 134,600,000 non cash warrant at ".01"!! Seemed very, very odd why YA would agree to this if they were going to drag the company down. That is where my research started.
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From some additional calls made today, there is indications that some if not all of the debt owed to YA will be paid by a cash distribution being made by Greenshift to the CEO of Seaway. Apparently this was the deal made by the CEO of Greenshift and the CEO of Seaway for cleaning up debt, corporate restructuring and expansion plans of both companies in seperate business directions. The Limited Partnership offering will be for further expansion and acquisition plans of SWVC. What this leaves is YA with a very valuable warrant of 134,600,000 shares at .01 for their reward in helping both organizations out while they went through this restructuring.
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Based on some investigative work done, if true, investors are in for their next run orchestrated to the .07 range and possibly as high at .10. Here is why:
YA has a warrant for 134,600,000 shares at .01. If the share price goes to .07 they stand to make a profit of approximately $8.2 million. They will sell those shares into the market on the run so their final profit may be higher or lower based on the momentum the stock has at that time. If they hold these warrant shares and take the negative approach of shorting the full escrow amount of 800,000,000 million shares, from the current level of .0065, to .002 they will profit approximately $3.6 million on the short sell but at the same time make their 134,600,000 warrant effectively worthless. YA won't let that happen. This would be like looking a gift horse in the mouth! The difference of profitablity for running the stock for the benefit of the warrant shares versus shorting the full 800,000,000 escrow shares, as a few have illuted to, is approximately $4.6 million. It is much easier for them to sell 134,600,000 shares into a run than it is to convince the investing community to purchase 800,000,000 shares as the stock price would continue to deteriorate therefore creating less of a demand for buying the stock. Remember they do not make a penny until they can get a buyer to buy their short sell.
This 134,600,000 warrant at .01 is the thank you from Tom for the bridge loan of $3 million YA gave to Tom while he went through the restructing of the businesses.
The run is rumored to be orchestrated on the first confirmation of the legacy debt being paid off by the company. That is the suspected catalysis. It may also, depending on the interest of the stock, run to .10! Will it hold there is strickly reliant on the next company acquisition and its intrinsic valuation it adds to the balance sheet. Currently without any additional acquisitions the stock should be fairly valued at .03 to .05. The risk to shareholders will be the difference between the fair value and where the momentum takes the share price.
This information is to be used only as that unconfirmed information. Do not use it for any investment decisision you may make!
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Just to give you alittle more update on something discovered this morning, the legacy debt hampering the stock price is finished and will be announced in conjunction with the filing of the 10K. It appears the filing may occur on Monday due to its complexity.
Remember to not use this information to make any investment decision because it is an opinion only and based on information NOT provided by the company directly.
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Can't speak for the contents of the 10K but I would be cautious due to the fact this company has only been executing its business plan for 8 months. What you should focus your attention on is the execution of the business plan for the future. The current valuation should be in the .035 to .05 range but due to the continued legacy conversions the stock has taken on the presonification of a forever dilutive stock. It appears that has now come to an end and the business plan should take on its true valuation pending future expansion and acquisition plans. Good luck to you. If additional information comes in and is as we suspect we will begin to take a position next week after the 10K is published.
Again, do not use this information for anything other than what it is an opinion only without any confirmation from the company.
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Some additional information has come in to me via a very good technical charts person. I am not a chartist so I will try to explain his observation the best I can.
Simply put, 2 money flow indicators, the Chalkin Money Flow and the Accumulation/Decline line show strong evidentary proof all shares introduced for selling is being bought immediately by someone or some party. If there was not buying support both of these indicators would be falling not rising. These 2 indicators, when combined, provide a strong buying support of the stock. That stock is being introduced by the coversion of the legacy debt or by shareholders selling themselves or flipping shares as they always will do in the market level. It means when the seller wants to sell, a buyer with a strong handshake makes the buy immediately. Now here is the real strange indicator that is not following the strong buy indications the other 2 charts indicators, when combined, are showing. That is the OBV indicator. It too should be showing the incline direction of the strong buying support. It is not! Now, here is were I get a little fuzzy on what the chart guy told me on why this indicator OBV would be going down while the buying pressure indicators is going up. He looked at trading logs and found the cause being the end of day "T" trades which distorts the charts calculations. Almost all of the "T" trades are below the days closing price therefore distorting the calculations of the OBV. It makes it appear as the stock closed down with strong volume and therefore the OBV will show a down tragectory. Until the "T" trades stop going off at below the closing price the OBV will continue to move in a southernly direction. When those trades stop, the OBV will turn sharply up with the share price following, as long as the buying and selling through out the trading day maintains its current support. For how long it goes up will be strictly dictated by how many shareholders who have been purchasing the stock (CMF and ACCUM/DIST) hold the shares they have. Once they decide to sell all 3 indicators will then turn south. He tells me this was very evident at about the last part of May, first part of June of last year when it followed this same pattern and then suddenly the price went through a very large run. I have not verified this so I have not seen it yet but will review it later.
Thought I would share what a top notch chartist gave me this morning.
Remember, this is my opinion only and should never be used to make any investment decision.
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Brief but to the point
I have a few more conference calls planned and will keep you informed of those discussions if they are within disclosure rules.
I stated last week, some additional information should be coming as we complete our research on Seaway Valley Capital Corporation. Based on the information I received today and based on the perception of my previous research, I will be brief but hopefully to the point without crossing any disclosure lines.
First let me start off and say my research is to be taken only as a reference point for you to begin your own research in investing in this company. Nothing I say should be taken as a recommendation to purchase this stock.
The delay in filing the 10K was for a specific reason related to all corporate entities related to this restructing over 2007. I have been informed it is not a delay that is serious but requires verification and certification by auditing firms of all related companies. I will not be specific of the reason for disclosure reasons. Further the 10K will be filed within the prescribed 15 day extension granted by the provisions of the NT-10K. Do not try to read into the verbage of the Narrative part of the NT-10K as it is a generic phrase used by many firms. The 10K filing may be sooner than the 15 day period depending upon the submittal and verification of the information required.
I was also informed there should be follow up notification to the investing community of finalization of both expansion plans to Hackett's stores as well as the final agreement to the purchase of a regional entity, as previously mentioned by the company.
As previously reported by the company, the sales per square footage of retail space at Hackett's is approximately $108.00 per square foot and the approximate retail revenue of the Wisebuy stores has been averaging approximately $78.00 per square foot of retail space. The revenues should be easily calculated from these previously reported numbers for 2007 but there is a significant change in the Wisebuy numbers as their product line within the store changes and the conversions are completed. There has been some $500,000.00 of reported elimination of expenses due to the merger of Wisebuy's and Hackett's and the recently obtained revolving line of credit from Wells Fargo requires Hackett's to provide net worth limitations along with positive cash flow limitations to maintain the revolving line of credit.
My previous research as illustrated still holds true with what I feel is confirmation based on the information I am being provided.
I have had the luxury of reading several blogs over the last few days and I do want to say, it has been extremely entertaining. I recommend highly to anyone considering investing in Seaway Valley to do your research starting with the longevity of Hackett's store brand and it's marketability value in the retail sector within it's geographic area, its current management and the personal reputation with anyone directly or indirectly related to the Scozzafava family!
Good luck in your research!
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Congratulations and this is the new start 9 minutes ago Just wanted to congratulate those who have been supporting Seaway Valley Capital Corporation through this debt and corporate restructuring. This is the beginning of the orchestrated run to the .07 level I previously mentioned to you. If you follow the next stage of my previously reported research, you will see where the next step takes you. Congratulations again!
Remember this information is to be used as a reference only in your investment decisions.
"Now that the last of the .001 convertible debt is over, Tom can now proceed accordingly with his introduction of the regional acquisition and Hackett's expansion plans. Each of these entities will cross benefit the next phase of the company expansion plan. They will not only reduce overall expenses but will also add intrinsic value to the balance sheet as Tom has alluded to on several occasions, with additional revenues and assets.
This information is for reference only and should no way be used as a recommendation to buy or sell any security!"
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Well the time is almost here! 49 minutes ago Afternoon! First let me say the following should not be taken as any advice to buy or sell any security. You are responsible for your research and decisions in any investment you make.
Based on some recent due diligence the company financials will be forthcoming within the prescribed timelines granted by the extension filed by Seaway Valley Capital. The financials will be very detailed and will establish the true start of a prosperous organization. Previous notifications to the investment community by Hackett's management team show revenues of $108.00 per retail square footage. Wisebuy's were reported at approximately $80.00 per retail square foot. There has been significant cost savings since the merger of the 2 retail franchises and currently is doing very well in their target market. Based on some further research, new geographic locations have been finalized and will be announced accordingly. The third party acquisition is also forthcoming and will add significantly to future balance sheets. Financing support continues to be strong and shareholders should focus their attention on the warrants granted YP at .01. We await anxiously for a full review of the pending 10-K filings.
Two key points for your due diligence. First, the unusual issuance of the warrant to YA at .01. YA will use them to their benefit which means the current share price must appreciate significantly. If they did not feel the price would be significantly above .01 at some time in the future they would never of agreed to these warrants. They are a very astute venture capital firm. Second, the recent issue of 20 million shares of restricted stock! Who received them? Was it part of a third party acquisition? Follow the money for your answers. -scotchfix
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~"scotchfix",Pretty impressive filing 5 minutes ago Upon our initial review of the filing we are pretty impressed with its content. It illustrates and articulates in detail a full business restructing for future success. We have some experts with sharpened Number 2 pencils going over the financials. I will share with you some initial feedback I have received from them: ~"scotchfix"
21.4% increase in Net Sales
61.5% increase in Gross Margin
One time SG&A increase of 40.4%
Large family financial involvement which requires successful performance of company.
Personal debt guarantees from CEO of specific debt instruments requiring successful performance of the company.
Large decrease in LTD and Lease obligations in 2009.
Company sales exceeds current company market cap.
Sales continue to increase with the successful conversion of Wisebuy stores to Hackett's.
Ownership of 3 stores for Asset appreciation.
Future expansion of Hackett's by 1 store increasing sales.
Has sufficient financial support from Wells Fargo for business continuation beyond 1 year.
Wanted to share some initial comments of what the experts have given to me on their first pass through the filings. Will provide additional commentary as I receive them.
Remember, do not use any of this message as a recommendation to buy or sell any security. Do your own Due Diligence in your investment decisions. ~"scotchfix"
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From the surface numbers apparently Seaway Valley Capital Corporation has taken a 22% equity stake in North Country Hospitality Inc. with options allowing an increase in that ownership. Based on some other points presented to me the financial filing also shows the following: ~"scotchfix"
CEO converted Class "B" shares to Class "E" shares indicating his continued support for the success of the company.
Hard Asset Base of $3,787,485
Cash on Hand $1,167,903. Based on restructing and increase in retail square footage under the Hackett's business model this should increase dramatically with a 61.5% Gross Margin Increase. May be sufficient enought to pay off all Convertible Debentures within one year.
11 Operational Stores contributing to sales revenue and cash flow increases.
Just a few more observations made by the experts. ~"scotchfix"
Remember, not to take any of this information as a recommendation to buy or sell any security. Please do your own Due Diligence in any of your investment decisions. ~"scotchfix"
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Based on the revenue and asset numbers posted, excluding the one time equity and debt restructuring charge, Hackett's appears to be cash flow positive! Expansion plans are quoted and assets continue to increase. We believe this is the beginning of an organization that will be able to subtain itself and expand as planned in 2008 without any further debt assumptions! Based on forward looking numbers and revenues of $108.00 per square foot of retail space, the current debt on the books should be able to be paid off through retail cash flow within the year. The noted 61.5% increase in gross margin was a substantial success in setting up utilization of the future cash flow to accomplish the debt repayment. We were pleasantly surprised to see Hackett's owning 3 of their own stores as it will allow them to put these assets under their newly formed Realty company. We are currently trying to research the appraised valuation of those properties as they could play a strategic role in debt reduction collateral. I would suspect the CEO to issue a commentary shortly regarding their future business plans and the filing of the 2007 10K. ~"scotchfix"
Remember do not take this message as a recommendation to buy or sell any security. Your own Due Diligence is necessary in any of your own investment decisions. ~ "scotchfix"
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In fact, based on the 10K filing today, we are even more impressed with the company's future prospects. I believe as you grow and expand your financial prowless you will see why the warrants issued to YA will prove much more lucrative to YA than a floorless CD as you claim. May I ask if you recognized the increase in sales revenue and asset valuation in the filings? Did you also recognize the increase in cash flow and the ability of the Convertible Debentures to be paid of at a 20% premium to its established price? ~"scotchfix"
Remember do not take anything that I post as a recommendation to buy or sell any security. Do your own Due Diligence before making any investment decision. ~"scotchfix"
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It is out my nature to reply to these types of postings but it is apparent you have a lack of knowledge in financial reporting. Upon the purchase of a private company, the purchasing company cannot claim revenues for the entire fiscal year of that private company. The financial books are closed on the effective date of the purchase of the company and the combined companies then proceed forward from that date. The filings are very specific when they make a statement of $108.00 per square foot of retail space for the year and are allowed to make that claim. What they are required to illustrate for accounting purposes is the actual revenue recognized in the fiscal year of purchase from the effective date of that purchase. Without being overly critical to your lack of accounting knowledge, I was compelled to correct your error in such a simple accounting rule applied to purchases when purchasing a private company. This is one of the key elements under our consideration for future revenues! If Hackett's can maintain their current revenue per square footage of $108.00 and considering the total retail square footage being increased to 321,700, we are looking at forward looking revenue numbers of approximately $35 million. As far as your concern on the loss reported, I suggest you become educated in one time restructing and refinancing charges to properly comprehend the statements filed. ~scotchfix
Do not take this information as any recommendation to buy or sell any equity. Do your own Due Diligence and make your own decision accordingly. ~scotchfix
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