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notanindex, I don't think the management's intent is what you stated. Yes, that may be one possible effect of the PR but most longs do not take management's statements too seriously. Tbey can read it says but do not trust or believe what is said.
So how many shareholders of record receive a notice of the special share holding in the mail...anyone? anyone?
I don't have much confidence in Grifco looking out for the shareholder of record.
Tampa, Tampa, Tampa...so blind...you said;
"I am just an ignorant contractor who still believes in a profit from this company. ....not one of the nay sayers has been able to provide even one single shred of evidence to prove me wrong!"
Tampa there's been plenty of evidence presented by the company. I can't fathom how you fail to see these things. It doesn't take much thought. What was forecasted would happen by the "nay sayers" had come to fruition in the past couple of weeks which further supports their sentiments about Grifco. The loudest cheerleaders of Grifco had dropped out, sold their positions, or turned on the company. That doesn't bode well for the yeah-sayers. However, I applaud your stubborn-optimisim despite the fallability.
I see you didn't do your homework regarding the significance of CTT spin-off. You're the kind of person that can't extrapolate from facts but need to be hit in the head with "evidence". So here is a comment made by Jerry Swinford as told to me by one of former Grifco investors who sold out his position.
"I called Jerry Swinford today and he told me the following:
(1) He told me that Grifco has a terrible reputation in the industry and CTT's clients will not do business with him, or many of them, because clients are afraid the products will be made by Grifco;
(2) Grifco has no value except for Global Oil Tools;
(3) He has uncovering things that he does not want to discuss but wishes he never got involved in this thing;"
These were Jerry Swinfords comments. Now does this clarify the rift between JD and JS? Do you see now the significance of why CTT has to spin-off in order to survive? If you think the comments above are B.S., go back and re-read some of the comments made by other posters who confirmed the above statements through their observations during their visit with JD and JS.
once again, you said absolutely nothing worth reading. (eom)
Tampa you said:
"A penny times one hundred thousand is a profit!"
Actually a penny x 100,000 = $1,000. Congratulations, you are now only down $20,000 instead of $21,000. Boooyaaaa, Go Grifffeeeee!
"Cyo...you have so many things to learn....you are a babe in the woods when it comes to this type of game. You should sit back and listen a little more and speak a little less... "
Tampa I'm always looking to learn but you haven't said a single thing worth retaining. If you want to bestow your investment wisdom upon me say something worth learning. All the positive thinking in the world is not going to change reality. In fact, it would be foolish to invest with positive thiking as your #1 tool with fundamental and techincal analysis as your distant 2nd and 3rd option.
B2L, Forensic acocunting is a very specialized field. Experts in this area would have the CFA designation (Certified Forensic Accountant). Second, if what Stepah29 (YesNY) says is fact, that Jerry and Jim didn't have knowledge of this PR, then where did this attorney get the authority to put out such PR?
Tampa, do some critical thinking about why the CTT spin-off is so important to Jerry Swinford. There is a reason why CTT and GFCI can't be "one happy family" as you call it.
Seocndly, dozens of investors got into Grifco because of the spin-off of CTBG dividend (for instance, read Visexlasrman's first post on RB). If this never materalizes there will be a firestorm of trouble heading JD's way.
Tampa, yes it really matters. There is more to this story. Some people have a lot more information than you think. Just leave it at that.
John Akard, Jr. = bankruptcy attorney in Houston. He is also the author of CTBG's 10/27 PR. He is an attorney with a CPA. IMO his credinteals appear to be more credible than JD or JS.
The plot thickens....could it be that CTBG is in Bankruptcy? Inquiring minds wanna know....
John Akard Jr. (Of Counsel)
Born in El Paso, Texas on January 13, 1966, John was admitted to the Texas Bar in 1994. John is also admitted to practice before the United States District Court for the Southern District of Texas.
John received his B.B.A. in Accounting from Texas A & M University in 1988. He received his J.D. in 1994 from Texas Tech University, where he graduated magna cum laude.
John is also a Certified Public Accountant.
John is a member of the State Bar of Texas, the Houston (Bankruptcy, Appellate Practice and Estate and Probate Practice Sections and Golf and Library Committees - Committee Chair 2000-2001) and American Bar Associations, the Houston Young Lawyers Association, the Texas Young Lawyers Association, the American Association of Attorney-Certified Public Accountants (Board Member 1995; President, Texas Chapter 1998) and Solos Supporting Solos (an ad hoc organization of solo practitioners).
John's principal areas of practice are Bankruptcy, Probate, Trusts and Estates, Appellate, and Civil Litigation.
www.mcshb.com/Attorney/Attorney_Akard.htm
Sounds like Grifco may renege on the CTBG distribution.
http://biz.yahoo.com/bw/061027/20061027005580.html?.v=1
"no definitive date can be set for the proposed distribution of the CTBG shares to Grifco shareholders, and it is not likely that those shares will be distributed under the terms previously contemplated."
Keep positive though...rah, rah, rah
Lyamec has their own Agenda.
I wouldn't place so much hope on Lyamec. For starters, their trying to raise money for GOTL through a foreign IPO. They will more than make their $3 million investment back. Second, IMO the $3M was the consideration to own 25% of GOTL joint venture. They also own the manufacturing and distribution rights of Global Oil Tools in the Middle East, North Africa, and Azerbajan.
We don't know the details the JV agreement between Grifco and Lyamec. However, the last Lyamec PR exposed some of the requirements. Apparently Grifco moving to AMEX listing is one of the requirement for GFCI to maintain their interest in the JV. It sounds to me like if Grifco can't make it to the higher listings the will be booted from the JV.
http://biz.yahoo.com/iw/060920/0165234.html
During the presentation, Interim CEO RG Raymond, stated, "Grifco International's 55% ownership rights in the ongoing Libya facility project is currently in full force and in full compliance." Adding, "As we have made it publicly clear on numerous occasions, the criteria for a mutually acceptable, and successful relationship requires that Grifco International (Other OTC:GFCI.PK - News) secures proper valuations with emphasis on a stronger listing platform such as the American Stock Exchange (AMEX). Transparency is a requirement for all concerned, and especially for our future partners."...
Raymond announced that executive level, operational and management roles in both Global Oil Tools USA and Global Oil Tools Libya would soon become a unified effort under his watch.
Nice rise? Excited over a penny? I guess we all have different standards but if you recall the longs were pissed because the stock hit $0.13 a month ago. Now there's excitement over it hitting $0.10. So from a month from now when Grifco hits $0.05 and goes up to $0.06 the next day (up a $0.01 - 20% increase) that's a cause for celebration?
I don't know about you but it takes more than a penny to get me excited.
It just amazes me how these shady CEO's play on the ignorance of the investors. One rule they know for sure is that "there is one born every minute".
Dr. Bill made some valid points
the auditors wouldn't let them make a statement on a particualr topic, that's BS the auditor doesn't care what they say, the audit partner only makes comment on the accuracy of the financial statements and or renders opinion on internal controls
This is so true. I don't know why people don't get the fact that an Auditor is only going to comment on the fairness of the financial statement and management's internal control.
the buyout offer for $2.25? yeah right! if dialer could have gotten $2.25 for his 25 million shares he would have taken that in a heartbeat, that's 30 million dollars after taxes are paid
There was no buyout offer. It was a public offering - an IPO. An IPO would mean more dilution and none the proceeds going into the shareholders pocket.
geeze man use your brain! Or at least use both sides of your brain. I think some people are just using the right side-the emotional side of their brain.
I'm talking history your talking hope. So you assume they're going to make money but there is nothing in TTII's past history that says they WILL be successful. After all TTII (GOMD) is a failed venture. Now the CEO of TTII is going to dive head first into a mature industry.
All we know at this point is that management structure will change "IF" the merger is successful. I'm sure the investors of Litfiber was happy to see Jarvis out as their CEO and Jim Dial assume the role during the GFCI transition. Anything is better than Jarvis they thought. In retrospect all they got was another wolf in sheeps clothes.
JMHO
real company doesn't act like Grifco.
-A company with profits will trumpet their accomplishment particularly in the light of the glorious forecast put out more than a year ago. Think about it, if you're trying to raise share value and you have good news...would you keep it a secret? Just that logic alone will tell you there is something seriously wrong (to a reasonable person).
-A real company won't release a"purchase order" PR period. Purchase order IS NOT A REALIZED REVENUE. The saddest part is that the dollar amount of $450K is nominal considering what they were boasting a year ago.
-real company don't have IR running out of an apartment 1,500 miles away from their HQ.
-real company won't blame their woes on Internet message boards.
-real company will disclose thier share structure without hesitation.
-real company will release results of an Audit - good or bad.
-real company will see the integrity in keeping their investors informed rather than hide their incompetance with silence.
-A real company will release audited financials and distribute dividend on the self-imposed target date.
-Real company operates within the COSO Framework (US Corporate management standards).
-Real Company will have outside board memebers to govern the checks and balances required to effectively run a company.
-Real Company won't have one person as the President, CEO, Board of Director who can issue shares to himself without shareholder knowledge.
-Real Company will invite all shareholders to their meeting. Between TTII and GFCI there are over 1,000 benefical owners and only 28 showed up (at least half of them didn't get any notice).
IMO TTII did not make any material disclosures. There isn't anything new to disclose from the meeting. There may have been some information disseminated in the small group huddle among investors and insiders but I don't know how that would be viewed as you have some discrepncies on who said what.
If they formally told the attendees some insider information that wasn't public knowledge, then they would be equired to disclose the matter under Regulation FD (Section 7 of the 8K disclosure regulations). JMHO, you may want to seek another opinion.
Side comment: I think Red Rock Casino was too classy of a place for a sleazy operation like Grifco. They should have held it at "Terrible's Saloon and Casino". That venue would have been more fitting. JMHO.
10 bagger to answer your question they are putting all their hopes in the success of Global Libiya business.
Grifco, Ko-Vac, CTT all may be real and operating but just because they physically exist and have people on their payroll doesn't not ensure profitability. The 10/17 PR was a sad reminder of that when they were proud of a $450K Purchase order. From the expectations management gave us on prior PRs that seems like an insignificant account. Yet that was the first PR in a long while talking about any new business. WORST YET, THERE WERE NO MENTION OF THE PROFITABILITY ON THAT ORDER. What if the cost to service the order is $500K?
I also think if any of the segements were profitable, JD would announce it from the top of the mountain. If there is bad news - he would spin it or hide it. I think that would be a pretty logical assumption. Haven't heard mangement shouting. Just a few faint dastraction PRs about mergers/acquistion/spin-off etc....all which is yet to occur.
As an investor I would want to know these 4 basic things about Grifco:
1. Does the physical business exists.
2. Is it operating
3. Is it profitable
4. Is it sustainable
Last but not least, it's a little funny to see TTII refer to themselves as a fully audited reporting company. First of all They have $0 assets and $0 income. How hard is it to report and Audit their business?....
Management: "Duh, last quarter we made nothing, and we own nothing."
Auditor: "We the Auditors concur with management's assertion that they made nothing and own nothing.".
All my opinion.
10 bag, the sad thing is the shareholders didn't even know what they were voting on becuase management refused to give the details.
From all accounts 22-28 shareholders out of 500 in attendance. No TTII shareholders in attendnace. No proxies. Management has the majority vote. Why even bother to vote? Because when they do their dirty deed and things get ugly in the end management can come back and say "hey, it was a unanimous shareholder decision...don't look at us".
IMO the message board bashing talk was all a bluff to keep the masses in line. However, what management failed to realize is how f#$%ed up they are and that most of their SH has caught on to the B.S. The only way the company can right the ship IMO is to do the "right" things and stop with all the baseless lip service.
All my opinion of course
My Question is how much would the GOTL be worth to GFCI shareholders if it's being offered as an IPO.
None of the Vegas impresonators and look alike can pass for the real people they are impersonating. I mean come on, when have you ever seen an Elvis impersonator that was a spitting image of Elvis?
There were enough SH at the meeting that met Dial on previous occasion so I'm sure they would have reconized a fake Dial.
But 3 bodyguards, wow! I don't even think Dick Cheney or Condoleeza Rice has that many around them when they travel.
Mr Bill you were more accurate than most people.
You said Jim Dial wouldn't show up. Well apparently he was there but he didn't speak or answers any questions. He was as quite as a corpse. He may as well not show up. I think he read your comments on the MB and showed up just to spite you (LOL). Apprently Swinford wasn't there despite it being stated he would be.
You said the room will be empty. You were only off by 22 people (number of SH who showed up according to Visx). Considering that the room holds 300-400 people, 22 probably seemed mighty empty.
Calm down Dr. Bill, I agree with you. IMO Dial lost his credibility months ago. Through yesterday there were those on IHUB and RB, we all know who they are, that put Dial on a pedestal and believed Grifco was their ticket to easy street. Some even had the gall to say that in absence of any proof that its a scam, it is not a scam. The logic is like saying "I don't care if you say drinking cyanide will kill me, I won't believe it until I drink it and die.
peeker, even if they issued a PR at this point would any reasonable person give it an ounce of credibility.
I think the fact that management didn't say a peep at the SH meeting pretty much put the nail in the coffin as far as credibility to goes.
No wonder they didn't mass mail their SH notice. It was all pure B.S. A farce. They might as well have not showed up if they didn't intend to say a thing.
According to Laser there were only about 22 Shareholders that showed up. Just think, about half of those people didn't even get invited.
If we see the price start dropping in the A.M. we will know what's up. It is pretty strange that those who went to the meeting had been very quite. If the meeting was positive I would think it would be hard to contain the enthusiasm and at least one of the the antendee will give us the 411 as soon as they get a chance.
For some reason I'm envisioning the scene from Godfather where Michael Corleone starts whacking his enemies in one fail swoop. I hear the end of Layla playing in the background and all of the enemy of "the Godfather (JD)" getting taken out.....LOL.
stay tuned.
johnhk, Grifco's been in business for several years. They are not a startup company but supposedly a conglomeration of small fulling operating companies.
As for today's news there is nothing good about it. It is a said state of affairs when a company has to spend the money for PR to announce $450K contract. $450K = top line revenue. What are the cost of sales? What is the net profit. Assuming the profit margin at about 10-15% GFCI is adding 45K-67K of profit. That is chicken feed IMO.
This is the first operations PR they put out in a long while. Most of the PRs we gotten were fluff PRs about mergers, dividends, and offering.
According to the chart Grifco should breakout. However, I think charts are useless when there is no smart money participation.
Yeah, maybe they're trying to get GFCI upt to $0.15 so they can justify a 1:10 stock swap.
All the $4.00 ask at TTII means nobody's buying and nobody's selling.
TTII was tading at $0.04/share prior to the 1:100 reverse split. After the split it slipped it was valued at $4.00 and within days it slipped to $1.50, which would have been $0.015 pre-split. So the $4 ask is just somebody trying to get the value of the stock back up to what it was pre-r/s of $0.04.
It's been sitting at $4 ask since the R/S so I doubt if it will ever be filled. Must be someone with the RB's GGGS mentality.
Evidence = violation of Exchange act of 1934 Rule 10b-20, Rule 12b-20. It can be easily proven he did in fact omit material information.
FACT: JD is screwed if Grifco doesn't succeed.
Pinksheet or not SEC requires all public companies to disclose material information. Since Grifco put out PRs (business disclosure) to entice investors and to jack up their share pricei.e. CTBG dividends, 100 Million revenues, $2.25 offering, buyout offers etc., they do have certain obligation to make sufficent disclosure of facts. They have to provide all material (relevant) information in light of what they disclose. An item is considered material when it would affect the decision of a reasonable individual. In another words selective disclosure just isn't going to fly.
Here are some specific SEC regulations JD had violated (IMO). If Grifco goes down, JD can be in big trouble based on violating these rules.
Securities Exchange Act of 1934
Rule 10b-5 -- Employment of Manipulative and Deceptive Devices
--------------------------------------------------------------------------------
It shall be unlawful for any person, directly or indirectly, by the use of any means or instrumentality of interstate commerce, or of the mails or of any facility of any national securities exchange,
To employ any device, scheme, or artifice to defraud,
To make any untrue statement of a material fact or to omit to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading, or
To engage in any act, practice, or course of business which operates or would operate as a fraud or deceit upon any person,
in connection with the purchase or sale of any security.
Rule 12b-20 -- Additional Information
--------------------------------------------------------------------------------
In addition to the information expressly required to be included in a statement or report, there shall be added such further material information, if any, as may be necessary to make the required statements, in the light of the circumstances under which they are made not misleading.
Best2 that was BBBish without the smoke and mirrors.
Well what if on a "FVF" basis the compaines determined that GFCI is fairly valued at $0.20/share. Since TTII is a 1:1 swap at $1.20, would this mean GFCI shareholders will get 1 share of the new entity UERI for every 6 shares of Grifco. Would that be fair and equitable?
It is highly probable that anything short of GFCI/share valuation being $1.20, the value of TTII shares, the swap value of GFCI stock for new entity can be > 1.
That's the whole problem with the wording.
BBB, for crying out loud. You are trying to hard to justify JD's FVF B.S.. Yes, o.k. in a sort of around the world way the "FVF" argument can be supported by Appendix B39 so as long as you want FVF to mean what B39 is stating. So you make up a terminology, and explain to people that it is defined in a a particular paragraph of a FASB statement...nice.
The bottom line, there is no such terminology called "Fair Value Formula". Only the author knows eactly what it entails and what it implies. So why make up a terminology that doesn't exist in the financial valuation vocabularly? I'll tell you why - to impress the layman that the parties involved are following some esoteric financial process when in fact FVF can mean anything. It has a long rope with an opportunity to mean what the author wants it to mean. There is no point of reference It will not standup in the court of law if they get sued IMO.
andy, global oil tools is not being sold to Libiya. It's an IPO to raise the needed capital on the Libiyan market. That doesn't mean you're getting 55% of the proceeds. Equity sale through IPO is done to fund the operations not to rob Paul to pay Peter.
BBB, you are loosely describing goodwill in the statement you made below and it has nothing to do with valuation. Just to educate you Goodwill is a price paid for a company above the quantifiable net asset in a business combination. It is attributed to qualatative value of the business.
...What results from the use of this one fair valuation formula, then, is NOT "an arbitrary number," as you state, but one that is very carefully determined by considering not only what is fully known to the curious public, but also the very substance of all that is not so well known.
BBB Sad, , business valuaiton is a function of Accountants and/or Finance people. Public accounting firms has an entire department dedicated to Business Valuation. BTW, there are number of standard valuation methods and it is much an art as it is science. It involves intepetation by the evaluator. In case you aren't aware there are standard setting and regulatory bodies that dictate the methods that are acceptable and not acceptagble. Imagine a can of worms a public company would open if they opt to follow the pronouncements by FASB and the SEC (BTW, FASB is sanctioned by the SEC). Please be aware there is a very specific rule that TTII and GFCI must follow for the merger which is defined in FASB Statement #141.
Instead of shaming me for saying that I could not find any source for FVF, why don't you prvoide a link or a credible definition of it.
BBB, I grant that you have the literary talents to make a Ford Pinto sound like a Maserati, but please, you need to come back with something more credible than a bunch of mumble jumble like the "sun rising from the deepest slumber of winter".
Can the "poision pill" in item #6 explain the share price and why share count is a guarded secret by the management?
The Wacky World of M&As
January 28, 2005 | By Investopedia Staff, (Investopedia.com)
Poison Pill
With this strategy, the target company aims at making its own stock less attractive to the acquirer. There are two types of poison pills. The 'flip-in' poison pill allows existing shareholders (except the bidding company) to buy more shares at a discount. This type of poison pill is usually written into the company’s shareholder-rights plan. (To learn more about these and other shareholders’ rights, see Knowing Your Rights as a Shareholder.) The goal of the flip-in poison pill is to dilute the shares held by the bidder and make the takeover bid more difficult and expensive.
The 'flip-over' poison pill allows stockholders to buy the acquirer's shares at a discounted price in the event of a merger. If investors fail to take part in the poison pill by purchasing stock at the discounted price, the outstanding shares will not be diluted enough to ward off a takeover.
An extreme version of the poison pill is the "suicide pill" whereby the takeover-target company may take action that may lead to its ultimate destruction.
http://www.investopedia.com/articles/01/050901.asp
(From the Special SH meeting notice)
6. To authorize the officers and directors of the Company with full power and authority to implement anti-takeover measures as may be prudent and necessary under the circumstances to prevent and deter a hostile takeover of the Company by persons both known and unknown to the Company, including but not limited to, the issuance of super voting shares, adopting so-called anti-takeover "poison pill", and other measures whose purpose is to protect the assets of the Company from take over by a hostile party at valuations detrimental to all stockholders.
Not sure what it measn but it could be directed at BBB/Laser and YesNY11 (stephan129) and maybe a few others. It's a little vauge and open to interpetations (just like their PRs).
I think one possible interpetation is that BBB/Laser (or maybe some other comibnation of investors) may have insider knowlege or perhaps collectively a substantial # of shares (4% or better) that they have to be identified as a major holder on form 3. If these people sell their shares they have to file a form 4 etc.
I don't think it's anything negative IMO.