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You clearly don't know what Rule 144 actually says re: "control shares" since I quoted from it in my last post and you didn't even realize. IMO. until the Series A are canceled, common shares are not "control securities." Moreover, lock up provisions are not required by law, but are contractual in nature to prevent selling pressure. Literally nothing to do with a black line 5% ownership.
It's obvious when one just regurgitates what they've been told without learning on their own. Toxic financiers don't want to own more than 5% in the event a 13G is required to be filed because they don't want to be on record in that manner. Moreover, filing a 13G in circumstances where common ownership may result in control over management, 5% can be a meaningful thresehold. It's a case-by-case matter. Therefore, to avoid having to stringently review each case, it's a general preference, but not a rule.
Now that's a class I'll take... Deflection 101.
It's embarassing that you're so actively looking for praise on the SHMP Ihub message board. I never said the SPAC deal would, or for that matter, wouldn't happen. I talk in "ifs," not "whens."
Concerning a "control shareholder," the term has a legal meaning. It carries with it the legal implication that by ownership of stock, one has the power to direct or cause the direction of the management and policies of a person. As long as the Series A are uncancelled, Fife / GHS has NO SUCH POWER. You can take your know-it-allism and go sit in the corner.
Even a broken clock is right twice a day.
The Re-IPO process contemplates what you're referring to. "We are currently in negotiations with another entity which will involve a Re-IPO and a new Capital raise of between $10-$12M."
There are exemptions applicable to reporting certain % of stock ownership in OTC companies, so it's utterly irrelevant in this situation. Only matters if they get to vote. Seriously, stop with the class stuff... it's classless.
There's no viable business reason to increase the A/S. Not when they've already filed for a 1:25 R/S. I always take the situation at face value, but if I was a betting man, I'd bet that NSI just amends the previously filed R/S to... let's say 1:100.
That's because I'm in the class above you. So long as the Series A remain uncancelled, GHS / Fife will never be a "control shareholder" regardless how many common shares held.
You forget about the Series A....
Borrowing 10 million shares in a 3 cent OTC company with daily average 2 million volume is not "normal everyday market making activity"
So we'll generalize "a 3 cent stock" and not discuss the specifics around THIS 3 cent stock? What about GHS who wants to buy at 80% the ten day average? Why wouldn't they want to drive the price down as low as possible, buy their 340+ mil shares and than let the price go back up as they periodically sell? Seems like a good reason to short THIS 3 cent stock.
Now, let's think... that's IF GHS sells. As of the effective date of the S-1, GHS will have the option to own, for 80% of the lowest price over the most recent ten day average, 1/3 of NSI. That's on top of any other shares that GHS currently holds. Perhaps FIFE likes the Shrimp and just wants cheap shares so he comes out a large majority shareholder in the NewCo.
depends on the juice.
nope.
"So they have a duty to not allow a company to go up 5% based on $10,000 in buying, especially in a stock like SHMP." You're describing a Market Manipulator.
That's right. 5x avg. volume.
FINRA reporting more than 10 mil shares borrowed since 07/21
Tell that to FINRA reporting.
New Short interest opened on yesterday's S-1.
"Shares to be outstanding after the offering 1,193,479,064"
Assuming a PPS (post dilution) of $.033, the sales by GHS will bring in approx. $10,714,285.70.
Should reduce 1:1 principal amounts owed to GHS and therefore, the accrual of monthly interest.
Appears SHMP shareholders are being used to protect the YOTA Trust; being used to pay down GHS's debt before consummation of the merger, IMO
YOTA hasn't traded 1 share since July 6, 2023?
Massive buys yesterday with only 6% short interest on 3+ mil volume. Doesn't look like shorts covering. Interesting.
"massive sales"? I wonder how one would characterize the counterparty.... "massive buys"?
My mismemory of dates doesn't change my reasoning, but thanks for correcting me. Honestly, I didn't think it was 2020 because I thought that was when the last fire occurred and I didn't take the time to look it up to confirm dates. It's no excuse, but I was going fast and it's definitely hard to keep track of time when there's been more than one fire.
Oh I recognize where the dark side is... the FB Cult is on the other side of the spectrum. My friend, I am smack in the middle.
Yes actually I do. I guess I was a douche then... I was booted for asking questions which were against the group narrative.
Happy 4th!
You're not being factual. You're being conclusory.
An event can also be a disclosure. What do you think press conferences are?
An area resident who was either a shareholder or told a select group of shareholders. Check out misappropriation theory of insider trading. An "insider" does not = employee. That is the typical fact pattern. However, an "insider" can also be a non-corporate third-party depending upon the facts.
Insiders are people with material information about the company that is not generally known to the public. These are not Webster's dictionary definitions.
The facebook group where the information was spreading at the time of the fire was PRIVATE. I.e. you need approval to be in it. It was not a public forum. Perhaps if it was, I wouldn't be able to make this argument. Like you said though, you're being factual, right?
If someone can't follow, it's because they choose not to.
Individuals don't have to be involved with the company to be insiders. Go back and re-read some of the links I already provided. I haven't destroyed anything, you're just being overly simplistic.
A company building burning down is itself a disclosure by the corporation. The disclosure was made to selective individuals. Those selective individuals become insiders because the information is material and not generally disclosed to the market.
Let me put it this way.. if Management had the ability to put out a press release, but didn't, and instead word was spread by mouth amongst a select group of investors in a PRIVATE chat which includes possibly large % shareholders or folks directly tied to the company, such that the same information was NOT GENERALLY available to ALL investors, then that small group of select investors trading on that information... hate to break it to ya... committed insider trading.
No, it's not in the context of securities law. To be public, it must be known to the market generally. Something that happens in a pinpoint location, without a broad disclosure, cannot be said to be known generally.
Go read some case law.
No, you're taking it too literally. This is a fact analysis. A facility in the middle of nowhere Lacoste Texas that is material to the operations of a publicly traded company, that only a few firefighters and those who live nearby knew burned down, were not entitled to trade on that information before it was made GENERALLY public. "Information is “nonpublic” until it has been disseminated or is available to the marketplace in general (as opposed to a select group of investors)." https://www.cfainstitute.org/en/ethics-standards/codes/standards-of-practice-guidance/standards-of-practice-II-A#nonpublic
This was NOT information disseminated to the market, therefore it was not PUBLIC.
"Members and candidates must be particularly aware of information that is selectively disclosed by corporations to a small group of investors, analysts, or other market participants. Information that is made available to analysts remains nonpublic until it is made available to investors in general. Corporations that disclose information on a limited basis create the potential for insider-trading violations."
Nonpublic is a fact analysis as well. "Material nonpublic information is data relating to a company that has not been made public but could have an impact on its share price." https://www.investopedia.com/terms/m/materialinsiderinformation.asp
In this situation, you're taking public too literally. Just because it occurred in public, does not mean the PUBLIC knew about it. "Information is generally not public if it is not available in press releases, SEC filings and other public reports." https://www.secactions.com/insider-trading-materiality-and-non-public-information/
Yes. It is illegal to trade on material NONPUBLIC information. Information known to only a select handful of individuals, is NOT PUBLIC. Whether information is material and nonpublic is a fact analysis. In this situation, folks who live locally and witnessed this, including the firefighters, became holders of valuable nonpublic information; essentially, they became "insiders" (https://www.investopedia.com/terms/i/insider.asp). They should not have traded on the information. Those who obtained information 2nd hand (think Martha Stewart) should not have traded on the information. All involved shoulld have waited until the information was disclosed generally to the public to trade. If they did not, then they committed insider trading and dumped shares on unsuspecting market participants.
Oh no? So when the stock price dropped precipitously because of that knowledge BEFORE the company released any statement to the public .... nothing nefarious, eh?
Well it's not private like the Facebook page where material information, not generally released to the public, is somehow passed amongst a select few shareholders, who then trade on that information... like the fire in 2018.
Again, you've yet to explain what HARM has been caused by Management voting the Series A. I've asked you to do this many, MANY times. If you can't, then no harm = no breach of fiduciary duty. That makes your point worthless.
IF the YOTA deal does not go through, the best and only option is an RS. Increasing the AS does nothing. There's already a filing for a 1:25 RS. It would reduce the O/S to 36 million, resulting in a $1 PPS. You completely ignore the fact that Management owes shareholders a fiduciary duty when postulating about scenarios that do nothing but HARM shareholders. It makes no sense. This is why I can't take you seriously.
Good to see you. Last time you posted here it was right before the huge Pump in November 2020. A good omen I am sure.
"Look at the COGS on the financial statement. Look at the $22 a pound shrimp. Look at paltry production."
There are very basic holes in your "position" a/k/a opinion, which you have yet to address....
Link?
You're not answering the question. You're not proving your opinion. I'm not taking you seriously. Sorry bud.