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Excellent summary, I-Glow. Says it all.
Learn the difference between "studied at" and "graduated".
I've studied at several prestigious universities- continuing education, seminars and so forth.
But I'd never claim to have graduated from them, and neither does Cellucci.
Just you.
False. Cellucci did NOT graduate from Harvard/MIT.
Not that it would really matter...
https://www.bloomberg.com/research/stocks/private/person.asp?personId=2728081&privcapId=50207322
The article SHOULD be good. Cost APTY $3,000!
https://smallcapvoice.com/blog/disclaimer/
You're getting PUMPED, all.
Same for the nonsense Triton Funds "investment" that APTY never filed the registration statement for.
Buyer beware.
A GENEROUS valuation pre-split price would be .005
That would reverse-split to .03, giving the company (with no revs and no employees) a MORE thsn generous $3 million valuation.
And this would be laughed off of Shark Tank at that!
Good luck with that. If you've studied, you know this is a "reverse merger".
Those always end badly for "pre-split" buyers.
That's not saying you couldn't get lucky on some other fool buying out of ignorance and supplying a pop...
But a good trader wouldn't take the risk here.
Buying before the May 30 reverse split?
Silly.
Any shares bought today will have their number split to 1/6th of number of shares purchased, and the PPS increased by 6x.
Those shares will be part of 100 million Shares Outstanding.
So if you buy at .10 today, you're valuing this empty shell at $60 Million (more than 4x BVTK for those who followed O'Leary over).
Good luck with that!
Once the price gets increased six-fold expect it to tank in short order... the pumps don't work anymore... O'Leary and Cellucci's lies have been exposed too often.
It's not based on financials, that's for sure.
But also not a merger play.
Just an empty shell with no revenues, no employees (Darkpulse) taking over the listing of a company that was near bankruptcy.
Typical stinky-pinky reverse merger just to get a listing to pump.
But O'Leary brings a lot of baggage- don't expect the pumps to go well.
Update on the terms of the Triton EPA...
It seems I didn't give the Triton Funds' advisors enough credit for clever deal-making.
The deal, if it has not been exited as Crunchbase indicates, would actually be very good for Triton, but bad for DGTW shareholders.
After having poster TenKay deciphered a similar Triton "EPA" with BVTK, it appears Triton is doing an almost "no-lose" deal with DGTW, whereby they are assured of getting the shares at at least the 25% discount, probably more.
There doesn't seem to be much interest on this board, so I'll just refer anyone interested to posts re Triton and BVTK, that have almost the same terms.
If anyone has any questions, feel free to post them here!
Just substitute DGTW for BVTK in the post below:
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=140786838
Basically, DGTW would give Triton the shares (no money exchanged yet), Triton would sell them within five days, and then they would pay DGTW for them at a cost of 75% of the average 5-day VWAP over the days they were selling them.
Not quite as sweet a deal as BVTK, whose cost w/b calc'd at the LOWEST VWAP over the five days, but still a virtually no-risk deal for Triton.
If there's more interest, I can go over the EPA in more detail... but 'til then- GLTA!
Y'really gotta read the PR more closely, Euripides...
Sophistry: n:An argument that seems plausible, but is fallacious or misleading, especially one devised deliberately to be so.
Here's the PR section in question:
https://ih.advfn.com/p.php?pid=nmona&article=77421467
Hey... I just gave them (Triton) serious creds....
...for crafting a very creative toxic financing variation while also getting you shareholders to give their student org a gift out of YOUR Authorized Shares, diluting you before and after the "EPA".
Respect.
But not good for shareholders.
The PR is pure fluff BS.
Bravatek and Darkpulse assign exclusive rights by themselves to themselves to use AN option that is not exclusive to achieve some end with infrastructure and products that they don't have expecting financing from some magic fairy....
Acchh.. it just stinks... pure falderol.
Parse the words and you'll see... if I have time, maybe tomorrow.
The $10k figure is just for example purposes... multiply it tenfold if it helps you understand the principle.
Got it. And thanks for your eagle-eye, TenKay.
Shareholders here should be glad they have you here to untangle these things.
I read similar wording on the DGTW EPA and never caught how the timing allowed the cost of the shares to Triton to be set AFTER they had already sold them at what would almost HAVE TO BE A higher price.
KUDOS!
So for example, they would sell the Call Shares during the five day period and receive let's say $40K (so far they've paid NOTHING for them).
Even if they've sold them at the LOWEST Volume Weighted Average Price for one of those five days (worst possible case for Triton), they would only have to pay BVTK $30K, and they'd pocket the $10K difference.
In all likelihood, they wouldn't have sold at the LOWEST VWAP, but higher than that, and their cut would be larger (they'd have received more than $40K on the sales, but still paid BVTK just $30K).
I know you get this... this is for others who may not.
The example might be clearer with PPS, but I don't have the patience to go into it now.
I will have to update my DGTW post at some time though... maybe tomorrow.
Definite coup in Creative Toxic Financing for Triton though!
If the agreement ever actually goes through, of course.
Thanks, again!
"Actually, having read the documents in detail this is even worse".
Actually, isn't it even worse than that (for BVTK shareholders)?
I'm not sure where "three day" average VWAP is from...
Thoughts on Triton Funds' UCSD students' "investments".
I gather from the article that the students are at "arms-length" from these proposed Equity Purchase Agreements.
I note also that no money has actually changed hands (yet?) for the EPAs with APTY, DGTW, or BVTK.
That's a good thing.
But I hope they realize the risk they are still taking.
No seasoned, accredited investor would enter any of these deals on any of the terms outlined.
They would simply be bad deals. The note holders of each of the companies have all gotten better deals with far less risk.
This is the world of OTC Pinks, where many games are played, often just skirting the law.
These proposed agreements have all the earmarks of "pumps", i.e., deals that are purported to be in the works so as to boost or support the share price, but with no intention of ever consummating them.
The risk would be to their reputations, even if the students never lose money.
As we all know, the Internet never forgets.
But failure is the best mentor, and some hard schooling appears to be in store.
I hope they realize the risk they are taking going forward into their business careers.
No seasoned investor would make this BVTK deal on these terms (25% discount to VWAP over a period).
Same for the other companies- onerous terms, NOT good deals.
If this is where their "mentors" are leading them, well it's just sad.
Convertible note "lenders" have gotten far better terms with far less risk.
Time to learn about real Due Diligence.
Read the 10Qs and 10Ks, the 8Ks with announcements that never come to fruition or are all fluff, "Strategic Alliances" or "Marketing Alliances" that cost nothing and mean nothing but sound like progress is being made, tweets by CEOs with exaggerated claims that never materialize, FB pages with cult followings... all huff and bluster for failing enterprises.
Take note when a PCAOB auditor's comment letter says (about BVTK):
https://backend.otcmarkets.com/otcapi/company/sec-filings/12728940/content/html
"These and other factors raise substantial doubt about the Company's ability to continue as a going concern"
These or similar comments are in all Triton Funds' announced "investments" SEC filings.
Certainly not places to start their business and investment careers, and certainly not with hundreds of thousands of dollars.
Especially not on the announced "company-friendly" terms.
And ultimately, if they turn out to be the pumps I suspect, bad for their business careers going forward.
They are either piss-poor investment deals, or typical OTC "pumps".
Hoping for the best for the students, but this is not a good place to start.
Triton Funds LLC owns Triton Funds LP...
... according to Crunchbase, who says it was funded with $25MM on April 1, 2018.
April Fools' Day!
Stranger and stranger...
SEE:
https://www.crunchbase.com/organization/triton-funds-llc/timeline/timeline#section-recent-news-activity
(click "See All").
AND...
https://www.crunchbase.com/fund/triton-funds-llc-raised-triton-funds-lp--d7780b94
That said, TenKay is still right when he says Triton FUND (not FUNDs) is NOT affiliated with the Triton that inked an EPA with BVTK... I think...
SEE TenKay's explanation:
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=140678476
APTY has tweeted that one auditor has signed off, and waiting on the other one...
Almost there -- one Auditor signed off and waiting on the other one. Double the fun this year but full compliance is important part of our goals. #CEOtalk $APTY
— APT Systems Inc APTY (@APTYsys) May 11, 2018
Crunchbase only reported the Equity Purchase Agreement.
The S1 Registration Statement, required by the EPA, has not been filed by APTY. And the deadline has passed.
Far from a done deal. Closer to a dead deal, and Triton has received 5,000,000 shares from APTY just for "playing."
An absurd agreement with Triton Funds- now dead?
The deadline for the filing of the Registration Statement has passed:
Has Triton Funds backed out of the deal, since the Registration Statement has not been filed by the deadline?
I certainly hope so, for their sake...
And hasn't the deadline for the filing of the Registration already passed?
Why would Triton agree to do that when the current price is half the Equity Purchas Agreement price of .01?
Am I correct in my reading of the Equity Purchase Agreement, that Triton would agree to purchase 60,000,000 shares at .01?
The terms of the Equity Purchase Agreement seem to put a HUGE risk on Triton Funds.
Basically, DGTW can demand that Triton buy shares at %75 discount to 5-day VWAP (up to 4.9% of OS to avoid reporting reqs on sales) at any time, up to $1,000,000 through the commitment period!
In the penny-stock world, stocks can easily drop 25% or more in a day.
Even with DWAC, Triton seems to be leaving itself open to a catastrophic event that could tank the stock before it can exit at a profit.
Plus, Triton would have no choice over the timing of the investment- it would be at DGTW's discretion... sounds strange.
Is Triton Funds really going to see this deal through, or has it already exited as per Crunchbase?
SEE:
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=140704680
(Please excuse the incorrect ticker (DGTY) in above post- should be DGTW, of course.)
The S-1 registration hasn't yet been filed with the SEC.
Do you have any info on why Crunchbase would be reporting an exit by Triton Funds?
CrunchBase says Triton Funds has exited the deal...
https://www.crunchbase.com/organization/triton-funds-llc#section-investments
Is Triton Funds still going through with the DGTW deal?
Well.. KP's principal DID work for "Happy Ideas"!
(No relation to "Happy Endings"... I think...)
https://www.guampdn.com/story/news/2016/10/04/auditor-ex-gvb-insider-helped-pitch-1m-contract-but-wasnt-illegal/91516084/
Yup. BVTK all over again.... except-
KLMK (at $0.14) is now priced at over 6x the Market Cap of BVTK-
About $84MM for KLMK vs BVTK's ~14MM.
Look out belooooow!
Buyers Beware!
Yeah... that's just sad...
Cellucci still thinks these meaningless "free alliances" with tiny firms will boost the share price.
Smacks of true "D&D"- Desperation & Delusion.
cc: FEARANDGREED
Name any company Triton Funds actually invested in...
Really. I'd like to see one.
Not just "signed an agreement", but invested actual dollars in!
Other than "inking agreements" for what are arguably laughable equity deals that never actually happen, I haven't been able to find a dime they've invested anywhere.
They HAVE, however, received gifts back from one such deal that was never consummated- 5,000,000 million SHARES of APTY for just ANNOUNCING that they were going to do a deal(see link below).
BVTK's claim of a $500k equity deal with Triton should be viewed with an eye to Triton's history so far:
The Real Deal with Triton Funds
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=140704680
Buyer Beware.
It looks like Triton is just playing games...
... maybe a "class exercise", maybe something slightly more nefarious (helping pump OTC stocks for "rewards"?).
Without getting too much into the weeds, here's what Triton Funds has done to date:
Triton has inked FOUR "agreements" in the last FIVE WEEKS, according to Crunchbase:
(Where are undergrads getting this moolah? What with student loans and all!)
https://www.crunchbase.com/organization/triton-funds-llc#section-investments
The first, with "@YourGate" was seed-funding, and I'll leave it to others to see if they can find anything on that. (No SEC filings required)
The second was with APT Systems (APTY). As Tenkay previously pointed out, the deadline for the filing of the registration statement has passed, so this can be assumed dead unless APTY announces otherwise.
It was a silly deal on its face, because it called for Triton to flat-out buy 60MM shares at .01, when APTY was selling under or at that price at the time, (Of course it DID bounce a little on the announcement, so maybe someone made some change.)
But Triton DID receive a lovely parting gift just for playing- 5 Million shares of APTY! (And the crowd roars!)
SEE:
https://www.otcmarkets.com/stock/APTY/news/story?e&id=1065074
Volume Weighted Average Price is ~.13 right now...
buyers are being walked up by small purchases at higher prices.
Oldest MM trick in the book.
Buyers beware.
"Whoever is behind Triton...is leading these kids to some hard lessons..."
Or... the registration never happens and it's all part of the pump... buying time for an exit strategy for Cellucci?
"My question is, who is giving the keys to the car with that kind of scratch for these "millennials" to go and "invest" it in a penny stock EPA??? "
Agreed. Something stinks here... Triton Funds LLC also announced a $1,000,000 investment in "DigitalTown" (DGTW) on April 27 (or thereabouts, depending on the source):
https://statescoop.com/san-diego-college-students-invest-1-million-to-create-local-blockchain-economy
The DGTW filing, however, references Triton Funds, A Delaware limited partnership...
https://backend.otcmarkets.com/otcapi/company/sec-filings/12716589/content/html
Supposed Triton "deal" announcement is Cellucci's weaseliest yet...
Yes, I had to make up a word for it. Most weasel-y, or whatever.
I mean it's ridiculous on its face.
What investor is going to throw half a mill at a stinky-pinky just to get it at a 25% discount, when the intraday price swings can wipe that out in a heartbeat?
Ludicrous.
Plus, the track record of Triton doing supposed EPA's with the likes of APTY that you pointed out:
https://ih.advfn.com/p.php?pid=nmona&article=77166909
...only to fail to file the S1 to complete the deal, but "gifting" Triton 5MM shares for (IMHO) helping with the pump! (As you also pointed out, TenKay!).
https://www.otcmarkets.com/stock/APTY/news/story?e&id=1065074
And so the EMPTY PUMPS BEGIN (for Darkpulse)
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=140683131
See previous post... 1 for 6 reverse split, leaving you owning one sixth the number of shares of a new DarkPulse with a bloated Market Cap of 6 times whatever you bought it at multiplied by 100MM (the new number of Outstanding Shares).
Here...
How your KLMK Purchase Price translates to Market Cap...
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=140622601
Yup, and KLMK at .14 values it at 6X MORE than BVTK!
$84MM for KLMK v $14MM for BVTK.
Anyone interested in buying KLMK at .14 should realize that their shares will be reverse-split at 1 for 6, for a PPS of $0.84 (with 1/6 the number of shares).
With "new" KLMK's Outstanding Shares of 100MM shares, this would give Darkpulse a Market Cap of $84,000,000, or SIX TIMES the market Cap of BVTK.
Plenty of room to plummet there... expect it.
For KLMK shares (now, pre-split) to just have the same Market Cap as BVTK now, KLMK would need to be bought at ~$0.025
And even THAT is major bloat.
Gas-x, anyone?