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TheCaymans might want to put some
Mentos in a diet coke. AWYI is more like that maybe.
AN EXPLOSION. Had to laugh.
We'll do quite well in the next week IMO.
Woody.
Parwatti, more power to you.
I don't begrudge you an edge to flip if you can. Most of us don't quite know how to do it and would not sleep well at night. Looking at the charts of some of these Pinks I can see opportunity with the swings but it's not for the faint of heart. Add on dips is my calculation and peace of mind. But go for it. I don't mind hearing about someone elses success at something. Wish I could do it.
Woody.
Richie, let's hope that
is a lie, also, hehheh. Actually, until the 2Q is upon us I don't see much of anything happening.
What are the odds that there is some accumulation going on without wanting the share price to rise so taking what comes available each day, a million here and there. It's not a lot of money but a million a day adds up.
I really don't think there's much of anything going on in this arena (stock). We're sort of spinning our wheels, so to speak.
Woody, 'can't we all just get along?'
SP sitting right on the 10 day moving average.
Should bounce up from here.
A company that buys other established companies to have vertical integration? Wow. A whole world wide network of people working to produce? And a CEO of an established company thinking this is a good merger? These aren't stupid people, nor are they basic type investors with a few thousand dollars to invest. Sometimes you actually find people that want to build a company and do it right.
woody.
Ariel Way up from here.
Draw a line on the chart. It's good to have a pullback and now we can move up. This is very positive.
Woody.
And while we argue about beans
Yaacov is still CEO of the company and making deals and making sales. He doesn't have to tell us much of anything but he does communicate with some upon occasion.
Might be best to take a long vacation and come back rich.
woody.
Now that's my kind of humor. A rug cleaner that can
make a really good scotch and soda while you wait. I laughed out loud.
Folks, this is a lifetime opportunity. I think, roscoe was it, said it best - take a vacation and come back a rich person. I like that, except I have nowhere else to go but here.
Still laughing. I think I'll pour me another scotch and Winning Brands.
Woody.
YES, I too want to thank all those who freaked
and have sold down here at .023. Got to keep a little powder dry. Few opportunities left to get this pup down here.
Woody
GREAT TIME to BUY.
I can't believe this opportunity? Unbelieveable. Still have a little dry powder to burn under this thing.
Woody.
Good morning all. Great day ahead.
I've told family and friends about us. Hope they have a day to buy at these prices.
Woody.
I've spread the news about this company to
friends and family along with some DD sites so they can make their own decisions. If you don't hear you can't get in gear.
Woody.
And I have to thank somebody on this board for posting on another site I was sitting on. Thanks.
Richie,
It's really hard to speculate without hearing anything encouraging.
Woody.
Check stockhouse BB.
Price-burner listing
Just cruising around the Internet.
http://www.price-burner.com/productSearch,,Home+Health+Tests,6,userrating_descending,,1.html
I put Identa confirm in the search and found us. Or we are three clicks down on the page.
Woody.
ps. somebody has probably already shared this so forgive me if I'm repeating stuff.
Speaking of devoting ten years of one's life.
I am looking through the web sites for Identa products and at the bottom of the page I see that Yaacov at one time thought he might get his confirm drug tests in drugstores and super store outlets (WalMart?). Nice display case. Actually the whole web site is very well put together and lots of products and a tremendous amount of information. Whatever his problem financially or with stockholders or with his financial disclosure (or lack of) I'd forgotten what a whale of a lot of work has gone into production so far.
Woody.
Just trying to stay positive amidst a cloud of gloom.
Good to keep a little dry powder
for times like these so you can capture a few of those stray shares. Nice pickings down here IMHO.
woody
Shakin' the bush, boss,
to get all the easy pickin's for the rest of us willin' to pick them up. Huge spread between bid and ask. Crazy fun.
Woody.
sljbstrong, I really like that.
Could be that Yaacov is putting all those kit dollars into share buy back? Wow. What a thought. What a surprise that would be in the 2Q and what a huge stock rocket we'd be looking at.
woody.
I would have to then figure that you are sure
that this company is certainly a fraud and that all the stockholders here are morons. News and opinion have to come from somewhere, if not from the company then from individuals who have knowledge of the company. And certainly we cannot always trust the PRs coming from the company itself. SO, who to believe then? Who has the wisdom and insight? As the old wino once observed,"only time will tell." And it did, for him, at least. He's dead.
Waiting for the next drill results and time will tell.
Woody.
Thank you, Chase
You pulled a lot of information out of the big posters on this board and all of it's been good and right on. I wish all these posts could start Monday off with a bang. But by then these will be buried by all the 'good luck and Goooo AWYI' posts.
Woody.
Term of Syrie deal. Not bad looking for Ariel Way.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
----------------------------------------------------- --------------------------
ITEM 2.
ACQUISITION OR DISPOSITION OF ASSETS.
On February 20, 2008, Ariel Way, Inc., (the “Company”), completed the First Closing acquisition of Syrei Holding UK Limited, a UK corporation ("Syrei") pursuant to an Agreement and Plan of Merger (the “Merger Agreement”) with Syrei, Syrei AB, a Swedish corporation and a wholly owned subsidiary to Syrei, Syrei Acquisition Ltd., a UK corporation and a wholly owned subsidiary of the Company and Syrei Limited (the "Stockholder of Syrei"), pursuant to which, at the First Closing of the Merger, Syrei became a wholly owned UK subsidiary to the Company. The Merger Agreement was dated January 31, 2008 but was entered into by the Company on February 13, 2008.
At the First Closing on February 20, 2008, we paid Syrei Limited, the selling Stockholder of Syrei, an aggregate of 75,000,000 shares of Ariel Way restricted common stock. These restricted shares of common stock were provided by the Company’s CEO on behalf of the Company, until the Company can increase its authorized number of shares and can issue shares. In addition, the Company issued to the Stockholder of Syrei a promissory note in the principal amount of $2,000,000, for a payment to take place no later than 135 days after completed audit of the financial statements of Syrei and its Subsidiary, but no later than 150 days after the First Closing. The promissory note is secured by all shares of the common stock of the acquired Syrei and will be held in escrow, pursuant to the terms and conditions of an Acquisition Pledge and Escrow Agreement. The payment of the $2,000,000 is defined as the Second Closing. In addition, the Company shall also pay to the Stockholder of Syrei an additional principal amount of $2,000,000 one year after the signing of the Merger Agreement. This additional payment shall be reduced per a formula, if the revenue and EBITDA achieved during the year prior to the payment do not meet thresholds defined in a mutually agreed to Business Plan.
A copy of the press release announcing the completion of the acquisition is attached as an exhibit under Item 9.01 (d) of this report.
ITEM 9.01.
FINANCIAL STATEMENTS AND EXHIBITS.
(a)
Financial statements of businesses acquired.
The Company intends to file by amendment the required financial statements reflecting the acquisition of Syrei no later than 71 calendar days after the date of this report on Form 8-K.
(d)
Exhibits Furnished.
99.1
Agreement and Plan of Merger, dated as of January 31, 2008 but executed by the Company on February 13, 2008.
99.2
Press Release, dated February 21, 2008.
----------------------------------------------------- ---------------------------
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
ARIEL WAY, INC.
Date: February 21, 2008
By:
/s/ Arne Dunhem
Arne Dunhem
Well, Richie, at least we know
that all the paid pumpers are gone, hehheh.
Woody.
BEST POST I'VE READ IN MONTHS.
THANKS, CHASE2008.
MONEY TO BE MADE HERE BUT NOT AS MUCH AS WE MIGHT HAVE THOUGHT.
WOODY.
8K people on those three ships and we have 11 ships AND
the uniforms of crew need to be drycleaned much of the time (they're white - stains, etc.) along with passengers. This is a constant advertisement for a lot of dry cleaners that travel and take vacations, too.
Woody
Good one, Mike. All we have as shareholders
is the look forward and until that look is past us we should sit tight. I am emotional about this now and that is a bad place for an investor. I know, I can't help it. So, if I fluctuate with the full moons I understand the aggetation of others. Sorry for any outbursts.
And thank you, Richie.
Woody, hung.
I can't imagine why Yaacov would let his shareholders
hang out here like this? With all the press it is quite possible that the company has made some major break throughs and taking it private would be in the total interest of a very few, leaving the rest of us to flutter in the ill wind of loss (and I will lose a lot of money here). I have believed in this product and I have believed in Yaacov Shoham and his genius. Usually it's when things get this bad that some small light appears. I'm looking, waiting. What else can any of us do?
Woody.
Looks like we are going to touch the .001
and there's not a CEO in sight or a PR forthcoming to prepare us for this onslaught.
Woody.
ps. Yaacov, where are you? What's happened to you? I might drive over to the office tomorrow and see if it still exists.
I agree with you, Richie.
I think he's tired, old, and ready to spend some time with grandchildre, and surf and sun in Herzliya Petuah. Bless him. I think it would be better for all of us if the ball started rolling again with new blood at the helm. For his legacy I hope it for him, as well.
Woody.
And GOOD MORNING from Jerusalem, Israel
Our little international club wakes up while America goes to bed. Very excited about what the new day will bring for us. Very patient but see good things in store for AWYI
Woody.
Hi, Richie,
It's so quiet you could hear a pin drop at IDENTA. Not a word from Yaacov about the company or sales or anything partaining to it's health, wealth, or well-being. I'm tempted to go away and come back in three months and be surprised by joy or hell. Either one is more welcome than sitting, waiting. What could be going through his head? If he wanted to quiet us all down he's certainly done it to his own demise. Not like a CEO of a company to do that. Again, it doesn't make sense that a man would take a few coins over success of his life's work, leaving a lasting legacy. There are scams all over the pinks but Yaacov didn't start out to be one of them and I think he either is in a great depression or he has a grand plan to get us all out of this. I don't know anymore. Noodle not sticking to the fridge anymore.
Woody, without a rope, looking for a shoe string, bedsheet, anything.
My experience is that anyone who
has enough time to hang around a board like this and fiddle, uninvested, is a bit Britney Speared. Just IMVHO. He's polite, at least.
Woody.
Thanks, enjoying the ride AND
have to say that CEO is the point from which all profits flow. Ariel Way, Inc. has a very impressive CEO.
Woody
Looks like the same 22,000 shares
that showed up yesterday? Anybody know who's they are?
Woody.
Good morning from Jerusalem, Israel
Been in and staying long. Thought I'd toss my hat in the global reach of this stock.
Woody.
Hi, Jabukki, I'm going to keep a very close
eye on that one, too. Not over.
We've got a winner here. Momentum and enthusiasm is like adrenaline and we have a sprinter going like Jesse Owens in the 100 yard dash. News is primed to take advantage of profit hungry pinkies (me) looking for the next 'HOT' potato. Always good to get in the race when there's no sweat on the flank. In this case they are just leading the horses to the gate. IMVHO.
And then there is the 'grand' cayman who politely reminds us that we are all human and keeps the victory wreath above our heads with that repeated line, 'it's going to .001.'
In another life maybe he could be a prophet, but not here. And in this life they stone false prophets or at least ignore them. I, myself, sort of enjoy his support as we continually get 'most active' board. Thank you, 'grand' Cayman for participating so enthusiastically.
Woody.
So did I, Jabukki,
did the same thing exactly last Thursday.
I will post rarely, if ever, BUT
I would like to congratulate Grand Cayman for jacking us up to the most posted stock on IHUB. Keep up the good work Cayman. You're my man.
I DO have a large position here and am very bullish on the stock.
Woody.
Orangeman, it doesn't help. I just wondered
if we might see some shares pop out of the woodwork or if it might increase volume? I don't think this had a thing to do with the volume increase yesterday as our share price went up instead of down. I'm with Richie, this could be a turn around.
Woody, hopin'
This might change our direction today.
New SEC Regs go into effect on February 15th that may help penny stocks.
http://www.otcjournal.com/archive/listserv/20080106-1.html
"Want to hear about something very exciting for microcap investors? No one else seems to recognize the significance of what's happening in the regulatory world. I haven't read anything about the new reg changes in the main stream media. New regs are here, and they should be very favorable for microcap investors.
Let's set the stage. Companies go pubic for two reasons- 1. Access to capital, and 2. an exit strategy for founders and a way to enhance employee compensation.
Small companies need capital to expand, and there are a dearth of hedge funds in the business of financing small companies. Thanks to 10 years of loopholes in the regulations, capital has been too easy to get, and free trading shares too easy to issue.
For many years there has been a big and pervasive problem in the microcap world: Excess supplies of stock from financiers who engage in "no risk" financings depressing stock prices. How can a financing be no risk? Glad you asked: Here's how- by creating securities- i.e. convertible debt and preferred issues, that convert at a discount to the market, no matter how low the market goes.
Until the Reg S loophole closed about five years ago, companies were able to issue unlimited quantities of free trading shares to "foreign entities" who were exempt from registration. This allowed small companies to engage in highly toxic financings and led to many abuses in illegal short selling.
In the last five years "death spiral" financings have become popular. Companies would engage in the issuance of convertible securities with floorless conversion features. The companies would then go ahead and register hundreds of millions of unissued shares on behalf of their financiers. Once registered, many financiers were very aggressive on the sell side with little regard for market value, because it simply didn't matter to them. In this high risk business, repatriating the capital is all that matters. Hedge fund managers live and die by their monthly returns.
One year ago the SEC finally did something about the problem. Rule 415- a loosely defined new regulation started being enforced by the SEC. Under this new rule microcap companies were only allowed to register 30% of the number of shares owned by non affiliates and the public. Another words, if a company had 50 million shares I&O, and 25 million were owned by founders and insiders, the company could only register up to 7.5 million shares (30% of the remaining 25 million).
Rule 415 solved the problem of massive excess supplies, but in doing so created another problem- access to capital. Financiers, formally willing to finance micros on a relatively risk free basis, were now forced to take on very substantial risk. Hence, the supply of capital to small companies became more scarce.
Here's where the SEC stepped up and implemented some new rules that are favorable to micros. They changed a number of the requirements under Rule 144 as a kind of "give back" for what they took away with Rule 415.
Previously, newly issued and unregistered shares were eligible to be resold into the public markets after 1 year under Rule 144 with one major restriction- the number of shares that could be sold every 90 days under Rule 144 was limited to 1% of the I&O every 90 days for any one shareholder.
Under the newly implemented Rule 144 requirements, shareholders are eligible to sell under Rule 144 after six months instead of one whole year, and the 1% collar has been lifted. These new Regs go into effect on February 15th.
Here's the net result of all these reg changes in my view as it relates to open market investors:
* Financiers will have to be willing to take more risk in micros under the current regs.
* Fewer companies will be able to obtain financings
* The ones that do get financed will have a higher probability of success
* There will be lower failure rates amongst the good micros that are able to obtain capital
* Net Result: Fewer stocks to choose from, more winners, less losers. Eventually, more investors chasing fewer ideas, and better ideas.
In the 20 years I have been involved in the microcap world, this is the first major regulatory change implemented by the SEC that I feel is great for microcap investors.
This is all really good stuff for microcap stocks, and bodes very well for the future of this end of the market. This is not to say there won't still be losers in the microcap world- there will be, and you need to accept the inevitable if you are going to invest in this end of the market.
Barring a rough road in the overall markets, new reg changes from the SEC, for the first time in my experience, should yield better profits for microcap investors."
Today could be interesting.
New SEC Regs go into effect on February 15th that may help penny stocks.
http://www.otcjournal.com/archive/listserv/20080106-1.html
"Want to hear about something very exciting for microcap investors? No one else seems to recognize the significance of what's happening in the regulatory world. I haven't read anything about the new reg changes in the main stream media. New regs are here, and they should be very favorable for microcap investors.
Let's set the stage. Companies go pubic for two reasons- 1. Access to capital, and 2. an exit strategy for founders and a way to enhance employee compensation.
Small companies need capital to expand, and there are a dearth of hedge funds in the business of financing small companies. Thanks to 10 years of loopholes in the regulations, capital has been too easy to get, and free trading shares too easy to issue.
For many years there has been a big and pervasive problem in the microcap world: Excess supplies of stock from financiers who engage in "no risk" financings depressing stock prices. How can a financing be no risk? Glad you asked: Here's how- by creating securities- i.e. convertible debt and preferred issues, that convert at a discount to the market, no matter how low the market goes.
Until the Reg S loophole closed about five years ago, companies were able to issue unlimited quantities of free trading shares to "foreign entities" who were exempt from registration. This allowed small companies to engage in highly toxic financings and led to many abuses in illegal short selling.
In the last five years "death spiral" financings have become popular. Companies would engage in the issuance of convertible securities with floorless conversion features. The companies would then go ahead and register hundreds of millions of unissued shares on behalf of their financiers. Once registered, many financiers were very aggressive on the sell side with little regard for market value, because it simply didn't matter to them. In this high risk business, repatriating the capital is all that matters. Hedge fund managers live and die by their monthly returns.
One year ago the SEC finally did something about the problem. Rule 415- a loosely defined new regulation started being enforced by the SEC. Under this new rule microcap companies were only allowed to register 30% of the number of shares owned by non affiliates and the public. Another words, if a company had 50 million shares I&O, and 25 million were owned by founders and insiders, the company could only register up to 7.5 million shares (30% of the remaining 25 million).
Rule 415 solved the problem of massive excess supplies, but in doing so created another problem- access to capital. Financiers, formally willing to finance micros on a relatively risk free basis, were now forced to take on very substantial risk. Hence, the supply of capital to small companies became more scarce.
Here's where the SEC stepped up and implemented some new rules that are favorable to micros. They changed a number of the requirements under Rule 144 as a kind of "give back" for what they took away with Rule 415.
Previously, newly issued and unregistered shares were eligible to be resold into the public markets after 1 year under Rule 144 with one major restriction- the number of shares that could be sold every 90 days under Rule 144 was limited to 1% of the I&O every 90 days for any one shareholder.
Under the newly implemented Rule 144 requirements, shareholders are eligible to sell under Rule 144 after six months instead of one whole year, and the 1% collar has been lifted. These new Regs go into effect on February 15th.
Here's the net result of all these reg changes in my view as it relates to open market investors:
* Financiers will have to be willing to take more risk in micros under the current regs.
* Fewer companies will be able to obtain financings
* The ones that do get financed will have a higher probability of success
* There will be lower failure rates amongst the good micros that are able to obtain capital
* Net Result: Fewer stocks to choose from, more winners, less losers. Eventually, more investors chasing fewer ideas, and better ideas.
In the 20 years I have been involved in the microcap world, this is the first major regulatory change implemented by the SEC that I feel is great for microcap investors.
This is all really good stuff for microcap stocks, and bodes very well for the future of this end of the market. This is not to say there won't still be losers in the microcap world- there will be, and you need to accept the inevitable if you are going to invest in this end of the market.
Barring a rough road in the overall markets, new reg changes from the SEC, for the first time in my experience, should yield better profits for microcap investors."