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FBEC, what are you on about? "Xtensible Business Reporting Language, or XBRL—part of the family of interactive data reporting standards required by the SEC."
If the CEO says he FILED it that means they are all complete and OTC just needs to post them.
FBEC Sub penny "See FBEC trading to UNDER a PENNY in Near Future!"
Summary of Requirements for Companies to list on OTCQB
Current in their disclosure to a U.S. regulator or listed on a qualified international stock exchange - Deliquent
Meet a minimum bid price test of $0.01 and may not be in bankruptcy - Close to .01
Submit an application to OTCQB and pay an application and annual fee - Funds?
Verify that the Company Profile displayed on www.otcmarkets.com is current and complete - Still has MB as accts
Submit an OTCQB Annual Certification verifying officers, directors, controlling shareholders, and shares outstanding - Deliquent
You are probably right!
It's all in the filings or lack there of.
FBEC, I think now as a PINK now they aren't required to file at this time.
We may not see any daylight on what the company is up to for awhile if they follow requirements.
FBEC This may be one example.
"Item 1.01 Entry into a Material Definitive Agreement
On June 17, 2015 the Company entered into a Consulting Agreement and Engagement Letter with Midam Ventures, LLC for purposes of providing business advisory services for creating market awareness of the Company’s products within the guidelines and regulations of OTC Markets and the Securities and Exchange Commission. Midam Ventures LLC will be working with the Company’s Investor Relations consultant, John Mattio, President of Lamina International. The term of the agreement is for ten (10) months. In addition to and not in mitigation of, or substitution for, any additional fees enumerated in any services provided, the Company shall issue to Midam Venture LLC consideration of Ten Million (10,000,000) restricted common shares as consideration for the term of this Engagement. The restricted common shares will be issued in 10 equal monthly installments commencing on the date of this agreement and each thirty (30) days thereafter. There is a 6 month maturity restriction at the time the shares are issued, and the current market value of the 10,000,000 restricted common shares is approximately $600,000. Please refer to Exhibit 10.1.
"
Enriching himself and his associates on the backs of shareholders.
It's not even a good deal imo LOL.
I'm leaning that way as well.
Enough trading done at these levels to warrant a move up on good news.
VGID. Good play.
Same here. Hopefully it gains some traction soon.
FBEC, what a shame.
It had promise and potential and could have been run professionally instead of the way in which management proceeded in the past 3-4 months which led us to this.
I wager the current CEO will not be involved directly with the company after the end of this contract that gives 1 million shares a month:
"On June 17, 2015 the Company entered into a Consulting Agreement and Engagement Letter with Midam Ventures, LLC for purposes of providing business advisory services for creating market awareness of the Company’s products within the guidelines and regulations of OTC Markets and the Securities and Exchange Commission. Midam Ventures LLC will be working with the Company’s Investor Relations consultant, John Mattio, President of Lamina International. The term of the agreement is for ten (10) months. In addition to and not in mitigation of, or substitution for, any additional fees enumerated in any services provided, the Company shall issue to Midam Venture LLC consideration of Ten Million (10,000,000) restricted common shares as consideration for the term of this Engagement. The restricted common shares will be issued in 10 equal monthly installments commencing on the date of this agreement and each thirty (30) days thereafter. There is a 6 month maturity restriction at the time the shares are issued, and the current market value of the 10,000,000 restricted common shares is approximately $600,000. Please refer to Exhibit 10.1."
FBEC in your opinion I wager.
I lean more towards note holders from previous deals as well as possibly some retail, can't rule it out but can't be known for sure.
Delinquent 10-Q SEC required filing might shed some light on it whenever it arrives.
FBEC Post CC PPS couldn't even make it back to yesterdays noon time level.
No update on sales or solid distribution.
Another day of lower highs and lower lows.
FBEC AGREED.
You wrote it out a lot better than I probably could have LoL.
That just touches on the vote aspect. The 66.67% that keeps showing up that's been hiring and firing all the management.
The mess of 8ks about securities issuance is an even bigger rats nest to track who can sell what and when.
Not surprising the old accountants would walk away from it.
FBEC.
If the intent is to sell shares it doesn't matter about the PPS as much as just having volume to sell into.
How to get volume? PRs and CCs, which we have in abundance with this ticker.
More shares can always be printed and sold, through more IR deals, or JVs, or Endorsement deals, all events to generate immediate trading volume and future paper to sell into the market.
But why drive the price down? If the shares can always be printed does the PPS matter as long as there is volume? To a certain extent, until all the buyers are used up at one PPS, then it is dropped to the next level that entices buyers hoping for a bounce. Rinse and repeat a few times and you can fall from .12 to .03, to .014, to "?".
SOP for some OTCs.
FBEC What shares? Maybe some of these?
"On June 17, 2015, the Company issued a 10% interest bearing Convertible Promissory Note in the principal amount of $87,500 to Beaufort Capital Partners LLC, a New York Limited Liability company("BCP"). The note included an Original Issuer Discount (OID) of $12,500 reserved for processing fees, and the company received $75,000. Pursuant to the terms of the convertible promissory note, the 6 month maturity date is December 17, 2015 and the holders have the right to convert any portion of the principal amount thereof at a 37.5% discount to the lowest intraday trading price within fifteen (15) days prior to a Conversion Notice submitted to the Issuer’s Transfer Agent."
Or these?
"On June 17, 2015 the Company entered into a Consulting Agreement and Engagement Letter with Midam Ventures, LLC for purposes of providing business advisory services for creating market awareness of the Company’s products within the guidelines and regulations of OTC Markets and the Securities and Exchange Commission. Midam Ventures LLC will be working with the Company’s Investor Relations consultant, John Mattio, President of Lamina International. The term of the agreement is for ten (10) months. In addition to and not in mitigation of, or substitution for, any additional fees enumerated in any services provided, the Company shall issue to Midam Venture LLC consideration of Ten Million (10,000,000) restricted common shares as consideration for the term of this Engagement. The restricted common shares will be issued in 10 equal monthly installments commencing on the date of this agreement and each thirty (30) days thereafter. There is a 6 month maturity restriction at the time the shares are issued, and the current market value of the 10,000,000 restricted common shares is approximately $600,000. Please refer to Exhibit 10.1"
FBEC. It looks like starting Today Dec 17 2015, the CEOs PR company that was paid $60,000 and 10,000,000 shares can sell 1,000,000 shares a month.
"On June 17, 2015 the Company entered into a Consulting Agreement and Engagement Letter with Midam Ventures, LLC for purposes of providing business advisory services for creating market awareness of the Company’s products within the guidelines and regulations of OTC Markets and the Securities and Exchange Commission. Midam Ventures LLC will be working with the Company’s Investor Relations consultant, John Mattio, President of Lamina International. The term of the agreement is for ten (10) months. In addition to and not in mitigation of, or substitution for, any additional fees enumerated in any services provided, the Company shall issue to Midam Venture LLC consideration of Ten Million (10,000,000) restricted common shares as consideration for the term of this Engagement. The restricted common shares will be issued in 10 equal monthly installments commencing on the date of this agreement and each thirty (30) days thereafter. There is a 6 month maturity restriction at the time the shares are issued, and the current market value of the 10,000,000 restricted common shares is approximately $600,000. Please refer to Exhibit 10.1."
What benefit has Midam brought to the company in the past 6 months out the the 10 month term?
The old CEO didn't think they did much:
"... The $60,000 paid was for additional marketing services for the month of August that were never delivered."
"Finally, FBEC was concerned that Mr. Heimann and Jason Spatafora work together on the Wolf of WeedStreet website other marijuana stock websites, as well as on various investment hubs and chat rooms in promoting WolfShot. FBEC has become concerned with the relationships between Mr. Spatafora, Mr. Heimann, and Mr. Henrie as it relates to FBEC’s legal representation, IR/PR, intellectual property and the licensed private label WolfShot owned by Mr. Heimann and Mr. Spatafora."
"The company has not received the services from Midam Ventures pursuant the paid $60,000 invoice, and could not confirm Mr. Heimann’s employment and educational background. FBEC was concerned that there is a conflict of interest related to Mr. Heimann’s appointment as the COO at the same time of his ownership in Midam Ventures, LLC which is currently the Company’s IR/PR Firm. Refer to Exhibit 10.3, 10.5 and Exhibit 10.6."
Anyone trading it the past month is underwater PPS wise today if they still hold.
Some could be down over 50%
They would be averaging down to try and stop their bleeding at this point.
FBEC Have to get past this mess sub 03 first.
Looks like a lot of shares available down at these levels after the CC.
FBEC Good Question.
I imagine the CEO is on a short leash from the majority controlling vote to produce some sales and solid distribution, proper accounting etc to make it a functioning business that sells a product other than securities.
The last CEO didn't last very long either according to the filings, but he did get a huge stock package.
FBEC PPS Hurting before a CC that supposed to clear everything up!
It will be interesting to see what the CEO of FBEC considers a celebrity...
"FBEC has contracted celebrity muralist Jasmine Dearden"
I'm not holding my breath for anyone of substance for this next "Celebrity"
No sales? No updates on distribution that was supposed to be happening?
FBEC, I appreciate your effort but you must note the sentence here:
"...Jason Spatafora were nominated to the Board of Directors to fill the vacancies. This action was taken at the consent of 66.67% of the shareholders votes capable of voting on the removal of the members of the board of directors and was then approved by the newly appointed Board of Directors. "
This is basic public company knowledge.
CEO is working for the shareholder that has the vote.
The Shareholder is in charge of the company, the CEO is working for the shareholder.
There is no dispute here.
The shareholder controls the company and controls who sits as CEO and who sits on the BoD.
FBEC CEO answers to the shareholders.
A Shareholder is in charge of the company.
"Adam Heimann and Jason Spatafora were nominated to the Board of Directors to fill the vacancies.
This action was taken at the consent of 66.67% of the shareholders votes capable of voting on the removal of the members of the board of directors and was then approved by the newly appointed Board of Directors"
That means he was hired by the individual or entity that is in control.
Jason is not in charge.
Fact.
FBEC so you're saying the current CEO made the below stated deal with FBEC without knowing the state of the company or what was going on? So you're saying he was naive and uneducated on what good business practices were?
"
On June 17, 2015 the Company entered into a Consulting Agreement and Engagement Letter with Midam Ventures, LLC for purposes of providing business advisory services for creating market awareness of the Company’s products within the guidelines and regulations of OTC Markets and the Securities and Exchange Commission. Midam Ventures LLC will be working with the Company’s Investor Relations consultant, John Mattio, President of Lamina International. The term of the agreement is for ten (10) months. In addition to and not in mitigation of, or substitution for, any additional fees enumerated in any services provided, the Company shall issue to Midam Venture LLC consideration of Ten Million (10,000,000) restricted common shares as consideration for the term of this Engagement. The restricted common shares will be issued in 10 equal monthly installments commencing on the date of this agreement and each thirty (30) days thereafter. There is a 6 month maturity restriction at the time the shares are issued, and the current market value of the 10,000,000 restricted common shares is approximately $600,000. Please refer to Exhibit 10.1."
You're also that when the current CEO took THIS assignment he was also naive an unaware of the practices of the company?
"In connection with the Board Meeting on July 30, 2015 of FBEC Worldwide Inc., a Wyoming Corporation, the Company decided that in the best interest of growing its new product line, Wolf Shot Energy Drink, that Jason Spatafora was appointed as the Chief Marketing Officer (“CMO”) and as a member of the Board of Directors of FBEC Worldwide Inc. for a term of one year, under an Employment Agreement. Mr. Spatafora will receive an annual salary of One Hundred Eighty Thousand Dollars ($180,000) to be paid in monthly increments of $15,000. Mr. Spatafora will receive a signing bonus of Ten Million (10,000,000) shares of restricted common stock of FBEC. Refer to Exhibit 10.1."
At what point in your opinion was the current CEO "Aware" of what the company was or was not doing?
FBEC current CEO has been involved with the company since July in some manner on paper, who knows how long before that.
Point being, he would have been well aware as to the state of the company back then.
His statement in the release
" Shareholders must be aware of the fact that FBEC’s current management took over FBEC with two weeks left in the quarter which was spent putting WolfShot(R) and FBEC back in order"
Is a little bit of a stretch.
FBEC. SAND CAN SELL as a non affiliate.
The SEC revised Rule 144 effective February 15, 2008. The revisions have significantly reduced the limitations on resale of restricted securities of reporting companies.
Rule 144 now allows non-affiliates of a reporting company to resell restricted securities after a six-month holding period and without any volume limitations or manner-of-sale limitations.
FBEC to pinks soon it looks like and I'm sorry to all who held on thinking this CEO was capable of anything other than putting shareholders into the position they are with the current PPS, SEC standing and now with financials that won't be reported until who knows when.
Inept CEO without the ability to determine proper business practice. His focus on PRs, Mural paintings, Mysterious celebrity endorsements that do nothing for the companies bottom line, instead of on maintaining proper SEC reporting.
As the companies only listed employee he should have focused on the obligations to the SEC.
The recent letter to shareholders is another example of leading shareholders down one path only to change gears after extended periods of no updates.
Reporting issuers have rules to follow.
Strongly Disagree based on the fact there is little to no short interest in this security.
If you please, provide the link or information you have to support your theory.
No short squeeze, current PPS is a reflection of market capitulation based on lack of guidance from FBEC. Happens all the time in the OTC. Rinse and repeat.
It was set up to delineate reporting issuers from non reporting.
The rule is very clear in it's wording.
Reporting issuers 6 months.
Non reporting 1 year.
I'm not sure what data you are using to base your view that it is 1 year, but the reporting issuer fact is all that is needed by the SEC.
Whether the issuer remains a reporting issuer from here are on out is up for debate, I agree.
Trade carefully.
FBEC that only applies if the issuer is non reporting.
FBEC is a reporting issuer therefore falls under the 2nd portion of that rule
If the issuer of the securities is subject to the Exchange Act reporting requirements and you have held the securities for at least six months but less than one year, you may sell the securities as long as you satisfy the current public information condition.
http://www.sec.gov/investor/pubs/rule144.htm
I believe this portion supersedes the portion of the rule you believe Mr Sands securities fall under.
This is the portion of the rule that applies.
If the issuer of the securities is subject to the Exchange Act reporting requirements and you have held the securities for at least six months but less than one year, you may sell the securities as long as you satisfy the current public information condition.
At the time of issuance it was a reporting issuer.
Correct info regarding affiliates. Kudos.
He is no longer and affiliate as it is past the 90 day requirement.
As well his shares are under the 5% rule so there doesn't require to be any disclosures when sold.
You know I'm fairly certain Mr Sands shares are now able to be traded too.
It's past the 90 days required from the end of his employment with FBEC on or about Sept 11-12 dependent on the veracity of the 8-ks it was disclosed in.
Another 150mil to add to the pile. 3% of the A/S.
I disagree. FBEC events for DEC 11 have been released in previous 8-k SEC disclosures.
FBEC OTC page. SEC reporting: Deliquent
Not a great way to start the day.
8-k
"Effective September 12, 2015, Robert Sand resigned as Chief Executive Officer and from the Board of Directors as Chairman of the Board.
The Company has agreed to cease any and all investigation of Mr. Sand, as alluded to in the Form 8-K filed on September 11, 2015, and has agreed to accept his resignation. The Company has agreed that the shares of common stock of the Company that Mr. Sand received pursuant to his employment agreement vested immediately upon him signing his resignation."
Dec 11 2015 is approx 90 days this date which would be the minimum required for a previous director, associate or affiliate needs to wait before being able to sell securities, he's held the certs for more than the 6 month wait period as far as I can tell as well.
"Additionally, on May 5, 2015 the Company issued 150,000,000 shares of common stock to Robert S. Sand according to the terms of Amendment No. 1 to the Employment Agreement."
I dunno, I think Sand has his 150Mil shares to sell, so he has to be dealt with.
150 Mil shares is 3% of the AS so doesn't have to disclose much when selling.
However I don't think he has the vote on the company that controls the board. I'm basing that off the excerpts below from past SEC disclosures.
8-k
"Adam Heimann and Jason Spatafora were nominated to the Board of Directors to fill the vacancies. This action was taken at the consent of 66.67% of the shareholders votes capable of voting on the removal of the members of the board of directors and was then approved by the newly appointed Board of Directors."
Def14/C
"As long as 1 share of Series A Preferred Stock is outstanding the class votes as 66.67% of the outstanding votes available to vote. No common shares were required to vote for the transaction. The Preferred Stock is not required to be converted in order to vote.
The Series A Preferred Shares are owned by Vinyl Groove Productions, Inc. where William Coogan is the beneficial owner."
FBEC is beyond their required date for posting their financials.
That makes them delinquent in their filings as of that day.
It is now beyond the delinquent day. Therefor, FBEC is now beyond delinquent.
Here to help.
Item 3.02 Unregistered Sales of Equity Securities.
On June 11, 2015, the Company issued a 10% interest bearing Convertible Promissory Note in the principal amount of $92,500 to Beaufort Capital Partners LLC, a New York Limited Liability company("BCP"). The note included an Original Issuer Discount (OID) of $17,500 reserved for processing fees, and the company received $75,000. Pursuant to the terms of the convertible promissory note,
the 6 month maturity date is December 11, 2015 and the holders have the right to convert any portion of the principal amount thereof at a 37.5% discount to the lowest intraday trading price within fifteen (15) days prior to a Conversion Notice submitted to the Issuer’s Transfer Agent.
This is the only thing I am aware of that the company has disclosed will happen on Dec 11 2015.
Hopefully the CEO realizes that when when you have a ticker on the QB you can't treat it like a pink or you'll end up back on the pinks.
Real news, real fins, real sales = QB status
PRs, Missed deadlines, Late filings, No real sales = Pinks
3% hemp juice in a 1.97 Fl oz bottle is whopping amount of hemp juice. That's like .05 of a fl oz. in EVERY bottle!