says, "Companies that trade on the OTCBB will require Cash/Cheque. "
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It was to be based on the closing bid price
on the Closing day.
Purchase. (a) Upon the terms and subject to the conditions herein contained, at the “Closing” (as defined in Section 4.1 below), each of the Sellers shall sell, devise and transfer to the Purchaser, and the Purchaser shall purchase and accept the transfer of all of the Shares. The total purchase price for the Shares shall be a total of SEVEN HUNDRED FIFTY THOUSAND DOLLARS AND NO CENTS ($750,000.00) in cash (“Cash Amount”) and that number of shares of a newly created series of Purchaser preferred stock, designated as “Series B Preferred Stock, $0.10 par value per share”, (“Purchaser Shares”) that equals the ONE MILLION TWO HUNDRED FIFTY THOUSAND DOLLARS AND NO CENTS ($1,250,000) (“Purchaser Shares”) DIVIDED by the closing BID PRICE quoted for the Purchaser’s Common Stock, $0.0001 par value per share, (“Purchaser’s Common Shares”) on www.otcbb.com on the “Closing Date” (as defined in Section 4.1 below).
Yeah, the number in the Form 3
is the .0875 figure divided into $1.25 million.
What I can't find, is a closing bid either on Sept. 6th or Sept. 15th, or in between, that approaches .0875.
Did he get rooked a little? Anyone know for certain when they closed that deal for Capstone? And was the closing bid price .0875?
Regards
I'm hoping the 10K
will clear up some recent discussions about the O/S and float, and who the insiders are, and how much they hold.
Regards
Had he held off closing for a month
he would have about twice the number of tickets to WeeeeeeeeeVille.
Regards
My birthday was in January
But thanks anyway. Speaking of assets, when China Direct acquired Capstone, many promises/covenants/representations were made, by both sides.
One of those was to give Mr. Wallach registration rights for the shares underlying his Class B preferred shares:
Registration Rights: Purchaser shall cause a registration statement to be filed under the Securities Act of 1933, as amended, within sixty (60) days after the date first written above and said registration statement shall register, at a minimum, that number of Purchaser Common Shares necessary to cover the conversion of the Purchaser’s Shares issued to the Sellers hereunder as well as the Purchaser’s Shares of any other selling shareholders of the Purchaser with registration rights.
60 days have come and gone and more. I don't see any registrations, or any amended agreements. Did I miss a filing?
I note that Mr. Wallach's shares are currently worth about a third of the value he got when the deal was consummated last September.
Does it have a pitched roof?
I know where they can get some replacement tiles. And some nice Chinese generators for power until the utilities are restored. And if the gas/propane runs out, I know that Mr. Ullman can complete the 10K utilizing the light from his Trusty Timely Reader.
I wonder if the countdown timer is set to 5:30PM tomorrow?
Regards
Heck a National retailer just signed up for private label.
I've read, and re-read all the PRs about the private label initiative. I can't parse the words the same way you do.
If indeed they had a signed contract from a national retailer that would bring material new business, that would require an 8K, no?
Regards
What changed your mind?
About adding at .03 to selling out?
Tax loss? December timing is right for that.
Regards
Steve, I really, really wish
you hadn't just posted that.
Glad I sold in Late Nov
By: steve_n_vegas
03 Dec 2006, 12:31 PM EST
Msg. 3227 of 3549
(This msg. is a reply to 3226 by capt_nemo6.)
Jump to msg. #
Nope still have CHDT. Will add if it goes to .03. APPI is a day or swing trade as I posted. Of course NEMO POS forgot to mention I alerted APPI at .0068 but hey don't let facts get in the way Nemo, you never do. Nemo still broke. Carry on.
http://ragingbull.quote.com/mboard/boards.cgi?board=CHDT&read=3227
Comment?
Never mind.
Found it!
Regards
Which PR was that?
Got Link? Thanks.
Regards
Mr. Wallach's patents
http://patft.uspto.gov/netacgi/nph-Parser?Sect1=PTO2&Sect2=HITOFF&p=1&u=%2Fnetahtml%2FPT...
Some things of interest. Mr. Wallach has only assigned one of his patents to Capstone (The Combination Flashlight and Nightlight patent).
The patent of interest is the Reading light with shutoff timer patent:
http://patft.uspto.gov/netacgi/nph-Parser?Sect1=PTO2&Sect2=HITOFF&p=1&u=%2Fnetahtml%2FPT...
I find no patents assigned to China Direct Trading. The patent site is a little convoluted to search however. More diligent searching might turn up something.
Regards
You're not so dizzy, Don!
You are right! At least this web site says so:
http://www.tntfilings.com/edgar/edgar_deadlines.asp
Tuesday April 17th
Extended deadline for filing a Form 10-K or 10KSB after filing a NT 10-K (Due 15 calendar days after original filing due date)
Have a frosty one on me!
Regards
I've got my beer, and I'm not drinking
yet.
You?
I'm also up in the air about the E. Of course, odds increase as close of trading Monday approaches.
I do think one or more of you is hedging their bets by selling a portion, in the hopes of lowering their basis should the E get applied next week.
Could be a smart play, could blow up on them.
And, no, I'm not buying here.
Regards
Did the Vegas odds change
when I wasn't looking? E or No E?
Regards
You guys have an exquisite game
of Liar's Poker going on here (if you've ever played the game, I'm sure you understand the analogy).
That said, don't pee down my leg and tell me it's raining.
Regards
Gaming the CMF
0.03 499 OBB 15:59:54
0.0285 125000 OBB 15:51:16
0.028 85000 OBB 15:50:12
0.028 50000 OBB 15:49:53
0.0285 50000 OBB 15:49:47
0.0285 90000 OBB 15:31:03
0.0285 90000 OBB 15:31:02
0.0285 50000 OBB 15:31:00
0.0285 5000 OBB 15:30:53
0.0285 5000 OBB 15:30:53
0.029 5000 OBB 15:27:33
0.029 10000 OBB 15:26:53
0.029 50000 OBB 15:26:50
0.029 100500 OBB 15:26:49
0.029 5000 OBB 15:26:08
0.029 5000 OBB 15:25:39
0.029 25000 OBB 15:19:51
0.029 2500 OBB 15:02:13
Transaction Codes
Use the codes listed below to indicate in Table I, Column 3 and Table II, Column 4 the character of the transaction reported. Use the code that most appropriately describes the transaction. If the transaction is not specifically listed, use transaction Code "J" and describe the nature of the transaction in the space for explanation of responses. If a transaction is voluntarily reported earlier than required, place "V" in the appropriate column to so indicate; otherwise, the column should be left blank. If a transaction involves an equity swap or instrument with similar characteristics, use transaction code "K" in addition to the code(s) that most appropriately describes the transaction, e.g., "S/K" or "P/K."
General Transaction Codes
P — Open market or private purchase of non-derivative or derivative security
S — Open market or private sale of non-derivative or derivative security
V — Transaction voluntarily reported earlier than required
Rule 16b-3 Transaction Codes
A — Grant, award or other acquisition pursuant to Rule 16b-3(d)
D — Disposition to the issuer of issuer equity securities pursuant to Rule 16b-3(e)
F — Payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3
I — Discretionary transaction in accordance with Rule 16b-3(f) resulting in acquisition or disposition of issuer securities
M — Exercise or conversion of derivative security exempted pursuant to Rule 16b-3
Derivative Securities Codes (Except for transactions exempted pursuant to Rule 16b-3)
C — Conversion of derivative security
E — Expiration of short derivative position
H — Expiration (or cancellation) of long derivative position with value received
O — Exercise of out-of-the-money derivative security
X — Exercise of in-the-money or at-the-money derivative security
Other Section 16(b) Exempt Transaction and Small Acquisition Codes (except for Rule 16b-3 codes above)
G — Bona fide gift
L — Small acquisition under Rule 16a-6
W — Acquisition or disposition by will or the laws of descent and distribution
Z — Deposit into or withdrawal from voting trust
Other Transaction Codes
J — Other acquisition or disposition (describe transaction)
K — Transaction in equity swap or instrument with similar characteristics
U — Disposition pursuant to a tender of shares in a change of control transaction
Could be more
10Ks are harder to produce than 10Qs. Monday 5:30PM EDT is the deadline, right? The CPS results still need to be tabulated, consolidated and audited. Haven't they been the hold-up in previous quarters?
1Q due in mid-May won't have the CPS burden. Should be pretty much all Capstone.
Regards
Just talking revenue, Steve
Capstone had $1.1M revenue for 9 months ended Sept. 30, 2006, and $2.1M revenue for 2005.
Regards
They spent 38K in 2004
29K in 2005, and 11K through 9 months of 2006 on Product Development.
Their revenue results have been uneven over the years. 2006 will show a decline over 2005 unless 4th quarter comes in above a million.
They certainly have the heavy hitter retailers as outlets, though.
Regards
Capstone was profitable through 9 months
With a smokin' 48% GM. That's very respectable.
Even Capstone?
Capstone needs to pull in about a million in the fourth quarter to equal their 2005 revenue results ($2.1M).
I can easily believe the fourth quarter is Capstone's best quarter, given Christmas sales, but will it be that good?
Everyone Entitled to their Expectations.
wEEEEEEEEEEEEEEEEEEE!
Now boarding on Track 10K
Scheduled for departure as soon as they file their passenger manifest. Make sure you don't get on the 'E' train; that one is the Express to Nowhereville.
Weeeeeeeeee!
DEFINITION
Chaikin's money flow is based on Chaikin's accumulation/distribution. Accumulation/distribution, in turn, is based on the premise that if the stock closes above its midpoint [(high+low)/2] for the day, then there was accumulation that day, and if it closes below its midpoint, then there was distribution that day. Chaikin's money flow is calculated by summing the values of accumulation/distribution for 21 periods and then dividing by the 21-period sum of the volume.
CMF and Acc/Dist can be gamed just like hammer candles can for a thinly traded stock. Investor beware.
Regards
If I've missed a TOS requiring ownership
in order to post, please provide a link.
Regards
I am not short
I hold no interest in CHDT.
Yet, I am here. I realize most of you are day traders, and you don't want anything negative to screw up a good news hype pump.
I wait for the 10K to dig through. Mostly I want to see Capstone's 4th quarter results. The tile sales are another point of interest.
Capstone had revenues of $2 to $3 million in the late 90s, early 2000s, if we believe the news item posted recently.
They targeted $8 to $10 million in 2003 and 2004, again from that news item. They had $1.2 million in 2004, $2.1 million in 2005, and $1.1 million through 9 months of 2006, from SEC filings.
Fourth quarter 2006 will be telling. I can easily believe the Christmas season quarter provides their best results.
Let's see.
Regards
The hammer was created by tape-painting trades
T/A is of dubious value to begin with on thinly traded stocks.
Add to it the fact that the closes are manipulated by hopeful daytraders, and you get utter nonsense.
0.03 1000 OBB 15:59:57
0.03 9800 OBB 15:55:27
0.029 3683 OBB 15:55:19
0.03 9800 OBB 15:55:18
0.03 9800 OBB 15:55:15
0.0295 9800 OBB 15:55:15
0.0275 4000 OBB 14:35:03
0.0275 5000 OBB 14:34:54
0.0285 35000 OBB 14:34:09
0.0285 20000 OBB 14:32:21
0.0285 45000 OBB 14:31:57
0.027 134650 OBB 14:30:00
0.028 25350 OBB 14:29:09
0.028 10000 OBB 14:01:23
0.028 39000 OBB 14:00:40
REVENUE RECOGNITION
Sales of merchandise are recorded when goods are shipped, and profit is recognized at that time. Allowances for sales returns, rebates and discounts are recorded as a component on net sales in the period the allowances are
recognized.
Yeah, it's from one of those pesky SEC filings. It may seem like a minor detail to you, but an accountant would disagree.
P/Os, whether they have them in hand or not, are not booked revenue.
Regards
Booked Revenue?
I don't see any numbers in those PRs, Steve.
In any event, the company doesn't recognize revenue until it ships the product to the retailer.
I don't think they've shipped those new book lights to B&N for a mid-June promotion, do you?
And the new comfort products, won't they have to first introduce the new products before they can actually ship them?
Future revenue opportunity, yes. Booked revenue, no.
Regards
Steve, I know you have a million reasons
to believe that is so, but could you provide some kind of analysis to back up your assertion?
I kinda think it trades sideways until the 10K gets filed (btw, what's the Vegas line on that getting filed by next Monday?)
Regards
Mr. Wallach is calling the shots?
How can that be? His holdings pale in comparison to Ullman's.
Tail wagging the dog?
I note that the agreement signed last September called for a registration statement to be filed with the SEC within 60 days to cover Mr. Wallach's shares (15.625M when converted).
I can't seem to find one. Also, what happened to the stock last Sept/Oct? I went through all the PRs, I didn't see anything adverse, yet the stock declined from 8 cents (the price used to calculate Mr. Wallach's shares) to 4 cents in about a month.
Was it just the lack of hurricanes?
Regards
Capstone DD
I checked some filings, and Capstone gets high financial marks, from the 2005 results they included in a recent 8K.
33% gross margin, profitable in 2005, clean balance sheet with net assets.
Also checked out some Barnes and Noble customer reviews. Mediocre reviews from those who bothered to rate the products, some love the lights, some hate them:
http://search.barnesandnoble.com/booksearch/isbninquiry.asp?ean=9780641615832&crvAll=1&crvSt...
http://search.barnesandnoble.com/booksearch/isbnInquiry.asp?z=y&EAN=9780641615849&itm=2
http://search.barnesandnoble.com/booksearch/isbnInquiry.asp?z=y&EAN=9780641615887&itm=1
Main complaints are poor battery life, overheating AC adapters and mediocre quality construction.
On the other hand, these things do sell, over $2M in revenue in 2005. It will be interesting to see how 2006 went.
Regards
You should re-read
There is no anger, I am merely poking fun. :)
Fisher is still listed as an insider by Yahoo, but we all know what a source of faulty information that is.
Regards
Dial 911 for Hi Close
You can do it!
Regards
Press release, 8K? Link Steve?
The numbers don't add up. The float should be north of 200M.
You can't both count Fisher's shares as not being in the float, and him not being a 10% insider.
Regards
I'll share. From the last 10K
As of March 29, 2006, there were 547,122,027.990 shares of the Registrant's common stock, par value $0.0001, issued and outstanding. The aggregate market value of the Registrant's voting stock held by non-affiliates of the Registrant: On March 29, 2006, the closing bid and asked prices for the shares of common stock of registrant, were $0.29 and $0.03 per share, respectively. On that date affiliates held approximately 312,068,870 shares of this stock; thus, the aggregate market value of the voting stock held by non-affiliates was approximately $6,816,541.
Since Mr. Ullman holds/held around 280~290M shares, it is clear that Mr. Fisher can't hold many shares, or be a 10% holder anymore, as of that date.
It's also clear that the float was about 230M shares as of the last filed 10K. I take non-affiliates to mean non-insiders, (officers, directors and 10% holders).
Regards
So, in your personal opinion
the float could be up to 90M more shares (210M)?
Should someone edit the board info? They still show Fisher's 44M holdings (and not his spouse's 44M).
Regards
The last Form 4 we have for him
Has him as a 10% owner.
The shares the spouse holds count as beneficially owned, under the rules. About 90M for the pair. Easily 10%.
Got a link to where he dropped out of 10% status? A link to the 6M sale?
Did he get divorced? Did she take him for half?
Regards
Form 4s and Insiders
Forms 3, 4, 5
Corporate insiders-meaning a company's officers and directors, and any beneficial owners of more than ten percent of a class of the company's equity securities registered under Section 12 of the Securities Exchange Act of 1934-must file with the SEC a statement of ownership regarding those securities. On August 27, 2002, the SEC adopted new rules and amendments to Section 16 of the Exchange Act, implementing the provisions of the Sarbanes-Oxley Act of 2002 that accelerated the deadline for filing most insider ownership reports.
The initial filing is on Form 3. An insider of an issuer that is registering equity securities for the first time under Section 12 of the Exchange Act must file this Form no later than the effective date of the registration statement. If the issuer is already registered under Section 12, the insider must file a Form 3 within ten days of becoming an officer, director, or beneficial owner.
Changes in ownership are reported on Form 4 and must be reported to the SEC within two business days. You can find the limited categories of transactions not subject to the two-day reporting requirement in the new rule.
I don't see how Mr. Fisher, as a 10% holder, could have sold any shares of CHDT and not filed a Form 4.
Got Link? Is it one of those limited category transactions?
Regards