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It didn't get hit did it? How about the moron throwing down shares at 06? LOL. I would not short $ECIG now, too dangerous.
She beginning to go, bala.
You can b.s. and say what you want about TALK but don't argue Regs with me.
smart man--you know it when you see it. Bigger bidders see what smaller sellers can't see. Good luck! $ECIG.
Agreed. Once all the nervous nellies are done turning papers in, $ECIG will go. Update expected shortly from company, they can't not address the situation much longer. I'm accumulating all the dips here.
$ECIG trading beautifully.
Doesn't matter if TALK is the client. Auditors still have the responsibility of auditing according standards. PERIOD. Don't talk about what you don't know.
I think the whole thing was planned to facilitate conversion of December to offset their YTD losses. Surely management knows that their registration statement would not automatically become effective...
$ECIG really has my interest. Very simple DD here though. The one to watch is what Fields does with his warrants and where he actually exercises them.
Correct. These loans are not the traditional, Asher/Magna toxic financing stuff so I hope people can tell the difference. These are fairly sophisticated debt instruments with warrants and derivative features embedded into them. They work in the company's favor for the most part.
I think with the consent of the secured lenders (Jan/Feb holders), $ECIG may be able to do an IPO for $2,50 per share to raise $50 million needed to settle these notes coming due plus a portion of the senior preferred (April/June). I don't think anyone is going to be whining about this raise.
According to $ECIG's last Q provision, they took into account fully diluted at 125MM shares and that is how they came up with $3,27 per share as the prevailing conversion price for the noteholders. We are still below this 125MM shares O/S. Even if we added another 40MM shares to the O/S, it adjusts conversion price to $2,64 per share for the Jan/Feb holders.
We can agree to disagree here. To me, it is not important to know at this time how $FONU will come up with their portion of film financing. I want to see what cast will be joining which will determine the likelihood of a distributor signing up which takes care of 50% of the budget, which will take care of the other 30%. If these are done in steps and since the producing studio gets 10% of earnings, the value of $FONU stock is designed to rise organically which positions the company to come up with the $$ it needs to contribute to the film.
How was $ECIG going to do an IPO when the registration statement had not been declared effective by the SEC? It was not a problem for any of the lenders to finance $ECIG for close to $100MM to date without seeing a full year worth of financial performance and it won't be a problem for lenders to finance/refinance $ECIG.
The recent conversions--December--were totally planned and that was done to turn the P/L back into profitability after booking all of the advisory warrants as expenses because management decided to issue the warrant in 2014 instead of 2013. Warrants issued for services are to be treated as an expense however there are some contingencies to this item because the whole agreement is for services TO BE RENDERED and warrants are to be exercised. Hence, although the full amount of the contract is bookable as they had, the actual value of the expenses are adjusted through the year as warranted are actually exercised. Issued and exercised are different items. This is why we continue to see big adjustments to warrant liabilities and warrant adjustments on the P/L side, and this very item is the one that will allow $ECIG to end the year in a very high note with profits in the books. In order to turn the P/L around, it unfortunately needs a temporary adjustment to the F.V. of ECIG's common stock which is a function of how the common stock performs in the market during the 4th quarter.
Without going into the details, it is best to understand this conversion as intentional and very much needed.
I don't think the company needs to explain to the public how the film will be financed. The public/investors that invest should at the very least have a minimum understanding of how film financing works. But it appears some have completely ignored previous posts regarding such so maybe I will explain one more time.
Film financing is broken down into three main areas:
1. Presale financing -- up to 50% of the film costs are financed by a distribution company interested in protecting distribution rights. These are the guys that would make sure the film gets in to the movie theaters across the country or even internationally. Just like products, films need a distributor. With high profile talent--that is director, producer and cast--distributors will come on board once a script has a director/cast assigned. This again, points to the significance of Penny Marshall as director and executive producer because with her reputation, it is highly likely that we attract A-list cast to the film. This takes care of 50% of the financing to produce the film and it doesn't have to come from $FONU.
There are other pre-sale financing available such as right to reproduce on DVD, for TV...etc. These are all $$s that can come in before the film is even finished.
2. Tax credits - 30% of the film costs come from the State, in this case Georgia.
3. Equity financing -- at some point down the road once the ball is in motion, $FONU may/may not obtain equity financing or non-dilutive financing. But it cannot be done until the share price reaches a certain level. It's not going to happen at this point when the stock price is 0,0004, guarantee. The point of this is that $FONU doesn't have to upfront financing in order to get the ball in motion because there is pre-sale financing available. There is some time here.
Know what you own and understand why you're investing in something like this.
Restructure the key notes, $ECIG goes to $1.50 per share, easy. No dilution and no change to O/S = shorts back off and we go to 30c short term.
The filings are worth reading on $ECIG because it helps one to understand the debt structure of the company and why the notes were written as they had been.
January - February 2014 Private Placements
3 tranches totaling $11,325,000 and 1 tranche totaling $16,050,000.
These are 15% senior secured convertible promissory notes which were not intended to convert evidenced by the terms embedded in the agreements. There is no incentive given to the holders of these notes to convert. The incentive is in the interest rate of 15% which is considerable on $27MM over one year. These notes can be restructured and the company said they were making progress.
April Senior Convertible Notes 6%
3 tranches converting at $3,42 per share and one tranche converting at $4,73 per share subject to adjusted conversion price in the event of issuances below the agreed conversion price.
These notes have a redemption feature where the lenders can call in payments. Accordingly, the filings have stated that payments in $800K, and several payments of $1MM each have been made with additional redemption of $2 million scheduled...etc.
These notes were also not intended to convert judging by the redemptive nature of the loan. If the 4% notes converted (if I'm sure they have), the balance of the 4/22 and 6/3 notes could potentially convert at 115% of VWAP but that too would not be as onerous as what people think. This group might convert only if the Jan/February noteholders and the company could not come to an amicable revision for the $27MM mentioned earlier. The reason is that the holders of the Jan/Feb have a secured interest, hence the most superior claim against the company so it is important for the 6% group to not pressure the company into bankruptcy or to unnecessarily dilute the company to create bigger challenges to capital raise because they're second in line to the Jan/Feb noteholders. If shit hit the fan on $ECIG, this group is at greatest risk of not getting anything back.
My thoughts on these guys is that they too will restructure vs. opting for a debt/equity conversion. If the latter option were exercised, the holders can claim majority control of the Company which could trigger other events. The author of Seeking Alpha opined that this group could force management's hands to consider a strategic alternative (sell the company) but I do not see that as being the case going forward.
The reason why a strategic alternative (sale of company) is not in the cards at this time is this. If the theory to take out $ECIG on the dirt cheap were to be true, the holders of the 4% convertible notes would be holding stock which they converted this month. The time has lapsed considerably since conversion to not have filed the required Form 13 hence we can assume the note holder converted, sold the shares into the market and is not holding any. Had these noteholders seen the possibility to get $1,50 per share on a buyout which would be more than a 700% premium over their average conversion price of ~20c, they'd be holding. We don't see any filings.
Due to the share price sitting at 10c and the canceled re-IPO, it is going to be a challenge to do an additional raise to pay off $11.3MM. million in January. It is in both the company's and lenders' best interest to rewrite all notes which I'm fairly sure will be done.
Agree 100%. As long as the T/A's report continues to confirm O/S unchanged combined with positive news on restructuring of the Jan/Feb notes, $ECIG should have a massive short term rally to 30c range. People should not ignore the importance of these secured notes as I consider them the biggest hurdle for now.
Give it a rest with the delayed 10K. Annual reports are audited so the delay could be coming from third parties that $TALK has very little control over. Auditors have to audit according to audit standards, not according to the timeline of when SEC reports are due. Geesh.
Company is making a lot of progress and doing a great job at keeping the public informed. However, the share price is not appreciating because we have the worst traders on $FONU--it's like a race to see who can hit bids the quickest on news. Hope this trend breaks and people let the stock breath so that more return can be had for every $$ invested.
If we continue to see stupidity on the trading side, we won't support this stock anymore. There are just too many issuers out there to tolerate weeks of bidwhacking on news.
Have a good one, all.
Overall, $VPOR technicals are solid. I think it's good for at least 2 more green bars. We'll see.
$VPOR is releasing an update soon. Could come any day now.
The O/S has increased by 34,781,625 since November 18th. Certainly, the company knows to whom the shares were issued so they really ought to consider filing a 8-K for this sale. Whoever received stock--if they are holding them--owes a Form 13 as well. It's fine that the Board and attornies are/will be meeting but paperwork is paperwork and we should be made aware who is/is not holding 34MM shares worth of stock.
Again, top priority is to address the January and February senior secured convertible notes which come due in January and February 2015. Noteholders of Jan/Feb PP are in a bind as well because they have to convert considerably higher than other noteholders due to the terms of the agreements. For this group, there is very little incentive to convert now because their conversion price is a function of the O/S. Even if the O/S grew to 200MM, their conversion price comes out to $1,98 per share and at 500MM O/S, they're looking at ~80c per share. At 80c per share conversion, they're getting about 36MM shares which is not even 5% ownership of the company. This is nothing to write home about. These 4 notes need to be restructured -- postpone the maturity dates or ask lenders to convert between now and January at $3,27 per share which is still the prevailing conversion price.
It would be helpful to know the disposition of the 4/22 and 6/3 6% senior convertible notes (i.e. were more $$ redeemed or converted if any).
May 4% convertible notes look to have converted 100% at this point which could potentially trigger conversion of the 4/22 and 6/3 notes...
It would be nice to hear from $ECIG's management sooner than later on these issues.
VFIN almost done here. $VPOR will go.
POP VFIN and we're clear to 007 on $VPOR.
You'll get it and we'll applaud when you do! Totally possible on $ECIG.
We hitting this in 45 minutes. $TALK about to go!!!
Hope it's obvious to peeps that this is not HUB money on $ECIG. It's only going to base here in this range for the rest of December, so get your trades in if you like but make sure you buy some long position for 2015.
$ECIG -- best opportunity on OTC now and going into 2015!
I'm gonna add a few more here shortly. I say we have a red to green close on $ECIG. Let's see.
Breaking for dinner...
Ya, BOS. I'll be taking out offers in a few after I see nervous, dumb retail selling for a loss. Can't fix stupid.
VFIN stuck as usual. So annoying. $ECIG.
Retards letting shorts cover here. #sigh. $ECIG. Adding again. Geesh.
$ECIG is going to do at least another +50% move today. Just let the flippers out then she will go big. #CHEAP
Let amateur hour be done on $ECIG..30 more minutes then we build this. LOL.
$ECIG is going to 20c in short time, doogs!
Gap and run on $ECIG, it is!
GM all
Let's do this! $FONU to 00 land!
$TALK is very cheap at this level. When I say something is ready to move, it usually does. Load and hold!
$TALK about to talk.
$TALK on NEWS WATCH!
Estrella, dear. $TALK is not only going to make a big technical move, it's on news watch. Confirmed with CFO, a big update is coming here. FYI.
I like it when stocks $TALK to me. This one is a big talking, mover. Look at the chart -- lovely moves.
Have a good one, gator!
$TALK makes huge moves off of bottom. It will do it again!
$VPOR on NEWS WATCH!
Nice find, Obi T Kenobi (love the name). $ECIG