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PW- The law applies to non-reporting pink sheet stocks, and it's quite clear with regard to repurchase of shares. It's of course legal for any company to buy back its shares, but the law restricts the rate and price at which it can be done to prevent the use of the practice for the purpose of price manipulation.
The issue is not trivial, and there are a number of relatively complex conditions and a range of circumstances. Rather than simply quote Rule 10b-18 in all its complexities, it may be more useful to review the SEC's commentary when it relatively recently amended the rule. I think you'll find all you need to understand why Cetek can't simply buy back 5BB shares at .001 as you propose.
http://www.sec.gov/rules/final/33-8335.htm
An interesting notion, but unfortunately quite illegal in any useful timeframe. There are specific limits imposed on corporate repurchase of shares. Would you like chapter and verse?
I'm amazed you found it amid the noise on that board. Most of the sheep don't understand (and don't seem to want to know) about the nature of gray market trading with its unsolicited quotations. The board is filled with the usual nonsense about marketmaker manipulation despite the reality that no market is being made in this stock.
The company clearly knows the difference, since it talks about 15c2-11 submissions, but the phrasing in the release indicates that they didn't have it reviewed by competent securities counsel.
Of course there's a way. You can access the document at the SEC's offices in DC, or...
This paper SEC filing is available from CCH Washington Service Bureau for a fee. Be sure to use the Document Control Number (04050384) and the client code "WIZ".
Please call 800-289-1057, Monday through Friday, 8:30 a.m. to 8 p.m.
CCH sends a courier to the SEC to copy the document, and they can mail or fax it to you. Usually costs $25-$30 depending on the number of pages.
"Why" is always a dangerous question. LOL!
New page at the SEC -->> Delinquent Filings Program
The Delinquent Filings Branch of the Division of Enforcement conducts investigations into possible violations of the federal securities laws for failing to make required filings with the Commission, as well as corporate insiders who fail to file the appropriate forms with the Commission regarding their personal securities trades, and prosecutes civil actions and administrative proceedings in this area. The Delinquent Filings Branch is interested in information from members of the public regarding:
issuers that are delinquent in their periodic filings;
directors, officers, and owners of more than ten percent of the equity securities of issuers whose equity securities are registered with the Commission who fail to file, or file late, their required statements of beneficial ownership on Forms 3, 4, 5, as required by Section 16(a) of the Securities Exchange Act of 1934, and Form 144 as required by Rule 144 promulgated under the Securities Act of 1933;
persons who fail to file, or file late, Schedules 13D and 13G, as required by Sections 13(d) and 13(g) of the Securities Exchange Act of 1934; and
issuers who maintain a corporate website but fail to provide on that website the beneficial ownership statements of their directors, officers, and owners of more than ten percent of the equity securities of issuers not later than the end of the business day following the filing of the statements, as required by Section 16(a)(4)(C) of the Securities Exchange Act of 1934.
Kindly send any information you have on delinquent filings to the Delinquent Filings Branch, 450 Fifth Street, N.W., Washington, DC 20549-0209, e-mail address DelinquentFilings@sec.gov, telephone (202) 824-5460.
http://www.sec.gov/divisions/enforce/delinquent.htm
I wonder how many reports about HQNT's delinquency they've received already.
The SEC is cracking down on non-reporting stocks. Here's a new page recently posted on their site:
Delinquent Filings Program
The Delinquent Filings Branch of the Division of Enforcement conducts investigations into possible violations of the federal securities laws for failing to make required filings with the Commission, as well as corporate insiders who fail to file the appropriate forms with the Commission regarding their personal securities trades, and prosecutes civil actions and administrative proceedings in this area. The Delinquent Filings Branch is interested in information from members of the public regarding:
issuers that are delinquent in their periodic filings;
directors, officers, and owners of more than ten percent of the equity securities of issuers whose equity securities are registered with the Commission who fail to file, or file late, their required statements of beneficial ownership on Forms 3, 4, 5, as required by Section 16(a) of the Securities Exchange Act of 1934, and Form 144 as required by Rule 144 promulgated under the Securities Act of 1933;
persons who fail to file, or file late, Schedules 13D and 13G, as required by Sections 13(d) and 13(g) of the Securities Exchange Act of 1934; and
issuers who maintain a corporate website but fail to provide on that website the beneficial ownership statements of their directors, officers, and owners of more than ten percent of the equity securities of issuers not later than the end of the business day following the filing of the statements, as required by Section 16(a)(4)(C) of the Securities Exchange Act of 1934.
Kindly send any information you have on delinquent filings to the Delinquent Filings Branch, 450 Fifth Street, N.W., Washington, DC 20549-0209, e-mail address DelinquentFilings@sec.gov, telephone (202) 824-5460.
http://www.sec.gov/divisions/enforce/delinquent.htm
I would suppose that CTKH's 15-12G filing would exempt 'em from disciplinary action, or at the very least put 'em behind companies with more egregious failures.
Maybe, but I consider any non-reporting stock to be 'trash'. The problem is that some identify personally with their investments and this medium tends to amplify emotion.
Good suggestions, except that the director liability issue is probably in the state's jurisdiction rather than federal.
IL- They wouldn't necessarily 'ignore' it, but even if they liked what they saw they most assuredly reject it for their portfolio on the basis of its non-reporting pink sheet status. That fund in particular is already in hot water with the SEC, having paid a multi-million dollar penalty and disgorgement for improper sales practices. They've shuffled their management and I doubt very much that any fund manager there would put a non-reporting pink sheet stock in the portfolio.
I don't believe that marketmakers should be permitted to quote non-reporting stocks in any electronic medium. The law needs to be updated, for it gives far too much opportunity for a variety of fraudulent acts.
Where did I ever write that you are an 'idiot for trying'?
In 1609, I simply asked in response to your somewhat hypeful post: "What credible fund buys subpenny stocks?".
You identified the fund, and I wrote this:
L- So how many non-reporting pink sheet stocks are there in Putnam's OTC & Emerging Growth Fund. You can find a complete listing here:
http://www.sec.gov/Archives/edgar/data/703969/000092881604000955/otc1.txt
I'll save you the trouble, though. The answer is that there are no non-reporting pink sheet stocks in the fund's portfolio.
Would you like to try again?
No insult, nothing personal, just a link to a shareholders report on the fund in question, verifying that they do not invest in subpenny trash. You replied with a post full of insult and innuendo, as well as an implicit threat for which you later apologized.
My reply had not a single word of insult directed to you personally:
It's not what OTC means to me, IL, but rather what it means to the fund. There it definitely does not mean non-reporting pink sheet trash.
I'm going to ignore your ad hominem argument. It's not about me, and if you continue to attempt to make it about me I'll have your posts removed. I simply post in counterpoint to hype and lies.
To suggest that a fund such as Putnam OTC and Emerging Growth would even consider CTKH for a New York minute is either an act of hype or a sail on that ol' Egyptian river.
Yet you retort with lies that I called you an idiot and attacked you; and continue an ad hominem argument that ignores the point of all this where I started...that legitimate funds will not consider investing in non-reporting pink sheet trash.
Is the light of reality so painful for you that you must lash out at someone who turns it on?
What a waste of time! Unless and until there is a signed Sarbanes-Oxley declaration and the company becomes fully-reporting it will have the stigma of its non-registration. Serious investors such as mutual funds will not even consider it, regardless of its promising industrial sector.
It's not what OTC means to me, IL, but rather what it means to the fund. There it definitely does not mean non-reporting pink sheet trash.
I'm going to ignore your ad hominem argument. It's not about me, and if you continue to attempt to make it about me I'll have your posts removed. I simply post in counterpoint to hype and lies.
To suggest that a fund such as Putnam OTC and Emerging Growth would even consider CTKH for a New York minute is either an act of hype or a sail on that ol' Egyptian river.
There's a giant loophole in the law and it seems there are still not sufficient resources to enforce the law once a company reaches the relative safety and obscurity of the pink and gray.
I think a big part of the problem is that the automation of the Pink Sheets, and now the availability of what appears to be level two displays even for stocks where no 15c2-11 has been filed, gives this market the appearance of legitimacy. Quotations in any electronic medium for non-reporting fecaliths should not be permitted.
New page at the SEC -->> Delinquent Filings Program
The Delinquent Filings Branch of the Division of Enforcement conducts investigations into possible violations of the federal securities laws for failing to make required filings with the Commission, as well as corporate insiders who fail to file the appropriate forms with the Commission regarding their personal securities trades, and prosecutes civil actions and administrative proceedings in this area. The Delinquent Filings Branch is interested in information from members of the public regarding:
issuers that are delinquent in their periodic filings;
directors, officers, and owners of more than ten percent of the equity securities of issuers whose equity securities are registered with the Commission who fail to file, or file late, their required statements of beneficial ownership on Forms 3, 4, 5, as required by Section 16(a) of the Securities Exchange Act of 1934, and Form 144 as required by Rule 144 promulgated under the Securities Act of 1933;
persons who fail to file, or file late, Schedules 13D and 13G, as required by Sections 13(d) and 13(g) of the Securities Exchange Act of 1934; and
issuers who maintain a corporate website but fail to provide on that website the beneficial ownership statements of their directors, officers, and owners of more than ten percent of the equity securities of issuers not later than the end of the business day following the filing of the statements, as required by Section 16(a)(4)(C) of the Securities Exchange Act of 1934.
Kindly send any information you have on delinquent filings to the Delinquent Filings Branch, 450 Fifth Street, N.W., Washington, DC 20549-0209, e-mail address DelinquentFilings@sec.gov, telephone (202) 824-5460.
http://www.sec.gov/divisions/enforce/delinquent.htm
Acs (The Penny King) is in an LA jail...
...in lieu of $100k bail and charged with 'criminal threats'--a felony. Details: http://tpk-jailed.notlong.com
Yes, as a matter of fact I do mind. I share my picks with my friends, but not on the boards for a variety of reasons. In general, however, I don't mess with penny trash anymore.
Also, I'm sorry, but I don't really know enough about QBID to make any kind of useful comment other than to say that it's subpenny for a reason and that the past is prologue.
IL- So how many non-reporting pink sheet stocks are there in Putnam's OTC & Emerging Growth Fund. You can find a complete listing here:
http://www.sec.gov/Archives/edgar/data/703969/000092881604000955/otc1.txt
I'll save you the trouble, though. The answer is that there are no non-reporting pink sheet stocks in the fund's portfolio.
Would you like to try again?
I wasn't giving any 'advice', brg...
...just offering a bit of reality with regard to legitimate funds and their avoidance of penny trash stocks. Cetek may 'pop bigtime'...and pigs have wings.
What credible fund buys subpenny stocks?
A quick note about my signature--the jolie rouge. It's intended as the ultimate 'red flag'--a dire warning, and it has an interesting history. (I'm an amateur historian, by the way.)
In the 17th century, upon encountering an intended victim a pirate captain would fly a crimson flag to alert the other captain that if he did not strike his colours and surrender, no quarter would be given and all aboard would be killed. The flag was called a 'jolie rouge'--French for bright or beautiful red, and this was the origin of the term "Jolly Roger" as the expression made its way into English. The practice was also the origin of our notion of a red flag as a dire warning.
The 'skull and crossbones' flags were more or less personal signatures--identifiers for individual pirate captains, and were rarely red in colour as they didn't necessarily convey the same warning that no prisoners would be taken.
I 'fly' the jolie rouge as a warning to pumpers and touts that I will relentlessly oppose hype and lies.
I think PW is right about the judgments, as they're limited to but a few small-scale vendors and one large one. It's bad business, IMO, but not necessarily criminal.
The big volume was more than likely the result of billions of shares being pushed into the market as they were converted from debt instruments or issued at a deep discount in the private placement financing. Cetek did file a REGDEX to cover these shares as issued under a REGulation D EXemption from registration. I see such action and filings, which are in paper form and not very informative, as red warning flags such as the one below.
A press release with $$ would be as ineffective as the percentages. Only audited financials and a signed Sarbanes-Oxley declaration will get the attention of serious investors (rather than penny stock gamblers). Rather than a PR, you should be looking for an SEC filing.
Cortellazzi's promised a buyback before, only to triple the number of outstanding shares. The OS has increased, by the way, to about 1.8BB shares.
Yes, until nanotechnology brings changes we can't imagine yet; and even then the 'book' will not disappear, but rather will become art as does any 'obsolete' medium.
Someday, but not with current technology...
...which actually makes reading difficult. Reading is a left-brain process, but today's computer environment stimilates the right hemisphere, which tends to take priority over the left. This is of course a gross oversimplification, but the principle is sound.
Here's an emerging new computer display that promises the resolution of glossy magazine printing. In a strange twist of media, the display itself is a 'printed' technology. While it's far too soon to know, I suspect this kind of display will not have the same addictive/maladaptive character of the relatively crude CRT or LCD. The pixels will not be perceptable and presumably the eye/brain will 'see' this as a 'photographic' image rather than the mosaic of dots on the current generation of CRT/LCD technology.
http://www.newscientist.com/news/news.jsp?id=ns99996557
I think however, that ultimately a direct retinal display will be the answer, and the notion of 'reading glasses' will take on an entirely new meaning. LOL!
OT: Nope. People hate to read on computers. I know a number of people who can't read their email unless they print it out first. Numerous companies have attempted to market electronic 'readers' for alphabetic content, but none have been successful. There's a perfectly good explanation for this, but if you're not familiar with McLuhan's work then you wouldn't think of it. I'll explain, but first I'm curious if you can come up with the reason yourself.
By the way, digitizing the world's books has begun in earnest. There are a number of problems with this, not the least of which is that ink on paper is a more secure and reliable storage medium than digital forms. The problem with digital is that the medium itself is changing rapidly. Try to read a 5 1/4" diskette or a Betamax tape. CDs and DVDs have long physical lives, but will a reader for such a crude digital medium be available in another generation? Think about it.
http://sfgate.com/cgi-bin/article.cgi?file=/c/a/2003/05/19/BU52555.DTL
http://www.clir.org/pubs/reports/digpres/digpres1.html
http://www.nybooks.com/articles/14318
PW- I call 'em as I see 'em.
Today's press release is simply too funny.
Fulcro brought Mint to the party and he's apparently getting out. The press release spins this as selling Mint to Fulcro, but no terms are disclosed other than that Fulcro is leaving. Here's an old tout sheet:
The idea of forming a new major entertainment, music, and internet music sales and distribution company, was born from the need of a small Independent Record company who (stifled by the major companies) wanted to compete on their level in the international market. This brainchild of Fred Berlin' took fourteen months of analysis, market research and preparation. Throughout his research he always knew that the most important aspects were to be self-sufficient, have a stable selling catalog and be on the cutting edge of technology. (ie.: The Internet and Intranet) After careful consideration he approached the two people, Peter Stocola (owner of Cherry Production Studios) and Emilio Fulcro (owner of Mint Music International). The three companies to form one major enterprise called G.E.M. (Grand Entertainment & Music Inc).
http://www.macreport.net/featured/GENM/company.asp
Who wants to bet that the nearly 90MM shares were held by Fulcro, and as part of his exit package he returned 'em. Anyone want to guess why Fulcro is bolting? Maybe he discovered what Berlin is doing and wants no part of it.
BWAHAHAHAHAHAHAHA!!!!!!!!
Of course I'm a "basher", PennyWorld; but the term is meaningless and generally just used by touts and louts to dismiss those who post opinions in counterpoint to the hype and lies that form the basis of their decision to invest in a given stock. People in general have a difficult time admitting mistakes, so they naturally want to deflect anger and blame toward someone else.
But it's not about me, PW; and Matt tends to frown upon "personal attack" and discussion about "bashers". You won't discourage me with insults or innuendo, and I would suggest that your most viable strategies would be to either ignore me or politely post verifiable facts that either refute my commentary or would convince me that there is value here.
BigDon- It is not necessarily the company's non-reporting status that has hurt your shareholder equity, but rather the dilution by billions of shares and possibly short selling by the purchasers of private placement shares. Without access to either the shareholder rights agreement and other documents relating to the private placement(s), and the DTC reports; it's impossible for the public to determine if this has been happening, but it IS typical of such scenarios
.
"Tout" is a generalized term with a range of meanings...
...depending on its context, but I would offer the preacher's own words posted recently where he explains how he thinks he's been 'set up'. That is he seems to regret having relayed what has apparently been false and misleading information that he believed was true as told to him by the CEO. The posting of that information, repeatedly and in concert with often rude and childish remarks directed at anyone who dared to suggest that it wasn't the gospel, is behavior that I consider to be 'touting'. Capisce?
OT: Communication, yes; but not necessarily print. Our electronic environment is eroding the culture that's been brought about by the alphabet and printing. One of my good friends is so convinced that the alphabet is becoming rapidly 'obsolete' that he's developing a syllabary for English. Here are some of his thoughts on the topic:
Harold Innis was one of the first to show how media transformed culture. In Empire and Communications and in The Bias of Communication, he began to study the effect of the media of writing on culture in the ancient world. He reported that writing on stone or clay tablets, which were very slow, very heavy, and so not portable, resulted in cultures that were organized around the temple bureaucracies. They were what he called "time binders," because stone is very, very durable: when you engrave something in stone it lasts for ages. They're time binders, whereas writing on papyrus or a more portable medium, like paper or hides or skins, gave a very different stress to the culture: it meant they shifted their attention and their perceptions away from control of time to that of controlling space. And out of that arose phenomena like the Caesars and the Alexanders and the great conquerors of real estate and space.
Print, a little further down the line, shifted from temple bureaucracy with stone, military bureaucracy with paper and papyrus, to civilian bureaucracy. Print and papyrus emphasized the outer world and space landing. Writing on stone, clay, emphasized the inner world. Temple bureaucracies would seem to be back at the moment, under electric conditions. A completely new dynamic but a very old pattern.
With electric speed there really is no outer world anymore; there is nowhere to go. At electric speed you're everywhere at once. And this includes also ambitions, and long-range goals, and things like that, which we used to prize, and we still encourage our children to have, but these belong to a former and a very distant world ó not the world they live in, and they know it.
Eric Havelock went a step further in his studies at Harvard, specifically on the effect of the alphabet; and these are studies I think people involved with Reader's Digest ought to be paying particular attention to right now, because the alphabet is under concerted attack by the new media. That is, the effects of the alphabet in organizing sensibility pull us in one direction, and the effects of the new media and electric technologies organize our sensibilities in an absolutely different pattern-one that is not at all congenial to the alphabet or to literacy. Literacy is a technical term and it applies really, technically, only to alphabetic letters, not to any other form of writing. However, we use it generally to mean reading and so on.
I've spent a lot of time lately studying the level of literacy in my students, I mean just students generally. I'll put the findings in a phrase: we're surrounded right now by a bunch of people who know how to read but would rather not. These people I call "post-literates." They're able to read, but it's like broccoli..."Do you have anything else?"
Havelock pointed out that when the alphabet was introduced to Greece, the effect was to separate the cognitive agent from the thing known: knower and known suddenly became separate entities. And this separation is due to inherent qualities of the alphabet and of letters. The result of that separation in the intellectual sphere is objectivity and detachment. In the social world, the result of that detachment is individualism; private individualism. Anything, then, that attacks the alphabet will undermine those things, and has done so at this moment.
http://www.readersdigest.ca/advertising/seminar2002/McLuhan.html
So you're content to believe the press releases and the reports from touts like roundmot, even though Hilal has been found to be less than forthright in the past? You can make as much noise about an OTCBB 'listing' as you like, but it can't happen until the company submits a proper form 10 or 10KSB at the very least.
I recall something about the timeframe for being quoted on the OTCBB being a year after filings resume, but I don't have the reference handy. Maybe this can be shortened if the company files an annual report. It's been some time since I looked into this, but I'll check it out again.
Lots of insider/private placement shares issued...
... in the last few months, and guess who will be selling into the pump.
Ceramics for fuel cells is indeed an area with great potential, and for that matter, the bulletproof window applications are also compelling. There are many, many applications for the products that Cetek can produce.
So why is it non-reporting and promoted like penny trash? Why have billions of shares been stealthily issued; ie: where has the money gone?
Serious investors won't touch this as long as it remains non-reporting. These days, a company is assumed to be (ahem) somewhat less than legitimate if there is no Sarbanes-Oxley certification.
Hoist the jolie rouge!
Ah, but that's just it, chin...this company's balance sheet is unavailable as it hasn't complied with the law which requires that it file its financials periodically and in audited form annually. Most serious investors will pass on that basis alone.
I doubt investors see a company through Pacer or its court cases - they look at the balance sheet.
Hoist the jolie rouge!
Not retired, nor am I a teacher, chin; but I do enjoy enhancing my vocabulary. English is such a versatile and rich language that it seems a shame to use so little of it.
I lament the decline of literacy in our times. Did you know that only 15% of all books sold are actually read; and of those less than 20% are read all the way through? As our attention spans have become shorter, the average number of words per sentence in non-fiction prose has declined; and as reading takes a back seat to electronic media, average silent reading speed has declined almost to the rate of reading aloud.
Sorry for the OT rant, but you asked.
Hoist the jolie-rouge!
I thought that this was a reasonable set of questions posed on another board--unanswerable of course but food for thought...
A better question for investors IMO, is what will 2004 look like? How many potential software deals have been lost as a result of no financial credibility or concern about the Rao case? How many existing customers are opting to go with another vendor or are not renewing? Seems to me those two risk items would have to impact 2004 revenues. How many customers would Cerner have if they were this late with financials? It is pretty sad when the 'face' of your company is clearer through litigation than through a properly disclosed financial picture.
Hoist the jolie rouge!