Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
$ECIG is going straight back to 20c here. Really good action. Nice to see idiot MMs scrambling here. Put pressure and buy at ask, this thing can go BIGLY.
Ya, this one is a judgment call. I'd say build bids on this and see how far back BMAK moves on offer. I don't think this will brush 0029s again. $VPOR. Time to go on bid.
$VPOR, MM BMAK does not seem to have much on offer. If you build the bid, it moves back. Per tick, it looks to have about 1MM shares then BMAK should be done for this tranche.
Time to bid $VPOR.
Now we should see some organic trading on $ECIG. This looks good so far.
There were millions of debt associated with the assets of that company, that is why additional financing could not be obtained. A company needs to have a certain debt to equity ratio to obtain financing which you seem to ignore. $FONU.
Yes, the conversion rate went from $5,00 to $3.27 as of September 2014. The one creating the problem with an alternative conversion price is the May 2014 convertible noteholder who also did a note exchange for the FIN promissory note.
Excerpt from the last 10Q regarding the May 2014 Convertible Note:
Conversion Price
The 4% Convertible Notes and the 4% Exchange Convertible Notes may be converted, in whole or in part, into shares of common stock at the option of the holder at any time and from time to time. The shares of common stock issuable upon conversion of the 4% Convertible Notes or the 4% Exchange Convertible Notes shall equal: (i) the principal amount of the note to be converted (plus accrued interest and unpaid late charges, if any) divided by (ii) a conversion price of $6.00, as adjusted from time to time. The conversion price is subject to adjustment upon certain events, such as stock splits, combinations, dividends, distributions, reclassifications, mergers or other corporate change and dilutive issuances. Additionally, subject to certain limited exceptions, if the Company issues any common stock or warrants or convertible debt entitling any person to acquire common stock at a per share purchase price that is less than the conversion price for the notes, such conversion price will be adjusted to that lower purchase price with certain limited exceptions. Also, the conversion price of the notes will be adjusted if the closing bid price for the Company’s common stock on November 26, 2014 is below the conversion price, in which case the original conversion price will automatically adjust to 70% of the lowest VWAP in the 15 trading days prior to such date. As of September 30, 2014, the conversion price for the 4% Convertible Notes and the 4% Exchange Convertible Notes was $5.83.
If you look at $ECIG's chart since November 26, 2014, you can see this note holder converting and potentially with the help of shorts/others manipulating VWAP down and down.
Since the last 10Q to yesterday, the O/S increased by ~20 million shares and I believe this note holder is the one converting, taking advantage of the 70% of VWAP clause.
The positive aspect of this is that even if all $5.7 million converted at 10c per share, it comes out to 57 million shares total increase to O/S and float. This, however, does not seem to be the case because it appears conversion started around December 1, 2014 when the PPS was slightly below $1 the session before on 11/28. As price decreases, we see an increasing volume with greatest volume in the 20c area and increasing volume in the 10c area. Close to 90 million shares traded since December 2014 with mean looking like this:
11. Dez. 2014 0,22 0,22 0,16 0,20 13.945.500 0,20
10. Dez. 2014 0,16 0,23 0,13 0,20 9.767.400 0,20
9. Dez. 2014 0,17 0,21 0,15 0,16 2.774.000 0,16
8. Dez. 2014 0,18 0,19 0,14 0,17 3.912.300 0,17
5. Dez. 2014 0,20 0,24 0,16 0,17 4.671.700 0,17
4. Dez. 2014 0,27 0,28 0,20 0,20 3.894.800 0,20
3. Dez. 2014 0,25 0,28 0,20 0,24 3.856.000 0,24
2. Dez. 2014 0,35 0,35 0,20 0,24 6.291.300 0,24
What I see here is shorts really taking advantage of this note conversion and driving price down. It's a serious over-reaction. I think this conversion could be done this week based on price/volume action so far. If in fact this noteholder is the one converting, the Company should be filing an 8-K to the effect to disclose the number of shares issued to them. Someone is converting as evidenced by the increase in O/S--this should be disclosed within 4 days of share issuance if they are not registered security.
Fundamentally, $ECIG still has $156MM in shareholder equity which comes out to about $1.50 per share with O/S at ~100MM. Some will argue that a big portion of $ECIG's assets are goodwill and that the company has considerable debt, but that is not how shareholder equity is to be assessed. Shareholder equity a relative measure of the company's overall capitalization which in this case is the value of equity issued + additional paid in capital - accumulated deficit. To this, you divide O/S.
I've noted that the company booked ~$9MM in impairment charges to goodwill as of last quarter. As long as the company continues to grow revenues and generate positive cash flow, impairment charges should remain minimal or a non-issue. The Company did not necessarily over pay for the acquisitions, they offset goodwill against issuance of common stock at a considerably higher price than where the stock is currently trading.
Another very interesting aspect of $ECIG's financials is the amount of warrants that are out there. All the warrants have been recognized as liabilities in the balance sheet. For 3 month ended September 30, 2014, the company recorded an income of $33 million in warrant and derivative fair value adjustment and another $38.3 million in income on advisory agreement warrants. Due to these adjustments, $ECIG actually recorded $37 million in book income or $0,51 per share for the quarter ended. What we can say about these warrants and derivatives for the 4th quarter is that $ECIG will book an enormous book income on all warrants out there, even bigger than what had been recorded during 3rd quarter due to the decline in the share price of its common stock!
It would not surprise me one bit if $ECIG finished the year with profits at this point.
In the meantime, the company must restructure its debt as a top priority and focus on generating revenues. The rest will take care of itself. As an additional consideration, they might want to buyback stock at this point and return them to treasury.
Can you show me where it has debt other than from prior quarter that's been converted this month? Do it and I'll shut up. Thanks. $FONU
There are no notes left in the books so how will Shap dilute, genius?
Ya, so there goes the "Shap diluting and dumping his shares on peeps" conspiracy theory. LOL. He is not here to dump shares on FONU shareholders. His shares are locked up.
$FONU
$VPOR officially makes BB's high watchlist for this/next week. Look closely here for 002-0023 mark out. On watch for now still. Liking $VPOR with its revenue performance from the last Q but it has some papers that lenders are still unloading here. Could be done and it could rock.
Watching, watching...
$VPOR
I think the higher O/S is correct because all debt is supposed to come off of the books, even the trade payables based on my understanding. Sorry if I misunderstood you.
They're cleaning up their books. What else? If the market price of this security is at 0,0005, what do all expect lenders to get paid for the debt they're owed upon conversion? Not rocket surgery.
No one is in on the scam, please. These big names that Shapiro has had connections to have a bigger vision beyond the ideas of 1 tick penny flippers on the HUB who'd believe anything they'd read or hear. It's really a shame.
Everything is fine on $FONU. Tune out the noise and let the Company do the talking.
Read this here one more time and see if it sinks in:
Marshall directs and will executive produce, from a screenplay written by Byron Motley (who will executive produce) and Jeffery Miller (who will associate produce). Wendi Laski will produce. Between Marshall, Motley, Miller and Laski, there are 2 executive producers to the film, one associate producer and one producer. Do you think there are enough people who know how to produce a damn film and it is not required that Shapiro knows anything about producing a film?!
#yawn
$PLKD has the WORST traders known on earth, one-two tick bid whacking fools. Why anyone would hit bids on a stock making higher highs and higher lows is really beyond me. I will be bidding 0,0001 on this or just forget about it. If it weren't for the dumb bid whackers, $PLKD would have blasted through 0,0005s and set up for whatever b.s. was said to be coming here by the 24th. Shame.
I saw trades mark out for 120MM every day here. Is Rico ever going to file a 8-K for sale of unregistered securities? Everyone here knows that the O/S is close to 5B, it's not a big secret so what is he waiting for? He said conversions were almost done and the company was almost toxic debt free so is it an unfair request to show shareholders exactly what had been converted?
L2 looks fairly clean on $ECIG now, love. I think you're ok here but you knew that already, right? VNDM at 7c has nothing. DLNY at 8c is probably looking to short one more time...I will go on record and call 3 sessions for a full reversal and a big move up on $ECIG. And, I'm a buyer on $ECIG this week as well.
Will be visiting again, soon.
Hey Vlf :) Just watching and lookin out for friends. If $ECIG can hold 6s into the close with 3 green bars, I'd say we'd see more buying here tomorrow and into the rest of the week! Look, ARCA moved back to 20.8c. Let's see if DLNY splits and moves back, too. I have a sneaking suspicion that your entry at mid 5s could be GOLDEN. Thumbs up on that!
I jumped the gun a bit yesterday and bought 122 and 11, had to rotate out of the position at the open but I will be here to take $ECIG for a spin with you. The issuer has at least 5c per share in cash which should not be ignored. Cash is king. Its assets/liabilities--the latter which is mostly warrants and derivatives are up for debate. If I don't see a 9,99% threshold rule on the filing for VIP, we know who is trying to take control of the company without even looking at the damn filings in detail!
Disclosure: nothing on $ECIG for now
Oh my, you're right! Came back from dinner and didn't realize my L2 was frozen. Let me watch again.
COHI is still on offer, doesn't seem to have many left here though. ARCA and DLNY are the problems here for today. These two are really baiting retail to sell into bid and NITE is colluding to downtick a fraction to facilitate. I'll watch L2 and read some filings on $ECIG if that helps.
This definitely looks like a programmed walk down--the trend the bars have formed is too straight and perfect for it to be considered organic. Also, with a little buying pressure from retail, notice that ARCA and DLNY will build the bid ahead of retail while leaning offers simultaneously. This, to me, confirms dilution with papers remaining to be unloaded.
What I find interesting about today's session is that the dilutors didn't take this down below 5c. Then there is the volume profile. If an entity is trying to manipulate VWAP to get majority ownership, they've done a fantastic job and 3 more sessions should get the job done at the pace $ECIG is going. Then, $ECIG will reverse and go right back up.
This $ECIG has my interest peaked.
GLTA,
BB
You Medient baggies make me laugh. Bet you wish you had listened to me when I warned you all to take caution there but nooooo, now you're all pissed off and want to blame someone and everyone. What makes you think the film has to be made on MoonRiver's property? It just needs to be filmed in Savannah, GA. Geesh. If you paid attention to the difference between something like Yellow vs. Penny Marshall's first film you wouldn't be asking such questions. Penny Marshall's films generate $100 millions with A-list actors, distribution and production companies. They will all come and contribute financing to get piece of the action. It's the way the film industry works. Medient claimed to have purchased rights to Yellow for $14MM and after the fact looked for a distribution company. It opted to hold everyone bag/debt without making a single penny on the film. That is doing things backwards.
$ECIG -- wow, no bottom in sight here. ARCA and DLNY are walking this one down, shorting like crazy. Might read ECIG's filing to see what's going on with this one. What a sin.
What does the damn trademark have to do with anything? It's a service mark, get over it. It means nothing. The LLC was incorporated way before an examiner was even appointed to grant the TM so nothing prevents anyone from incorporating a company using the same name. Period. Stop the nonsense already.
I can't give his mobile number on a public forum, can I? Sheesh. Why don't you email him and ask him for his # instead?
If you stay in touch with him, you should have his number, right? LOL
How did he contribute to the demise? Explain. The board put him in charge as required by NV corporate statute. He can't appoint himself. I've had 4 one hour phone conferences with both Shapiro and Kumaran earlier in the year and spoke with Kumaran several times as well. The only one with a moving story is Kumaran. Shap will tell it like it is, never once lied. When I spoke with Shap last night, he told me only what he is legally allowed to tell me and that which couldn't due to Regulation FD disclosure issues he simply passed. I asked him if we can see audited financials for Studioplex which is a fair request, to which he confirmed one will be supplied. Fair enough, right? If audited financials come out on Studioplex confirming the $2.5 million valuation, that contract with Penny Marshall is bankable and $FONU gets very interesting.
Still waiting for someone to explain why someone like Koppelman endorses Shapiro. And Koppelman was Chairman of the Board, so why isn't he responsible for MDNT's demise?
Do you understand what derivatives are and how they work? The $515K were already accounted for in a prior period. It is an estimated measure of the discount to par on future share issuance which we are now seeing. The figure represents the additional shares that will be needed to meet the face value of the notes in case the market value of the security drops because derivatives have an inverse relationship to share price. After all shares have been issued, they'd simply write down note payable to equity and the derivative liability to additional paid in capital -- all already explained.
Shapiro did not ruin Medient/MoonRiver, it's nonsense. If you review court documents filed in NV, Kumaran himself filed a statement that he was Chairman of the board, CEO and CFO so the onus falls on him for everything that went wrong there. Shapiro was appointed CEO by the board of directors after the board fired Kumaran. These facts are clearly filed with the NV court, wherein Kumaran accuses the board of collusion which he has not prevailed. Shapiro was responsible for bringing financing for the Effingham project, that was his role but before that could happen, Kumaran ran a shitshow on Twitter and failed to report material contracts with the SEC as well as share issuances which got that issuer suspended at the end. Pretty straightforward.
I am a supporter of the business plans and the 2 movie deals with Penny Marshall because I understand how film deals work. I couldn't give a rats ass who was financing the movies because someone will finance it and most of it will come from outside resources, not via $FONU dilution as most of you ignorantly think. Funny, none of you were able to answer precisely what Shapiro did to "ruin" Medient as most of you have been accusing, including Kumaran after the fact. You realize Charles Koppelman and all the big names ever associated with the Effingham project were all Shapiro's relationships as is Penny Marshall? Perhaps someone can explain why these big names in entertainment business have associations with Shapiro. Are they all in on a scam? Too funny.
Let's start with a brief resume of Charles Koppelman:
In 2005, Koppelman was appointed Chairman of the Board of Martha Stewart Living Omnimedia and was championed as the savior of the brand after Stewart's jail time for fraud tarnished the company's reputation.[12] Koppelman also appeared as Martha Stewart's right-hand man on NBC's The Apprentice: Martha Stewart in 2005.[13] He served as de facto CEO of the Company from 2008-2011 when he stepped down to expand his company, CAK Entertainment.[14] Since 2010, Koppelman has served as director at Six Flags Entertainment Corporation[15] and also currently sits on the Board of Directors of Las Vegas Sands.[16]
Company will announce shortly that they are completely debt free. Try talking to management directly. $FONU
The movie deals threw me for a loop as well but it makes perfect sense and let me explain. The contract signed with Penny Marshall for the 2 movies is valued at $2,5 million. Let's say Studioplex passed on the deals and sold the contract to another studio, they'd get $2.5 million. Audited financials will follow to confirm this.
$FONU as a standalone had its balance sheet turned upside down with liabilities exceeding assets by a factor of 7 and shareholder equity in the negative by $645,000. This poses challenges to bring investment bankers in because they look at the balance sheet. As a first step, FONU had to clean up all of its debt by allowing conversions to go through, and judging by today's 8-K, it appears that even trade payable has been converted to equity.
As a second step, FONU had to make an acquisition or two that would increase its assets, leave it debt free and increase shareholder equity. With the acquisition of Studioplex, FONU achieved the goals of the second step because now the assets have increased by $2,5 million, shareholder equity about the same amount and no introduction of new debt. What we see now is a very nice balance sheet with 2 distinct business plans for i-banking firms to review. When an issuer has its balance sheet flipped upside down like FONU had, it cannot obtain the financing it was promised earlier in the year and has to continue resorting to toxic lenders. This is the reality of being an OTC issuer.
This effectively positions FONU2 to obtain the financing it needs to move forward with the social commerce platform it's been developing. On the film side, third parties will provide financing as outlined in my previous post, so despite this acquisition news being a total surprise to us, it was a much needed solution for FONU2.
$FONU acquired the 2 movie deals with Penny Marshall and the news hit market wires including Variety. I'm not sure why this is hard to understand--maybe the significance of this news needs to be spelled out for all.
As the Variety article clearly says:
I spoke with Shapiro last night and he confirmed that audited financials for Studioplex City, LLC will be furnished shortly and that there are no debt attached to the $2.5 million valuation. The $2.5 million relates to the value of the contract signed with Penny Marshall for the 2 movie deals. Very straight forward. This puts $FONU shareholder equity POSITIVE.
$FONU is not doing anything with MoonRiver and the contract signed with Ms. Penny Marshall has nothing to do with MoonRiver so y'all can go back to your board and rest assured that no asset of MoonRiver will be coming into FONU. We do not want your bags anyways.
All debt converted on $FONU were done within Rule 144 guidelines, and dilution is done. Don't know what you're talking about. $MDNT is a different story. The debt that were listed on the merger agreement were supposed to be "long term" debt that turned out to be convertible. Either way, they require disclosure and the terms of agreements must be uploaded which weren't. Every share issuance resulting from those long term "convertible" notes as well as other convertibles should've been reported but weren't. Clear regulatory violations, sorry to say.
It is a consolidation, not a merger. The two businesses are separate. One, a public company who is a parent and the other a private LLC, a subsidiary. You can consolidate the two from a reporting standpoint but cannot merge them.
The problem with Kumaran's claim that he spent $15MM of his personal assets is that the burden is on him to prove it. Kumaran Holdings was an LLC but its actual members undisclosed according to filings. It appears there could be several members of the LLC based on numerous signature lines that were never filled in and final paperwork never uploaded. What we know is that there were debt holders according to schedule 5(i) which were as follows:
Schedule 5(i)
Name
Name
Derrick Lee
$600,000
A-Mark Entertainment
$1,200,000
Indion Finance
$600,000
Circle West
$2,000,000
PrimeFocus Broadcasting
$1,000,000
John Thomas
$382,000
Pankaj Rajani
$1,960,000
Tommee May
$180,000
http://www.sec.gov/Archives/edgar/data/1476278/000101489712000420/mdntkhpurchaseagreementfinal.htm
In its 10K for year ended 2012, MDNT reported that indebtedness to Circle West, Primefocus Broadcasting and Pankaj Rajani were converted to common stock. This is the reason why Yellow could not be released despite numerous promises made by Kumaran because they were encumbered by other debtholders listed on 5(i) as well as potentially TCA.
It would be interesting to hear Kumaran explain to the court how he invested $15MM for the Yellow assets and whether or not he was the sole member of Kumaran Holdings, LLC. It doesn't appear to be the case judging by the documents drafted. If there were additional members to the LLC, what did they receive in consideration for the reverse merger with Fairway Properties? Hmmm?
The SEC was on Kumaran months before his deposition. And by his own admission, he was CEO, CFO and Chairman of the Board so he holds SARBOX liability.
No it is not a reverse merger of any sort. This is an acquisition. Studioplex is still a private LLC, now wholly owned by FONU. Period. The LLC does not get "access to share issuance". Period. It could obtain capital from the Parent company or through its own private raise.