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Yes, OTCMarkets is a trusted resource for O/S numbers (on the date reported).
The don't just call up their T/A and tell them to reduce and retire x amount of shares to the treasury. There is a process. This process is not immediate and can very well take weeks, depending on where the shares to be retired are coming from. I can provide more details on this process if you want.
http://www.otcmarkets.com/stock/IJJP/profile (link to the March 6 O/S proof)
Well I know Dan mentioned they would filing as soon as the audit was completed. Meaning the financials were completed and in the audit review process. I am concerned that the independent auditor might be be the ones holding things up here, as there is only so much they can do to hurry them along.
We look forward to updating investors on our continued progress, including reporting on the results of our special shareholder meeting, and on our fourth quarter and year-end results upon the completion of the audit of 2014 results.
If this is the case, do you think it was intentionally withheld today for one reason or another or they are seriously finishing it up last minute and had no other choice?
I find it hard to believe that a company of this caliber would be cutting things so close here. Hopefully they have good reasoning behind this, I just can't really think of any.
Please read this.
Isn't it very good that the reported A/S from the T/A is 200 Million less than we thought? That is a nice bonus!
As far as the O/S the current T/A reports 2,207,251,895 Outstanding commons.
The March 12 PR reported that the the O/S would be 1,819,307,525 shares (after the 395,838,451 share buyback/reduction).
2,207,251,895 (current T/A report) - 395,838,451 (share reduction) = 1,811,413,444 (almost exactly the same number from the reported March 12 PR).
This proves 2 things:
1. The share buyback has not been processed and reflected in the current T/A report yet. This takes time. Could happen any day now.
2. Nearly no dilution has happened in the last month
Imagine what happens to the PPS when the (now ungagged) T/A reports the share buyback has been processed.
Also important to note the OTC website reported a 2,187,251,895 O/S a/o Mar 06, 2015. This further proves that nearly no dilution has taken place this month when comparing to the current O/S. No other way to spin this!
You could say that the buyback was processed and then immediately dumped into market again, but the volume over the last month does not even come close to supporting this theory.
These are the reasons why I picked up a few Million shares today after confirming myself today that the T/A has been gagged, the company is being transparent, and the stock is not being diluted.
Anyone please feel free to argue these points as I would like to hear your opposing opinions backed by fact.
Don't worry, be happy. And be patient... We should all make money on ECIG within the next 3 to 5 years.
The required independent audit is where the hold up is. This can take several weeks to be completed, of which exactly how long is not something the company can always control.
They may not be a huge corporation yet, but their 2014 financials were no doubt still very complex with all of the acquisitions, notes, and other changes in the business.
No you are wrong.
12% Convertible Notes shall equal: (i) the principal amount of the Note to be converted divided by (ii) a conversion price of $0.05
Did anyone see this?! Cereal bro? We have been discussing this note in detail since it came out, and those are warrants you speak of. The conversion price on the note is $.75 and it is likely that many of these have been converted already (and held to for voting control purposes) and/or the note is going to be paid off before the due date as it was designed as a short term bridge loan. This unsecured note was used to pay for a Senior secured note, which will help in getting a longer term traditional loan.
Don't break your refresh button peeps!
As will the daily late penalty and break up fee for the failed 10 Motive deal, which was canceled the first week of December. $350K for the break up fee but I don't remember what the daily late penalty was, but it could have added up.
Anyone who has kept an eye on L2 in recent weeks can not honesty claim dilution has been happening here. From what I have seen IJJP trades clean, has a healthy chart, and plenty of interest.
Nice bounce off the 200 day and accumulation over the past few days. Next leg up should happen this week. Hopefully tomorrow.
Every mean in the book is being used to keep interest in this stock.
On March 13, 2015, the Company entered into a Securities Exchange Agreement (the “Securities Exchange Agreement”) with an accredited investor (the “Investor”) pursuant to which the Company exchanged with the Investor the Company’s 6% Senior Convertible Note, dated April 22, 2014 (the “Original Note”), as amended by the First Amendment to the Original Note dated June 3, 2014 (the “First Amendment”), the Second Amendment to the Original Note dated August 20, 2014 (the “Second Amendment”) and the Third Amendment to the Original Note dated October 15, 2014 (the “Third Amendment” and collectively with the First Amendment and the Second Amendment, the “Amendments,” and the Original Note as amended by the Amendments, the “6% Convertible Notes”), held by the Investor in exchange for (i) $13,000,000, (ii) a 0.04% Unsecured Note in the principal amount of $1.8 million (the “0.04% Unsecured Note”) and (iii) a prepaid $.03 warrant for 93,750,000 shares of Common Stock and a prepaid warrant for 31,250,000 shares of Common Stock (collectively, the “Prepaid Warrants”).
Only new notes require a 8k, renegotiating or paying off existing notes does not. At least from my experience on this.
Not sure if the negating the warrants would require an 8k or not. Either way don't do a I told you so on April 3rd. Wait at least 4 trading days to see if anything is filed first.
The 8k language was clear that the original 6% and all amendments to this note (collectively the "6% Convertible Notes") were exchanged and all obligations under these notes released.
Night SpinBoy!
Neither of us will know that exact number until Q1 10Q, so it is a moot point till then. We do know that the remaining balance on the 6% note was $15,368,131 as of Sept. 30th 2014.
We also know that:
Between November 15, 2014 and December 31, 2014, the holders of the 6% Convertible Notes can also require the Company to redeem up to an additional $2,000,000 of the principal amount of the 6% Convertible Notes, plus any accrued and unpaid interest thereon and the Make-Whole Amount. Commencing on January 1, 2015, the Purchaser has the right to require the Company to redeem up to $2,000,000 of principal amount of the 6% Convertible Notes, plus any accrued and unpaid interest thereon and the Make-Whole Amount, per calendar month.
The holder of the 6% Convertible Notes have the right at any time and from time to time until August 15, 2015 to purchase additional 6% Convertible Notes in an aggregate principal amount of up to $12,087,913 for an aggregate purchase price of up to $11,000,000.
FYI Seanboy, the company is not required to notify us if the Note is paid off or fully converted by April 3rd or not, unless new financing is acquired to do so, which would still leave several days before this information would need to be filed.
If a new loan is not acquired to pay off this note (i.e. the note fully converts) by this date they can hold and release this information anytime as they choose or just include it in the Q1 10Q.
Please answer the questions. I would like your "expert" opinion on these matters.
All lines are indeed related and in the same Prepayments and Redemptions paragraph for the 6% Convertible Notes in the last 10Q.
Seanboy, lets have a useful conversation and discuss the benefits of getting the 6% Senior Note paid off.
The 6% Convertible Notes may not be prepaid by the Company in whole or in part at any time.
The holders have the right, in the event of a change of control, to require the Company to redeem all or portions of the 6% Convertible Notes, in exchange for cash equal to 107.5% of the principal amount redeemed plus all accrued and unpaid interest and late charges.
Because the entire time you have disregarded the importance of who this noteholder is and why such favorable terms were given to them.
From the Jan restructuring update PR in Jan:
Executive Chairman Dan O’Neill commented, I made a commitment to working toward strengthening and restructuring the Company’s balance sheet to establish a solid foundation for controlled profitable growth. The restructuring of the senior note holder’s debt, and the decision by them to further invest in the firm is an important first step.
The new noteholder is obviously affiliated with the company and IMO (learn how to use this) the note was designed to reward the noteholders with shares at prices retail was able to get them at in January. Deservingly so because they most likely saved the company from defaulting on their notes and BK. IMO the note was also designed to allow whomever is controlling this company to secure majority voting rights as well by converting and holding. Again deservingly so, since ECIGs popularity has attracted so many IHUB traders who could care less about the future of the company.
Hahahaha if you say so. Thanks for letting me know. Appreciate it.
Mounsour lost about 19 Million from their ECIG investment. Don't feel too bad if you have lost a few thousand and remember you have not lost a penny until you sell.
My guess is Monsour will make it all back and then some and I am sure smart retailers will do the same.
If Monsour want's to average down, they have the option to buy $40 Million worth of shares to do so. If they decided to exercise this option you better believe Management would do them the courtesy of temporarily repressing the price to allow them the option to get the prices we were all able to get back in January.
Something to think about.
I believe this issue has been fixed. Now that all Etrade shares have transitioned, both buy and sell orders can be placed online.
Great post Millstone.
You are right about the fixed conversion price. The new noteholders can convert at $.75 regardless of market price.
However I disagree that these noteholders are selling into market. I believe they have started converting and HOLDING. Why hold and not sell immediately? Well the obvious reason is that there is very little profit to do so at these prices and by selling they would only drive the price lower. But IMO they are holding primarily because they are friendly lenders closely associated with the company and with pre-existing investments to take into consideration. They want to hold to essentially take over voting rights and also to help complete this note by the April 3rd date. Why would they want to do this and reduce their warrant ownership by 50%? Because again they are closely affiliated and aligned with the companies goals, fully understanding that extinguishing these warrants will be a big catalyst for the PPS as we begin the post toxic debt recovery. 7.5 Million warrants at any PPS exceeding $1.50 is worth more then 15 Million warrants at a PPS of $.75. Much more once the PPS starts reflecting the true value of ECIG. They have seen the financials and have a good idea where this is headed.
All IMO. Any beneficial ownership filings within the next 10 days will confirm if the new noteholders are holding or not.
Also IMO, there are definitely insiders and friends/family of insiders accumulated shares in the open market at these prices. Illegal or not.
Still can't sell them (until the D is removed) unless you call in to place the trade manually. Usually takes 5-10 minutes to do and is very difficult to time if the stock is moving one direction or the other.
Not advisable at all, especially the day before the 10k that we have all been waiting months to see. If it goes below $.50 it will be very brief, perhaps from one last panic sell and then pop back up to past .70 or higher within minutes as buyers rush to buy and shorters cover. Try to play that and you will probably get burned.
Starting to get a clearer picture as to what is happening here - the purpose of the last note and the timing of this all. Touched on some of these points previously before all of this happened: Posts 59110 and 52506
We are not sure who the "institutional investors" are. They might be the Jan/Feb Senior Noteholders, Pennacle, Mansour, or any other group of friendly lenders previously involved with ECIG. I believe the note was structured how it was not only to pay off the 6% senior note (that will allow for longer term financing to be finalized) but also to allow friendly investors to bring their cost basis down from previous investments. I also believe they are converting at these prices (to accumulate and hold as many shares as possible before the 10k) and also possibly take control of the vote. I think the lack of news and possibly even the delayed 10k has been on purpose, to allow this to happen.
I further believe the 125 Million (pre R/S, 8.3 Million post) Pre-Paid warrants issued to the old 6% Senior noteholders is what has been selling (or shorted) into market and driving price down, especially after seeing the volume on Friday. Possibly part of the plan, knowing they would do this and that it would allow the "friendly" noteholders to convert at the lowest prices possible before the 10k.
I continue to believe that the last note will be fully converted or paid off one way or another by April 3rd to extinguish 50% of the "friendly" warrants. This will be a nice catalyst, proving that management has indeed had a plan all along. If I am correct about most of this, I am not ecstatic by any means how management has played this disregarding common longs in the short term, but in hindsight I understand it and believe it was a necessary step in the overall plan.
Loony because your posts have ZERO merit and you keep repeating yourself over and over again in a very egotistical manner when it is obvious you have little grasp on what has been unfolding here or even basic SEC rules. As you have stated multiple times, you want the stock to go lower (so you can buy lower). And therefore your opinion has ZERO merit, as do most on these boards. The exact same as me wanting the price to go up (so I can sell higher) and then drunkenly posting that it's going up countless times without any basis to back my opinion up.
You point out dilution acting like a genius for having figured this out. No shit! We have been dealing with it for 5 months and is why the PPS and market cap became and remain so tremendously undervalued. Last time we reached these levels we maintained a relatively straight line, even amidst heavy conversions/dilution and a looming R/S. Now the R/S has been completed and the bandaid ripped off. Each day there is dilution is one day closer to the day where there will be no dilution. And therefore each day with dilution the more the company becomes worth as debt is extinguished. So really the only important questions are how much convertible debt remains, how much dilution will be required to fulfill these obligations, and when it will end. If you have a good idea on these then you will probably do very well here.
Getting a bit loony tonight. Lots of posters trying hard to play on fears with little to no knowledge of the company, filings, or even basic SEC rules and regulations (for reporting companies - which ECIG is).
Do whatever you want with your shares, but never base your decisions off the posts of others on this board. Do your own DD and know what you are buying, holding, or selling.
I am still here with ya buddy. I have just been taking a break from this board and will reevaluate after the 10k and further after Q1 financials. Sometimes as a long, especially in times like these, it is easier to step away and just trust your original decision to go long. The short term silver lining is that the PPS can't go much lower then these levels due to the convertible prices on the most recent notes and these notes are likely being dealt quicker then anticipated with this type of volume. Today we may go over the the equivalent of 100 Million in pre-split volume.
Etrade too. Bid 1.26 Ask 1.29 But all trades are atleast 10 cents higher
Loaded up on a bunch of D around 1.60 earlier. More gift prices. I think MMs are about done walking her down and loading up and will walk it back up shortly. Get some D!
The answer to this question lies in who the institutional investors are and what ECIG has to gain by getting this note paid off. IMO the institutional investors are either the Jan/Feb Senior noteholders (aka essential owners of the company) getting rewarded for not defaulting back in Jan or a group of institutional investors that were involved in previous private placements and are being rewarded after large losses last year. And IMO what ECIG had to gain by paying this note off is longer term more traditional financing.
So what financially sound company pays over $8m to borrow $13m for a month?
You do know how to read and understand the filings better than most posters but you are spinning with your assumptions. Definitely not facts.
Fact. ECIG can pay off the last note by the date provided in the last 8k to extinguish 50% of the warrants issued for that note.
Ask yourself this. Why was ECIG so eager to pay off the the 6% Senior note? Why not just let it convert, if that is the plan with the new note.
Fact. ECIG has stated "To facilitate obtaining the long-term financing that the Company is currently pursuing, ECIG intends to execute a reverse stock split"
Fact. ECIG could not of qualified for long-term financing with a Senior note, with first priority rights to one of their main assets, shortly due. Therefore they had to pay it off, however they could.
Fact. New management has achieved everything they have stated to date and there is no reason to discredit any of their statements... yet.
Just try to stick to the facts. Or if you include your opinions add the IMO.
Way too many assumptions here and not enough IMO's. If ECIG pays off the last note by April 3rd they can not convert anything and will not be shorting. If the new noteholders are affiliated with the Senior noteholders, who essentially own the company now, they will not be shorting. If the new noteholders are a group of instituional investors that were involved in previous private placement deals and are looking to make their money back on those they will not be shorting. I could go on. Where did you get the half a billion number? The new noteholders are only guaranteed 112,500,000 warrants at this point.
NitWit make sure to pick up some D in the morning. You will happy you did.
Very doable. ECIG reminds me very much of MSLP back when they did their R/S. I made a 50k off that play. Also picked up some MSLP again last week after their post 10k results panic sell and am currently up 50%.
LOL. Yep. We have no clue. We are just blindly throwing money around and hoping for the best.
Players just simply do not know
The balance on the 6% Senior note was over $15 Million in the last 10q.