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there is more behind the scenes going on obviously. this is not a one man show. seems like the story will unfold shortly though. it is fascinating that there is so much interest in this company. believe a harvard business school case study will be written about this one.
sort of makes it confusing as to the merger deal then. how many shares are actually being discussed at the .12? the common share count is one thing, but the fully diluted shares is another thing. could be 2 billion shares to be accounted for. so at $.12 per share, selling the business for $240 million is a fine accomplishment.
anybody ever ask what the conversion rights are under the two series of preferred? while small issuances, might they convert into hundreds of millions of shares, highly dilutive? it's been disclosed that the ceo has over 50% voting rights, thus the preferrers play into the common. could the preferreds own 90% of this thing? but only the common is ever discussed.. hmmm?
understood. but so does zuckerberg. there are still practices and rules to follow. as there is an economic impact on shareholders, it would seem logical that a disclosure would be done up front. certainly at the end, ceo has the votes, but he also is a fiduciary.
why would a deal get done without shareholder approval? Would seem a disclosure package and proxy be submitted to shareholders. Assuming that the ceo controls the company thru preferred stock. still it seems only appropriate to go through a shareholder review. what happens if the shareholders don't like the deal. that the in-kind stock actually is highly dilutive to frtd shareholders. lots of questions, but seems like the process will move as it has been. will be interested to see how this ends up.
Sounds like a bailout. Wouldn't be surprised if the deal is a washout for investors. Shall wait and see.
Do many companies do this type of thing?
What happened to the pro cap funds? Probably missed that. And why is this considered a pot stock. Seems like they have tools and payments for the periphery but not the actual product.
Isn't there a web page that is still live saying the affw was complete and it had funds in it?
What's in affw? Did they do any deal yet? And why didn't the merger go to a shareholder vote? Unless the CEO owns control?
Shows on otc markets it was reposition on the gray sheets. What's next?
Good descript. "Pulling strings". Do think the CEO means well. This is beyond him. IMHO
More layers. Story to unfold.
One should look at who's behind the CEO. There are layers here.
Not equivalents at all. He apparently inserted the number of shares that were doled out as part of the deals as opposed to the dollar amounts which relate to the value of the shares. Sort of mixing apples with oranges.
this is why we have the '34 Act for companies to report their activities to continue trading on exchanges. there is an inherent trust that shareholders have that companies will report transparently and correctly. that's why the sec was formed in the '30s. criticism of the sec is inappropriate, though in circumstances, one may disagree. but the markets need arbiters and rule makers to insure markets function rationally. can it be improved upon, surely. but the regulators perform a needed function. and it is incumbent on those that access the public capital markets to comply. trusting that management understands the errors in the q and corrects them. and if the transactions that were announced could be completed, then that is a positive.
Also must assume there is a fairness opinion somewhere in the mix on the deal
can only think that the shareholder base is what an acquirer would be after. placing a $80 million value on this (700 million shares times $0.12), there must be reason. the numbers seem suspect, so if a deal is on, one has to ask what's being acquired. assume that it is a friendly deal.
would assume that any acquirer would review the books and understand what's there, as frtd numbers will be consolidated with such acquirer. so the acquirer must have ok'd this, which only adds to the intrigue.
would assume that they will redo the financial statements in short order. in their interest to do so.
in everyone's best interest to engage an accountant.
think that might be an issue?
ask him. or his accountant. just looking at the entries .... or show your own accountant.
Can't speculate on the price. Just hope the management team can produce numbers that recognize what is happening and what they are doing. Producing what they released is not helping their cause. Assuming that they do mean well...
Unfortunately the numbers are severely off. I will assume that the management team will restate them to comply with gaap. But it needs to be done quickly. Can only think that the urgency in getting something out was the cause. But for public released numbers, someone should have reviewed these, like an accountant....
Anybody reconcile the year end statement with the first quarter? Also I would think the deposit on the income statement would show up as deferred revenue not recognized. But the capital account is something. Hope that a restatement is made shortly for all's benefit. Including the company. And those that were acquired. And where does the affinity investment show up. Was that done? Without a restatement, where does this go?
kindly beg to differ on the financials. amongst other things, i believe the author inserted the number of shares rather than the dollar amounts into both the balance sheet and statement of changes. check the reconciliation of the capital account. and for the stock repurchase, are there entries? shouldn't there be a treasury stock account for the repurchased shares?
have you checked the AFFW website?
so an early morning writing about what is it about this stock? no revs, no earnings, lots of hype and as one of the bloggers wrote, why is this expected to be valued at $80mm ($0.12x700mm shares). where's the sizzle? will the q's and k's show the numbers that were talked about. would be great, but this is a trojan horse. clean shells go for $100,000. this seems like a rock concert with a bunch of groupies singing along with someone lip syncing. guess its only days to see if the loi happens, but if it does, it will be some thinly traded shell that has done even better in casting a story. good luck.
Interesting that none of the deals that were announced since last year were successfully concluded, and none of the alleged funding came through. The only connection to funding was through the PROCAP funding deal but that seemed to be associated with the management of cereplast, which took a lot of shareholders down. Never watched a scheme like this before. whatever happened to the AFFW deal with premark.
Thanks for the articulate review and assessment.
thought that FRTD owned AFFW as a subsidiary, of which the dividend is being paid out to frtd shareholders.
Seems clear that the LOI is suspect as with the value set. In normal circumstances the arbs would price a company in play at 90-95% of the deal price assuming its legit. There is something wrong with this one.
Hope that investors understand that they are only getting shares of another company that is not known nor anything has been detailed as to their cap structure. To assess the true value of this so called acquisition one needs to value the other currency. Take FB. They paid $2.1 b for oculus a 2 yr old VR company. They could because the value of their own stock was very high. Thus the deal becomes cheap to FB and oculus is taking the price risk of FB. Have seen deals where thinly traded over priced stock is used for acquisitions only to see shortly thereafter the stock falls precipitously. Thus making the acquisition a disaster. Note also that there will likely be a lockup period in accepting such shares thus frtd shareholders will be stuck for 180 days unable to get out. I am assuming that the structure of such deal will include a floor thereby protecting value erosion for frtd shareholders. Without a floor or agreed to re pricing, even though it looks like a good deal, the value can erode quickly. Would want to know if the acquirer is a real company or another shell subject to high volatility. If protections aren't taken and this is just a shift in the paper, I would be very dubious. And it would seem any deal should be subject to a shareholder vote. Value needs to be locked down and be subject to a minimum level of value. At $.12, there's a value of $80 million on frtd. Perilla should include terms to readjust the number of shares received to arrive at the same value at the closing so to protect the downside. Only assume that he is protecting shareholder interest.
Don't subscribe to technicals or charts on companies like this. You can create candles and peaks and so on. I look for value.
Paper for paper. Need to understand conversion ratio. Nothing to go on except perilla said "the tolson LOI". Who's tolson?
Sure. Think your decimal point is off.
Confused. Listened to it. Who is tolson? Supposedly the issuer of the LOI. Also how can deals get done like the relationship between sheer and pro cap and perilla if they've never met face to face??
Sure it will close. Problem is that shareholders will get even sillier paper. No cash. No one has it. It's a sad situation for those that believed.
Doesn't a deal like this require shareholder approval???? Can't do a deal without the shareholders review and approval. Public disclosure and vote required it would seem. Closing a deal without it would expose buyer to all types of legal exposure. Is there a proxy coming out?