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8-K filed Entry into a Material Definitive Agreement !!!
Wow, 4.5 million shares for $6 million bucks, and 4 million shares for $4 million bucks
That's $1.18/share, so how much you think the company is worth for starters.
https://www.sec.gov/ix?doc=/Archives/edgar/data/0000844887/000149315223010488/form8-k.htm
Item 1.01 Entry into a Material Definitive Agreement
On March 31, 2023, the Company entered into a Letter of Intent with an unrelated third party. The Agreement provides for purchases of Common Stock of Diamondhead Casino Corporation and purchases of Common Stock of its wholly-owned subsidiary, Mississippi Gaming Corporation.
Mississippi Gaming Corporation
The Letter of Intent provides that the Purchaser will purchase a total of 4.5 million shares of Common Stock of Mississippi Gaming Corporation, or 10% of the Common Stock of Mississippi Gaming Corporation, for a total purchase price of $6,000,000, in two transactions as follows:
1) On or before April 15, 2023, the Purchaser will purchase five percent of the total Common Stock of Mississippi Gaming Corporation for $3,000,000. Upon receipt of payment, Mississippi Gaming Corporation shall issue 2.25 million shares of Common Stock, or five percent of the total authorized Common Stock of Mississippi Gaming Corporation, to the Purchaser.
2) On or before June 30, 2023, the Purchaser will purchase an additional five percent of the total authorized Common Stock of Mississippi Gaming Corporation for $3,000,000. Upon receipt of payment, Mississippi Gaming Corporation shall issue an additional 2.25 million shares of Common Stock, or an additional five percent of the total authorized Common Stock of Mississippi Gaming Corporation to the Purchaser.
The Purchaser will have the right to nominate two directors to the Board of Directors of Mississippi Gaming Corporation. The current Board of Directors of Mississippi Gaming Corporation will examine and review the background, experience and credentials of the nominees and, once acceptable, pass a resolution appointing the Purchaser’s nominees to the Board of Directors contingent upon the first Closing and effective on the date of and immediately following the first Closing. In the event the Purchaser has not nominated a director(s) prior to the first Closing, the Purchaser may do so at any time thereafter.
Diamondhead Casino Corporation
The Letter of Intent provides that the Purchaser will purchase 4,000,000 shares of Common Stock of Diamondhead Casino Corporation at a purchase price of $1.00 per share in two transactions as follows:
3) On or before September 15, 2023, the Purchaser will purchase 2,000,000 shares of Common Stock of Diamondhead Casino Corporation for a total purchase price of $2,000,000. Following Closing, the Company will issue instructions to the Company’s transfer agent to issue 2,000,000 shares of Common Stock to the Purchaser.
4) On or before November 30, 2023, the Purchaser will purchase an additional 2,000,000 shares of Common Stock of Diamondhead Casino Corporation for an additional purchase price of $2,000,000. Following Closing, the Company will issue instructions to the Company’s transfer agent to issue an additional 2,000,000 shares of Common Stock to the Purchaser.
The Purchaser will have the right to nominate two directors to the Board of Directors of Diamondhead Casino Corporation. The current Board of Directors of Diamondhead Casino Corporation will examine and review the background, experience and credentials of the nominees and, once acceptable, pass a resolution appointing the Purchaser’s nominees to the Board of Directors contingent upon Closing of the purchase of a minimum of 2,000,000 shares of Common Stock of Diamondhead Casino Corporation and effective on the date of and immediately following the Closing. In the event the Purchaser has not nominated a director(s) prior to the first purchase of Common Stock of Diamondhead Casino Corporation, the Purchaser may do so at any time thereafter.
The Purchaser’s failure to close when required shall render the remainder of the Agreement null and void.
In consideration of the total purchase price of $10,000,000 for the foregoing purchases of stock, the Purchaser shall also have the right, but not the obligation, to purchase up to twenty acres of Mississippi Gaming Corporation’s Diamondhead, Mississippi Property to be used for a senior citizen and/or assisted living and/or aging complex for an additional purchase price of $75,000 per acre, or a maximum total purchase price of $1,500,000. Mississippi Gaming Corporation will provide two acres of land contiguous to the facility for an open park. The location of the twenty acres shall be determined by mutual agreement of the Purchaser and Mississippi Gaming Corporation, but shall not be in that acreage approved by the Mississippi Gaming Commission for gaming. This right to purchase shall terminate two years from the date of inception of the right (“the Option Period”). The acreage purchased by the Purchaser cannot be used for gambling or gaming of any type or transferred or conveyed to any person or entity for such a purpose. Any deed conveying acreage to the Purchaser will include a prohibition to this effect. In the event a third party tenders an offer for the entire Diamondhead Property prior to Purchaser’s payment of the Option price and the Board of Directors of Mississippi Gaming Corporation accepts the third party’s offer, the Option will be deemed to have expired. In the event, Mississippi Gaming Corporation sells Diamondhead Property for less than Seventy-Five Thousand Dollars per acre in an arms’ length transaction during the Purchaser’s Option Period, the Purchase Price for the Purchaser’s Property will be lowered so that the Purchaser is not paying more than another buyer of the commercial Property.
The proceeds from the foregoing sales of Common Stock are intended to be used to pay down a substantial portion of the debt that is secured by liens on the Diamondhead Property, to pay Diamondhead Property taxes, to pay fees and expenses of outside auditors and accountants to prepare and file the Company’s periodic reports with the Securities and Exchange Commission, to pay legal fees and other fees and expenses relating to the foregoing transactions, to obtain a master plan for the Diamondhead Property and for general corporate purposes. The proceeds from the initial sale of Common Stock will be used to pay plaintiff/lienholders who are owed payment in the approximate amount of $2,207,500, pursuant to an Amendment to Settlement Agreement entered into in Arneault et al. v. Diamondhead Casino Corporation (In the United States District Court for the District of Delaware (C.A. No. 1:16-cv-00989-LPS).
Sold out of my CENN on the last run to 80 cents (much too early though) for a lifetime loss of $6 grand. Considering I started buying at $4 bucks in jan 2022 I guess I should consider myself luckier than many others, but still its disappointing to see such large downdraft for a company that is executing. I do believe in the company and what they are doing, and should it dip under 40 cents I would consider buying.
this turned out to be a huge winner for me by trading the large swings and buying low, thru beginning of 2023 when I have cleared my position, and I did this even missing a portion of the big upswings, which confirms again that you dont need to be perfect with your entry and exit points, but importantly to buy heavier at perceived bottoms.
Going forward, given a bear market, I would be a buyer in the .15 to .25 range, with larger quantity towards the lower part of the range as always. I like what they are doing and they should be successful.
this has turned out to be a real dog. Thru trading I am closer to break-even considering started buying at 11 cents. I would still be a buyer at .037 range and a seller over 5 cents, though I dont have a lot of shares left. It's a shame I love what they are doing.
To date, I've made almost $10K trading the stock and writing the options, on top of that, riding 26K free shares as a result, plus founders shares (wont state quantity here, "never sold a share" of those as Todd likes to say). Pretty darned good, it's been a fair amount of work but also taking advantage of the options market at the right times. Not bad considering my first buys around $10/share, a miracle really.
BUT that Gig is over, the 2.50 calls, heck even November are not fetching anything, we are just too far away from a buck a share for anyone to think that 2.50 calls are worth the gamble to buy. At this point I am leaning towards simply buying shares around this price point or lower and selling on any rallies, not much else you can do with options off the table. The stock price is just cheap in my opinion and in fact I should have been buying this last month, I sort of lost track of the share price. But maybe at one point we rally and if we do maybe we can get a nickel for August or Nov in more than just small quantities. You can also try selling at the market and see where you get filled, but problem is they can fill you for a penny and then you are stuck with the options till expiration locking you from selling options on later rallies since all of these are covered calls and I cant really go naked.
On the prospects of the drug size, I am still bullish mostly on ALZ001 which seems like it should be a no-brainer. but this stuff takes so so long.
10-K will be late
It's not clear to me have they done most of the work but dont have the money to pay for it, or are they far behind in the work itself as well? This is not good. I hope they are conserving every last penny. If they need to lay off people to stay solvent, then do whatever it takes.
The Registrant diligently worked towards the preparation and filing of its Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “Annual Report”).
However, due to cash constraints, the 10-K will not be filed with the SEC on March 31, 2023.
The Registrant is working diligently to improve its cash position and remains open for business and continues to supply products and solutions to its customers.
https://www.otcmarkets.com/filing/html?id=16533119&guid=YaA-k65Tb1LtQth
Actually its pointless to answer this question when statements like Ward hasnt been to Mexico in 9 months are being made. We know he's been to Mexico in the last 9 months and many times in fact, so whats the point of talking about anything else if even basics like that cannot be agreed upon.
Seriously?
After all the due diligence on the isthmus project, it should be clear. Not sure I can help you anymore on that topic, review the due diligence.
well here we are, I continue to buy down here to lower my average now at .0061, could be worse, could be better, but hard to predict the future with these stocks. When the selling abates, and it will abate, it will be interesting to see where this goes, but for now lets extract the most pain from the seller by keeping our bids low.
To clarify, thats MIRAGE's pipeline mentioned, there is absolutely no question about it in my mind. Nobody else is getting that pipeline and I have posted stuff about that about a month+ ago if you want to look back. Finally they mention that pipeline as most of the focus has been on natural gas which as we all know is our forte and also being moved ahead on with projects.
10-K filed !
They've been on time every time after catching up. You dont do that unless you're serious about making something happen eventually.
I pushed the last week and now over half a million shares. Hard to really add any more at this point.
next week I believe
you'd be shocked absolutely shocked at what he knows about pipelines. in the case of the mirage projects #1 includes new pipelines while #s 2 an 3 are rehabs of existing lines. All of these are on the block. As they start and eventually get completed people will be amazed at what can get accomplished. Lets see how our next trip goes obviously not holding breadth but one step at a time.
well, sure, I guess I would call it at least "a" bottom since it dropped 50% from days previous along with the market cap. could it be a stopping point before a lower bottom, it could be, but it is very very oversold.
let me ask you this, lets just say for arguments and maybe truthfulness sake that they and you are right to varying degrees. Do you think that they are done putting out such wrong/crap/whatever you want to call it information. In other words, people make mistakes, minor ones, major ones, but the question is, do they learn from their mistakes, in other words, do you think they have learned 25%, 50%, 75% or 100% from their mistakes, meaning for example for 25% that there is a 75% chance they will keep making the mistake, or 100% meaning they will never make any mistakes again. We'll use the term "stupid mistakes" to mean mistakes, vs just minor mistakes that happen a lot more in general across companies.
In other words, have they learned anything over that period of time, yes or no, and how much. Please tell me they have learned something. Please.
Why would so many (assumedly) longs and insiders sell near a bottom is beyond my comprehension but I see it continue to happen in many stocks probably b/c people either need the money badly or are scared of a bear market which we are still at the beginning of, so be it. I look for what I believe are undervalued companies with solid technology, though they are not always the best run, you take the good with the bad.
I dont use total sharesholders deficit in my decision making, its not relevant to me.
this has been really tough as have a number of other pennies. Picked up 100K at .008 today as part of bottom fishing.
this puzzle is so big its mind-blowing, and we only see the tip of the iceberg. Wow
Picked up a million shares from .0036 to .0025. Not sure what the heck is going on but I know the company is worth more than what, a couple million bucks?
no idea I just saw it when you mentioned it. Geez I could have at least lightened up a little, thats what GTC orders are for. Things have been so dead for so long here
picked up 20K the other day at .071. I have to admit, this is getting very very tiring. There is no excuse in the world for this to be trading at this price. But on the other side of the ledger this deal has taken much longer than it should to complete, so annoying
oh really, tell me more about it.
I am considering a push over the next few days to get to half a million shares, it's within reach but I am cheap and not willing to chase.
terrible is not the word for this. It became so cheap I picked up shares just now at 2.02, so the company is worth 2.5 million, not sure what to say about that.
these people dont make any money, just enough to pay their bills. Not theyre just like us, hoping for a home run, or at least a single or double, respectable revenues and maybe a break even on expenses, lets start there and work our ways up. As for share price, my goodness we should be at a bottom by now, but I suppose it could always go lower as we have seen.
we have all learned lessons, lots of them.
I'll have to be the first to admit I dont like our price action in the last few months given the news we have had (albeit not earth shattering). I am out of cash but I would be a heavy buyer at this price and if my cash position changes I would be buying for sure.
I found the following link which you can bring up in Chrome to have it translated in Spanish: https://dof.gob.mx/#gsc.tab=0 You can search going back years to "test it out" though I havent done much of that. It is a listing of Mexico's daily events from the government. Maybe keep an eye on it to see if it tells us anything. In the meantime I try and keep up with tweeting from the energy entities like Pemex, Cenegas, etc. but havent stumbled into anything interesting in a while.
just to be clear, 4Ward is a private company consisting of himself. Not sure how shareholders could have been victims there.
sure appears that way to some doesnt it. Many of us are out hundreds of thousands of dollars. Lessons learned for sure.
"what do you mean" what do you mean? Its just what I said. The company has raised money for years to pay for expenses for project planning and execution, no different than any other company, nothings free.
that there's money coming from Canada. Whether any of that goes to getting current I have no idea but it could be. Also keep in mind if any deals are being done, the expenses of lawyers and the like will add up.
there is a smidgen of truth there actually, and obviously he doesnt need a million bucks to get current, thought I dont think any of us knows exactly what its going to take to get current, that is the big question, but as long as we can strike a deal then the details will work themselves out and the chips fall however they may.
nonsense you think that info is publicly available, oh my gosh do you realize the liability involved with that. No, its just one of those services that gives you info about the person whose phone it is, those services run about 30 bucks a month, theyre not bad, but to think you're going to get someones location, lol
Great find man, absolutely tremendous is there anything else that we need to say to get into peoples minds the viability of Mirage projects, I couldnt have said it better myself.
For those that dont know, Brasil is our project. I didnt know about the bi-diretional flow back to the US side.
Ward is a genius and people will figure that out hopefully it will be sooner than later.
The stock continues to be a steal at these prices just got filled at .30, when they finally do a deal this will be a distant distant memory. I'd love to hit half a million shares but without free cash I'll have to be content with close to 480K, wow.
ok let me get this straight, he spent decades working on these projects and is giving up and wants to salvage a few bucks for a reverse merger but has to clean up the books for a large expense when there are plenty of other clean shells out there? Really? Oh my gosh I dont know what to say. Suffice to say cleaning up the books is clearly NOT a strength here by any means, I'd say the chances of this are zero. But hey, eveythings one the table right?
first of all if he's on business you should not be ringing him, second of all, that means nothing, I am in this technology space and I can tell you its not definitive at all. He's in mexico.