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Are you talking about Greg and Jamie compensations (53 milllion shares for 67,500$)? Because nowhere in the 10Q does it talk about the numbers you mention. I know it is not ideal but those were the rules based on average pps for compensating Greg and Jamie. In December and January pps was very low so that meant many shares for them.
In Q2 pps is now much higher, so by taking a pps average of 0.04 (to be conservative) they will get 3.4 million shares (and much less is pps goes higher).
Also last year in April Greg received 7.5 million shares but they were cancelled in December, so they could do it again here, especially if they want to reduce the OS. Time will tell.
Well this reverse split was announced 7 months ago and has not happened yet, even though VYST was in trips for around 2 months between November and January... Wasnt it a good time to do it and get out of trips? No, the management trusted what they had and the pps went up without the need for it and despite big dilution.
Also give me one example of a stinky pinky stock that announced up to 12 months in advance they would make a reverse split. Isnt it a great proof of transparency? Most OTC stocks would RS without announcing it.
And I know it's not a proof, but I'll take Steve's word for it: a reverse split will not be considered until pps reaches 0.5$ and the RS would only be for meeting minimum price for uplisting.
I checked the latest forms 4 and I found a total of 109 million shares held by these 6 insiders (Keith Osborn, Michelle Magnum, Bryan Stone, Michael Iacanone, Steve Rotman and Joseph Allegra).
So just based on this, the 956 million number from yahoo cannot be right (AS is 1.041B).
Then there are all the consulting fees paid in shares. According to the 10Q, during Q1 33 million were given to blue oar aka Greg Rotman, and 20 million shares to Design Centers aka Jamie Rotman.
So all these insiders shares already total 162 million shares, so the 908 number from ETrade is wrong too.
And there are hundreds of other froms 4 I ddi not look at in details but there was many other names of people who also own shares (William Doyle, Matthew Clark.... not sure if they are still involved with VYST).
The Marketwatch number of 230 million shares seems too low, so basically like pug said, NOBODY KNOWS what the float is, but more importantly, seeing how the pps can move quickly with a few million shares traded, the float is locked up.
Haha this will only be for meeting minimum price for uplist, no worries here.
Your tricks to scare newbies are not working LMAO
Read yesterday's posts about it but once the merger is completed yes they will be able to use the 20 million $ NOL. It is definitely a big asset for VYST.
I asked Greg a few weeks ago by text message and he said uplisting to OTCQB will be done after the merger is complete. They probably want to focus on the merger first. But you re right, they could go directly to OTCQX. I guess they will re-evaluate their situation once the merger is done.
LOL all these allegations have already been discussed many times and proven wrong or irrelevant.
Find something else.
Why now then, volume is so low there is no money to be made compared to the cost of audits.... There s more to it.
LOL!
It costs way more to audit financials compared to what they made on this stock since the beginning of the year, try again!
LOL you started all that fuss to say that basically you were wrong? LMAO.
And the rule is not about being acquired or not, it s about ownership change, and Vystar will probably give shares to the Rotmans family for the acquisition, so it changes the ownership, but not enough to apply rule 382.
NOL is a great thing, and by the way Vystar does not pump it at all, it is not in any PR, just a few lines in filings, but we shareholders know that it definitely brings value to the company.
LOL you do not even know how it works !!!
the ownership rule is when over a certain period the ownership for 5%+ shareholders changes by more than 50%, for example if 1 person owns 20% of VYST, the rule would apply only if it goes to 70% or more! So we are far from it. The rule is to avoid completely selling shells for the NOLs, but in our case it is not a shell and the acquired company belongs to the same people.
Let s review the situation here: according to the latest form 4s, Keith Osborn was the only shareholder I could find who was a 5%+ shareholder with 40 mil shares (Steven Rotman has 36 mil and was not indicated as a 5% shareholder). So the rule would apply only if Osborn gets to 55% ownership (impossible) or all the other shareholders ratio decreases from 95% to 45% or less, which could happen only if OS grows to 1.95 billion and all the additional shares are given to owners who will all own 5%+ (otherwise they are accounted with the non 5% owners).
It could be possible with any other otc stock, but the beauty here is that the same people are invested in both VYST and Rotmans, so the Rotmans can do the acquisition however they like, and for sure they want to avoid diluting more because it would be like shooting themselves in the foot.
So NOL is definitely a huge asset for a profitable company like Rotmans.
Thanks BBW, apparently some people on this board do not understand the huge benefit this NOL will be for Rotman. They wont have to pay income taxes for a few years!
why 1.8 mil? NOL is 20 mill.
The timing of these strange things corrssponds to the expected Q1 fins release. Maybe we will see a nice surprise in the next couple of days when Q1 fins are out.
What you dont see is that on any other OTC stock it will bring a change of ownership above 50%. In our case it wont, Rotmans owns both companies, there wont be an ownership change. NOL will not be affected, even after the merger.
We re good here
$VYST
Hi Sterling, I am coming back to this old message where you mentioned that the acquisition price of Rotmans would be 4 million $. How did you hear about that number? Do you think it is still the case today? Thanks.
One simple question for your great intelligence: if WDBG is a scam, how come they were able to provide audited financials showing 4 million $ revenue and 200k$ net profit? Their fins did not even have to be audited. So why going through the pain and money to get them audited?
Read the extract from the 10K below, Vystar is well aware of all the rules, the NOL is actually now 20 million $. It could be affected by a change of ownership of 50% of VYST but since the SAME PEOPLE (that is why it is very different from the rest of the OTC with shells unrelated to purchased companies) are majority shareholders in VYST AND in Rotmans I really doubt it will happen, even with the merger. Also the big dilution that happened in January-February could have affected the ownership but the Rotmans family will get shares for the Rotmans acquisition which will re-balance the ownership and come back to an ownership close to how it was before. NOL is definitely an asset for VYST, and the Rotmans would be stupid not using it, being on both sides of the merger they can arrange it as they want to fully benefit from the NOL.
Here is a link with examples to understand how NOLs and changes in ownership work: https://www.forbes.com/sites/anthonynitti/2013/09/11/corporate-tax-filing-deadline-tip-is-your-net-operating-loss-limited/#28584726227f
And here is the extract from the 10K:
"Because of net operating losses we have experienced for federal income tax purposes at December 31, 2018, we had federal net operating loss (“NOL”) carry-forwards of approximately $20.0 million ($18.4 million for 2017) available to offset future taxable income. Our ability to utilize NOL carry-forwards to reduce future taxable income may be limited under Section 382 of the Internal Revenue Code if certain ownership changes in our Company occur during a rolling three-year period. These ownership changes include purchases of common stock under share repurchase programs, the offering of stock by us, the purchase or sale of our stock by 5% shareholders, as defined in the Treasury regulations, or the issuance or exercise of rights to acquire our stock. If such ownership changes by 5% shareholders result in aggregate increases that exceed 50 percentage points during the three-year period, then Section 382 imposes an annual limitation on the amount of our taxable income that may be offset by our NOL carry-forwards or tax credit carry-forwards at the time of ownership change. The limitation may affect the amount of our deferred income tax asset and, depending on the limitation, a significant portion of our NOL carry-forwards or tax credit carry-forwards could expire before we are able to use them. In such an event, our business, financial condition, results of operations or cash flows could be adversely affected. We believe we have not experienced an ownership change under Section 382 of the Internal Revenue Code as of December 31, 2018; however, the amount by which our ownership may change in the future could be affected by purchases and sales of stock by 5% shareholders and new issuances of stock by us, should we choose to do so."
NOL of 18M$ is the ace up VYST's sleeve.
LOL it s today s message from their twitter account
He is probably referring to this: https://www.google.com/amp/s/www.telegram.com/entertainmentlife/20190512/worcester-county-real--estate-transactions-may-12-2019%3ftemplate=ampart
Brookline Realty seems to belong to Steven and Leslie Rotman. 15 Crompton street is right next to Rotmans shop, and I also saw that 12 Crompton st belonged to Steven and Leslie.
They invested in Real Estate near their shop, maybe they plan to use the space for bigger Rotmans facilities (which would be great news for us), I dont see the problem.
The sale will bring cash to Murida, nothing wrong with that.
Where does the 6.3 million$ "gain on sale of investment" come from?
Then how come there is no stop sign?
Oh a 10Q is not an SEC filing now?
The acquisition will be half cash, half stock, it was in a post a or month or so ago following a discussion with Steve or Greg.
It was already discussed, the deal will be half stock, half cash, and the cash payment will be done on many years so not a problem. For the stock part, nobody knows how many shares will be used, my guess would be 100 to 200 millions (assuming Rotmans is worth about 50 million $).
I see that this Allied Universal tweet was retweeted by Steve Reinharz with the mention $AITX, looks good to me, great things on the way!
If you had the pacer files, can you share them (or the interesting parts of them) on this board? I m interested especially in the last one from Tuesday. Thanks!
Intreseting company: 600 million usd in market cap, 1.5 billion usd revenue in 2017. Good to see that Vystar deals a big player like that. Several of their subsidiaries are in many VYST filings and PRs: RCMA, Centrotrade, Wurfbain, Sinochem....
88% of their shares? Where does this come from? Onky 105 shares were sold at 2.
Werent quarterly financials due on May 15th?
LOL. Your bid has not filled yet?
No they wont, they only increased AS to show to the banks/loaners that they can raise money for future acquisitions like Rotmans if they have to. It does not mean they will use them all. It s pretty standard precautions here.
LOL didnt you read the 10Q 2 days ago? Toxic dilution is OVER! Since the 10K 3 weeks ago the only increase was 666,667 in exchange of 100,000$ cash.
The only significant change in OS in the future will be for Romans acquisition, but it will bring massive value to our shares so not an issue at all.
We re good here.
Haha good luck with the SEC! LMAO
Then please post these labels on this board, I m sure many other shareholders would like to see them! Thanks!
The 10Q was a step in the right direction with promising numbers. Now people are waiting for the Rotmans acquisition confirmation, it could come anytime. Once it is out, up we go!
Then if you sold, why are you still here?
What is your bid now? 0.04 again?
Haha yeah sure go ahead! And keep us informed !
Not at all. Again, the way I see it: 30ish million shares were for cancelling the remaining convertible debt, and 666,667 shares at 0.15 for the 100,000$ in cash. Not a lie.