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SCURG LAWSUIT DETAILS
The Settlement Agreement provides that the Company shall pay to AltCorp an amount of its common stock, par value $0.001 per share (the “Common Stock”) equal to$3,300,000 in resolution of the Claims (the “Payment”). Pursuant to the terms of the Settlement Agreement the Company has the option to pay a portion of the Payment in cash.As previously disclosed in a Current Report on Form 8-K filed by the Company on June 29, 2020, the Company had agreed to exchange $2,750,000 of principal (and relatedinterest, fees, and expenses) of a promissory note held by AltCorp for 5,500,000 shares of Common Stock. AltCorp agreed to a one-year lock-up on the 5,500,000 shares. At theexpiration of the lock-up period, in the event the VWAP for the Common Stock was, during the preceding twenty day trading period, at less than $0.50 per share, AltCorpwould have the right to receive additional shares of Common Stock equal to the True-Up Value (as defined in the exchange agreement filed as an exhibit to such June 29, 20208-K). The Company agreed, in June 2020, to reserve 22,000,000 shares of Common Stock with the Company’s transfer agent for purposes of AltCorp receiving the True-UpValue (the “Share Reserve”).In connection with the Settlement Agreement, the Company agreed to increase the Share Reserve from 22,000,000 shares of Common Stock to 33,000,000 shares of CommonStock (the “Increased Reserved Shares Quantity”), and further agreed not to decrease the Increased Reserved Shares Quantity for a period of thirty-two (32) months,commencing on January 8, 2021, except as permitted to satisfy the Company’s obligations under the Settlement Agreement.In satisfaction of the Payment, the Company will issue to AltCorp a monthly payment of Common Stock, for a period of thirty-two (32) months commencing on January 8,2021, in amounts equal to $100,000, calculated based on the volume weighted average price of the Common Stock during the ten (10) trading days immediately preceding the
three (3) trading days of the first (1st) trading day of each calendar month. The first share issuance, which equaled less than one percent (1%) of the shares of Common Stockoutstanding (based on the amount of shares of Common Stock outstanding reported on the Company’s Quarterly Report on Form 10-Q filed on November 16, 2020), was issuedto AltCorp on January 13, 2021 in the amount of 850,557 shares.
The Settlement Agreement provides that the Company shall pay to AltCorp an amount of its common stock, par value $0.001 per share (the “Common Stock”) equal to$3,300,000 in resolution of the Claims (the “Payment”). Pursuant to the terms of the Settlement Agreement the Company has the option to pay a portion of the Payment in cash.As previously disclosed in a Current Report on Form 8-K filed by the Company on June 29, 2020, the Company had agreed to exchange $2,750,000 of principal (and relatedinterest, fees, and expenses) of a promissory note held by AltCorp for 5,500,000 shares of Common Stock. AltCorp agreed to a one-year lock-up on the 5,500,000 shares. At theexpiration of the lock-up period, in the event the VWAP for the Common Stock was, during the preceding twenty day trading period, at less than $0.50 per share, AltCorpwould have the right to receive additional shares of Common Stock equal to the True-Up Value (as defined in the exchange agreement filed as an exhibit to such June 29, 20208-K). The Company agreed, in June 2020, to reserve 22,000,000 shares of Common Stock with the Company’s transfer agent for purposes of AltCorp receiving the True-UpValue (the “Share Reserve”).In connection with the Settlement Agreement, the Company agreed to increase the Share Reserve from 22,000,000 shares of Common Stock to 33,000,000 shares of CommonStock (the “Increased Reserved Shares Quantity”), and further agreed not to decrease the Increased Reserved Shares Quantity for a period of thirty-two (32) months,commencing on January 8, 2021, except as permitted to satisfy the Company’s obligations under the Settlement Agreement.In satisfaction of the Payment, the Company will issue to AltCorp a monthly payment of Common Stock, for a period of thirty-two (32) months commencing on January 8,2021, in amounts equal to $100,000, calculated based on the volume weighted average price of the Common Stock during the ten (10) trading days immediately preceding the
three (3) trading days of the first (1st) trading day of each calendar month. The first share issuance, which equaled less than one percent (1%) of the shares of Common Stockoutstanding (based on the amount of shares of Common Stock outstanding reported on the Company’s Quarterly Report on Form 10-Q filed on November 16, 2020), was issuedto AltCorp on January 13, 2021 in the amount of 850,557 shares.
SCURG COX CANT EVEN FILE A Q ON TIME..TOTAL SCAM!
.13's whoopsies! COX DUMPING !
$1800 a month for car expense...like he is going anywhere? Make believe travel... bullshit never ends
1-50 REVERSE SPLIT COMING OUCH! MASSIVE DILUTION!
https://ih.advfn.com/stock-market/USOTC/surgepays-qb-SURG/stock-news/84904993/information-statement-all-other-definitive-def-1
Approval of the filing of an Articles of Amendment (the “Articles of Amendment”) to our Articles of Incorporation effecting, at the discretion of our Board, a reverse stock split of the Common Stock at a reverse stock split ratio in the range of between 1-for-10 and 1-for-50 (the “Reverse Stock Split”), which specific ratio will be determined by our Board at its sole discretion prior to the filing the Articles of Amendment.
Effective August 20, 2020, we began to compensate Mr. Kevin Brian Cox, our Chief Executive Officer and Chairman of the Board, an annual salary of $750,000 paid in accordance with our standard employee payroll practices. We also provide Mr. Cox with a monthly car allowance of $1,800.
And he is the landlord and consulting firm and all the other way he can drain every dime he can...100% SCAMMER!
LogicsIQ = All BULLSIT... not a single presentation even showing what it is or how it operates...all just talk as usual!
1/2 the article was Cox talking about himself again......along with all the typical lies and bullshit...and of course not a mention that they officially have re-filed for NAZ...
COX ALWAYS LOOKING FOR SUCKERS ALWAYS 100% BULLSHIT
By John Klyce – Reporter, Memphis Business Journal
Feb 24, 2021, 8:00am EST
Yesterday morning, Brian Cox drank lemon water before he sipped coffee, as he had read it can give you energy.
“I’ll take anything that gives me an edge,” he said. “It’s like, ‘How do you pack more in a day?’”
Right now, Cox, the chairman and CEO of SurgePays — formerly known as Surge Holdings — could use a boost, as his company continues its quest to be uplisted to the NASDAQ Capital Market.
Currently trading on the OTC market, Surge has pursued the designation since its inception. But now, the fintech business — which provides financial services, tech products, and wholesale goods to convenience stores, bodegas, and other underbanked businesses — is closer than ever, according to Cox.
“It’s perfect timing,” he said. “The market is super hot.”
Recently, Surge took steps to increase its chances of gaining NASDAQ status. On Feb. 11, its chief strategic officer, Carter Matzinger, and its chief administrative officer, David Ansani, resigned from the board, freeing up room for new, independent directors, which the company needs to qualify for the uplisting.
Since then, it’s added David May, a VP with Landmark Community Bank, and Jay Jones, CEO of 321 Communications Inc., a telecom service based out of Jacksonville.
Checking off another mark on the NASDAQ to-do list, Surge gained new financial backing from the Maxim Group, a New York-based investment bank that will raise $15 million in funding for the company. This could help it further expand, as it seeks to grow the number of stores it markets and sells products to.
“We’re going to go on a rampage of mergers, acquisitions, and growth, and going to be adding as many stores as we can to our network,” he said. “We’ll be aggressively working to enhance those relationships to grow sales per store.”
To gain the NASDAQ listing, Surge’s price will have to significantly increase, as the market has a threshold of $1. And right now, the company’s stock price on the OTC market is hovering around 15 cents, according to SeekingAlpha.
But Cox maintains that the stock price will increase as people see it grow, and said consultants have told the company it’s about 45 to 60 days from being uplisted.
Surge has gained stronger footing in recent years, with sales spiking in 2020. In Q2 2020, revenue increase by nearly 320% year-over-year, jumping from $3.5 million in Q2 2019 to $14.5 million.
Recommended
WOW! Just 3 days left till the excuses start! LMFAO!
On February 12, 2021, the Company filed Form S-1/A with the Securities and Exchange Commission with the intent of listing on Nasdaq within 90 days.
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We all know exactly how this ends, Will be fun to watch all the excuses on May 12
I WONDER HOW MANY PICTURES COX HAS OF HIMSELF....
HE PROBABLY HAS THEM ALL OVER HIS OFFICE...AND BUSINESS CARDS WITH HIS PHOTO HE HANDS TO STRANGERS....LMAO!
Q1 REPORT WILL SHOW ZERO GROWTH...COX WON'T BE ABLE TO USE THE BULLSHIT ECS FAKE REVS ANYMORE.... WHOOOPSIES!
COX..ALWAYS PLAYING MAKE BELIEVE...LIKE A CHILD!
The phone company owner would arrive in a motorcade, like a president, flanked by gun-waving guards.
The U.S. Justice Department has another explanation for the wealth of Kevin Brian Cox, 38. He is one of three men accused in May of defrauding the federal Lifeline phone program of $32.4 million by exaggerating how many customers qualified for a subsidy because they were poor.
CEO HEADED BACK TO JAIL FOR FRAUD AGAIN!
https://www.tampabay.com/news/courts/civil/ripple-effect-of-lifeline-indictments-in-tampa-felt-at-el-salvador-call/2190328/
SUCH A TOTAL PUTTZ....
The phone company owner would arrive in a motorcade, like a president, flanked by gun-waving guards.
The U.S. Justice Department has another explanation for the wealth of Kevin Brian Cox, 38. He is one of three men accused in May of defrauding the federal Lifeline phone program of $32.4 million by exaggerating how many customers qualified for a subsidy because they were poor.
Initial product placement orders for 250,000 SurgePhones and 500,000 SIM Starter Kits. for planned deployment into 40,000 stores
IF COX'S MOUTH IS OPEN....YOU KNOW 100% BULLSHIT IS COMING OUT!
https://ir.surgepays.com/news-events/press-releases/detail/42/surge-holdings-reports-progress-on-phase-1-rollout-of
Completes installation of SurgePays™ Network in first stores
Initial product placement orders for 250,000 SurgePhones and 500,000 SIM Starter Kits. for planned deployment into 40,000 stores
Announces $2.8 million of purchase orders related to SurgePays™ Network
Memphis, TN, Aug. 15, 2019 (GLOBE NEWSWIRE) -- – Surge Holdings, Inc. (“Surge”) (OTCQB: SURG), developer of the SurgePays™ Network for independent retailers, today provided a business update and announced financial results for the second quarter ended June 30, 2019.
Brian Cox, CEO and Chairman of Surge Holdings, commented, “I am pleased that we have commenced our rollout with AATAC, one of the largest private trade associations, representing over 110,000 retail locations. They are truly an ideal partner—providing the ability to accelerate our rollout across the United States. The first 750 stores being installed in Tampa provide us the real data to refine the installation process and create efficiencies to ramp to over 3,000 stores a month. We have invested in the expansion of both our Memphis fulfillment facilities and our Centercom operations center in Central America to accommodate our expected growth. Having built industry leading operations in the past, our team had the experience to foresee what we believe will be necessary to support our growth. We believe we now have everything in place to execute and are focused on growing both our retail distribution base as well as adding additional products to the SurgePays™ Network, a first of its kind fintech network connecting independent retailers, manufacturers and consumers. Our phase one with AATAC has already resulted in approximately $2.8 million in purchase orders and we look forward to quickly scaling into phase two and additional target markets."
“Additionally, AATAC representatives are providing their network of retailers our point-of-sale display to prominently showcase the SurgePhone and SIM Card products in store, while training merchants on the SurgePays™ Network. Our SurgePays™ Network offers the merchant a wholesale marketplace to order products from regional manufacturers. At the same time, manufacturers are now able to distribute their products nationwide in a more efficient and effective manner. The platform will also allow us to market a wide variety of our own value-added products including SurgePhone Wireless, and, upon launch, the SurgePays™ Prepaid Visa® card. In fact, the initial product placement orders to deploy into 40,000 stores is 250,000 SurgePhones and 500,000 SIM Starter Kits.”
“During the quarter, we announced the signing of two distribution agreements for products we have added to our platform. In early June, we reported signing an agreement with Weekend Warrior Wellness, a brand of Contigo Products, LLC, to distribute its ‘5-Hour Hemp Energy Shots,’ ‘Energy Mints with CBD’ and ‘Mint Strips with CBD’ through our SurgePays™ Network. In addition to Weekend Warrior Wellness, we announced in late June that we entered into an agreement with Brimhall Foods Company, Inc., a leading regional manufacturer and distributor of quality snack food items throughout the Southeast under the BRIM’S brand, to distribute its BRIM’S snack foods nationwide through our SurgePays™ Network. We are excited about expanding the products we distribute as we believe this will provide us an important incremental revenue stream, in addition to providing a new profit center for the independent store owners.”
“It is important to note that we have begun to transition our telecom business away from True Wireless. As per our plan, we expect to see a steady decline in True Wireless as SurgePhone and SurgePays™ revenues increase, due to the fact we are reallocating resources towards those businesses. While the True Wireless business played an important role in the past and has generated valuable cash flow to fund our activities, we believe the opportunities presented by the SurgePays™ Network dwarf those of True Wireless, while also eliminating our reliance on government subsidies and replacing it in short order with high margin recurring revenue. I have spent years developing an ad driven free service that yields equivalent or higher revenues than our government subsidized reimbursements. I cannot imagine a better offering to rapidly grow our customer base than a free basic plan. As a result, we are extremely encouraged by the outlook for the Company and feedback we have received from the stores that have already implemented our platform,” concluded Mr. Cox.
Second Quarter 2019 Financial Results
For the three months ended June 30, 2019, revenues were approximately $3.5 million compared to approximately $4.0 million for the same period last year, reflecting the Company’s planned transition from its True Wireless business towards its SurgePays™ Network and related products including SurgePhone™ Wireless, the yet to be launched SurgePays™ Prepaid Visa® card, and other consumer products to be offered through the SurgePays™ Network. Operating loss for three months ended June 30, 2019 was approximately $(2.5) million versus operating loss of approximately $(192,000) for the quarter ended June 30, 2018. Net loss for the three months ended June 30, 2019 was approximately $(2.5) million, or $(0.03) per share, versus a net loss of approximately $(375,000), or $(0.00) per share, in the same period last year.
About Surge Holdings, Inc:
Surge Holdings, Inc. is a retail supply chain company that provides a virtual distribution hub for retailers, as well as offers telecom services for low income customers and financial payment services for the unbanked and under-banked. Surge products are delivered through a nationwide network of convenience stores and corner markets connected to the SurgePays™ Network. This retail platform is designed to transform the traditional supply chain by providing local retailers seamless access to global products and to empower the corner store to select, order and fulfill delivery of wholesale goods from around the country. This platform also provides manufacturers a cost-effective and efficient platform to access local retailers. For more information on Surge Holdings and its subsidiaries, please visit: https://surgeholdings.com.
Forward Looking Statements
This press release contains information that constitutes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any such forward-looking statements involve risk and uncertainties that could cause actual results to differ materially from any future results described by the forward-looking statements. Risk factors that could contribute to such differences include those matters more fully disclosed in the Company's reports filed with the U.S. Securities and Exchange Commission. The forward-looking information provided herein represents the Company's estimates as of the date of the press release, and subsequent events and developments may cause the Company's estimates to change. The Company specifically disclaims any obligation to update the forward-looking information in the future. Therefore, this forward-looking information should not be relied upon as representing the Company's estimates of its future financial performance as of any date subsequent to the date of this press release.
Investor Contact:
Crescendo Communications, LLC
Tel: 212-671-1020
Email: SURG@crescendo-ir.com
LMFAO! "We beLIEve uplisting from the OTC Market to the Nasdaq Capital Market will increase corporate visibility, improve liquidity, and broaden awareness in the financial markets," stated Brian Cox, Surge's CEO and Chairman of the Board. "An up-list will open the investment opportunity to a larger pool of investors and help create greater shareholder value. We have made significant progress in strengthening our financial performance, governance and liquidity, positioning the Company for future growth and profitability. A listing on the Nasdaq Capital Market is a natural progression for the Company and our shareholders."
Surge Holdings Inc. Files Application for Uplisting to the NASDAQ Capital Market
100% BULLSHIT 2 YEARS AGO..300% BULLSHIT TODAY!
MEMPHIS, Tenn., March 6, 2019 /PRNewswire/ -- Surge Holdings Inc. ("Surge") (OTCQB: SURG), a Memphis-based Technology and Blockchain FinTech Software Company is pleased to announce today it has filed an application for uplisting on the NASDAQ Capital Market.
SurgeHoldings Logo (PRNewsfoto/Surge Holdings)
"We believe uplisting from the OTC Market to the Nasdaq Capital Market will increase corporate visibility, improve liquidity, and broaden awareness in the financial markets," stated Brian Cox, Surge's CEO and Chairman of the Board. "An up-list will open the investment opportunity to a larger pool of investors and help create greater shareholder value. We have made significant progress in strengthening our financial performance, governance and liquidity, positioning the Company for future growth and profitability. A listing on the Nasdaq Capital Market is a natural progression for the Company and our shareholders."
The Company's common stock will continue to trade on the OTCQB under its current symbol, SURG, during the NASDAQ review process and while the Company prepares to meet all the requirements for uplisting to NASDAQ.
About Surge Holdings Inc:
Surge Holdings Inc. is a publicly traded company headquartered in Memphis, TN. Surge wholly owns and actively operates subsidiaries that utilize emerging technology to improve the quality of life for the unbanked, under-banked, and the overlooked. Surge products are delivered to a nationwide network of convenience stores and corner markets connected to the SurgePays Wholesale Marketplace Portal software platform. Current focus and holdings include Blockchain FinTech Software as a Service (SaaS) subsidiaries, Reloadable Debit Cards for the unbanked and Telecommunications subsidiaries. Surge Holdings, Inc is traded under the stock ticker symbol: SURG.
For more information on Surge Holdings and its subsidiaries, please visit: https://surgeholdings.com
Follow CEO Brian Cox on Twitter for thoughts, insight, and progress of not only the short-term goals prioritized in this update, but relevant and material news for Surge: https://twitter.com/kbriancox
FORWARD LOOKING STATEMENTS
This press release contains information that constitutes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any such forward-looking statements involve risk and uncertainties that could cause actual results to differ materially from any future results described by the forward-looking statements. Risk factors that could contribute to such differences include those matters more fully disclosed in the Company's reports filed with the U.S. Securities and Exchange Commission. The forward-looking information provided herein represents the Company's estimates as of the date of the press release, and subsequent events and developments may cause the Company's estimates to change. The Company specifically disclaims any obligation to update the forward-looking information in the future. Therefore, this forward-looking information should not be relied upon as representing the Company's estimates of its future financial performance as of any date subsequent to the date of this press release.
Invest@SurgeHoldings.com
901-229-7205
WOW! Just 4 days left till the excuses start! LMFAO!
On February 12, 2021, the Company filed Form S-1/A with the Securities and Exchange Commission with the intent of listing on Nasdaq within 90 days.
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We all know exactly how this ends, Will be fun to watch all the excuses on May 12
COX STOPPED BULLSHITTING/PUMPING ON TWITTER LAST YEAR
NOW HE PAYS BULLSHITTERS TO DO IT FOR HIM...HE IS AWESOME...JUST ASK HIM! LOLOLLXXZXXZZLOLZSZZZZZ
SCURGE SAME OLD COX...SAME OLD BULLSHIT!
WOW! Just 5 days left till the excuses start! LMFAO!
On February 12, 2021, the Company filed Form S-1/A with the Securities and Exchange Commission with the intent of listing on Nasdaq within 90 days.
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We all know exactly how this ends, Will be fun to watch all the excuses on May 12
COX "TRUST MY FAKE HANDSHAKE YOU SUCKER!
NEWS! COX WANTS TO CREATE NEW CRYPTO COIN IN HIS OWN NAME BECAUSE HE IS SO AWESOME!
NEWS/BULLSHIT COX DESPERATION HITTING ALL TIME LOWS![/]
Officer Brian Cox. “We are thrilled at the success of LogicsIQ for many reasons and are exploring the best possible options to pick up significant shareholder equity and value such as a spin-off or IPO. Successfully separating the branding and management teams is the first step to accomplishing our next set of short-term goals.”
https://ir.surgepays.com/news-events/press-releases/detail/83/surgepays-inc-provides-update-on-logicsiq-subsidiary
WITH ALL THE DILUTION AND PROVEN LIES FROM COX....ONLY A PAID EMPLOYEE WOULD EVER SUPPORT SUCH A SCAM.
WOW! Just 6 days left till the excuses start! LMFAO!
On February 12, 2021, the Company filed Form S-1/A with the Securities and Exchange Commission with the intent of listing on Nasdaq within 90 days.
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We all know exactly how this ends, Will be fun to watch all the excuses on May 12
NOT ONE HONEST THING ABOUT THIS COMPANY EVERYTHING IS BULLSHIT...THATS WHY THEY WILL NEVER PROVIDE A SINGLE ADDRESS TO CONFIRM ANY PRODUCTS OR SERVICES...
AND WHEN COX IS OUT OF BULLSHIT HE HIRES SOMEONE ELSE WITH A BULLSHIT NAME TO BULLSHIT FOR HIM....
Goldman Small Cap Research was compensated by the Company in the amount of $8800 for research services. All information contained in this report was provided by the Company via filings, press releases or its website......Goldman Small Cap Research is not affiliated in any way with Goldman Sachs & Co.
https://www.goldmanresearch.com/201910311262/Opportunity-Research/new-acquisition-a-national-cbd-distribution-drive-growth.html
WOW! Just 7 days left till the excuses start! LMFAO!
On February 12, 2021, the Company filed Form S-1/A with the Securities and Exchange Commission with the intent of listing on Nasdaq within 90 days.
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We all know exactly how this ends, Will be fun to watch all the excuses on May 12