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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 RUNNING OUT OF TIME! A/S 500,000,000 LMFAO!
YTD DILUTION NOW OVER 28,000,000 100% PUMP AND DUMP!
150,167,764
04/05/2021
Restricted
101,706,417
04/05/2021
Unrestricted
48,461,347
04/05/2021
Outstanding Shares
147,917,608
03/29/2021
Restricted
99,531,261
03/29/2021
Unrestricted
48,386,347
03/29/2021
Outstanding Shares
142,417,977
03/22/2021
Restricted
95,301,630
03/22/2021
Unrestricted
47,116,347
03/22/2021
Outstanding Shares
140,574,152
03/15/2021
Outstanding Shares
138,074,152
03/08/2021
Outstanding Shares 133,190,335
02/22/2021
Restricted 89,175,916
02/22/2021
Unrestricted 44,014,419
02/22/202
Outstanding Shares
132,419,335
02/17/2021
Outstanding Shares
127,566,582
02/01/2021
Outstanding Shares
122,507,519
01/04/2021
4/5 WEEKLY DILUTION CONTINUES TO ACCELERATE!100% SCAM!!!!
https://www.otcmarkets.com/stock/SURG/security
150,167,764
04/05/2021
Restricted
101,706,417
04/05/2021
Unrestricted
48,461,347
04/05/2021
Outstanding Shares
147,917,608
03/29/2021
Restricted
99,531,261
03/29/2021
Unrestricted
48,386,347
03/29/2021
Outstanding Shares
142,417,977
03/22/2021
Restricted
95,301,630
03/22/2021
Unrestricted
47,116,347
03/22/2021
Outstanding Shares
140,574,152
03/15/2021
Outstanding Shares
138,074,152
03/08/2021
Outstanding Shares 133,190,335
02/22/2021
Restricted 89,175,916
02/22/2021
Unrestricted 44,014,419
02/22/202
Outstanding Shares
132,419,335
02/17/2021
Outstanding Shares
127,566,582
02/01/2021
Outstanding Shares
122,507,519
01/04/2021
Outstanding Shares
118,937,711
11/12/2020
Outstanding Shares
114,215,911
10/01/2020
Outstanding Shares
113,327,080
09/01/2020
Outstanding Shares
111,197,866
08/03/2020
Outstanding Shares
104,922,150
05/31/2020
Outstanding shares
101,015,459
01/01/2020
Outstanding Shares
97,414,983
08/14/2019
Dilution update now over 150,000,000 O/S LMFAO!
Another week another few Million more dilution....
Outstanding Shares
150,167,764
04/05/2021
So Cox said Surge holdings changed it's name to better reflect it's new direction... AKA we unload any real assets and just keep the ECS scam purchase from pinksheet scam GTCH .... perfect!
wowsa...I wonder what IR has to say? LMFAO!
Great find....selling off assets to pay debts and settle lawsuits...never filed and 8k for a material event.
What are the odds that with 1000's of cities and towns in the USA that quietly SURG now rents an office in the very same town as Asani's Glass Mountain Capitol?
Looks like Asani may be getting free office space for is Glass Mountain Capitol located by pure luck in Schaumburg, IL 60173 Right down the block from a new office location that quietly appeared in the 10K located at....you guessed it....Schaumburg, IL 60173
I find it amazing that COX would not release any news about expanding into 2 more offices...no dates given...nothing...unless of course he hoped nobody would notice...
ITEM 2. PROPERTIES We presently occupy space at 3 locations: 3124 Brother Blvd, Suite 410, Bartlett, TN 38133, (This building is owned by an entity owned by Mr. Cox, our CEO and Chairman and the controlling shareholder of the Company), 1375 E Woodfield Road, Schaumburg IL 60173 and1615 S Ingram Mill, Building B, Springfield, Missouri 65804
I bet it wouldnt be too hard to find out the 3rd office is also close proximity to one of the other companies that SURG management is involved with.
https://ir.surgepays.com/company-information/management-team
http://www.glassmountaincapital.com/contact/
As an investor there is one thing you always have to ask. Could this company survive as a private company...without access to endless dilution of publicly traded shares to pay fat salaries etc. If not then it's likely just a vehicle for the CEO to live a lavish lifestyle on shareholders dime....so If you like to watch COX and his buddies wine and dine themselves like Kings...then by all means donate via buying shares of SCURG-SCAM!
We have been 100 correct about COX and his lies for over 2 years now...each lie has been pointed out and we always watch each lie unravel within a few months... we have made it difficult for COX to use IHUB as a tool to steal money from unwitting potential investors...I will never stop exposing this scam and it's lie's!
Tangled web of lies...
COX is so clever...just ask him he will tell you!
Loses, dilution and debt are so out of control now not even COX's continued lie's about Nasdaq listing for over 2 years can even save this confirmed scam! LOLOLLXXZXZZLOLZZZZ!
A/S now 500,000,000 ...should be enough dilution for Cox to keep writing more debt to his buddies for 200% effective interest rates...they all laughing at Surg Bagholders...
Interest expense increased over 1000% to $3,383,996 in 2020 from $227,016 in 2019 primarily due to an increase in total borrowings.
SCURG Debt interest is over $63K per week! LMFAO!
Interest expense increased to $3,383,996 in 2020 from $227,016 in 2019 primarily due to an increase in total borrowings.
COX gave himself a raise...now $750,000 a year LMFAO! Compensation of Executive Officers
Effective May 1, 2020, we began to compensate Mr. Anthony Evers, as our Chief Financial Officer, an annual salary of $270,000 paid in accordance with our standard employee payroll practices. We also paid the full cost of Mr. Evers’ health insurance premiums.
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.
Effective August 20, 2020, we began to compensate Mr. Anthony P. Nuzzo, our President, Chief Operating Officer and a member of the Board, an annual salary of $550,000 paid in accordance with our standard employee payroll practices. We also provided Mr. Nuzzo with a monthly car allowance of $1,800.
UNREAL...OVER $3M JUST TO SERVICE THE DEBT...BK NEXT!
LMFAO Our net loss increased from 8,447,026 to $10,721,626
BK COMING! LIQUIDITY, CAPITAL RESOURCES AND GOING CONCERN
At December 31, 2020 and 2019, our current assets were $1,251,029 and $3,574,885, respectively, and our current liabilities were $15,306,509 and $7,054,124, respectively, which resulted in a working capital deficit of $14,055,480 and $3,479,239, respectively. The decrease in current assets is a result of recognizing bad debt expense to write off uncollectible accounts receivable. The increase in current liabilities is the result of incurring additional debt in 2020 with payment terms less than one-year.
OVER $3,000,000 JUST IN INTEREST WTF? Interest expense increased to $3,383,996 in 2020 from $227,016 in 2019 primarily due to an increase in total borrowings.
SCRUG 10K TRAINWRECK 100X WORSE THAN YOU CAN IMAGINE....MASSIVE DEBT AND LOSSES WOWSA!
https://docoh.com/filing/1392694/0001493152-21-007818/SURG-10K-2020FY
LMFAO lawsuits are so common for COX...he makes them sound like the weather... From time to time, we may be engaged in various lawsuits and legal proceedings in the ordinary course of our business. Except as described below, we are currently not aware of any legal proceedings the ultimate outcome of which, in our judgment based on information currently available, would have a material adverse effect on our business, financial condition or results of operations.
The following is summary of threatened, pending, asserted or un-asserted claims against us or any of its wholly owned subsidiaries.
1. Regulatory matter before the Corporation Commission of Oklahoma: Oklahoma Corporation Commission v True Wireless, Inc., Cause No. PUD 202000038
On February 14, 2020, the Oklahoma Corporation Commission filed a complaint against True Wireless, Inc., related to a compliance dispute. The Oklahoma Corporation Commission has taken issue with some subscribers enrolled outside the designated service area. Local counsel is preparing filing of exceptions and Motion for Hearing En Banc in before Oklahoma Corporation Commission. The Oklahoma Corporation Commission is seeking a substantial fine in excess of $100,000.00 and revocation of its license in Oklahoma.
2. Global Reconnect, LLC and Terracom, Inc. v. Jonathan Coffman, Jerry Carroll, True Wireless, & Surge Holdings: In the Chancery Court of Hamilton County, TN, Docket # 20-00058, filed on Jan 21, 2020.
On January 21, 2020, A complaint was filed related to a noncompetition dispute. Terracom believes Jonathan and Jerry are in violation of their non-compete agreements by working for us and True Wireless, Inc. Oklahoma and TN do not adhere to non-competes and are not usually successful when in court, as such we believe it has a strong case against Terracom. The matter is entering the discovery process. Both Jerry Carroll and Jonathan Coffman are no longer working for True Wireless in sales. Carroll is no longer employed by the Company or any of its affiliates and Coffman works for SurgePays, Inc., but not in sales of wireless. The complaint requests general damages plus fees and costs for tortious interference with a business relationship in their prayer for relief. They have made no written demand for damages at this point in time. This matter is simply an anti-competitive attempt by Terracom to cause distress to True Wireless.
3. Unimax Communications, LLC vs True Wireless and Surge Holdings, Inc., USDC, Central District of California Filed May 21, 2019, Case # 8:19-cv-00968
On May 21, 2019, a complaint was filed related to a breach of contract dispute, alleging Unimax Communications, LLC sold defective phones to True Wireless which were not paid for by True Wireless, resulted in default and entry of judgment in the amount of $767,291, plus fees and costs in enforcing the judgment entered against True Wireless and us.
more lawsuits... Juno Financial v. AATAC and Surge Holdings Inc. AND Surge Holdings Inc. v. AATAC; Circuit Court of Hillsborough County, Florida, Case # 20-CA-2712 DIV A:
On March 23, 2020, a complaint was filed related to a breach of contract dispute. The complaint was brought by a factoring company regarding Account Stated and Open Account claims against us. We have filed a cross-complaint against defendant AATAC for Breach of Contract, Account Stated, Open Account and Common Law Indemnity. The matter is currently in discovery. Juno Financial, a factoring company, is seeking in excess of $1,700,000.00. Surge never received any goods in this matter and has never owned or possessed the goods in this matter.
With the exception of the foregoing, we are not involved in any disputes and do not have any litigation matters pending. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our Company, threatened against or affecting our Company or our Common Stock, in which an adverse decision could have a material adverse effect.
COX.."There's a sucker born every minute...just the kind of shareholder I look for...one I can lie to over and over!
COX..."If your stupid enough to keep believing me then I deserve to take your money!
COX...When you have no shame it enables you to lie to anyone for profits!
LMFAO! SURGEPAYS, INC. (the “Registrant”) was unable, without unreasonable effort or expense, to file its Annual Report on Form 10-K for the year ended December 31, 2020 (the “Annual Report”) by the March 31, 2021 filing date applicable to smaller reporting companies due to a delay experienced by the Registrant in completing its financial statements and other disclosures in the Annual Report. As a result, the Registrant is still in the process of compiling required information to complete the Annual Report and its independent registered public accounting firm requires additional time to complete its review of the financial statements for the year ended December 31, 2020 to be incorporated in the Annual Report. The Registrant anticipates that it will file the Annual Report no later than the fifteenth calendar day following the prescribed filing date.
https://fintel.io/sf/us/surg?utm_source=Twitter&utm_medium=Social&utm_campaign=filing
And still never a single physical address revealed so people can actually buy SURG products....thats what I call the perfect marketing plan of a good old FRUAD!
Any guesses what the dilution for this week is?
We will find out next monday....
5.5 million just last week!
WEEKLY DILUTION CONTINUES TO ACCELERATE!100% SCAM!!!!
https://www.otcmarkets.com/stock/SURG/security
Outstanding Shares
147,917,608
03/29/2021
Restricted
99,531,261
03/29/2021
Unrestricted
48,386,347
03/29/2021
Outstanding Shares
142,417,977
03/22/2021
Restricted
95,301,630
03/22/2021
Unrestricted
47,116,347
03/22/2021
Outstanding Shares
140,574,152
03/15/2021
Outstanding Shares
138,074,152
03/08/2021
Outstanding Shares 133,190,335
02/22/2021
Restricted 89,175,916
02/22/2021
Unrestricted 44,014,419
02/22/202
Outstanding Shares
132,419,335
02/17/2021
Outstanding Shares
127,566,582
02/01/2021
Outstanding Shares
122,507,519
01/04/2021
Outstanding Shares
118,937,711
11/12/2020
Outstanding Shares
114,215,911
10/01/2020
Outstanding Shares
113,327,080
09/01/2020
Outstanding Shares
111,197,866
08/03/2020
Outstanding Shares
104,922,150
05/31/2020
Outstanding shares
101,015,459
01/01/2020
Outstanding Shares
97,414,983
08/14/2019
When Cox was in High school he told all his friends and family he was going to apply to HARVARD and Yale because he increased his grades from F to A+...but never mentioned that was Art Class and Gym.... he still had all F's in math science english history etc... yes he applied to the big colleges...but they laughed just like the NASDAQ laughs some things never change........
For those who want to be fed bullshit by COX just go back and watch the paid promo fake interviews he did for 2 years....there are about a dozen...there is enough bullshit in those videos to keep the hungriest bullshit lover satisfied for months.... LOLOLLXZXXXZLOLOLZZZZ
SCURG SEC filings and SCURG press releases always tell 2 very different stories because you cant lie on an SEC filing...whereas COX can claim anything he wants in a new relase under the "SAFE HARBOR ACT" for forward looking statement... when it comes to COX and His lies we all know the OTCBB site lists the real dilution and the SEC filings shows the real debt and losses...
Yes to avoid another lawsuit....COX called lenders bluffs to see if they would take him to court....they did and COX lost....now he was forced to take a "Bridge Loan" to avoid more legal problems....look up the definition of 'BRIDGE LOAN"
Nothing has been straitened out...when you replace bad debt with more bad debt that is bad...it's means you have debt that you have no way of paying back...just delaying.
wording in the sec filing appears additional bridge loans are coming....lmfao!
15% OID CONVERTIBLE PROMISSORY NOTE DUE MARCH 8, 2022
THIS 15% OID CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued 15% OID Convertible Promissory Notes of SurgePays, Inc., a Nevada corporation (the “Company”), having its principal place of business at 3124 Brother Boulevard, Suite 410, Bartlett, TN 38133, designated as its 15% OID Convertible Promissory Notes due March 8, 2022 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).
HERE IS HOW THE RECENT DEBT CONVERSION NEWS SHOULD READ!
So we all know by now COX is a cronic liar...he lies about everything from helping the underbanked with Surgvisa cards to the revenues tracker for fake sales.
SURG news, dear Shareholders, as you all know we have stated in our SEC filings multiple time that we dont generate enough revenues to even pay our basic bills so we must dilute. Since we have burned even financing source with defaulting and forcing lenders to sue us...we have little choice but the once again find someone willing to give us a bridge loan to avoid additional lawsuits...because of our credit rating of "f" and that SURG operates at a loss we really have no collateral so interest rates of 50% are our only chance to avoid bankruptcy...once the bridge loan is used to pay of other loan shark rate loans will must continue to accelerate massive dilution of over 2-5M shares per week to sustain my lavish lifestyle...thank you for all your money....
15% OID CONVERTIBLE PROMISSORY NOTE DUE MARCH 8, 2022
THIS 15% OID CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued 15% OID Convertible Promissory Notes of SurgePays, Inc., a Nevada corporation (the “Company”), having its principal place of business at 3124 Brother Boulevard, Suite 410, Bartlett, TN 38133, designated as its 15% OID Convertible Promissory Notes due March 8, 2022 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).
On March 8, 2021 (the “Effective Date”), SurgePays, Inc. (the “Company”), entered into a Securities Purchase Agreement (the “SPA”) with Evergreen Capital Management LLC (the “Investor”), pursuant to which the Company sold to the Investor a 15% OID convertible promissory note with a principal amount of $2,300,000 (the “Note”) and a warrant (the “Warrant”) to purchase up to 13,437,500 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) for proceeds of $2,000,000.
The Note matures on March 8, 2022, bears interest at the rate of 5% per annum and is convertible at any time upon the option of the Investor into shares of Common Stock at a conversion price equal to $0.16 per share or, upon the occurrence and during the continuance of an Event of Default (as defined in the Note), if lower, at a conversion price equal to 75% of the lowest daily VWAP of the Common Stock during the 20 consecutive trading days immediately preceding the applicable conversion date. The Company has the right to prepay all or any portion of the outstanding balance of the Note in an amount equal to 115% or 120%, depending on whether such repayment is made before October 8, 2021 or after October 8, 2021, respectively, multiplied by the portion of the outstanding balance to be prepaid. The Company is required to prepay all or any portion of the outstanding balance of the Note upon the occurrence of a Qualified Financing (as defined in the Note). If at any time while the Note is outstanding, the Company completes any single Future Transaction (as defined in the Note), the Investor may, in its sole discretion, elect to apply all, or any portion, of the then outstanding principal amount of this Note and any accrued but unpaid interest, as purchase consideration for such Future Transaction.
The Warrant is exercisable at a purchase price of $0.16 per share at any time on or prior to March 8, 2026, and may be exercised on a cashless basis, beginning on the six-month anniversary of the Effective Date, if the shares of Common Stock underlying the Warrant are not then registered under the Securities Act of 1933, as amended (the “Securities Act”). The Investor will not have the right to exercise the Warrant if the Investor, together with its affiliates, would beneficially own in excess of 4.99% of the number of shares of the Common Stock outstanding immediately after giving effect to its conversion and under no circumstances may exercise the Warrant if the Investor, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of the Common Stock outstanding immediately after giving effect to its exercise.
The SPA contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company, other obligations of the parties thereto, and termination provisions.
In connection with this transaction, on March 9, 2021, the Company entered into a Confidential Engagement Agreement (the “Engagement Agreement”) with Maxim Group, LLC (the “Placement Agent”), pursuant to which we have agreed to pay the Placement Agent a cash fee equal to 8% of the gross proceeds received by the Company from the Investor in this transaction and reimbursement of up to $20,000 of the Placement Agent’s legal fees. The term of the Engagement Agreement is 18-months, and contains a right of first refusal, whereby the Company granted the Placement Agent the right of first refusal to act as sole managing underwriter and book runner or sole placement agent for any and all future public or private equity, equity-linked or debt (excluding commercial bank debt) offerings during the eighteen (18) month period following the Closing (as defined in the Engagement Agreement”).
The SPA, the Note and the Warrant are attached to this Current Report on Form 8-K and is incorporated herein by reference. The description of the SPA, the Note and the Warrant contained herein is a summary and is qualified in its entirety by reference to the form of the SPA, the Note and the Warrant.
PERHAPS SOMEONE CAN EXPLAIN HOW REPLACING OLD DEBT WITH NEW DEBT MAGICALLY MAKES SURG MORE ELIGIBLE TO UPLIST TO NAZ...BECAUSE LAST TIME COX PLAYED THIS GAME 2 YEARS AGO ABOUT NAZDAQ ALL WE SAW WAS MASSIVE DILUTION....KIND OF EXACTLY WHAT WE ARE SEEING AGAIN!