US CANNABIS ADVOCATE
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When is SOUM going to get Current?
SoOum Corp (SOUM) Introduces ''Master Plan''
Suck a JOKE!
Hey at least the insiders picked up a little extra gas money over the last week ...
BS- View the Company's Interactive Website for its focus and plan of each "Milestone,"
Why trust a web site for ANY investment information, especially with this symbol's track record?
What a JOKE ...
WAIT till this joker company gets current with the SEC and files there answer for their deficiency in the valuation of "Goodwill" they were called on.
Did the SEC arrest EV?
Is the YIELD sign still up?
SOUM UNDER YIELD
http://www.otcmarkets.com/stock/SOUM/quote
Read the letter again love ... carefully this time.
And yes I do work with the SEC.
The review was completed ... there is NO mention about being approved.
Hey Johnny ... not sure if you were directing you last comment to me ... but ... That was NOT me that said anything about talking with Western ... check your facts!
My information is ALL backed up WITH facts and links ...
how about the Capital change when the new SOUM decreased shares
1 to 1000 Split on 10/01/2015
My investment lost 99% ... as of today still down 96% ...
Then
On March 15, 2016 the Registrant issued 440,000,000 shares of its common stock ...
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11260886
Pump and dump ... dump and pump ...
New posters have nothing but positive remarks ... most of them have over 17K posts ... all positive ...
Like I stated ... check out the SEC last letter ...and remember ALL of those SOURM shares are Open for sale ... and unlocked!
SOUM has lost INVESTORS 95% over the last 12 months.
1 Billion shares Committed to the “Exchange Agreement”
See Schedule 1.01 at the bottom of this link.
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11572515
SO HOW DO YOU COUNT THESE BILLION SHARES IN THE DILUTION HERE?
IN ADDITION TO
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11260886
Item 3.02 Unregistered Sale of Equity Securities.
On March 15, 2016 the Registrant issued 440,000,000 shares of its common stock pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933. The offering was not a public offering as defined in Section 4(2) due to the limited number of persons that received the shares, the manner of the offering and the fact that the individuals that received the shares were officers and employees of the Company. In addition, the investors represented that they had the necessary investment intent as required by Section 4(2) and agreed to and received share certificates bearing a legend that stated that the securities were restricted pursuant to Rule 144 of the Securities Act. The shares were issued in exchange for services.
The SEC is ready to close the door on this POS!
This letter tell you this!
So many positive people here (All of a sudden) and ALL ready to flop down pennies on a company that is 15 Months Dark (No MANDATORY reports filed).
Over 10 Million in debt ... not ONE event that they told us come to fruition ...
IMO you all are going to just be trading your own Penny's no one else is buying into this fantasy
But hey, what would you expect with all of those Locked shares now open for trade?
Wake me up when they get current ... or go to jail ... whichever comes first!
https://www.sec.gov/Archives/edgar/data/78311/000000000015031431/filename1.pdf
https://www.sec.gov/Archives/edgar/data/78311/000000000015047708/filename1.pdf
It is NOT an Approval!
This is their chance to come clean ... lol ... Did you even read the letter?
Dear Mr. Westbrook:
We have completed our review of your filings.
We remind you that our comments or changes to disclosure in response to our comments do not foreclose the Commission from taking any action with respect to the company or the filings and the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filings to be certain that the filings include the information the Securities Exchange Act of 1934 and all applicable rules require.
lol what does the 12 Months have to do with it???
SOUM has failed to Report which defaults into now answer ...
Funny how the letter being a year old is an issue with you, however the failure to file 2 10Q and a 10K is no issue ...
by the way ... the deal with Western is not final as long as SOUM is not current and no opinion on the year old SEC letter ...
Hey, it's your money ... maybe this is a good investment for you?
You must not have done your DD on Western after the death of their founders?
The merger has 12 months to be called off ...
Or maybe you have no history with SWRF?
Since the change of symbol ... SOUM has shown NOTHING ...
Including their inability to file the mandatory reports on time ...
This is why the 10s have not been filed with the SEC ...
They have to justify the original merger ...
(Notice the filings stopped after this letter from the SEC?)
SEC Link to Final Letter SOUM June 15-2015
https://www.sec.gov/Archives/edgar/data/78311/000000000015031431/filename1.pdf
SEC Letter (Last SOUM Filing) June 15-2015 - Can't explain Item 6
Reporting goes dark!
6. We note here and on page F-16 that you entered into a merger agreement with SoOum
Corp. that closed on November 10, 2014 whereby SoOum Corp. transferred all its
outstanding shares of common stock to SoOum Holdings, a wholly-owned subsidiary, in
consideration for 6,786,955 of your Class B preferred stock. We note that you recorded
$480,000 of goodwill as part of this merger and that you concluded that this goodwill was
impaired as of December 31, 2014.
? Explain to us in more detail the nature of this merger transaction and how you are
accounting for this merger in accordance with FASB ASC Topic 805.
? Explain to us any relationships that you had with SoOum prior to the merger.
? Explain to us why you recorded goodwill as part of this merger on November 10,
2014 and subsequently wrote off the goodwill on December 31, 2014.
? Explain to us how you determined that you were the accounting acquirer in this
transaction. Refer to FASB ASC paragraphs 805-10-55-12 through 15.
? Revise your filing to include the disclosures required by FASB ASC 805-10-50.
Cite the accounting literature relied upon and how you applied it to your situation
marginally relevant ...
THAT RM COST ME 95%
28,807,927 shares max??? in the float.
So how about this Form 3
35,000,000 held by Vega ... whoops ...
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11003659
Sorry to rain on your parade ... but as a Shareholder of SOUM I feel obligated to post the ONLY verifiable SEC Filings for this symbol and to present transparency that many here seem to be unaware of.
FORM 3
Vega Luis
35,000,000 Shares
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11003659
Last SEC Filing Reveals ...Period Ending *06/30/2015
*Now 12 Months in rears for reporting.
See
The company reported the following information that was sworn to be accurate by;
The information contained in such Amended Quarterly Report on Form 10-Q/A for the quarter ending June 30, 2015, fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated: September 8, 2015
Swordfish Financial, Inc.
By /s/ Ronald Vega
Ronald Vega
Summary of report see full report at this link;
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=10901887
Additional Documents
SOOUM-OfferingMemor.pdf
http://swrfownersus.homestead.com/SOOUM-OfferingMemor.pdf
_______________________________________________________
2015 Net Income (Loss) for the Period
$ < 9,952,040 >
NOTE E – Going Concern ...
The Company has reported recurring losses from operations. As a result, there is an accumulated deficit of $16,181,577 at June 30, 2015
NOTE F – Term Notes Payable
The Company is in default on all of the following unsecured term notes payable. Thru June 2015
Total Notes Payable
$ 441,421
NOTE I – Stockholders’ Equity
Preferred Stock
The Company is authorized to issue up to 50,000,000 shares of preferred stock, $0.0001 par value (“Preferred Stock”), which is convertible to common at 10 to 1. The Board of Directors authorized to fix the designations, rights, preferences, powers and limitations of each series of Preferred Stock. The Company’s prior CEO, Clark Ortiz currently holds 25,000,000 shares of the Company’s preferred stock.
On September 26, 2014 the Board of Directors authorized an amendment to the articles of incorporation to authorize 10,000,000 shares each preferred stock class B and class C. These shares have a $.0001 par value, have voting rights of 1,000 to 1 and are convertible to common at 1,000 to 1 and 10,000 to 1 respectively.
Common Stock
On March 25, 2014 the Company amended their authorized Common Stock to 5,000,000,000 shares from 1,000,000,000 shares.
On March 21, 2014 the Company resolved to adopt the 2014 Incentive Stock Option and Restricted Stock Plan. The purpose of this Plan is to provide a means by which eligible recipients may be given an opportunity to benefit from increases in value of the Common Stock through the granting of the following: (i) Incentive Stock Options, (ii) Nonqualified Stock Options, (iii) rights to acquire restricted stock, and (iv) stock appreciation rights. Eligible Award recipients are the employees, directors and consultants of the Company and its Affiliates. The Company also seeks to retain the services of the group of persons eligible to receive Awards, to secure and retain the services of new members of this group and to provide incentives for such persons to exert maximum efforts for the success of the Company and its Affiliates. 450,000,000 shares of common stock are registered to this plan at an offering price of $0.001. The Plan shall expire on March 20, 2024.
Limited Information
Designed for companies with financial reporting problems, economic distress, or in bankruptcy to make the limited information they have publicly available. The Limited Information category also includes companies that may not be troubled, but are unwilling to provide disclosure pursuant to Pink Basic Disclosure Guidelines. Companies in this category have limited financial information not older than six months available on the OTC Disclosure & News Service or have made a required filing on the SEC's EDGAR system in the previous six months.
I's still down 94.84% for the year?
The Management LockOut is over ...
So we should begin to hear WONDERFUL THINGS about this POS!
No Update for 12 Months ...
How can anyone promote this symbol?
This company will be de-listed soon!
Kool ... it's just the Pump ... follow the history of the posters.
Company Profile
3D Entertainment Holdings, Inc. operates as a service provider and integrator for the 3D stereoscopic and auto-stereoscopic media industry in the United States. The company owns 3D Reality Splitter software, a proprietary technology to convert…
"Management just stated on Aug. 17th"
Are you suggesting shareholders buy/sell based on a company's declaration on their website?
What part of "Dillution" are you trying to sell us now?
Show us your document/ filing that will verify your statement ... whoops ... you can't ... because it doesn't exist.
AS/OS it's in the diluted value
Wow ...
20M TOXIC DEBT ...
LIABILITIES AND STOCKHOLDERS' DEFICIT
Liabilities
Bank Overdraft
$ 44
$ —
Term Notes Payable
441,421
441,421
Notes Payable - Affiliates
1,102,971
1,100,611
Judgements Payable
1,129,326
1,102,510
Convertible Notes Payable, Net of Discounts of $833 and $24,291
101,462
75,189
Derivative Liability
284,455
168,248
Deferred Retirement Benefits
438,782
438,782
Accounts Payable
844,543
822,182
Advances from Shareholders
149,185
149,185
Accrued Expenses
2,974,295
15,486,885
Total Liabilities
7,466,484
19,785,013
3/15, 2016 the Registrant issued 440,000,000 shares of its common stock see:
https://www.sec.gov/Archives/edgar/data/78311/000109181816000240/soum031620168k.htm
Notification of inability to timely file Form 10-K 405, 10-K, 10-KSB 405, 10-KSB, 10-KT, or 10-KT405
Acc-no: 0001091818-16-000252 (34 Act) Size: 23 KB
https://www.sec.gov/Archives/edgar/data/78311/000109181816000252/soum03302016nt10k.htm
450,000,000 Million Shares Blows the 63M out of the water!
https://www.sec.gov/Archives/edgar/data/78311/000109181814000245/swrf08272014s8a.htm
Toxic Debt ? WTF you don't know that without a recent 10K and Q
Why are you misleading this board?
Managements' lockout is over ... free trading shares now ... right VV?
"The Love of Money" lol
No Clue!
True Johnny ... check the source ... only symbol of interest?
Hmm??
Late Filing ...
The only way to verify the current outstanding share count is on an updated 10 ... MMs, SEC, and shareholders are at the mercy of these filings.
I could care less about a hypothetical plan being put up on a website ...
I want to know why they have FAILED to report the status of the company as the Rule requires!
No report = No verification = In the dark ... EVERYONE INCLUDING YOU!
EV faliure to disclose his criminal settlement ... and the description of the going business ...
The Yield Sign will be here forever!
Do you know why the yield sign is still posted?
VVS ... PLEASE answer my question on the employee stock plan you posted ...
You have stated only 63 M shares.
How many shares are in the
EMPLOYEE STOCK PLAN?
The SEC filed report states
500M
What can you show us that is contrary to that company document please?
VVS-IG has replied to a post you made on SoOum Corp. on Investors Hub:
As it stands now, they're becoming current and uplisting once the acquisition is complete.
Quote:
Is SOUM saying they will be getting current in 2017?