Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Since the notice said they will do a "Public UCC Sale" with "advance notice", I think they need to make it "public"? Don't think it falls under "dark stuff"?
I did a bunch of random searches on some key words. Not that I think this post is worth much, here's what I found:
This type of sale is known as a "friendly foreclosure".
There is much "scrutiny" with this type of sale.
The sale/notice must be in the state they do business in, I.e. Illinois.
I searched Illinois SOS UCC filings & found a filing dated 04/05/2017 between RVUE Inc. & Roche Enterprises that simply said "no additional details have been filed". The file # is 022259598.
That's all I could find.
This is a bit odd? Was searching for details regarding the 8k & saw this link:
https://marketexclusive.com/owc-pharmaceutical-research-corp-otcmktsowcp-files-an-8-k-other-events-5/112759/
Google says it was posted "6 hours ago"? Like around noon eastern time. Google mistake? Or was the news "out there" earlier?
Page 6, Exhibit F-3
Stockholders Deficit Statement
"Additional Paid in Capital" column:
Warrants granted for Service - 531,000
The 531k is in the same column as Shares issued for employee compensation, Shares issued to settle A/P, Shares issued for convertible notes... and a few other "liabilities".
The $531k is the VALUE of the warrants the company GAVE to the celebs rep company for services. It is NOT funds GIGL received.
Like I said, it's not a bad thing, but it is what it is...
Unfortunately, there is some confusion here regarding "warrants". Nobody "bought" warrants. The financials make it clear they were "granted for services".
FWIW, I have previously purchased, sold, & exercised warrants for other companies. There is no "prerequisite" like needing to own common shares.
The $531k figure being used is the value of the warrants based on the "Black Scholes" calculation, which is the standard.
The term "fully vested warrants" means they have been "fully earned" and they can be excerised at any time. They may have been "earned” simply by the celebs saying "we endorse G n H" but they likely have a contract where they are expected to do more? (Keep in mind they ARE fully vested warrants however so they own 'em)
5 million of the warrants have an exercise price of .10 cents. 5 million x .10 cents = $500k, hence the bulk of the $531k figure being tossed around.
So Jillian can say "I would like to exercise 1 million warrants". To do this, she would need to surrender 1 million of the warrants & give the company $100,000 dollars. In return, she receives 1 million common shares. (Think of this as NON-TOXIC, friendly "dilution") Yes, she would essentially be buying shares at .10 cents each.
Keep in mind she likely won't exercise any warrants until the share price is at least .20 cents or higher, why would she? If the PPS hits $1, she still pays .10 cents.
This is her incentive for a higher PPS! And yes, if I did "let's say $10k worth of consulting work" for a company I might take $50k in "worthless warrants" if I were confident they would reach the $50k level, or higher, and YES, I would consider myself INVESTED in the company even if all I had invested to date were "services", or my time.
Hopefully this clears things up a bit?
Sounds odd indeed...
RAFF at .33 too. Don't recall seeing them, whoever they are?
I think you are asking about "Board of Director's" & people are answering as "Board of iHubers"?
I concur. It took about 6 weeks to hear anything after the "March" money ran out. Could be another "darker" period, who knows?
BTW, "6" decimal PPS is cool...
Nobody would offer you more than what they could pay on open market...
I panicked last night when I saw GIGL had enough cash on hand to make it thru 9-10 more days! Not the "typical" forward warning. I had to drink more wine.
The cash on hand is just about enough money to pay Parsi's salary thru the end of May too. Therefore, I'm confident they'll raise cash soon!
The cash on hand is LESS than what I have invested in GIGL.
Oh yeah, I didn't sell any of my shares.
Hate to say it, but I think you "nailed it". Except they already stopped talking about the alleged MOU...
The extension is "5 days", not "15".
I have NEVER seen the "Yes" box checked on ANY NT filing regarding "significant change".
Really nothing interesting about an NT, it is what it is...
I wonder how much it "helps the cause" when they use a picture of an "MMJ technician" who has a tattoo of a "gun" on his finger?
Am I the only one who's curious how much money is paid for "renting" your shares?
How many "free months" of service do SHAREHOLDER FUNDERS get for being an investor vs Kickstarter funders?
Yes, theorizing. That's what we do on the OTC, right? I'm "sure" you hold at least "one" OTC stock where you are "theorizing" they will be able to pay down debt, stop increasing the AS, stop issuing toxic shares, & stop the pps free fall, right? It's OK with me that you are theorizing RVUE is done while a handful of us are theorizing it's not.
Quote:
Theorizing, theorizing theorizing while the ship is sinking! When the ship is sinking, the no 1 job is to escape and not to theorize!
THINK ABOUT IT
If the #1 job is to escape, why did Roche add ANOTHER $135k to the kitty 2 BUSINESS DAYS before he called in the notes when he could have "escaped"?
I am also theorizing almost the entire $15 million accumulated deficit came from Roche & affiliates. I'd post all the links but you don't have time to go thru them. Why would you?
Wouldn't the quickest "escape" be a chapter 7 filing where an administrator takes over and is tasked with selling the assets? Instead, Roche thru more $ in and there was no BK filing.
Why no schedule 13* filings for "going private"?
Are you aware the term "sole ownership" still applies when 1 person holds "most" of the shares along with only a "few others"?
Maybe your theory will be right. But respectfully, as long as a "Q" hasn't been added to the RVUE ticker and it continues to trade, I am theorizing your theory is premature and I will stick with my theory that it ain't over...
THINK ABOUT THAT
Why would Roche give (notice I didn't say lend), RVUE $135K on Friday, April 28th & then serve a default notice on Wednesday, May 3rd, if he didn't WANT RVUE, for either the company or it's shell?
Why not just serve the default notice on April 28th before the gift of $135k? If the company is a worthless POS & you're a ruthless billionaire, who cares about staying open 1 more day?
Did pushing the debt up by $135k insure comfort that no one else would show up to bid? Or is he making sure the lights stay on for when he struts in?
What
Will
Come
Here
All 4 letter words, right?
I will measure your opinion alongside your optimism regarding "Gurba". I choose Roche...
As long as I will still hold all my shares in the "valueless RVUE shell", then I am fine with that!
Would like to hear your thoughts:
We were all expecting Roche to assume control, I just didn't expect the "sole owner" comment. They didn't say "go private" or all Commons will be dicked, but did they imply it?
The "headline news" I hoped for was more like this:
RVUE announces they are not able to pay the Roche debt. Therefore, since Mr. Roche is the majority owner, he will assume full control of the company. He intends to increase shareholder value by merging other privately held assets into the new company, yada, yada, yada.
As far as "reputation" & "penny scam" talk, would it really be perceived that way?
*We knew we invested in an OTC stock.
*There were plenty of warnings.
*He invested millions of his own money in an attempt to make RVUE profitable but it didn't work out & now he must salvage what he can.
I am probably one of the few knucklheads who never took profits so I AM NOT trying to get "cheapies"! Even today I had some stink bids in to try & buy more. This just isn't quite the headline I anticipated.
Would really appreciate to hear what you think! The only thing I am confident of is that Roche is much smarterer than me!
My brain hurts. How does this "not" say in black & white, Roche will bid the debt amount due to pay "himself". He then says "ok, self, I accept & debt is forgiven".
Common shareholders (us) are wiped out, but he becomes sole owner of RVUE and can now do whatever he wants with it? If the shell remains, doesn't that mean he can then RM whatever he wants into it, all for "himself"?
Company Response
The Board held a special meeting on May 3, 2017 to discuss the default notice. All directors participated, including Mr. Roche. It is the Company's current understanding that Roche Enterprises intends to conduct a public UCC sale of the Company's assets, on or about May 31, 2017, after first publishing notice thereof in appropriate trade publications, and that at that sale, Roche Enterprises intends to bid the entire amount of the Secured Debt for such assets. If there is no higher bidder, then Roche Enterprises would obtain title to the Company's assets in return for cancellation of the Secured Debt, and there would be no remaining proceeds for distribution to the Company's shareholders.
If there is a higher bidder, then such bidder would obtain title to the Company's assets, pay the Secured Debt to Roche Enterprises, and any remaining proceeds, net of sale expenses, would be available for distribution to the Company's shareholders. The Company further understands that if Roche Enterprises is the successful bidder, it intends to continue the rVue brand and business as its sole owner.
I guess my question is, even though commons do not receive any cash from the sale of assets (not like we expected to), do we still hold RVUE shares along with Roche?
I'm using the "hindsight method". Like everyday that I lose $6-$7k, I say "that's a lot of money, I should have sold yesterday so I'll wait for it to go back up just a bit". Been doing that since about $1 - $1.10...
Quote:
How do you know they are not pursuing this?
I don't know? Maybe they are? My point is they should be. I disagree with folks who say OWCP should ignore the largest economy on the PLANET.
And "yes", I am aware of the Michepro deal. I brought up Germany since their GDP is close to CA & they also plan to require "homegrown mj" in the near future. So if it makes economic sence for Germany...
According to recent estimates, California will rank FIFTH in the WORLD for 2017, just ahead of the UK!
California independently is something like the 8th largest economy in the world.
I continue to dismiss the idea we can flat out forget about the US while waiting for the laws to change. With the UK BREXIT, it is estimated the GDP of California ALONE is now higher than the UK and ranks FIFTH in the world.
If it is "impossible" to setup facilities in CA & be profitable, than how are all the current dispensaries and "manufacturing facilities" making "gummies", etc. in CA doing it?
Why is it not impossible to be successful in Germany? Currently, they import MJ, but steps are in place to require "homegrown" MJ in another year or so.
What's stopping OWCP from starting "tomorrow" to build facilities for an "OTC version" of the cream in CA while pursuing FDA or whatever approvals for the "pharmaceutical version". Just like drug companies do now, they can "tweak" the formula slightly for the "stronger" cream requiring a prescription. I am assuming 99% of the "formula" is "filler" anyway.
I need to rely on OWCP for the strategy, but I maintain the view of "who needs the US anyway" is just wrong.
I considered the "two divisions thing", but wasn't sure of the structure. As to "immaterial", that would not require an 8k? Yes?
Ziv's firing is immaterial to real news.
You consider this "fake news"?
FWIW, I'm long since late October and have averaged up since then. I do not bash.
It truly amazes me that the majority of posters since the latest "Ziv news" think it's more of a positive! That's probably why they released the 8k on a Friday at 5PM, right?
The CEO is the HIGHEST ranking officer of the company and he was FIRED FOR CAUSE. I seriously doubt it was for "broken English", or that he "sold shares". For every "minor" possible reason I can think of 5 "major" ones. If this isn't followed up real soon with something real good, we tank. Markets hate uncertainty. I really hope I'm wrong.
BTW, am I wrong that Sinai was appointed interim CEO? Why was it signed by Bignitz, CEO?
On April 19, 2017, OWC Pharmaceutical Research Corp. (the "Registrant") filed a Form 8-K announcing the appointment of Alon Sinai, Chief Operating Officer of Registrant's wholly-owned Israeli subsidiary, One World Cannabis Ltd ("OWC Israel") since July 2014, as the new Interim Chief Executive Officer of OWC Israel, effective April 12, 2017, replacing Mr. Ziv Turner.
The purpose for filing this Form 8-K/A is to correct the disclosure regarding the circumstances of Mr. Turner's departure as CEO of OWC Israel. On April 2, 2017, Mr. Turner submitted his resignation as CEO of OWC Israel to the Registrant. On April 6, 2017, OWC Israel notified Mr. Turner that: (i) his resignation had not been accepted by OWC Israel; and (ii) he had, in fact, been terminated "for cause" as CEO and a director of OWC Israel, effective April 6, 2017.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
OWC Pharmaceutical Research Corp.
By: /s/ Mordechai Bignitz
Name: Mordechai Bignitz
Title: Chief Executive Officer
I wouldn't be so quick to dismiss this 8k. Yes, could be meaningless. But being dismissed for "cause" could also have a major impact:
* He may not be eligible now for shares he might have otherwise received?
* Maybe he did something "illegal"?
* Maybe he "lied" about something previously reported that could impact the stock?
* Maybe he or OWCP will be subject to a lawsuit?
I can think of more stuff too but prefer not to...
I don't know if we would know if the OS changed, ya know?
So how did you resist the temptation of:
Cool, thanks Bob, can I call you Bob since we are buds now? Anyway Bob, looks like you still care about the RVUE, site, right? Me & some of my buddies were just kind of wondering what you had planned for RVUE? Aren't you curious why I was trying to load the site in the first place? You don't need to give me all the details, just a general gist. OK? Bob?
We expect your follow up posted here soon.
Given up for dead? No.
Deep sleep?
Wakie, wakie...
I remember when OWCP used to be fun...
Other than I'd like it to show a much higher balance, my TDA accounts (including RVUE) are correct.
Conference thoughts:
1) Other than being hosted by the same investment firm, the event in London today had NOTHING to do with OWCP. Why expect anything from it?
2) Tuesday the 25th is REGISTRATION & "Happy Hour" ONLY. Why would anyone expect anything from this?
3) ACTUAL MEAT starts around noon on Wednesday the 26th & runs into the evening. (Monaco time)
4) Why would anyone think there would be a live-stream of an exclusive, private, expensive, invite conference filled with wealthy people who cherish privacy? Use your head.
Probably a "Chinese restaurant", right?
maybe they met at a restaurant
Just for clarity, Dr. Leiba is a woman. She is a "myeloma guru" at Sheba. And yes, even though she has been at Sheba for some time, I think this is the first time they mentioned her as an "OWC Advisor"?
I'm also "almost certain" the 100%/80% comes from the March 2016 in-vitro (test tube) results & the 100%/60% result is in the January 2017 report for "mice".
Yes, and my point is, this was PREVIOUSLY REPORTED via an 8k in the JANUARY letter to shareholders. This is not "new".
(And yes, this is great, just not new news!)
The multiple myeloma stats were in the "January letter to shareholders", yes?