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I feel the same way, and I agree with you that the new management team has the opportunity to turn things around. Frankly I suspect the 10-Q will be out soon. I wish the best for the company and its investors.
The extension was only a five-day extension. Extensions for 10-Q's are only for five days. The NT 10-Q form is a little confusing because it lists the extensions for several different forms, some of which are for fifteen days, and some of which are only for five days. 10-Q quarterly report extensions are only for five days. So we went delinquent after Feb 20th.
The original prescribed due date was Feb 15th. Here's the operative quote from the NT 10-Q that was filed on Feb 14th:
"The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D,or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date;"
As I said earlier, I consider it a good sign that the company filed for an extension, rather than just letting the stock go delinquent. To me that indicates an intention on their part to try to stay current. But obviously it isn't a good sign that they failed to meet the extended due date of Feb 20th. This happened before last November as well. They went delinquent for nine days, but ultimately filed, and current status was restored.
Here is the NT 10-Q that was filed on Feb 14th requesting the extension.
They were nine days delinquent in November of last year. It wasn't good, but it wasn't the end of the world either. Once they filed they regained current status.
Thank you for that!
Sorry to disagree. Life Clips is already delinquent. See OTC Markets which now lists Life Clips as "delinquent".
The only part under the checked box that applies is the part about the Form 10-Q. It says that the 10-Q must be submitted within five days. The parts about the other forms 10-K, etc., do not apply to the 10-Q. The important word is "or".
"The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; OR the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D,or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date;"
However, like you I expect that the 10-Q will be filed shortly. And that will restore us to current status.
I wish that were so, Powerbattles, but I'm afraid it is not. The checked box indicates that Form 10-Q quarterly reports must be filed on or before the fifth calendar day following the original due date. So we are delinquent.
[X]
(b)
The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D,or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
And OTC Markets now lists us as delinquent. They have also dropped our Morningstar rating to one star.
[url][/url][tag]http://www.otcmarkets.com/stock/LCLP/filings[/tag]
But if it is any consolation, we missed the extension date and were delinquent once before for a few days, and then the form was filed late, restoring our status to current. And I suppose it is better that Life Clips at least filed for the extension. That would indicate that they intend to file the quarterly report, which is certainly better than not even bothering to get an extension. I hope and expect to see the 10-Q shortly. But it is definitely not good that the company can't seem to file on time.
Also of concern to me is the fact that the new CEO has not bothered to communicate with the shareholders in any way, not even to introduce himself. Reforms are clearly needed.
I hope that this ship is about to right itself. I want to see Life Clips succeed.
It's due five calendar days after the original due date. So it's due no later than today.
It's not late. It doesn't have to be filed now until the 20th.
A five-day extension has been filed for the 10-Q quarterly report which was due tomorrow. It is now due on Feb 20.
[X]
(b)
The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D,or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date;"
"Life Clips, Inc. requires additional time in order to fully compile the necessary financial information and adequately complete its financial statements required to prepare its Quarterly Report on Form 10-Q for the period ended December 31, 2016, and to ensure that complete, thorough and accurate disclosure of all material information is made in its Quarterly Report. The Registrant anticipates the filing of the Quarterly Report within the extension period provided."
Monday, February 20th is a market holiday, but the 10-Q will still be due that day.
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11851676
The website has a good look, but they need to update the contact and management information which is still showing Gruder as CEO, and the old N. Carolina address.
There's no mention of Mobeego. The Mobeego site still shows the old N. Carolina address in its contact info, so it hasn't been updated either.
Aside from just the website the more urgent matter is updating shareholders. The new CEO needs to introduce himself, and disclose his goals and plans. We need to hear about what is happening with Mobeego, and a full update on Life Clips.
And the 10-Q quarterly report for the last quarter of 2016 is due in two days.
So fingers crossed.
I'm sure we're all hoping for the best for Life Clips investors.
OTC Markets has updated the company profile to reflect the new CEO, and the company website is working again. The company website needs some updating, however.
http://www.otcmarkets.com/stock/LCLP/profile
https://lifeclips.com/
Let's hope this is a new direction, Powerbattles. Best of luck to all.
I'm with you on that, Kano. And welcome aboard as new mod!
Form 8-K filed today. New CEO.
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11829393
Excerpt:
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 1, 2017, Stuart Posner resigned from his position as a Director of Life Clips, Inc., a Wyoming corporatin (the “Company”). The resignation was not the result of any disagreements with the Company.
On February 2, 2017, the Company named Huey Long as the Chief Executive Officer of the Company, and Mr. Long was also named as a Director of the Company to fill the seat on the Board of Directors (the “Board”) vacated by Mr. Posner.
Mr. Long, aged 48, received his Bachelor’s degree in from the University of Tennessee in 1995 where he majored in Psychology and Business and is a veteran of the United States Navy. He has spent over 25 years as an executive leader developing a global network with deep relationships at the world’s largest retailers and suppliers, and is known for his expertise in executive business management, merchandising, strategy, marketing and operations.
From May 2010 to August 2012, Mr. Long served as a Senior Vice President at Walmart Stores, Inc., a global retailer, where he was responsible for general merchandise operations and a General Merchandise Manager at Walmart’s Sam’s Club. From December 2012 to December 2013, Mr. Long was an Executive Vice President of Radioshack Corp., a retailer of electronics and related goods, where he was responsible for mobility merchandising, marketing, strategy and e-commerce operations. From May 2013 to December 2013, Mr. Long also served as a Director of Radioshack China. From April 2014 prior to joining the Company, Mr. Long was Chief Executive Officer of Panam.com, which is a company in the online travel business, and Memley Aviation Inc., which is in the aviation industry. None of these entities are a parent, subsidiary or affiliate of the Company, and Mr. Long does not currently serve on the Board, or any committees thereof, of any other publicly traded company. Mr. Long is not immediately related to any individual who has been employed by the Company or its affiliates as an executive officer or Director during the current or any of the past three years.
The Board believes that Mr. Long’s extensive experience in executive management and the other factors discussed below make Mr. Long uniquely suited and qualified to serve as a member of the Board and as the Company’s Chief Executive Officer. Specifically, Mr. Long Huey is known for his integrity, energy, passion for consumers, loyalty to associates, and relentless focus on results, and has extensive experience in building strong executive teams, with a laser focus on the customer. Mr. Long has significant experience in managing merchandising, operations, logistics and marketing complexities with incisive integration and analysis of information, and has a clear vision of emerging trends and of how value will be created now and in the future. Mr. Long’s financial acumen, while maintaining focus on overall financial outputs through key performance metrics, will be a material benefit to the Company and we grow our operations.
Mr. Long is active in numerous industry, trade and other groups, including the eCommerce On Line Marketing Experts Circle, Social Executive Council, Big Box Retail Professionals, Consumer Electronics Association, Consumer Electronics Independent Dealer Association, National Business Aviation Association, Aircraft Owners and Pilots Association and The Society of Experimental Test Pilots.
In connection with his engagement as the Chief Executive Officer of the Company, the Company entered into an Executive Employment Agreement with Mr. Long (the “Agreement”) on February 2, 2017. The Agreement is for a one year term, which automatically renews for successive additional one-year terms unless either Mr. Long or the Company notifies the other party that they do not wish the Agreement to so renew. The Agreement provides that Mr. Long will serve as the Company’s Chief Executive Officer and as a member of the Board.
Pursuant to the Agreement, the Company will pay Mr. Long a salary of $300,000 annually, payable on a monthly basis with the first payment due on February 7, 2017. In addition, the Company granted to Mr. Long, effective as of February 2, 2017, a total of 15,500,000 shares of the Company’s unregistered common stock, par value $0.001 per share (the “Common Stock”) via two stock grants, one for 15,000,000 shares of unregistered Common Stock and one for 500,000 shares of unregistered Common Stock. 3,750,000 shares of Common Stock in the first grant will vest on August 2, 2017 and 3,750,000 shares of Common Stock in the first grant will vest on February 2, 2018. The balance of 7,500,000 shares of Common Stock will thereafter vest pro rata over the following 12 months.
The 500,000 shares in the second grant will vest shall vest on the Company achieving positive cash flow and meeting such other goals as determined by the Board.
The Agreement also provides that Mr. Long will be granted (i) 500,000 additional shares of stock (provided that the Board may increase this number) on each anniversary of the commencement of the agreement, with such shares to vest 50% on the first anniversary of such grant and 50% to vest on the second anniversary of such grant and (ii) each, year, in the event that Mr. Long does not at that time own 10% of the number of shares of Common Stock outstanding (counting all prior stock grants as vested), a number of shares of Common Stock sufficient to bring Mr. Long up to such 10% ownership.
If Mr. Long’s engagement is terminated by the Company without “Cause,” or by Mr. Long for “Good Reason,” (in each case as defined below) then a portion of the stock grants described above equal to a pro rata portion of the grants based on the time from February 2, 2017 to the date of termination, and assuming a 24-month vesting period, shall be deemed vested, and all other amounts shall be forfeited. If Mr. Long’s engagement is terminated by the Company with “Cause” or by Mr. Long without “Good Reason,” then all unvested portions of the stock grants described above as of the date of termination shall be forfeited.
“Cause” is defined as (i) a material violation of any material written rule or policy of the Company, a copy of which has been provided to Mr. Long for which violation any employee may be terminated pursuant to the written policies of the Company reasonably applicable to an executive employee, and which Mr. Ling fails to correct within 10 days after he receives written notice from the Board of such violation; (ii) misconduct by Mr. Long to the material and demonstrable detriment of the Company; (iii) Mr. Long’s conviction (by a court of competent jurisdiction, not subject to further appeal) of, or pleading guilty to, a felony; (iv) Mr. Long’s continued and ongoing gross negligence in the performance of his duties and responsibilities to the Company as described in the Agreement; or (v) Mr. Long’s material failure to perform his duties and responsibilities to the Company as described in the Agreement (other than any such failure resulting from the Mr. Long’s incapacity due to physical or mental illness or any such failure subsequent to Mr. Long being delivered a notice of termination without Cause by the Company or delivering a notice of termination for Good Reason to the Company), in either case after written notice from the Board to Mr. Long of the specific nature of such material failure and Mr. Long failure to cure such material failure within 10 days following receipt of such notice.
“Good Reason” is defined as (i) a significant diminution by the Company of Mr. Long’s role with the Company or a significant detrimental change in the nature and/or scope of Mr. Long’s status with the Company (including a diminution in title); (i) a reduction in Mr. Long’s base salary or target or maximum bonus, other than as part of an across-the-board reduction in salaries of management personnel (including all vice presidents and positions above) of less than 20%; (iii) at any time following a Change of Control (as defined in the Agreement), a material diminution by the Company of compensation and benefits (taken as a whole) provided to Mr. Long as compared to immediately prior to a Change of Control; (iv) the relocation of Mr. Long’s principal executive office to a location more than 50 miles further from Mr. Long principal executive office immediately prior to such relocation; or (v) any other material breach by the Company of any of the terms and conditions of the Agreement which the Company fails to correct within 10 days after the Company receives written notice from Mr. Long of such violation.
The Agreement also provides that in the event that the Company does not complete certain financing transactions to the approval of the Company’s Board of Directors within 180 days of the Effective Date, Mr. Long’s compensation may be reviewed and may be adjusted by the Board until suitable financing transactions have been completed.
The Agreement provides Mr. Long with customary additional benefits, and contains customary provisions related to confidentiality of Company information and ownership of Company intellectual property.
The description of the Agreement as set forth above is qualified in its entirety by reference to the full Agreement, which is attached hereto as Exhibit 10.1.
Thank you for that very honest assessment.
According to the 8-K filed two weeks ago, "As of this filing, the Board of Directors has not appointed a replacement for the position of Chief Executive Officer of the Company, but plans to do so as soon as is practical."
They need to update us.
It reports that the certificate has expired.
Yes, now I too am getting an error message when I try to get into the Life Clips website. "Certificate error". Apparently the certificate needs to be updated. I was able to get in five days ago, but not today. The Mobeego site still works, however.
Probably.
Don't know, Kano. They need to update us.
Mobeego website works as well.
Https://mobeego.com
Haven't tried the 800 number, but the website is working fine.
http://www.lifeclips.com
Let's hear it for fat fingers! :0D
Yes, she looks pretty experienced to me too. :)
"Ms. Rudman. 49, served as interim Chief Financial Officer of Kalytera from March 2015 through June 2016 and continues to serve as Treasurer and Secretary of Kalytera since March 2015 (TSX:KALY). She also currently serves as the CFO of TheraKine Ltd., a private company. Ms. Rudman has over 25 years of professional experience in multiple aspects of leadership, operations, accounting, finance, taxation and fiscal management. Ms. Rudman has spent most of her career in Fortune 50 global investment bank and retail brokerage firms as well as small cap public companies and startup ventures. She served as Chairman and CEO of Intelligent Living Inc. from 2011-2014. Previously,Victoria held various technology controllership positions at Morgan Stanley and acted as a Vice President at Bear Stearns and Director of Business Planning & Strategy at Visual Networks, where she was the lead project manager for the entire technology business enterprise, including IPO and strategic M&A. Victoria holds a Bachelor of Business Administration in Public Accounting from Pace University, Lubin School of Business."
CEO and Director
Intelligent Living, Inc.
August 2013 – November 2013 (4 months)
Publicly Traded Company (OTC: ILIV)
FINRA-approved name change from Feel Golf Co., Inc. (FEEL.OB) effective August 26, 2013
CEO, CFO and Director
FEEL GOLF CO., INC.
April 2013 – August 2013 (5 months)Miami/Fort Lauderdale Area
Publicly Traded Company (OTCQB: FEEL)
COO, Treasurer and Director
FEEL GOLF CO., INC.
February 2013 – April 2013 (3 months)Miami/Fort Lauderdale Area
Publicly Traded Company (OTCQB: FEEL)
COO, Treasurer and Director
Intelligent Living Inc.
November 2012 – December 2012 (2 months)Miami/Fort Lauderdale Area
Private Company
Self Employed
Independent Contractor and Consultant
September 2005 – October 2012 (7 years 2 months)Greater New York City Area
• Provided taxation, accounting and planning services
• Community outreach and service programs member and contributor
• Charitable events planner and charity fundraising treasurer
Vice President, Individual Investor Group Controller
Morgan Stanley
2003 – 2005 (2 years)Greater New York City Area
• Supported and enabled the business while protecting and guarding the Firm’s franchise
• Successfully met all aspects and requirements of a changing regulatory environment
• Focused on improving and sustaining first-class client customer service
• Restructured, hired, developed and managed a department of 15 finance professionals
• Volunteered for firm-wide mentor programs and diversity committee memberships
Vice President, Prime Brokerage Technology Advisor
Bear Stearns Securities Corp
2000 – 2002 (2 years)Greater New York City Area
Consulted top-tiered Prime Broker and Hedge-Fund clients
Director, Business Planning and Strategy Manager
Visual Networks, Inc. (formerly Avesta Technologies, Inc.)
1999 – 2000 (1 year)Greater New York City Area
• Project management leader for technology business enterprise
• Lead team to facilitate financial aspects of initial public offering and subsequent merger
• Organized and controlled various aspects of operations and administration, including space planning, facilities management, architectural design and coordination of a multi-union headquarters construction project while maximizing results, staying ahead of schedule and maintaining costs
Senior Manager, Global Telecommunications Controller
Morgan Stanley
1995 – 1999 (4 years)Greater New York City Area
• Managed global telecommunications budget of over $125 million
• Aggressively sourced savings in excess of $25 million over two years
• Member of management and operating committees for “Global Telecommunications Company”
• Analyzed telecommunication products and services
• Pioneered many of the IT Finance concepts and functions that were in place for over a decade
Financial Advisor to the Firm’s Managing Directors
Morgan Stanley
1990 – 1995 (5 years)Greater New York City Area
• Provided internal consulting and planning services to clients and their advisors
• Automated, evaluated and tracked the monitoring and valuation of portfolio performance
• Managed all aspects and phases of tax research, planning and preparation
Publications
Three Make The Jump From Wall Street To Cannabis Startups And Tell Us What It's Like
Forbes / Entrepreneurs
November 2015
On behalf of Kalytera Therapeutics, Inc.
Authors:
Julie Weed , CONTRIBUTOR, Victoria D. Rudman
CFO Victoria Rudman's profile:
https://www.linkedin.com/in/victoria-d-rudman-8b66958
So Gruder is out. Victoria Rudman is the new Chief Financial Officer, Secretary and Treasurer, and a new CEO has yet to be named.
Form 8-K filed today.
http://ih.advfn.com/p.php?pid=nmona&article=73674271&symbol=LCLP
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Rudman Appointment
On January 16, 2017, Life Clips, Inc., a Wyoming corporation (the “ Company ”), appointed Victoria Rudman as the Chief Financial Officer, Secretary and Treasurer of the Company and member of the Board of Directors.
Ms. Rudman. 49, served as interim Chief Financial Officer of Kalytera from March 2015 through June 2016 and continues to serve as Treasurer and Secretary of Kalytera since March 2015 (TSX:KALY). She also currently serves as the CFO of TheraKine Ltd., a private company. Ms. Rudman has over 25 years of professional experience in multiple aspects of leadership, operations, accounting, finance, taxation and fiscal management. Ms. Rudman has spent most of her career in Fortune 50 global investment bank and retail brokerage firms as well as small cap public companies and startup ventures. She served as Chairman and CEO of Intelligent Living Inc. from 2011-2014. Previously,Victoria held various technology controllership positions at Morgan Stanley and acted as a Vice President at Bear Stearns and Director of Business Planning & Strategy at Visual Networks, where she was the lead project manager for the entire technology business enterprise, including IPO and strategic M&A. Victoria holds a Bachelor of Business Administration in Public Accounting from Pace University, Lubin School of Business.
Family Relationships
There are no family relationships between any of the Company’s directors or officers and Ms. Rudman.
Related Party Transactions
There are no related party transactions with respect to Ms. Rudman reportable under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K.
Compensatory Arrangements
The Company and Ms. Rudman are in the process of entering into a formal agreement, which, as of this filing, has not been completed. Once the agreement is finalized, it will be disclosed.
Gruder Resignation
On January 12, 2017, Robert Gruder resigned as the Chief Executive Officer, Chief Financial Officer, Secretary and Treaurer of the Company and member of the Board of Directors of Life Clips, Inc., a Wyoming corporation (the “Company”). The resignation was not the result of any disagreements with the Company.
Thomas Resignation
On January 12, 2017, Wayne Thomas submitted his resignation from the Campany’s Board of Directors. The resignation was not the result of any disagreements with the Company.
The Company provided the director with a copy of the disclosures it is making in response to this Item 5.02 and the opportunity to furnish the registrant with a letter addressed to the registrant stating whether he agrees with the statements made by the registrant in response to this Item 5.02 and, if not, stating the respects in which he does not agree.
As of this filing, the Board of Directors has not appointed a replacement for the position of Chief Executive Officer of the Company, but plans to do so as soon as is practical.
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.
Dated: January 23, 2017
A few shares went through today.
Barely avoided jail time? Please. Let's not exaggerate.
I hope he goes to jail for it this time. He barely avoided it with his other start-up called Stinger.
Barely avoided jail? Now, please. Let's not exaggerate.
I hope he goes to jail for it this time. He barely avoided it with his other start-up called Stinger.
Well, it's all going to depend on what they do next.
No it doesn't. Can't wait to hear what they plan to do.
News: 8K filed.
"On January 11, 2017, the Company received a default notice related to the Company’s Batterfly acquisition. On July 11, 2016, the Company entered into a Stock Purchase Agreement (the “Agreement”) with the sellers of Batterfly Energy, Ltd. Pursuant to the Agreement, and the related Promissory Note (the “Note”), the Company was to make an initial payment of $500,000 to the Batterfly sellers, with $250,000 being due on October 6, 2016 and $250,000 being due on February 13, 2017. The default letter states that the Company failed to pay the initial $250,000 payment on October 6, 2016, which began to accrue interest of 11% from October 6, 2016. In addition, the default notice states that the Company owes $20,000 in aggregate to two of the Batterfly shareholders related to consulting fees associated with the Batterfly acquisition. Finally, the default notice states that a payment of $250,000, as well as an additional payment of $20,000 must be paid by January 23, 2017. The Company is currently deciding how to proceed and respond to the default notice."
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11783235
That's true, April.
Good post, Kano. Fingers crossed.