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Im glad.
Im also glad its Monday.
LOL
GLTA & JMO
So many red flags.. so little DD.
The pattern of lower lows and lower highs continue.
Its like clockwork.
Hype and swipe.
GLTA & JMO
Yep.
Last time there was over 10M in volume it ended way higher and sunk to .005X
More placeholders for dilution.
Lower highs and lower lows.
Where this stops? Trip zeros.
LOL
GLTA & JMO
So true.
Sometimes those cases can also affect status on the OTC/Pinksheets so its in the best interest of anyone who owns shares to settle, and of course the company too.
If ICLD felt they had done nothing wrong they wouldnt have paid. It was a win win for shareholders vs the company.
SGSI would likely also have suffered. *wink wink*
GLTA & JMO
Bingo.
Dont forget the IMPORTANT fact that the AS/OS/Float were all different back then.
Back then.. the market gave the company the benefit of the doubt.
Back then.. Larry actually had a team.
Back then.. the company had grants available. To which now they are not even eligible due to their legacy of swindling.
Back then.. there was actual legitimate interest in the tech. Until there wasnt after they couldnt prove commercial viability.
Back then.. there was no cease trade order.
MIGHT want to include that in your next synopsis.
Pennyland non-profit companies typically end up in the pinksheet graveyard.
GLTA & JMO
DOWN 13%
.005X
Life is Great. Too bad this stock isnt.
LOL
GLTA & JMO
OOPS. Another RED day in SGSI-ville.
Sells beat Buys by 7X.
https://ih.advfn.com/stock-market/USOTC/spectrum-global-solutions-inc-SGSI/trades
Must be all that upside the market sees.
LOL
GLTA & JMO
LOL.
What are you talking about.
I mean really. READ the filings.
They gave up nothing. And raised DEBT.
Trading locked up commons for VOTING preferreds.
Wow. Lets all celebrate.
I cant even make this stuff up.
GLTA & JMO
15$ paint jobs are indicative of desperate times.
GLTA & JMO
OOps.
GLTA & JMO
Thanks for the levity.
Its few and far between these days.
We all have reasons for supporting our vested interests. At the end of the day the truth will be all some have left.
Im willing to wait.
GLTA & JMO
Look out below folks.
The shroud of reality is being pulled back.
LOL
SGSI marketing team should be fired.
Insiders making out like bandits.
GLTA & JMO
Smart money doesnt hold shares of this ilk over the weekend.
Cant wait for the next Q. How about all that revenue. LOL
Cant wait to see the next spin when numbers fall short.
GLTA & JMO
Sorry. Again you seem to compare apples to donuts.
History of repeat offenders, and the indiscretions of insiders and “the company” do not paint a great outlook for shareholders.
.006 and putting in lower highs with every turn.
Remember when the OS was under 70M? Now on its way to 750M shares.
And insiders just give up theirs, but not control. Guess why?!
LMAO
GLTA & JMO
History cannot be cast aside.
The names change but the game remains the same.
I admire your optimism. I hope it doesn’t come with a bitter cost.
Tuition can be expensive in pennyland.
GLTA & JMO
I feel sorry for those who are now in too deep to exit.
And I will feel sorry for those who will be.
SGSI will go down as the laughing stock in pennyland. And a terrible price to have paid for tuition.
When that AS gets maxed.. there will be an inconvenient truth revealed.
GLTA & JMO
Think you need to discern the difference between debt and cash.
They basically need another round of financing to cover off the debt that was due this weekend.
Its like using one credit card to pay off another. And the terms are NOT GOOD FOR SHAREHOLDERS.
Circular toxic financing usually leaves a company paying any earnings to interest and having to file for BK.
I cant even make this stuff up.
GLTA & JMO
LOL.
Are you referring to the OS or AS?
Because there was a 25% dip today.
GLTA & JMO
LOL.
Thats what they said last year.. and the year before, and the year before.
Now its fingers crossed that it can stay at .005x for a week.
GLTA & JMO
Because they - ICLD - milked their shareholders with broken promises.
And they saw an opportunity to rinse and repeat with MVTG shareholders whom were ripe for the wash.
Its all so obvious.
GLTA & JMO
Larry is done.
MEA is over.
The only thing insiders care about is how to dilute shares and keep control of this share selling organization aka ICLD 2.0
GLTA & JMO
YES. Bingo.
Its pretty obvious to most what is going on here with the disingenuous shafting of shareholders by insiders.
This is just another smoke and mirrors kind of tactic to dilute commons while insiders get to retain full control and get paid handsomely to do so.
The company only seems to be able to make money off equity sales.
.006X
Lower lows and lower highs over the last 3 years. And then some.
The next dump will be epic.
GLTA & JMO
LOL.
Okay. Believe what you like.
The market is well aware of this kind of tactic amongst pinksheet insiders.
GLTA & JMO
You're not making sense again.
They didnt need to raise the AS because now they have enough commons to back the loan at a conversion price of .005 equalling 300M shares.
Thanks for proving my point.
Wouldnt that make sense?
LOL
Of course they are going to max the AS/OS.
And then the R/s will be put forth and shareholders wont get a say because the insiders gave themselves VOTING Preferreds equal to 51% of the company.
That in of itself should raise a red flag.
Basically insiders dont want to own any commons. GUESS WHY?
I cant even make this stuff up.
GLTA & JMO
Wrong.
If 210M shares were removed then where did they go?
LOL
And how can they have a $1.5M loan that is convertible into 300M shares?
BECAUSE those shares are still in the OS and available for dilution.
I mean really. Not rocket surgery.
GLTA & JMO
NOPE.
Re-read my post and the filing today.
Might clear it up.
Shareholders getting screwed at every turn and 300M shares coming to a Dilution centre near you.
GLTA & JMO
Yep. They are seriously taking advantage of shareholders.
Releasing their own commons while taking VOTING preferreds and then using those commons to convert against a loan for 1.5M at .005 per share.
Thats 300M shares into commons. And insiders get to retain control of the company through VOTING preferreds while not having to give up anything.
LOL
What a disaster.
Watch the exits for those who know whats coming.
GLTA & JMO
They effectively already converted those shares.. Read the release.
And VOTING preferred shares?
Double dutch. They really are opening the commons for full dilution; while ensuring they dont lose control of the company.
I cant even make this stuff up.
GLTA & JMO
OOPS. Guess where those all those shares that were "locked up" are going?
LOCKED UP. *wink wink* More dilution cometh.
LOL
Today's 8K.
Item 1.01 Entry into a Material Definitive Agreement.
Exchange Agreements
On April 23, 2018, each of Roger Ponder, the Company’s Chief Executive Officer, and Keith Hayter, the Company’s President, exchanged certain shares of common stock, par value $0.00001 (the “Common Stock”) of Spectrum Global Solutions, Inc., a Nevada corporation (the “Company”) held by each of them for shares of the newly designated Series B preferred stock of the Company (the “Series B Preferred Stock”), the terms of which are set forth on that certain certificate of designation for such Series B Preferred Stock (the “Certificate of Designation”). Mr. Ponder exchanged 108,500,000 shares of Common Stock for an aggregate of 500 shares of Series B Preferred Stock, and Mr. Hayter exchanged 108,500,000 shares of Common Stock for an aggregate of 500 shares of Series B Preferred Stock.
The Series B Preferred Stock is neither redeemable, nor convertible into Common Stock. The aggregate voting power of the Series B Preferred Stock is equal to fifty-one percent of the total voting power of the Company. A copy of the Certificate of Designation is attached hereto as Exhibit 3.1, and incorporated herein by reference.
Financing
On April 23, 2018, the Company entered into and closed on a Securities Purchase Agreement (“Purchase Agreement”) with an institutional investor (the “Lender”), pursuant to which the Company issued to the Lender a senior secured convertible promissory note in the aggregate principal amount of $1,578,947.37 (the “Secured Note”) for an aggregate purchase price of $1,500,000.00.
The interest on the outstanding principal due under the Secured Note accrues at a rate of 12% per annum. All principal and accrued interest under the Secured Note is due on October 23, 2019 and is convertible into shares of the Company’s Common Stock at a fixed conversion price of $0.005. While during the first three months that the Secured Note is outstanding, only interest payments are due to the Lender, beginning in month four, and on each monthly anniversary thereafter until maturity, amortization payments are due for principal and interest due under the Secured Note. The Secured Note includes customary events of default, including non-payment of the principal or accrued interest due on the Secured Note. Upon an event of default, all obligations under the Secured Note will become immediately due and payable.
The Lender was granted a right to participate in future financing transactions of the Company while the Secured Note remains outstanding.
In connection with the Purchase Agreement, the Company entered into a security agreement, dated as of April 23, 2018, with the Lender (the “Security Agreement”) and an intellectual property security agreement, dated as of April 23, 2018, with the Lender (the “Intellectual Property Security Agreement”) pursuant to which the Company granted a security interest in substantially all of the assets of the Company, but for those assets over which Prestige Capital Corporation holds a lien, to secure the Company’s obligations under the Secured Note. In addition, all of the Company’s subsidiaries are guarantors of the Company’s obligations to the Lender pursuant to the Secured Note.
The foregoing summaries of the terms of the Secured Note, the Purchase Agreement, the Security Agreement and the Intellectual Property Security Agreement are subject to, and qualified in their entirety by, the agreements and instruments attached hereto as Exhibits 4.1, 10.1, 10.2 and 10.3, respectively, which are incorporated by reference herein.
Link: https://ih.advfn.com/p.php?pid=nmona&article=77272861
Yep.
Its just the same dog and pony show.
Shifting shares around and shifting the narrative to whatever is convenient to hype the volume and to help them dump more commons.
SGSI cant even get off the mat now. Too much overhang.
Lower highs and lower lows.
With each pump the ceiling falls.
GLTA & JMO
Maybe after the R/S.
Its having a hard time even getting to .008 after the last few hype and swipe attempts.
Read the filings.
GLTA & JMO
Xebec Announces Fourth Quarter and Year-End 2017 Financial Results; Reports a Turn-Around Year, Improving Gross Margins and Increasing Order Backlog
Montral, Qubec (FSCwire) - Xebec Adsorption Inc. (TSXV: XBC) ("Xebec"), a global provider of gas generation, purification and filtration solutions announced today its 2017 fourth quarter and full year financial results.
~ Significant increase of 60% in order backlog to $13.9 million as of April 23, 2018. This indicates significant anticipated revenue growth for 2018.
~ Revenues of $3.3 million were stable for the fourth quarter of 2017 and 2016
~ Revenues of $14.7 million in fiscal 2017 compared to $9.6 million for the same period in 2016, a 54% increase.
~ Positive EBITDA at $1.1 million for 2017 compared to $(2.0) million in 2016, an improvement of $3.1 million.
~ Net profit of $0.1 million or $0.002/share in fiscal 2017 compared to a net loss of $2.7 million or $(0.07)/share for the same period in 2016, an improvement of 2.8M.
~ Positive working capital improved to $1.8 million for a positive current ratio of 1.3:1 compared with a negative working capital of $1.2 million and a 0.8:1 ratio in December 31, 2016.
Financial Highlights:
Revenues
Xebec posted revenues of $ 3.3 million for the fourth quarter of 2017, same as for the fourth quarter 2016.
For the twelve-month period ended December 31, 2017, total revenues amounted to $14.7 million compared to $9.6 million for the corresponding period. This increase of $5.1 million is mainly explained by the increase of revenues for the Clean Technology segment and some sales from the Oil & Gas sector.
Order Backlog
As of April 23, 2018, total order backlog stood at $13.9 million, compared to $8.7 million as at May 23, 2017, an increase of $5.2 million or 60%.
Gross Margin
Xebec’s gross margin as a % of revenues for the fourth quarter of 2017 amounted to 31.2% or $1.0 million compared to 30.6%, or $1.0 million in the same period of last year.
For the twelve-month period ended December 31, 2017 the gross margin stood at 39.1%, up by 16.5% compared to the same period last year. Margins improved mainly due to the mix of sales having higher gross margins and a better absorption of the fixed costs.
EBITDA and Net loss
The EBITDA for the fourth quarter of 2017 amounted to $(0.26) million compared to $0.01 million in the fourth quarter of 2016. This decrease is mainly explained by the significant effort to expand our marketing and sales activities, hire key personnel, increased IR activities and costs related to the issuance of convertible debentures in the final quarter of the year.
For the twelve-month period ended December 31, 2017 the EBITDA amounted to $1.1 million, compared to $(2.0) for the same period in 2016, an improvement of $3.1 million. The improvement resulted mainly from a higher volume of revenue and the improvements in the margins.
The net loss for the fourth quarter of 2017 totaled $(0.92) million, or $(0.018) per share, compared to a net loss of $(0.12) million, or $(0.003) per share for the same 2016 period. The change is primarily due to increased sales and marketing efforts, the hiring of key personnel and increase of financial expenses related to issuance of convertible debentures.
Net profit for the twelve-month period ended December 31, 2017 amounted to $0.09 million, or $0.002 per share, compared to a net loss of $(2.67) million or $(0.07) per share, for the same period in 2016. The change is primarily due to higher volume of revenue, improvement of margins, and a gain on an insurance claim, partially offset by a lower gain on conversion of shares issued by a subsidiary.
Selling and administrative expenses for the fourth quarter of 2017 increased significantly by $0.6 million to $1.6 million from $1.0 million. This is primarily due to higher expenses related to sales and marketing, the hiring of key personnel and costs related to the issuance of convertible debentures.
For the twelve-month period ended December 31, 2017, the selling and administrative expenses increased by $0.9 million or 20.0% to $5.22 million. This is primarily due to the granting of stock options to directors, officers and employees, to an increase of selling expenses related to higher sales and the hiring of key personnel.
As of December 31, 2017, the Company had $1.3 million cash on hand and a positive working capital of $1.8 million.
2017 Fourth Quarter Financial Statements and Management’s Discussion and Analysis
The complete financial statements, notes to financial statements, and Management’s Discussion and Analysis for the three-month period ended December 31, 2017, are available on the Company’s Website at www.xebecinc.com or on the SEDAR Website at www.sedar.com.
About Xebec Adsorption Inc.
Xebec Adsorption Inc. is a global provider of gas generation, purification and filtration solutions for the industrial, energy and renewables marketplace. Its customers range from small to multi-national corporations and governments looking to reduce their carbon footprints. Headquartered in Montreal (QC), Xebec designs, engineers and manufactures innovative and transformative products, and has more than 1,500 customers worldwide. With two manufacturing facilities in Montreal and Shanghai, as well as a sales and distribution network in North America, Europe, and Asia, Xebec trades on the TSX Venture Exchange under the symbol XBC. For additional information on the company, its products and services, visit Xebec at xebecinc.com.
It shouldnt.
IT is what it is.
And it ISNT what it ISNT.
Heaps of dilution and shares being dumped on any hype. Company is desperate for cash. Read the filings and the debt terms.
GLTA & JMO
Baiting investors ahead of a promotional appearance is par for the course.
These guys are so predictable.
I cant even make this stuff up.
GLTA & JMO
Retiring to the treasury. *wink wink*
LOL
So basically now those shares are available for dilution.
How about they lower the AS?
Nahh. That would actually mean something.
The BS continues.
GLTA & JMO
“Just”
GLTA & JMO