is...doing as little as possible
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It doesn't look like your reaching any ears here, Alan. Most here are longs and have no intention of selling, despite all the negativity from a few.
SGBY continues its long slow slide into oblivion. What a disappointment this stock has turned out to be.
It was just a joke, not a political statement. Don't get your shorts (hehe) in a bunch.
New SIGO filing
CERTIFICATE OF DESIGNATION,
PREFERENCES AND RIGHTS of SERIES A PREFERRED STOCK of
SUNSET ISLAND GROUP, INC.
Sunset Island Group, Inc. a corporation organized and existing under the laws of the State of Colorado (the “Corporation”), hereby certifies that the Board of Directors of the Corporation (the “Board of Directors” or the “Board”), pursuant to authority of the Board of Directors, and in accordance with the provisions of its Certificate of Incorporation and Bylaws, each as amended and restated through the date hereof, has and hereby authorizes a series of the Corporation’s previously authorized Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), and hereby states the designation and number of shares, and fixes the relative rights, preferences, privileges, powers and restrictions thereof, as follows:
I. DESIGNATION AND AMOUNT
Designation. The designation of this series, which consists of 4,600,000 shares of Series A Convertible Preferred Stock, is the Series A Preferred Stock (the “Series A Preferred Stock”) and the face amount shall be $0.0001 per share (the “Face Amount”).
II. RANK
All shares of the Series A Preferred Stock shall rank (i) senior to the Corporation’s Common Stock and any other class or series of capital stock of the Corporation hereafter created, (ii) pari passu with any class or series of capital stock of the Corporation hereafter created and specifically ranking, by its terms, on par with the Series A Preferred Stock and (iii) junior to any class or series of capital stock of the Corporation hereafter created specifically ranking, by its terms, senior to the Series A Preferred Stock, in each case as to distribution of assets upon liquidation, dissolution or winding up of the Corporation, whether voluntary or involuntary.
III. LIQUIDATION PREFERENCE
The Series A Preferred shall have no liquidation preference over any other class of stock.
IV. VOTING RIGHTS
Except to the extent otherwise required by applicable Law, each holder of outstanding shares of Series A Preferred Stock shall be entitled to the number of votes equal to the number of whole shares of Common Stock into which the shares of Series A Preferred Stock held by such holder are convertible at each meeting of stockholders of the Company (and written actions of stockholders in lieu of meetings) with respect to any and all matters presented to the stockholders of the Company for their action or consideration. Except as provided by law, or by the provisions establishing any other series of Preferred Stock, holders of Series A Preferred Stock and of any other outstanding series of Preferred Stock shall vote together with the holders of Common Stock as a single class.
V. DIVIDEND RIGHTS
In the event that any cash dividend on the Common Stock is declared by the Board, the Board shall simultaneously declare a dividend for each share of Series A Preferred Stock in an amount equal to the product of (i) the per share dividend declared and to be paid in respect of each share of Common Stock and (ii) the amount of common stock the Series A Preferred Stock is convertible into under Section VI in effect at the close of business on the date immediately prior to the record date for such dividend, with such dividend to be payable on the same payment date established by the Board for the payment of such dividend to the holders of Common Stock. The record date for any such dividend shall be the record date for the applicable dividend on the Common Stock, and any such dividend shall be payable with respect to each share of Series A Preferred Stock to the Holder to whom such share is registered, as reflected on the stock register of the Corporation, at the close of business on the applicable record date.
VI. CONVERISON RIGHTS
Each holder of shares of Series A Preferred Stock may, at any time and from time to time, convert (an “Optional Conversion”) each of its shares of Series A Preferred Stock into fully paid and non-assessable shares of Common Stock at a rate equal to 1 Series A share for 10 shares of the Common Stock. However, any common stock received as part of the conversion shall be restricted for 36 months from the date of conversion,
VII. AMENDEMENTS
The Certificate of Incorporation of the Company or this designation shall not be further amended in any manner which would materially alter or change the powers, preferences or special rights of the Series A Preferred Stock so as to affect them adversely without the affirmative vote of the holders of a majority or more of the outstanding shares of Participating Preferred Stock voting separately as a class.
IN WITNESS WHEREOF, this Certificate of Designation is executed on behalf of the Corporation this 18th Day of April, 2017.
Sunset Island Group, Inc.
By: /s/ Valerie Baugher
Name: Valerie Baugher
Title: Director
You really need to research Convertible Preferred Stock. It nullifies all your arguments and requires that the number of common shares it can be converted into being reserved out of the total O/S count, even though they are not counted as outstanding shares.
Man, what an incredible week! Can it get any better than this? I feel like retiring...oh wait, I already am, lol
Great update! Thanks for sharing!
SIGO news out! Sunset Island Group Announces Three Year Lock-Up Agreement On Over 90% of All Outstanding Shares
SAN CLEMENTE, CA -- August 15, 2017 -- InvestorsHub NewsWire -- SUNSET ISLAND GROUP, INC. (OTCQB: SIGO) announced today that the company is executing a formal three year Lock-Up Agreement with respect to 91.94% of all outstanding shares.
CEO T.J. Magallanes stated, "We are in this for the long haul. As we expand our operations, we will do so with the focused mindset of capturing as much market share as possible. In order to provide one more example of how committed we are to both the business and the shareholders, Valerie and I will be locking up our combined 46M shares for the next three years.
CFO Valerie Baugher stated, "With this step, we are reaffirming to our employees and shareholders that we believe strongly in the vision of the company. We want everyone involved in the business end of things to focus strictly on the operation and not worry about stock value, market cap or anything else unrelated to building our business and our brand. If we do so, stock value, market cap, etc. will take care of itself.
Ms. Baugher finished up with, As mentioned in a previous release, we will provide updates on our expansion and specific details on the monthly dividend later this month. As always, we thank you for your support.
Lighten up Furb...I mean Tarball. I was just ragging on you. Smile and fix yourself a nice cup of hot chocolate. You'll feel better.
Tarball, you're such a cynic, lol. Complain about shares authorized, complain about share outstanding, complain about reverse split, complain about reduction in authorized, complain about speed of adding new labs in CA, complain about notes and loans so that we can afford to expand labs, complain about franchises so that we can get our foot in the door when we don't have the funds or don't want to spend the funds to open our own lab and instead use the funds we do have for expanding into CA and MA. Tell me again why you believe in SGBY? lol
You need to keep up Steven. This has already been fixed so that any split, forward or reverse, also affects the D preferred shares. This has been posted and discussed on this board before. Here is the relevant info from https://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=12202964#SGBY_EX31_HTM
It was a great run up through April of 2016. Made a ton off TRTC but then some people starting dumping in secret while they were still pumping in public. Some people have hidden agendas on the OTC. Be careful out there people!
Today's news from Will...
Edward.
Yes we anticipate more updates including Q3 results.
Not yet, documents submitted to ORELAP for accreditation
Will
William Waldrop
CEO
Signal Bay, Inc. (OTCQB: SGBY)
On Aug 3, 2017, at 10:16 AM, Edward wrote:
Hi Will,
Just one quick question for the day. Do you expect any additional PRs, financials, or announcements coming out between now and the shareholders meeting?
Ok, make it two questions. Is the new testing machine certified and being used in Oregon now?
Edward
In the immortal words of Yoda, "Don't think. Do!"
Dude, we get it. You're not happy. You think the company is being mismanaged. So sell, or don't, but give it a rest already. Geez.
Yeah, I've noticed that too. Every one I looked at recently had CDEL at top of bid and ask. Knowing what I know now, I won't avoid stocks just because CDEL is apparent.
An interesting point of information here. I placed a sell order for a 100K of SGBY. Guess who it ended up with? CDEL! I know this because I have a very odd lot left to sell and CDEL is sitting there with that same number of shares to sell. So apparently, at least for Ameritrade, orders are being routed through CDEL. Thus, it is probably a lot of retail buying and selling that CDEL is doing, not dumping!
Gee, now that's a head scratcher fer sure! lol
I don't mind slow and steady as long as it's upwards, even though I hate the fact CDEL is still in control. I want to know where the hell he is getting all these shares. Are they a 100 million hold over from last year's conversion?
Looks like we might just have an exciting Friday. So much good news, so many potent rumors. Make it so Waldrop.
lol, read my post prior to this one and then sh*t your drawers
It is often said that you can tell more by what is not said than by what is said. Bearing that in mind, I would like to throw out the following to the group.
William Waldrop is pretty good about answering my questions, and I can usually pin him down on most things I ask him. When I wrote William Waldrop yesterday and ask him about the financials being on time this go around, he replied in the affirmative. However, what he did not respond to, comment on, or even acknowledge was this:
"Anyway, here is the speculation that is currently being discussed on various boards. There is currently a connection between Kaycha Labs and Steep Hill labs. There is a connection between Kaycha Holdings and Evio Labs in South Florida. You had dinner with the CEO of Steep Hill during your recent world wind tour of the US. The speculation is that Steep Hill wants to go public so that its current private shareholders can monetize their holdings, and that a merger between SGBY/EVIO and Steep Hill would be a powerhouse testing and analysis company unmatched in the US. It would also quickly meet your goal of 18 labs in Cali in one fell swoop. Care to comment?"
Now, I am not claiming his lack of comment means anything significant, but he could have simply said there is nothing to it...or he could have said he can't comment on what may or may not lie in SGBY/EVIO's future for competitive reasons...but he didn't. He chose to ignore the speculative comment entirely. The question you need to ask yourself is this: if you were holding your cards close to your chest and another player speculated that you held a royal flush, would you acknowledge his speculation or would you just ignore his speculation altogether?
Let the rumors begin!
Congrats to all those who have kept the faith! Nice close today and wonderful to see. I'll take a 10% jump in pps any day! Got another post I'll make later tonight. It'll start the rumor mill going for sure.
Ed,
Thank you again for your support and loyalty as a shareholder.
Things are on track to release the 10Q on time. The Q3 earnings will be released at that time.
Sincerely,
Will
William Waldrop
CEO
Signal Bay, Inc. (OTCQB:SGBY)
EVIO Labs
Sweet!!! Come on SGBY! Pappa needs a new defibrillator!
I'm sorry, how many publicly trading startups have you made a major player in a highly competitive market segment that currently has an iffy future? You obviously do not understand the difficulties of growing a company to sufficient size in order to effectively compete, grab market share before others do, or to be willing to dilute your own share of the company in order to accomplish the grand view that you have for it. WW is no fool. He knows what he is doing and IMHO is doing it well. If you have so little faith in him, then why are you even here? The current entity we now know as SGBY is going to be a very small part in a much grander vision for the company. The remaining 10 million you speak of only allow a maximum increased ownership of the company of 33%. WW is looking for at least ten times that amount if institutional investor money or M&A activity occurs. It could even be that a reverse merger is planned with a much larger private entity, like Steep Hill, who may want to go public without going through an IPO, that is ten times our current size, or more. This would necessitate the distribution of a large number of our shares to the share holders of the company we are being reverse merged with. What if there are plans a foot to create an enormous nationwide, or even worldwide, cannabis testing conglomerate? We would be a tiny piece of that conglomerate but well worth our investment and highly profitable for us. You think too small.
The price movement (or lack) is proof of nothing. CDEL has been f'king with and controlling the pps for over a month now, despite PRs and proxies. The reason the A/S will only be reduced to 1 billion or less is so that the company will have enough shares for mergers and acquisitions going forward. What is currently SGBY/EVIO will eventually be a small part of something much larger...and more valuable to all of us. The preferred shareholders will take the same hit us commoners will. If they reduced the A/S to 30 million there would be no room whatsoever for mergers and acquisitions or the ability to attract institutional investors. If they followed your logic, the R/S and reduction in A/S would make it no different to what it is today. It's simple logic and there is absolutely nothing scary about it.
preferred shares are not normally counted/included in the count of common shares. That is normal GAP accounting standards. Although, there must be a reserve in the a/s to cover them should they be converted. They are not considered a/o shares.
What do you mean not proportionally changed after R/S? Everything is proportionally changed at the r/s, notes included. It's the a/s that can't go below 1 billion UNTIL the r/s takes place. Once the r/s takes place, then the a/s will be reduced from 4 billion to 1 billion or lower.
Do you want proof?
From: William Waldrop
Sent: Tuesday, July 25, 2017 7:17 AM
To: Tom Sommer
Subject: Florida location
Tom,
We have executed a non-binding term sheet to provide a license to Kaycha Holdings to operate exclusively in Florida under the EVIO Labs Flag. We are finalizing the terms of the license agreement, the Company did not plan on providing a press release until the definitive agreements were signed. The prospective licensee got a little eager and prematurely registered both an email address and filed the fictitious name statement. As you can imagine this provides me a little extra negotiating power.
In regards to how do we expect the stock to stay above a penny? Well, the news is already out, it appeared many investors agreed from the immediate positive reaction on the boards and the stock price it was time for us to clean up the capitalization table, restructure so we can complete a proper institutional raise. As you know, the holders of the Preferred B & C shares, basically the Board of Directors inclusive of Lori Glauser, Henry Grimmett, Anthony Smith and myself all put ourselves in the same classification as common stock shareholders when we removed any anti-reverse provisions. This was done to ensure the Board of Directors has the same common goal to protect and most importantly grow shareholder value equally. The timing of the reverse was also done strategically with pending and projected accomplishments of the company to hopefully counter effect any potential downward pressure on the price, or even any potential short attacks of which we encountered last Thursday. It isn’t a perfect world we live in and market makers do control pricing; however, I believe with our strong shareholder base, we can protect the value of the organization with this change. IMO, I also feel that once the reverse is complete, most likely at a 100:1, we will now be on the radar of many more traditional institutional groups, research groups, etc and will have an entire new set of investors who could not due to their charters invest in companies less than $1.00.
Will
William Waldrop
CEO
Signal Bay, Inc. (OTCQB:SGBY)
EVIO Labs
702-343-7470
So are you thinking Steep Hill and SGBY plan to merge down the road (or may already be in the process of doing so, which would explain the rush to clean up the SS), making Steep Hill a public entity?
CDEL is really pissing me off! How many millions of shares has he dumped now?
I made a few thousand flipping it, lol
A salami stock is a member of a group of stocks known as the Grand Salami, chosen by a single individual whose powers of perception and analysis are unparalleled in human history, and he knows it.
SGBY should have been a salami stock from the very beginning. It started its rise a month before all the others did. I tried to convince his highness to add it back in October but he declined. Now, I'm glad he did. At this point in time, being a salami stock is not the greatest of achievements. lol
WW did state, "We are in final phases of discussions with prospective growth opportunities that will expand the EVIO Labs brand into the North East, South East and even the Central United States.” So clearly, there are numerous M&As on the horizon. Also, the MA lab is still in process and yet to be finalized.
I think that I shall never see
a stock so pleasing
to the eye of me.
True of type; preferred, and common,
all are equal
in the reduction column.
Unlike those others
who sought to shaft widows and orphans,
faith is maintained between board and brothers.
I cannot wait to see
the dizzying heights
that this stock will achieve!