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Does this sound like bankrupty to you? Not to me!
Stock Purchase Agreement
On November 23, 2015, Hydrophi Technologies Group, Inc., a Florida corporation (the “Company”, “we,” “us,” or “our”) entered into a Stock Purchase Agreement (the “Purchase Agreement”), whereby the Company purchased, all of the outstanding stock of each of Pro Star Freight Systems Inc. and Pro Star Truck Center Inc. (collectively, “Pro Star”). The Pro Star Purchase Agreement is an attempt to preserve and enhance shareholder value in light of ongoing challenges in the execution of the Company’s business mission to bring hydrogen on demand technology to older, mechanical injection vehicles. Pro Star had unaudited management reported 2014 revenue of $27.3 million with net income of $660,000.
The purchase price for Pro Star consists of (i) up to an aggregate of $1,512,500 in cash, payable in installments as set forth in the Purchase Agreement (“Closing Cash”), (ii) a promissory note in the principal amount of $2,500,000, which is convertible into 4.9% of the issued and outstanding capital stock of the Company on a fully-diluted basis (the “Note”), (iii) Series A preferred stock of the Company, which will be convertible into 80% of the issued and outstanding capital stock of the Company on a fully-diluted basis (the “Preferred Stock”) and (iv) a form of warrant that will be exercisable for a number of shares of common stock of the Company necessary to ensure that the Note and Preferred Stock collectively result in the issuance of 84.9% of the issued and outstanding capital stock of the Company on a fully-diluted basis (the “Goldenshare”). Following the eighteen month anniversary of the issuance of the Preferred Stock, holders of Preferred Stock shall be entitled to dividends at the rate of 5% per annum, payable quarterly. Holders of Preferred Stock shall vote together as a single class with holders of common stock of the Company.
Further, certain existing investors have agreed to either forgive certain outstanding debt of the Company or exchange such debt for common stock of the Company. Such forgiveness and/or exchange has resulted in the elimination of debt liability of almost $2.5 million, and the net return to treasury of approximately 30 million shares of common stock.
Shouldn't that be reveiled in the 10-K?
I noticed a small change on the OTC site:
Company Officers/Contacts
Nikola Zaric President, CEO, CFO
Roger M. Slotkin Advisor
It had been a while since I had visited the Pro Star website and saw that "investors" had changed: http://psfsi.com/#investors
But maybe they agreed with the deal after the 180 days lock up period of the undilutable golden shares?
Less risk = better loaning conditions?
If the share price goes lower before Magna can unload its investment, the companies have to give up even more stock, all but eliminating the risk for Sason. Critics call it “death-spiral financing” because it drives stocks into the ground. Others in the field say they sometimes make double, triple, or even 10 times their investment in just a few months.
Magna functions as a pawnshop for penny stocks—shares of obscure ventures that change hands far from the rules of the New York Stock Exchange.
300 shares order.
300 - Take the price down so I can load shares
I noticed that to in the 8K/A $375K on R&D but have you recently seen the changes in the executives? It's solely Slotkin nowadays:
http://hydrophi.com/corporate/management/executives/
And at operations: coming soon
http://hydrophi.com/corporate/management/operations/
These are contradicting signals to me. The fact that the other executives aren't mentioned anymore (out of cost cutbacks?) I read that as a negative sign.
"3 injuries 10 tows"
http://safer.fmcsa.dot.gov/query.asp?searchtype=ANY&query_type=queryCarrierSnapshot&query_param=USDOT&original_query_param=NAME&query_string=1848543&original_query_string=PRO%20STAR%20FREIGHT%20SYSTEMS%20INC
The more truck drivers are hired the more chance for accidents?
"This is not valuation coverage governed by Federal law—it is optional insurance regulated by State law."
https://www.fmcsa.dot.gov/protect-your-move/how-to/valuation-insurance
Carrying freight in new states can impact the insurance premium?
A (big) client that has specific insurance demands (for instance precious cargo such as electronics)?
How sure are we now that we officially own this company?
For accounting purposes, the Company considers the closing of Pro Star acquisition on March 1, 2016 when Pro Star conveyed control of activities to Hydrophi.
OTC Market holidays 2016:
http://www.otcmarkets.com/market-hours
I saw a 200.
12.59h Amsterdam time pps 0.0129
But feel free to slap the ask at anytime. Code or no code.
HPTG long!
500 = Gap the stock. This gap can be either up or down, depending on the direction of the 500 signal.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=120888578
12.29h Amsterdam time (6 hours later then NY time)
pps 0.0125 volume 500
I think CDEL wants the pps to be parked between the 1th (0.0109) and 2dn (0.0086) support line:
http://www.barchart.com/cheatsheet.php?sym=HPTG
I also suspect that the 1st support line is the strong line:
http://www.stockta.com/cgi-bin/analysis.pl?symb=HPTG&cobrand=&mode=stock
green line @ 0.011 but which color will that be @ 0.01?
Type: supp Value: 0.00 Conf. 10
Take note that we have high volume today so this can have a possitive or negative effect on the building of a support line.
Just my 2 cents.
I saw him constantly having bid/ask blocks in front of the support lines.
CDEL has backed of.
Would be great to close on the 1st support of 0.0109.
pps sits now between 1st and 2nd support:
http://www.barchart.com/cheatsheet.php?sym=HPTG
Current RSI 51.69 @ $0,0096
I need shares, I need shares!
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=120888578
The Q4 of 2014:
https://www.sec.gov/Archives/edgar/data/1496741/000151597115000037/hptg10q123114.htm
Fiscal year ended March 31st 2015:
https://www.sec.gov/Archives/edgar/data/1496741/000151597115000229/hptg10k033115.htm
I am already fully loaded with 6.3M ( = 1% A/S) on low average. Which is the maximum risk I want to be exposed to. I am also out of powder, right now paying my bills has priority. And if I had investment money I would first wait for the fins to come out especially the 10-K: inventory, assets, debt, revenue, net profit, cash flow otherwise how can you know what the shareprice is worth?
I think the support of 1 cent will hold.
HPTG long!
RSI is at 70 right now:
http://stockcharts.com/h-sc/ui?s=hptg
Market Value1 $6,236,834
http://www.otcmarkets.com/stock/HPTG/profile
In January this year alone ProStar Freight Systems bought 30 new semi-trailers worth ~900K. The assets will keep increasing while the dept will decreasing the pps will go up not down. Unless it turns out to be all fraud in that case we have a really strong case in a group lawsuit. A merger that turns out not to be a merger? See yah in court!
Further, certain existing investors have agreed to either forgive certain outstanding debt of the Company or exchange such debt for common stock of the Company. Such forgiveness and/or exchange has resulted in the elimination of debt liability of almost $2.5 million, and the net return to treasury of approximately 30 million shares of common stock.
On November 2014, February and March 2015 highs were pps 2.5. If the pps hits this level a full recovery has been made over a full year.
http://stockcharts.com/h-sc/ui
period: weekly range: predefined range 1 year 6 months
color sceme night
Funny that you seem to know all of this since none of us have seen the 8-k/A, the 10-Q of 4Q 2015 and 10-K.
This year I think the pps will oscilate between 3 to 15 cents.
0.0085 is the median of the bollinger band.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=120941137
I think there is a strong support at or just above 1 ct (green line):
http://www.stockta.com/cgi-bin/analysis.pl?symb=HPTG&cobrand=&mode=stock
Reversal pattern of 200DMA:
http://stockcharts.com/h-sc/ui
http://www.barchart.com/technicals/stocks/HPTG
Definition reverse merger:
http://www.businessdictionary.com/definition/reverse-merger.html
Yesterday the chart gapped at the same time the 100DMA crossed the 200DMA
http://stockcharts.com/h-sc/ui
Naked short interest HPTG:
http://otcshortreport.com/index.php?index=HPTG&action=view
MM's shorting 96.28% on the 71st day after December 10th?
Thanks for that insight.
Cup with Handle pattern:
http://stockcharts.com/school/doku.php?id=chart_school:chart_analysis:chart_patterns:cup_with_handle_continuation
Sameh chart:
https://www.tradingview.com/x/oyTOnxjR/
The 100DMA is almost crossing the 200DMA.
http://stockcharts.com/h-sc/ui
"Like 3 business days?"
What are the time limits within which a Form 8-K must be filed?
Subject to certain exceptions described below, a Form 8-K must generally be filed within four business days of the triggering event.
King Koopa said: "Hehe is that 71 days from December 10th PR?"
21 days Dec. + 31 days Jan. + Friday 19 Feb. = 71 days
I know from the time when I traded Blue chips that a premarket PR can make a pps starting heavily in the green and a few hours later (with quarter earnings) deep in the red. The reason? It takes time to digest the fins and from the members of the board point of view it's better to release before the week end. Boring for us , smart for them. Besides this company has a track record for taking their time IMO.
I am gambling on friday after market closed.
Form 8-K/A should be out at 2/2/16 but is over due.
http://www.sec.gov/Archives/edgar/data/1496741/000151597115000399/hptg8k112315.htm
Date of Report (Date of earliest event reported): November 23, 2015
The required pro forma financial information for the transaction described in Item 1.01 above will be filed under cover of a Form 8-K/A no later than 71 days after the date on which this Current Report on Form 8-K is required to be filed.
On November 23, 2015, Hydrophi Technologies Group, Inc., a Florida corporation (the “Company”, “we,” “us,” or “our”) entered into a Stock Purchase Agreement (the “Purchase Agreement”), whereby the Company purchased, all of the outstanding stock of each of Pro Star Freight Systems Inc. and Pro Star Truck Center Inc. (collectively, “Pro Star”).
Dragonfly doji bullish signal. The trader who sold last friday @.0045 was building a chart? I see no reason why else to sell so low knowing strong financials are published soon.
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