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Well, I read thru it, ok let's have CV do that. Let's go!
Well you say "SUBSTANTIAL DOUBT" on CV. But here they have 1.4 million. I'm thinking leverage it. And away we go!
It would be nice if Cresco could get over 8 dollars a share by 4th qt.
Wolfman, if you’re going to go with merger, then go big.
First, on 007, pick a large pharma to partner with. Start with 3 different ones to have a biding war. They run it thru phase 1-2-3 , they set it all up, market it and then we split the profits 50/50.
Work with the FDA and congress to have them agree only CV is fully legal and endorsed.
Sign agreements with NFL, NBA and MLB to recognize only CV CBD to be the only CBD allowed by major league sports.
Increase shares to 10 billion, and later do a reverse split, 1 for 10000, no fractional shares paid.
Get a slogan going, like buy the best forget the rest, and have it promoted by several main celebrity’s, super stars etc.
Have Netflix make a movie about how it is made
Have a singer, rock band make a song about it, something like can’t have a day without it.
Make designer labels for the containers, new one every month, collect them all.
Sell the empty designer containers on e-bay, start a collector’s movement.
Take the first billion dollar in profits and buyout the next top ten cbd makers and turn them into manufacturing plants making CV logo apparel. Sell worldwide with Nike.
That should be enough for phase 1 this year.
Next year the real expansion begins. LET’S GO.
All IMO
Here Wolfman, let's go your way, if everything went their way, and they had the funding, and they got it thru phase 3 with results and the FDA would allow it, your still 2-3 years away from having a product to sell. I'm concerned with this year.
It's not recommended to combine CBD with stimulants, such as nicotine, due to possible side effects that may be caused by their interaction.Mar 1, 2022
The spinning off could be a smart move depending on what they get. Meaning the whole company has a market cap as I write of 12.3 million. The EV would be close to that, so.
But, if they did spin it off, then what?
Here, let me go this way, about 25 years ago or so I remember going to board meetings with this new catch phrase of looking at this from a 30,000-foot level overview. In that regard the problem is they can’t sell enough of their product profitably. What’s their plan to change that? If they can’t change that, then what’s the point of further discussion?
Were 4 years into this CBD craze. The proclaimed leader {cw} claims only 5 percent of the market, and in doing so can only lose money, big money. Were not even fully into the consolidation phase [ everybody still trying to hang on} and nobody is in any position to the kill the competition phase which will include price cutting. IMO prices for this type of product are still way too high, cuts of 50 percent or more are still in order, at least, which would open up more sales to the general public.
Now they may find a partner, but their going to have to find one with deep pockets. Otherwise, what’s the point?
In regards to the 007 patent, maybe it will turn into something thru a partnership, but if a person can duplicate it by just using CBD gum, which is already out there then what do you really have. Anyway, that’s for the FDA to deicide, providing it makes it thru phase 3 with result. IMO.
I see you provided a little Q&A
---------Questions----------Do you know the answers----
If you are long: you should never buy at bid true/false
If you are long: you should always buy at bid true/false
If you are long: you should never sell at bid true/false
If you are long: you should always sell at bid true/false
If you are long: you should never buy at ask true/false
If you are long: you should always buy at ask true/false
If you are long: you should never sell at ask true/false
If you are long: you should always sell at ask true/false
To your question. Yes, I do know the answers.
They covered this in 1st grade between see spot run and regression predictors. Say, I have to ask are you doing an elementary school project?
I see you are selective in your time ref. You go back 1 year more than you did, you know when it started in the 7’s and went to 54 you may have a different perspective.
Yet you go on to say “By Dec. 2022 TCNNF could be less than a dollar.”
Or it could be over 1000 dollars. Right, that would be by your same thought process.
Now I’m sure you’re not but aren’t you playing right into the hands of those that short? Create FUD?
I mean your almost in a trap to being used by them. Think about it.
You may wish to include the reasoning as to the “why’s” all you state will occur.
Perhaps some research should be in order.
But please, simple boilerplate one liners will not provide the depth of thought I seek. You see I need to see the difference between your true knowledge and that of others who use B.S. to confuse.
The short of it is it's all about the money.
Here let’s play out this one on what is known. The company does 20 mil in sales a year at a loss. Nothing they are going to do with the shares and split is going to change that. At, mid figure 400 million added, where is that extra demand for those shares going to come from {we do 1.9 mil a month in shares sold} supply and demand are still in effect. {IMO they will have to do the r/s shortly afterwards} but in either case how is that going to cause the current shareholders to gain? I understand it will allow the company to extend to game, but at what cost? I did say currently, so the 007 patent program is dead in the water, question then is WHY wouldn’t a company just buy the patent only from the company who needs the cash? If the company doesn’t want to sell just the patent, why not just wait, there is no rush to merge as they can not do anything with the patent themselves. IMO.
In short it’s a mess, they simply do not sell enough and nothing above will change that. Again IMO.
In my opinion they are in survival mode. And they stated as much.
No. no control, but could have influence in regards to the vote. Nothing regarding control directly on the 007.
No, there is nothing to suggest that move.
I’m not totally sure what you mean by gaining minority shares? In any event the majority will maintain control over company direction. In theory there would have to be an alignment of agreement concerning the 007 and how all that would play out is, well I’ll use the word tricky.
Are you asking if Mona’s coming back?
No wolfman, not my words. Thats the company talking to you. The also cover the 007 by stating they currently don't have the funds to pursue.
Hey I just wanted you to be aware. Your aware so I'm done.
Wolfman - I recently posted from the 10k - Part of that post is a section I think you need to read. Think risk
"The Company's financial operating results and accumulated deficit, besides other factors, raise substantial doubt about the Company's ability to continue as a going concern. The Company will continue to pursue the actions outlined above, as well as work towards increasing revenue and operating cash flows to meet its future liquidity requirements. However, there can be no assurance that the Company will be successful in any capital-raising efforts that it may undertake, and the failure of the Company to raise additional capital could adversely affect its future operations and viability"
Some house keeping stuff from the 10k -
On March 30, 2022, the Company's Board of Directors approved an amendment to the 2013 Plan to reduce the shares available for issuance under the 2013 Plan by 8,000,000 shares. See Exhibit 10.40 attached to this Annual Report on Form 10-K.
On April 1, 2022, as further described in the Company’s Proxy Statement for its Annual Stockholder Meeting, Ms. Beth Altman, Dr. Paul Blake, and Ms. Terri Funk Graham, each of whom has served as a director on our Board since 2019, have elected not to stand for re-election as a director of the Company. They will all continue to serve as directors until their term concludes as of the date of the Annual Stockholder Meeting. In connection with their departures and as a result of further strategic cost reductions, the Board determined to reduce the authorized size of our Board to three members as of the date of the Annual Stockholder Meeting in an effort to conserve resources and cut costs associated with board of directors activities until such time at a later date when the Board believes such cost-cutting measures are no longer necessary, but will have a vacancy for one spot.
Liquidity Considerations – U.S. GAAP requires management to assess a company's ability to continue as a going concern within one year from the financial statement issuance and to provide related note disclosure in certain circumstances. The accompanying financial statements and notes have been prepared assuming the Company will continue as a going concern. For the year ended December 31, 2021, the Company generated negative cash flows from operations of $7.5 million and had an accumulated deficit of $79.5 million. Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operations, growth initiatives and to continue to make and implement strategic cost reductions, including reductions in employee headcount, vendor spending, and the delay of expenses related to its drug development activities. The Company intends to position itself so that it will be able to raise additional funds through the capital markets, issuance of debt, and/or securing lines of credit. In March 2022, the Company closed the second tranche of its convertible note offering and its convertible preferred stock financing and received gross proceeds before closing expenses of approximately $1.0 million and $0.7 million, respectively. In addition, the Company applied for employee retention credit under the CARES Act and expects to receive approximately $2.0 million - see Note 17. Subsequent Events for further information on these events.
The Company's financial operating results and accumulated deficit, besides other factors, raise substantial doubt about the Company's ability to continue as a going concern. The Company will continue to pursue the actions outlined above, as well as work towards increasing revenue and operating cash flows to meet its future liquidity requirements. However, there can be no assurance that the Company will be successful in any capital-raising efforts that it may undertake, and the failure of the Company to raise additional capital could adversely affect its future operations and viability.
On December 8, 2020, the Company entered into a Common Stock Purchase Agreement ("SPA") with Tumim Stone Capital, LLC ("Tumim") to issue and sell up to $10.0 million in shares of the Company's common stock. The SPA provides, among other things, that the Company could direct, every three trading days, Tumim to purchase a number of shares not to exceed an amount determined based upon the trading volume and stock price of the Company’s shares. The Company determined that the right to sell shares of common stock to Tumim under the SPA represented a freestanding put option under ASC 815, Derivatives and Hedging. Tumim had no right to require the Company to sell any shares of common stock to Tumim, but Tumim was obligated to purchase up to $10.0 million of the Company's common stock. Such sales of common stock by the Company were subject to certain limitations at the Company's sole discretion through December 31, 2021. The Company determined that the fair value of the put option was zero as the shares were to be issued at a discount and settled within one business day. During the year ended December 31, 2021, the Company sold 10,021,804 shares of common stock pursuant to the SPA and recognized proceeds of $4.4 million. During the year ended December 31, 2020, the Company sold 450,000 shares of common stock and recognized proceeds of $0.2 million. The Company issued 185,454 shares of common stock to Tumim as commitment fee in connection with entering into the SPA. In addition, the Company incurred offering costs of $0.3 million. In accordance with ASC 825-10-25-3, upfront costs and fees related to items for which the fair value option is elected shall be recognized in earnings as incurred and not deferred. As such, the Company recorded the fair value of the commitment fee shares of $0.1 million and offering cost of $0.3 million to general and administrative expense. The Company and Tumim terminated the SPA effective November 15, 2021.
In March 2022, the Company cancelled 9,000,000 outstanding stock options. In addition, on March 30, 2022 the Company's Board of Directors reduced the shares available for issuance under the 2013 Plan by 8,000,000 shares.
FYI - and LOL- Trulieve's "4.20 for All" NFT collection will be sold on the OpenSea marketplace. Each NFT features a different hand holding a cannabis product. The campaign celebrates cannabis' diverse community and culture, which includes all types of users and products.
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NFT Collection features 10 different original pieces of digital art. There will be 42 copies of each, which results in 420 total offerings in the collection. Each NFT will be initially offered at .042 Ethereum and every winner will receive a premium, personalized physical gift item.
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A little light hearted humor is all, got to read with a sense of humor.
I stand corrected.
The scary part of that is they still have 9300 preferred shares to utilize.
If you say so.
It appears so.
The latest CC and Corp “speak”
Let’s read between the lines a little here.
First, we have “Charlotte’s Web became an SEC filer in January of this year”
Yes, as they were forced to do so. Which means they also have to use with U.S. GAAP financial reporting.
But then they quickly derail back to “we will refer to supplemental non-GAAP accounting measures, including adjusted EBITDA and adjusted gross profit, which do not have any standardized meaning prescribed by GAAP”
Now why would they do that?
Then we have the “speak”
“The year saw consumers, customers and investors eager for a regulatory resolution”
“either from the FDA or congressional legislation”
anyway we can get it, victory is ours.
Into “As you well know, this didn’t happen”
Bummer. It sounded good however.
But here “We continue to be the envy of the industry”
Well, there certainly the leader in losses. But envy? Possible bias there, ya think.
What about CW2.0 ?
“So welcome the CW 2.0. That’s what I said in my first town hall with employees on December 17. I also said it, it was all upside, and I meant it, growing revenues being cash generative and acting with the confidence of the leading brand in CBD, those are our goals”
All upside and nothing else but up, goals too. It’s all going on. Go team go.
But
“The truth is we haven’t done enough to amplify our brand equity or our unparalleled science credentials with consumers”
What’s up with that. Can you save us?
“Our e-commerce traffic is down by reinforcing our brand equity, we can rely less on promotional pricing. By the way, as does the competitive set, and reengaging the Stanley Brothers in storytelling and innovation, while keeping us grounded in the mission of the company to improve 1 billion lives again and again.”
There is nothing better than storytelling and improve a billion lives, wow, now were talking. That’s what we need.
So, what’s your new thoughts on how?
“Internally, I believe we overcomplicated our business. And look, that’s all in a rearview mirror. So now let’s look through the windshield to CW 2.0
No more rearview looking for us. Nothing to see on what was.
So, what’s the plan ?
“In my first weeks as CEO, we laid down five pillars that support our priorities for 2022 and our long game, better aligning our leadership team with shareholders, rightsizing our expenses to the size of the current business and being choiceful in the use of cash. We’re bringing back a culture of founders, family and fearless. Growing revenues regardless of regulatory action and simplifying our business with speed and executional excellence”
The 3 F’s yes, yes and we don’t care about no regulatory action. Full speed ahead.
So, tell me more about these pillars
“Pillar 1 We have also modified employee incentive plans.
2 reduced the cash cost of the business and We eliminated a layer of leadership to increase agility
3 we’re reigniting an entrepreneurial culture. Just do the right thing, it’s that simple.
4 we simply must grow our revenues.
5 It seems the 5th wasn’t mentioned but I sure it would have been mind blowing good.”
So, in summary cut costs and sell more. Man, this new CEO got it going on.
“Yes, we can conclude that our traffic has been impacted by the return of the store shopping, but we really haven’t given potential consumers a reason to come to our brand world.”
Why not?
“We will interrupt socially relevant conversations with equally relevant, compelling and on-brand content”
Huh?
"So look, in closing, we think we’ve done a lot in 90 days"
Well other than losing 137 million dollars, getting the deficit up to 188 million dollars and having .98 cent per share in losses. Ya, other than that .
But I mean now we have the 3 F’s, and storytelling, and going to do the right thing.
2.0 go go go .
All IMO
It’s a valid question. I’m not a lawyer and DE law is company friendly. However, I do have an opinion on going around and bypassing the shareholder vote to get thru what they failed to do last year. In my little world it speaks to the ethics and integrity of the company and in that frame of thought what the company thinks of its shareholders. IMO
Well I got to say they engineered the mechanics of it right. Alight then, time to enjoy some weekend.
This is helpful.
Each share of Preferred Stock shall entitle the holder thereof (a) to vote exclusively with respect to the Authorization Increase and Reverse Stock Split (and the Preferred Stock shall not be entitled to vote on any other matter except to the extent required under the Delaware General Corporation Law) and (b) to 170,000 votes per each share of Preferred Stock and shall, except as required by law, vote together with the Common Stock and any other issued and outstanding shares of preferred stock of the Corporation, as a single class.
The key words are in connection with. And the investor has already agreed in favor with as listed.
The Company expects to receive aggregate gross proceeds from the Offering of $700,000 before deducting the placement agent’s fees and the Company’s Offering expenses. The Offering closed on March 31, 2022.
In connection with the Offering and in accordance with the Purchase Agreement, the Company plans to include in its annual meeting of stockholders the following two proposed amendments (the “Proposals”) to the Company’s Certificate of Incorporation, as amended (the “Charter”): (i) an amendment to the Charter to increase the authorized number of shares of capital stock from 200,000,000 to 800,000,000 and the authorized number of shares of Common Stock from 190,000,000 to 790,000,000 shares; and (ii) the grant of discretionary authority to the Board, at any time or times before May 30, 2025, an amendment to the Company’s Amended and Restated Articles of Incorporation, as amended, to approve and file a Certificate of Amendment to its Charter with the Secretary of State of the State of Delaware to effectuate a reverse stock split of the Company’s issued and outstanding shares of Common Stock in a range of not less than 1-for-10 and not greater than 1-for-400. The Investor have agreed in the Purchase Agreement to vote the shares of Preferred Stock purchased in the Offering in favor of such Proposals.
Well, right now I’m not prepared to take anything off the table. I simply don’t know what to make of the recent moves
I have many questions, but few answers right now. The 10k will help when it gets here.
The company did sell 700 preferred shares to an institutional investor. That investor now has control of the vote. It cost 700k for the honor.
Perhaps the investor has good intentions, I do not know. Since I like to watch my back side, the sooner I can eliminate bad things like taking the company private, selling the company at a sweetheart deal, creating a shell company or replacing all the current leaders, the better I’ll be. But no matter what they do they have the vote to do it, all legal and shareholder approved.
Hoping for the best.
Regarding your statement " Last change to average your position and be prepared for the deal announcement. Maybe within two weeks"
What deal would that be?
Why the need for preferred shares worth 170000 shares in voting power.
Why the need for the other arrangements.
Many more questions. Your statement doesn't fit was is going on.IMO
Has they have before. However they don't have the votes in the senate. They need 60, no where near that, likely won't even come to a vote, as before.
To your question on the 700. Those preferred shares have more voting power than all common shares combined.
So who owns them?
How are they going to vote?
And why now?
A person could speculate as to the why. I will not at this time. However who holds those 700 preferred hold the direction of the company on whatever they wish to do. Again the rest of the shareholders are just going for the ride.IMO
A person may wish to take a hard look at this, and ask why. I have no other comments on this.
https://www.sec.gov/Archives/edgar/data/0001510964/000151096422000017/prospectussupplement3-14x2.htm#ib7b05fc0b8354a87b3cb1941b4c8f901_22
The approval of the amendment to the Charter to increase the authorized number of shares of capital from 200,000,000 shares to 800,000,000, and the authorized number of shares of Common Stock from 190,000,000 shares to 790,000,000 shares requires the affirmative vote of at least a majority of the of the outstanding shares of the capital stock of the Company. The holders of Common Stock have the right to cast one (1) vote per share of Common Stock on this proposal, and the holders of Preferred Stock have the right to cast 170,000 votes per share of Preferred Stock on this proposal.
{ my add here – The 700 preferred share are worth 119,000,000 voting shares.
The approval of an amendment to the Charter to effect, at the discretion of the Company's Board of Directors, a reverse stock split of all outstanding shares of the Company's common stock, par value $0.0001 per share, at a ratio of not less than 1-for-10 and not greater than 1-for-400, such ratio to be determined by the Company's Board of Directors at any time before May 30, 2025, without further approval or authorization of our stockholders, requires the affirmative vote of at least a majority of the of the outstanding shares of the capital stock of the Company. The holders of Common Stock have the right to cast one (1) vote per share of Common Stock on this proposal, and the holders of Preferred Stock have the right to cast 170,000 votes per share of Preferred Stock on this proposal.
{ my add for clarity}
The Preferred Stock has no voting rights, except:
•the right to vote, with the holders of Common Stock, as a single class, with each share of Preferred Stock entitled to 170,000 votes per share, on any resolution presented to stockholders for the purpose of obtaining approval of an amendment to the Certificate to increase the authorized number of shares of capital from 200,000,000 shares to 800,000,000, and the authorized number of shares of Common Stock from 190,000,000 shares to 790,000,000 shares;
•the right to vote, with the holders of Common Stock, as a single class, with each share of Preferred Stock entitled to 170,000 votes per share, on any resolution presented to stockholders for the purpose of obtaining approval of an amendment to the Certificate to effect, at the discretion of the Company's Board of Directors, a reverse stock split of all outstanding shares of the Company's common stock, par value $0.0001 per share, at a ratio of not less than 1-for-10 and not greater than 1-for-400, such ratio to be determined by the Company's Board of Directors at any time before May 30, 2025, without further approval or authorization of our stockholders; and
•otherwise, as long as any shares of Preferred Stock are outstanding, the holders of the Preferred Stock will be entitled to approve, by a majority vote of the then outstanding shares of Preferred Stock if the Company seeks to (a) alter or change adversely the powers, preferences or rights given to the Preferred Stock or alter or amend the Certificate of Designation governing the Preferred Stock, (b) amend its Certificate or other charter documents in any manner that adversely affects any rights of the holders of the Preferred Stock, (c) increase the number of authorized shares of Preferred Stock, or (d) enter into any agreement with respect to any of the foregoing.
WHAT? I mean WTF
Just some transactions I want to check out.