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Thomas emphasized in the PR what I have been saying about the SPA since the 8-k was released. This is an agreement designed to be executed at a much higher PPS which alludes to the expectation of something in the works that would create the conditions to make that pssible.
It's about timing, and he said that in the PR...
At this time, the Company has yet to decide on any recapitalization structure or timing, as our Board and management continue to believe our stock is undervalued.
Obviously, you can not capitalize on the SPA at all until the shares are registered so the S-1 is the first step.
Recapitalization structure is a change in equity, debt, and often the nature of operations. It's all there just a matter of timing. The S-1 should file within the next 2 weeks per the SPA agreement.
$OWPC
It's definitely possible if Isiah brings this all together. With Chevy, Ford, and Toyota getting on board, the carbon credit potential, and Buffalo's likely connection to the retail markets, he may be at a point where he is comfortable, and confident enough, to bring in his other companies. He could have this on the big boards next year if a R/M is what he is doing here.
Looking for the S-1 and prospectus first. That may lay out the business plan more clearly. This is a big board SPA. I just looked at one this morning on a NASDAQ ticker and it was set up the same way. In order for this lender to agree to these terms, they were likely given more info. The prospectus lets us see it as well. That is why it is required with the registration of the shares.
Within 30 days, beginning August 31rst, so coming soon.
$OWPC
That is the key here. It would make absolutely no sense to the existing executive and 5%+ shareholders unless there is a plan in place to dramatically raise the PPS before any execution of this SPA and they were all needed to approve the agreement as Isiah only holds a 28% vote at this time.
Then you just start looking at realistic means that would raise the PPS to levels where this SPA would be both effective and minimally damaging to existing shareholders.
A reverse merger of Isiah International and its 1 billion+ in assets and multiple revenue streams would definitely bring it where it would need to be and there is so much evidence pointing to that being the coming catalyst, IMO.
Those real estate assets were acquired to provide low-income housing. Isiah was not looking to flip the properties. So how do you most effectively capitalize on the value of those assets without selling and dislocating the residents and without jeopardizing the properties by using them directly as collateral?
Makes plenty of sense to me.
$OWPC
Honestly, it makes even more sense to me after this purchase agreement and the way it is structured.
$OWPC
Isiah Thomas was announced as a keynote speaker at Zeta Global.
Zeta Announces Keynote Speakers Dr. Deepak Chopra, Isiah Thomas, Michael Milken, Heather Rae and Tarek El Moussa at ZETA LIVE 2022
https://www.benzinga.com/pressreleases/22/09/b28784448/zeta-announces-keynote-speakers-dr-deepak-chopra-isiah-thomas-michael-milken-heather-rae-and-tarek
$OWPC
This definitely looks like a precursor to me. They are about to drop something big and want to be able to capitalize on the impending volume and price. Obviously, requesting anything now would not make sense. Isiah is definitely not going to do anything that would kill his own 3 million-dollar investment here.
I have to look into Buffalo, haven't got there yet, outside of just looking at the prior company briefly.
$OWPC
The company has plenty of control here.
"Upon the satisfaction of the conditions set forth in Sections 7 and 8 hereof (the “Commencement” and the date of satisfaction of such conditions the “Commencement Date”) and thereafter, the Company shall have the right, but not the obligation, to direct the Investor, by its delivery to the Investor of a Request Notice from time to time, to purchase shares of common stock at the Purchase Price on the Purchase Date"
The commitment shares are likely what we saw come into the DTC as the number lined up perfectly.
The B shares are restricted and remember are convertible at .15 once registered.
This looks like capital to pay off the convertible loan due Sep 24th.
They did not need to raise the preferred B shares for this transaction as there were 238,000 issued and only 33,000 extra issued. There was already 300k authorized so there is more coming,
Important that there is no obligation to issue any common shares outside of the commitment shares and the 20k B shares once unrestricted.
Check out the law firm involved here, Fox Rothchild. This is a fortune 500 representing, 950 lawyers, nationwide firm.
More to come.
$OWPC
Definitely crossed my mind. What has got me is the business entity filing, Whatever they are doing they are likely going to do it before the 24th as that's when the one convertible note is due. They have been way too protective of the share structure to let that convert into shares. Within a couple of weeks here and we should find out.
$OWPC
Looks like everything Isiah was saying about being in talks with these other automakers was true. It also looks like there are several Stellantis models that are ready to start the conversion.
They need to get done with what they are doing with the preferred shares and recent state filings so they can begin PRing again. This 3-month silent period has been brutal!
A little more research on the "business entity filed documents" listed on the Open Corporates website. First, there are not many companies to research but in every single case, this was the formation of new entities. 1 of the companies was David Lazars. Most investors should be aware of that name, he is the king of reverse mergers. The other thing of note was that none of the filings were listed on the sec of state. They were just followed by articles of merger or amended lists.
I think we are about to make a major pivot here but the silence has definitely created a darkest before the dawn scenario.
$OWPC
Ford, GM. and Toyota have joined Stellantis in the development program.
https://mma.prnewswire.com/media/1887302/NBL_Stellantis.pdf?p=pdf
https://finance.yahoo.com/news/stellantis-leveling-playing-field-black-180040993.html
https://supplierdiversityfca.com/nbsdp-program/
$OWPC
Got tired of being on hold so sent an email. This is what I got back.
Thank you for contacting the office of Nevada Secretary of State, Barbara Cegavske. Your email has been received and one of our customer service representatives will be in contact with you as soon as possible.
Please be advised that our office continues to experience large volumes of phone calls and email inquiries, therefore, responses may take up to two weeks.
Going to try Open Corporates.
Those B preferred shares were not issued for nothing. Like I have said it's either Isiah taking full control or reverse. I do believe it is a real possibility. There are so many indications of a major change about to happen. I did not call Nevada yesterday but I will today.
$OWPC
There were 1.1 million shares moved from restricted to unrestricted last week. Updated share structure shows they are now included in the "shares held at DTC" meaning they have sold into the float. A contract payment I would guess. This may have kept this from moving in light of the many indicators of something substantial coming. We should begin to see a difference going forward. Also, the 460k ask block at .12 has not been there for the last couple of days, looks like they got their shares.
$OWPC
Initially, it was all the search engines. It looks like they just changed locations, consolidated actually, as the new address listed on the website was a previous satellite address.
It is interesting that it coincides with OWP changing its corporate address and also closing the Deleware office of OWP Ventures.
Hoping for a little more consolidation from a business standpoint.
$OWPC
That filing on Open Corporates is very unique. I have only tracked down a hand full of companies that filed that specific filing, "business entity filed documents". In every other case, it was a newly established company, and shortly after articles of incorporation were filed. I looked through all the available forms on Nevada's website and the only thing I saw that could possibly explain it was an internal form for change of business but even if the filing is not intended as a public form how would Open Corporates catch it, unless the company provided it which is possible as Open Corporates allows companies to update their own information.
It is still showing there, along with all of the other state filings, which are all accurate.
https://opencorporates.com/companies/us_nv/E0451872014-8
I was going to call Nevada SOS Friday but got caught up. If we don't hear anything Monday I will do that.
$OWPC
You do it as an acquisition but instead of any cash, the acquired company gets equity that gives them control of the company. So in this case you would give Isiah International the rest of B shares and likely some A preferred as well. Once Isiah has full control of the vote he could authorize and issue a block of voting shares as well.
With the newly issued B shares and the remaining A, Isiah would have around 140% of the common shares issued.
Obviously, the rest of the executive shareholders and Solid Bridge would be thrilled to hand him control because of the valuation that Isiah International's assets would bring.
As recently stated the real estate assets alone are worth over a billion dollars. With the valuation that would give OWPC, you would then have the power to do some further acquisitions without destroying the share structure because the PPS would be substantially higher. Like I've said in previous posts, there is no reason to bring on 3 plastic and form executives from stellantis unless you are looking to vertically integrate and actually provide stellantis with parts as well. You save a whole lot of money when you are your own raw material supplier in production.
My suspicion would be that Isiah separates the champagne and his personnel sports companies and revenue but keeps the other companies.
I could be way out there with this prediction but damn the evidence seems to be piling up and looking more and more like this is what he's going to do.
I was the one that had 829,911 shares at $1.40 on L2 if anyone saw it. As in 8/29 news coming. Hope I'm right!
$OWPC
They are an SEC filer so they are going to have to disclose. The business entity filing in Nevada on August 4th has to be approved by the state and I'm not sure of the time frame for that. They covered disclosure on the change of corporate address by adding it to the 10-q, Normally that would have to be an 8-k.
I looked into the "business entity file documents" filing for quite a while last night and it looks like this is only used to register a new business or new businesses. Since OWP is already established this has to be something else coming in. Change in ownership by itself does not appear to require this filing from what I have read.
We are extremely under the radar here.
$OWPC
I have done the math here and if Isiah brings Isiah International public as it is including the real estate assets of over $1,000,000,000 and multiple revenue streams on top of that we would be looking at around $15 for a flat valuation, zero multipliers.
As I've said before this is also a fast track to NASDAQ as Isiah could use the existing revenues from Isiah Int. to meet the 2-year revenue minimums. They would just have to apply and wait 1 year. I don't think the PPS price requirement would be any problem, especially considering what is coming is likely further acquisitions in plastic and form manufacturing. They didn't hire 3 Stellantis engineers to grow hemp!
$OWPC
Once preferred shares are filed with the state they can be issued without any other state filing. Public companies have to file with SEC so this is not simply the issuance of those preferred shares. If you go to the original authorization for the preferred b shares, Isiah's shares, you can see this. There was a certificate of designation but nothing after Isiah actually bought the shares. This is a very unique filing that is a change in ownership, structure, and business.
"Business entities are organizations formed by one or more persons. Since they are formed at the state level, they must comply with state laws. In most states, a business owner is required to file documents with a particular state agency, like the office of the Secretary of State, in order to legally set up their business."
My theory of a reverse merger is very much alive and kicking!
$OWPC
Business entity filed documents in Nevada on August 4th! Just showed up. That is a new owner initial filing. Not showing on SilverFlume yet.
At the least Isiah is taking full control here but that filing is usually a pre filing for a new business and structure. Either way, this should be good.
$OWPC
That's awesome. Huge things coming here!
$OWPC
Here's another connection between Friedman and Frost aside from sharing the same address at 2332 Galiano Street, 2nd Floor, Coral Gables, Florida 33134.
When you take a look at Brickell it is not a big place. The 2332 looks to be a temporary address for both and their main addresses are a rock's throw away. I believe in coincidences, sure, but combined with the authorization of preferred shares, the 1 billion valuation on Isiah Real Estate added to the website, referring to Isiah International as "the company" in the last PR, Changing the corporate address, and 2 months of silence from the company and this looks to be more than a coincidence to me.
Don't let em get ya here.
$OWPC
Change of corporate address, 2332 Galiano Street, 2nd Floor, Coral Gables, Florida 33134. A shared address. Banking, corporate tax, mergers, and acquisitions. Might just be a temporary address.
OWP is not registered in Florida, Isiah International is.
Still holding on to my theory here.
Oh, and still funding with non-dilutional promissory notes from the execs.
#OWPC
Shares updated early. They are usually updated every Monday after hours. 1.1 million added to the DTC, none to O/S. Looks like a little from both restricted and unrestricted.
I like when I see abnormality.
$OWPC
ISIAH International, LLC and One World Products, Inc. (OTCQB: OWPC) (the "Company" and "OWP")
"Add these facts with our natural ability to cultivate three harvests per year in Colombia, we are very excited about the future of our Company and improving the lives of millions of Afro-Colombians and indigenous peoples," added Mr. Thomas. "As we continue to scale our operations in-country, we estimate that we should generate hundreds of millions of dollars of revenue per year from the sale of our carbon credits, excluding any revenue generated from actual sales of hemp products to customers."
https://ir.oneworldproducts.com/press-releases/detail/60/isiah-international-and-one-world-products-take-next-steps
The last three PRs put out began with Isiah International but it was only the last one that defined Isiah international as "the company".
The authorized B preferred shares doubled August 1rst. These shares were initially created specifically for Isiah International. If issued to Isiah International, these shares would equal a little over 91% of the common shares. There are also approximately 340,000 available A preferred shares. If fully issued the combined preferred shares would equal 143% of the common shares.
I think it's pretty clear what is about to happen. The only question is to whether Isiah International is going to take full control or whether Isiah Thomas is going to bring all his holdings public through OWP and become "the company".
The valuation of Isiah International's real estate alone is over a billion dollars plus multiple revenue generating companies.
If you start calculating PPS based on those assets it is easy to see how they would fulfill Isiah's goal of listing on NASDAQ. You can also see a very realistic means to acquire a manufacturing operation and likely why they have employed 3 top engineers from Stellantis.
I think we are on the precipice of something truly incredible and very few have any clue what is about to happen here.
$OWPC
"Phenomenal" is exactly the word Isiah used in one of the last interviews before they went quiet. He said, "What we are about to do in South America is phenomenal".
$OWPC
Interesting. Not only is the expected significant change in operation checked yes, (which is not the case in their prior NT filings) but it was dated June 30th. In the past, and typical for any filler, the NT is dated the day of the filing.
Something is coming and they knew it was coming is what it looks like. Combined with the issuance of the B preferred shares in Nevada I would say we will hear something before the end of this week.
$OWPC
Do you know when they added the pic of the extraction facility to the website? I just noticed. The pic I put on the intro and online was a still from the video Isiah put out in Feb. I was trying to peep in the windows. I have actually had to resist the urge to book a flight to Colombia with my drone...so far.
$OWPC
Isiah International has not provided revenues so hard to put a number on it but by looking at the 49 employees they have put out there and updated from the first of August and forward I would say the revenue has to be substantial.
https://www.zoominfo.com/pic/isiah-international-llc/401564141
A reserve merger would likely also put them on track to meet NASDAQ revenue requirements though they would need to wait 1 year to list and also meet the PPS requirements. Isiah stated his NASDAQ goals in the investor presentation, which is overdue for an update.
I've suspected this was the route Isiah was going to take for quite a while now. I can't imagine we will be waiting long to find out exactly what is happening. It was 7 days since the last time these preferred shares were issued until Isiah International purchased the shares. We are at day 10.
The PPS has been taken down on very low volume, accumulation is at an all-time high, MACD has made a hard turn to cross, and RSI though off the almost 30 low from a couple days ago is still very low. This is set up for a strong move regardless of whether this is another funding round by Isiah international or indeed a reverse merger.
$OWPC
Maybe just semantics but the last we heard from the company was an interview with Insider in June. The title may be foretelling...
Isiah Thomas on building an international corporation, convincing the auto industry to trade plastic for hemp, and the evolution of the NBA
https://www.businessinsider.com/isiah-thomas-interview-international-hemp-nba-2022-6
Isiah International is and has been an LLC owned solely by Isiah Thomas. A corporation on the other hand is owned by shareholders, not an individual. "Building an international corporation".
Clues may be adding up.
$OWPC
These preferred B shares were originally created specifically for Isiah International. Now 300,000 more shares have been authorized. It's either a complete ownership play by Isiah from their current 27% or a full reverse merger of Isiah International.
The last 3 PR's led with Isiah International. The reason I could see Isiah eyeing a reverse would be that the carbon credit opportunity could possibly expand into other businesses within the company but part of the process, ie, Isiah automotive.
ISIAH International and One World Products Take Next Steps Towards Commercializing its Carbon Credit Opportunities
ISIAH International and One World Products Announce the Addition of Significant Automotive Industry Executive Talent
ISIAH International, One World Products, and AMUNAFRO Agree to Unprecedented Pact to Benefit Indigenous & Afro-Colombian Populations
The last time they authorized B shares for Isiah they filed with Nevada on 2/2/21 and Isiah bought the shares 7 days after on 2/09/21.
These current shares were filed in Nevada on 8/2/2022...
$OWPC
Updated share structure, no commons issued for this acquisition according to the T/A.
$EMGE
3 million market cap. Jim Morrison CEO. Not going to stay here folks.
$EMGE
I am looking forward to seeing what's coming with these preferred shares. Interesting that the senate just passed the largest climate change initiative in the country's history with billions set aside for credits and grants and that Petro just took office Sunday.
Accumulation is at an all-time high.
It's coming.
$OWPC
Wowza. They took my .10 prediction and 10x it. If Fusion goes through we could definitely see some very big numbers. All the sites are showing a projected revenue of 7 million for fusion which is an almost 100% increase from their 2021 revenue of 3.8 million, which was almost 100% from their 2020 revenue. They are growing fast.
Put a multiplayer on the 7 with everything Jim Morrison is doing with the stem cell exosomes, a complete rebranding and marketing of all Emergents products, the partnership with Dynocord and PharmaZu, the reintroduction of Immunazin, and whatever else they launch, and the PPS could easily justify some big numbers.
Gonna be a fun one, 100%.
$EMGE
Something else to note is that they didn't change any terms of the B preferred, just the number of shares authorized to be issued. Those shares have a value of $15 per share, convertible into commons at .15 per share.
Isiah bought 200,000 shares last year for $3,000,000. 238k currently issued. That leaves a possible $5,430,000 worth of shares with this increase. That could go a long way in jumpstarting operations.
$OWPC
"The acquisition of Evolutionary Biologics by Emergent Health is expected to close within the next two weeks."
PR, July 26th. 2 weeks = Tuesday, August 9th...within 2 weeks...
https://www.otcmarkets.com/stock/EMGE/news/Emergents-Pending-Acquisition-Evolutionary-Biologics-Engages-Aesthetics-By-Design-to-Market-Sell-and-Distribute-Regenera?id=366026
So far they are right on schedule, should get interesting tomorrow.
$EMGE
This is definitely something to pay attention to! You know what I have thought all along is that Isiah International would merge in and give Isiah complete control here. Most of the PRs over the last several months have included both companies. I think they have been doing a lot of grunt work privately. Glad I got more on this dip, had a feeling.
Companies seem to get real quiet before something big.
LET IT BE KNOWN!!
$OWPC