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Her husband's.
Just a reasonable reaction to continued speculation about whackadoo/impossible conspiracy theories that serves no purpose for any long shareholders.
why would Ms Swati, no longer involved with the co officially, sell her shrs to fund the transaction in your opinion
I do know for a fact that they ARE NOT selling shrs to pay for it, but borrowing money would be my guess...
Moreover, this claim has been floating around for the last year plus.
How would a company with a lengthy history of 'meh' revenues, trading in triple to double zeros, and with no appreciable cash or other assets have enough sway with a Verified TA to get them to make inaccurate reports for over 12 months, risking their standing with OTCM? There isn't enough money changing hands here to make me consider jaywalking, much less taking an action which would threaten my livelihood.
While I would not be surprised to learn that Swahti has indeed sold off most/all of her holdings, the conspiracy necessary for the company to 1) sell shares without filing a registration statement (necessary for the shares to be tradeable); 2) without filing a Form D (which would result in untradeable restricted securities); and 3) do either of the above without any such sales being reflected by the TA, is laughably implausible.
...Please!
sign of the times and economy IMHO
with the number of shares outstanding, volume has a different meaning here. We need to see consistent 25mm share days...
7mm shares = $15k. That kind of volume ain't making anybody rich.
Be careful throwing words like that around - trying to manipulate stock with unfounded pejoratives ain't kosher...especially since your history makes you look an awful lot like a shorter.
The fact is, we have a Company whose management has a questionable understanding of their obligations vis-à-vis running a pubco, both the Shah days *and* the current iteration (the "buyback" was supposed to happen under current management). What infrequent substantive disclosure we have indicates that they are focused almost entirely on running the business, with little to no concern about the shareholders...unless and until the load of complaints about inaction directed at the Company hit an actionable threshold.
Ignorance is not a defense if you're trying to get out of a speeding ticket, but here I think we cannot assume either positive or negative intentions by a failure to update - even when required by applicable law or the bulletin board. Their hands are full keeping the ship afloat, selling product, and doing whatever the hell it is that they are doing with acquisition targets; no matter how much we plead and whine on this board, they probably won't do squat (whether or not it is warranted under OTC Markets guidelines) until the annual report is due.
End of March. 90 days post EOY for an annual.
Agreed, unless the acquisition brings needed client base/manufacturing capacity that would not otherwise exist, thus facilitating things like $750k POs. It's difficult for a small niche manufacturer to undergo enough organic growth to support a 15BB share float. An acquisition of this nature may support more rapid growth in the business, and justify more substantive increases in PPS.
Also note that the cost (whatever it may be) may be addressed in any number of ways; the lack of disclosure to date makes it impossible for the market to evaluate this transaction, contributing to the current stasis.
As several people have pointed out, this is an alternate reporting company, and as such has no obligation to file any reports (10-k/q, 8-k, or otherwise) with Edgar.
OTC Markets does require disclosure of material public information through press releases and/or inclusion in quarterly and annual disclosure statements filed with OTC Markets News. I do not believe this requirement has been met, but the specifics around what triggers a mandatory disclosure and how it is enforced are somewhat ambiguous.
I'm sitting here scratching my head on what I'm missing and why we are not getting more momentum.
Agreed.
While 14% sounds dramatic, we're only looking at $3,302.66 in volume today. Until we're trading on current news and/or with more significant volumes, even double digit swings won't represent anything more than baby steps.
True, but a simultaneous execution and closing would be highly irregular, and would have required additional disclosure that we have yet to see.
MP's clarification from November points to a signed deal with a pending closing.
This is very helpful - thank you.
Unfortunately, this is not accurate. The deal is not "closed" until both parties have performed their respective obligations as described in the definitive agreement.
I offer to buy your company, you agree to sell it for $X. We execute an agreement memorializing these terms, and stipulating a timeframe (along with any other material terms). If I fail to pay you $X in the time specified, I am in material breach of the agreement, and (generally speaking) it may be terminated, or modified by the parties.
The deal is not "closed" until I have paid you $X and satisfied any other requirements I may have (likewise, you as the seller may have certain obligations under the agreement that must be performed before the agreement has been satisfied, and the transaction has closed.
I agree. There's a vast difference between required disclosure and appropriate disclosure.
In a manner of speaking, yes.
It is reasonable to assume that an announcement will be made, but there is no rational basis to state that the stock will tank if it doesn't happen in the first week.
The Company is not *obligated* to do/say anything until the end of March (unless there are new material events that need to be PR'd); if there is a PR before then, it is likely to be good news.
Based on typical accounting practices (recognize revenue when product ships), we should see some uptick in the EOY fins (assuming their 12/23 tweet was accurate):
We are pleased to announce that our first production of Brainwise Omega will be dispatched before the 2021 year ends
Expectations that news will be coming the first week in January are not supported by anything beyond shareholders' hopes.
News will come when it comes, which could be as late as March, but by all means feel free to dump all of your shares if it doesn't happen by January 7.
You can't tell me this is a surprise, no matter how often you point it out.
We all know that virtually everyone is sitting on their hands, waiting for news. Until that happens, it's not going to move...no matter how much it upsets folks on this board.
Ditto. Drowning my sorrows in spiked eggnog.
Also worth noting that the writing style is far more polished and professional than previous efforts. It's beginning to look like Sivana is already making an impact.
When in doubt (and I'm often in doubt), I look to the SEC requirements for a reporting company. While not necessarily binding, I find that they provide a good baseline for equivalent disclosure obligations in non-reporting companies. A form 8-k Current Report for a definitive material agreement requires the following:
INFORMATION TO BE INCLUDED IN THE REPORT
Section 1 - Registrant’s Business and Operations
Item 1.01 Entry into a Material Defi nitive Agreement.
(a) If the registrant has entered into a material definitive agreement not made in the ordinary course of business of the registrant,
or into any amendment of such agreement that is material to the registrant, disclose the following information:
(1) the date on which the agreement was entered into or amended, the identity of the parties to the agreement or amendment and
a brief description of any material relationship between the registrant or its affiliates and any of the parties, other than in respect of the
material definitive agreement or amendment; and
(2) a brief description of the terms and conditions of the agreement or amendment that are material to the registrant.
(b) For purposes of this Item 1.01, a material definitive agreement means an agreement that provides for obligations that are material
to and enforceable against the registrant, or rights that are material to the registrant and
I'm not sure they have to disclose the name of the co, if they do I can't find it anywhere. BUT, they surely have to disclose other info such as cost and how it was, or will be paid for.
do you feel they ever annpunced the deal has closed
An acquisition can have a number of different outcomes.
It's not outside the realm of possibility that SHMN "acquires" a larger target company, who then assumes operational responsibility for the combined entity with an eye toward leveraging the public structure - similar to a traditional reverse merger, but in this case with two going concerns.
I'm not saying this is happening, but it would be one possibility that would be consistent with an "acquisition" (especially by a company with virtually no assets who has publicly stated that the transaction will be a cash deal).
If only SOHM would disclose some details, we could end all of this speculation.
if only.
I was thinking maybe if Baron was doing a buyback soon
Something like that
Myth - thanks for the msg, sorry I was out for a few days.
I heard largely the same - fingers crossed!
Welp, my entire portfolio is deep enough in the crapper right now that I think I'll take a mental health day.
GLTY'all
That was the point I was trying to make with that post.
Even the execution of the definitive agreement is a material event (not to mention the execution of any financing arrangements, pledging of any assets, etc.).
Think of anything you've seen a fully reporting company file an 8-k for...the general 'current report' requirement is the same for an alternative reporting company, it's the method of publication (PR vs. 8-k) that is different, as well as the body that enforces it (OTCMarkets vs. SEC)
FWIW, I personally don't believe that the consultants had anything to do with yesterday's BS. Viewed alongside the Silvana PR from the other day, it's clear that they were drafted by two completely different people (and yesterday's was far more similar to SHMN's earlier efforts)
imo they are already informed, and working on it...
Some pubco CEOs are good at operations, but poor at managing the public component - that is what we have here.
Some pubco CEOs are great at managing the public component, but don't know how to run a business - that is arguably the majority of today's pink sheets.
Some pubco CEOs are terrible at both - most of them are on the Gray sheets now, or are waiting for someone to come buy their shell.
And finally, some CEOs excel at both - that it what we desperately want for SHMN...
Agreed. And hopefully this Strategic Advisor can take on the role of IR/corporate communications (or can recommend someone who can) so that we don't have any more faux pas like yesterday.
" Rebranding "
My bad - I missed the underlying point (thought it was just a typo)
All true.
Also highly possible that there are still shareholders who were in at the trips and have been waiting for a huge payday. Some portion of those may have grown weary of waiting, and seeing yesterday's PRs, decided to take their 10x gains and go home.