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The PPS dropping hold no merit to whether or not the Merger is going through.
On top of that, the PPS dropping has many factors. Manipulation, impatience, or investors downplaying a stock.
First, let's get some things straight.
The "4 days until 8k" was purley speculation. I myself thought the same, but in no means was that the actual date.
Second, the company is an empty shell, hence no public information. This, on top of the fact the 8k states no information will be PR'd until completion of the merger.
Third, the SEC is aware of the situation of SPCL and it's Reverse Merger with regards to its 8k. Once the Merger is complete, all remaining financials from SPCL AND Pixelmag's will be submitted, AS OUTLINED by this legal document, the "8K", that was cordially submitted to the SEC:
"5.3 Post-Closing SEC Filings. Not later than four (4) Business Days following the Closing Date, Solaris shall file with the SEC (a) a Form 8-K Interim Report disclosing this Agreement and the transactions contemplated hereby, and include therein, audited financial statements for Pixel for the two fiscal years ended December 31, 2015 and quarterly financial statements for the two fiscal quarters ending March 31, 2016 and March 31, 2015."
SEC EDGAR link to 8K below:
https://www.sec.gov/Archives/edgar/data/1411730/000149315216010214/ex10-1.htm
The deadline was speculation, based on the Nevada update that occurred on the 21st.
I myself thought the same. Regardless, the DD shows the Reverse Merger is making forward progress.
This is your opinion.
If the Merger is not happening, that is a material event which requires a PR of some sort.
Oh, apologies. Meant for another post.
This one will be number 9 still.
Per 8k:
4.8 SEC Filings.
"(a) Prior to the date of this Agreement, Solaris has furnished or made available to the Company and Holdings complete and accurate copies, as amended or supplemented, of its (a) Annual Report on Form 10-K for the fiscal year ended December 31, 2014, as filed with the SEC, which contained audited balance sheets of Holdings as of December 31, 2014 and 2013, and the related statements of operation, changes in shareholders’ equity and cash flows for the years then ended; and (b) Quarterly Reports on Form 10-Q for the three quarterly periods ended September 30, 2015 and September 30, 2014, and (c) all other reports filed by Solaris under Section 13 or subsections (a) or (c) of Section 14 of the Exchange Act with the SEC (such reports are collectively referred to herein as the “Solaris Reports”). The Solaris Reports constitute all of the documents required to be filed or furnished by Solaris with the SEC, including under Section 13 or subsections (a) or (c) of Section 14 of the Exchange Act, through the date of this Agreement. The Solaris Reports complied in all material respects with the requirements of the Exchange Act and the rules and regulations thereunder when filed......"
"5.3 Post-Closing SEC Filings. Not later than four (4) Business Days following the Closing Date, Solaris shall file with the SEC (a) a Form 8-K Interim Report disclosing this Agreement and the transactions contemplated hereby, and include therein, audited financial statements for Pixel for the two fiscal years ended December 31, 2015 and quarterly financial statements for the two fiscal quarters ending March 31, 2016 and March 31, 2015."
https://www.sec.gov/Archives/edgar/data/1411730/000149315216010214/ex10-1.htm
Number 8! Let's make it to 10th time facts are shown.
Per 8k:
"6.1 Publicity. No publicity release or announcement concerning this Agreement, the Transaction Documents or the transactions contemplated hereby and thereby shall be issued without advance approval of the form and substance thereof by Holdings except as may otherwise be required by law (in which case the party making such release or announcement will provide concurrent or, if practicable, prior notice to the other Parties hereto)."
https://www.sec.gov/Archives/edgar/data/1411730/000149315216010214/ex10-1.htm
If anyone has an answer to this that would be great.
Perhaps art?
They will not tell you, most likely.
Per 8k:
"6.1 Publicity. No publicity release or announcement concerning this Agreement, the Transaction Documents or the transactions contemplated hereby and thereby shall be issued without advance approval of the form and substance thereof by Holdings except as may otherwise be required by law (in which case the party making such release or announcement will provide concurrent or, if practicable, prior notice to the other Parties hereto)."
https://www.sec.gov/Archives/edgar/data/1411730/000149315216010214/ex10-1.htm
No, that is incorrect.
The Nevada filings show the "intended" AS after the 1:10 split.
Your posting inaccurate information.
I agree.
DD points to the Merger making forward progress.
Technically the date was speculation.
Of course.
Nevermind the DD, the 8k, and everything else informationally gathered by investors.
Is there a DE filing website similar to the Nevada one that you know of?
The same can be spoken about those who think opposite about this stock
I believe you are correct
They make hooked on phonics for a reason.
Here's the 8k:
https://www.sec.gov/Archives/edgar/data/1411730/000149315216010214/ex10-1.htm
DD shows things are making progress.
The 4 days was investor speculation.
Technically, the 21st doesn't count since that was the update. We have until tomorrow EOD.
Even if it doesn't come, we are still making progress.
Trust in your DD.
Here is the 8k from the SEC:
https://www.sec.gov/Archives/edgar/data/1411730/000149315216010214/ex10-1.htm
The "bottom half" may have been jumbled while it was uploaded to the OTC.
Here is the SEC copy, which is clean front to back:
https://www.sec.gov/Archives/edgar/data/1411730/000149315216010214/ex10-1.htm
I wish that was the case.
We'll see by EOD.
"Nevada" state is written all over the 8k
Yes, that is a significant event.
Small sells to drop the PPS.
Followed by big ASK walls to deter buying.
Rinse and repeat.
Manipulation.
It appears MM'S are trading this sideways.
I think you have the wrong buisness.
If it closes around the same price, then it's possibly the case.
By all means, it's good to wait until things are concrete.
But you have to understand, not all companies and not all Reverse Mergers are the same as others.
What are the odds that they are allready completed, and will be submitted when the merger is complete?
That's highly possible. After all, SPCL IS a shell. Not much to complete financial wise.
Small bid sells.
10,000
15,000
5,000
It's silly really. Manipulation.
Understandable.
By all means, I appreciate serious discussions. There is a lot of enthusiasm here and that can be bad on itself sometimes.
The only thing we can do is wait until the completion of the merger and or when filings come through.
Let's hope things conclude smoothly.
We can go back and forth with "how do we know what their financial's are" or "well it's not documented, so there's no proof".
Per Pixelmags we know what their previous revenues were. We can only discuss what their projected revenues are based off that.
Alright. I'm not trying to annoy you, but SPCL IS an empty shell. They wouldn't have financials anything after 2015.
The only financials required to be submitted, by the 8k, is SPCL'S 2015. Pixelmag's will submit their respective financials along with SPCL'S 2015 financials upon completion of the Merger.
They are a private company, that's why.
They don't need to divulge any information.
Go to their website.
Good find Buc
They have allready. 2013 and 2014.
"4.8 SEC Filings.
(a) Prior to the date of this Agreement, Solaris has furnished or made available to the Company and Holdings complete and accurate copies, as amended or supplemented, of its (a) Annual Report on Form 10-K for the fiscal year ended December 31, 2014, as filed with the SEC, which contained audited balance sheets of Holdings as of December 31, 2014 and 2013, and the related statements of operation, changes in shareholders’ equity and cash flows for the years then ended; and (b) Quarterly Reports on Form 10-Q for the three quarterly periods ended September 30, 2015 and September 30, 2014, and (c) all other reports filed by Solaris under Section 13 or subsections (a) or (c) of Section 14 of the Exchange Act with the SEC (such reports are collectively referred to herein as the “Solaris Reports”). The Solaris Reports constitute all of the documents required to be filed or furnished by Solaris with the SEC, including under Section 13 or subsections (a) or (c) of Section 14 of the Exchange Act, through the date of this Agreement. The Solaris Reports complied in all material respects with the requirements of the Exchange Act and the rules and regulations thereunder when filed."
https://www.sec.gov/Archives/edgar/data/1411730/000149315216010214/ex10-1.htm
Oh please.
Let's not spark a conspiracy out of false rumor.
Have you read the 8k?
SPCL has allready submitted their 2013 and 2014 reports to the SEC.
"4.8 SEC Filings.
(a) Prior to the date of this Agreement, Solaris has furnished or made available to the Company and Holdings complete and accurate copies, as amended or supplemented, of its (a) Annual Report on Form 10-K for the fiscal year ended December 31, 2014, as filed with the SEC, which contained audited balance sheets of Holdings as of December 31, 2014 and 2013, and the related statements of operation, changes in shareholders’ equity and cash flows for the years then ended; and (b) Quarterly Reports on Form 10-Q for the three quarterly periods ended September 30, 2015 and September 30, 2014, and (c) all other reports filed by Solaris under Section 13 or subsections (a) or (c) of Section 14 of the Exchange Act with the SEC (such reports are collectively referred to herein as the “Solaris Reports”). The Solaris Reports constitute all of the documents required to be filed or furnished by Solaris with the SEC, including under Section 13 or subsections (a) or (c) of Section 14 of the Exchange Act, through the date of this Agreement."
Their 2015 reports will be submitted once the Merger is complete.
"5.3 Post-Closing SEC Filings. Not later than four (4) Business Days following the Closing Date, Solaris shall file with the SEC (a) a Form 8-K Interim Report disclosing this Agreement and the transactions contemplated hereby, and include therein, audited financial statements for Pixel for the two fiscal years ended December 31, 2015 and quarterly financial statements for the two fiscal quarters ending March 31, 2016 and March 31, 2015."
https://www.sec.gov/Archives/edgar/data/1411730/000149315216010214/ex10-1.htm
This can easily be done the same day.
SPCL/Pixelmags can simultaneously submit filings AND announce the completion of the reverse Merger the same say if need be.
Regardless, there is no confusion on this. It specifically states "Not later than four (4) Business Days following the Closing Date..."
"5.3 Post-Closing SEC Filings. Not later than four (4) Business Days following the Closing Date, Solaris shall file with the SEC (a) a Form 8-K Interim Report disclosing this Agreement and the transactions contemplated hereby, and include therein, audited financial statements for Pixel for the two fiscal years ended December 31, 2015 and quarterly financial statements for the two fiscal quarters ending March 31, 2016 and March 31, 2015."
https://www.sec.gov/Archives/edgar/data/1411730/000149315216010214/ex10-1.htm
I agree
Not with the intent to uplist.
"5.2 Boards of Directors. On the Closing Date, Holdings shall have the right to designate three (3) members to the board of directors of Solaris (the “Holdings Designee”) and one member of the board of directors of Solaris shall be designated by the existing management of Solaris (the “Solaris Designee”). Following the Closing Date, Holdings shall select sufficient number of independent directors who shall be persons meeting requirements of independence in accordance with the listing and maintenance rules and regulations of the Nasdaq Capital Markets or the NYSE:Amex relating to the potential uplisting of Solaris Common Stock."
https://www.sec.gov/Archives/edgar/data/1411730/000149315216010214/ex10-1.htm
Nevada filings with updated officers:
http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=24uUSGFwtG9LWMfRZzvvhg%253d%253d