me too. i will email again today. it seems they arent happy to put anything in writing though :S

Great post.

I think almost everyone that invested in this stock could see the potential for musclepharm to succeed.

Unfortunately IMO even if musclepharm succeeds they will make sure that the shareholders get little to nothing, and management takes the spoils.

Even if Musclepharm becomes a strong company, a strong company doesnt always mean strong stock unfortunately.

The sellers wont pick a price and not budge because the sellers are the company themselves. And if the company need $50,000, wether its to pay the electric bill, pay staff or buy a sports car they will dilute as many shares as they need to at whatever price they can get until they get their $50,000. Or their $1,000,0000. Or their $5,000,000 in the case of Brad, Cory And Jeremy's bonuses.

unfortunately I think this is almost 100% guaranteed.

agree. Everyone needs to do what's best for them.

Anybody looking to buy here should know the truth though, and would be wise to look at the last few weeks posts on this board.

There is actually some good DD with links on this board that isnt hard to find. Both positive and negative.

but this isnt a selloff this is the company diluting on the open market.

The reason $60k of dilution is killing the stock is because there is little buy support because almost everyone knows that the dilution will continue.

Bounce? this is MSLP there wont be a bounce just more selling.

loooool! aaaah man i hope they dont delete that post, we need hilarious stuff like this to keep it all getting too serious :D

25% down on just $50,000 of selling/dilution.

Pretty sad.

I remember the days they could dilute a million bucks and only bring it down 10%.

ah well.

lol yeah thats why i said seems odd that. i dont believe that MSLP has absolute say on when and how southridge buys their shares is basically what i am getting at.

But the put option does imply that its a MSLP's discretion. Its such a simple issue to clarify if MSLP would just respond to shareholders, but as Codie says they dont want people to know whats going on.

I see, well i complain about MSLP enough, so I suppose if it is correct and musclepharm has a guaranteed $10million worth of buyers (albeit very dilutive) at least they dont have to worry just yet about nobody wanting to buy the stock at all.

To be honest I doubt that musclepharm right now could go to Southridge and say give me the $10mil and here is 667million shares but youre correct the put option does imply that MSLP has the control of when southbridge must buy the stock.

Seems an odd thing that the price is 94% of the average closing price of the lowest 2 trading days of the previous 5. Seems that if MSLP knows that its going to exercise the option then they could artificially get the price up in the final few minutes of trade. But i suppose there are clauses or eyes watching to prevent this.

The plus side i guess is that MSLP has the choice to dilute on the open market or to do it quietly in the background. Open market dilution has killed any runs, but big background dilution is never good when the numbers do finally come out.

But I do think MSLP did well to get this deal.

thank you all for getting a reply from Musclepharm on Facebook. I added the "coryg@musclepharm.com" to my email list and just re-sent them another chaser email. Although i do know that the addresses i am sending to already are working..including "cory@musclepharm.com"

frustrating huh? grrr!

absolutely agree, I'm not suggesting that anyone who has Series C shares (of the 500 authorised i believe Southridge is the only entity who has received any so far????) is looking to convert them any time soon.

What do you mean by "can borrow a maximum $10,000,000 from Southridge"? As far I know the details of what MSLP/Southbridge are obligated to do havent been made clear? It was my interpretation that Southbridge will be the one who decides when and if it wants to invest anything under the Equity Purchase Agreement http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=8224843-958-12166&type=sect&dcn=0001144204-11-061477

So it was my understanding that in the next 24 months Southridge can decide if it wants to invest $10million, $1million, or nothing?

I may be incorrect here...its one of the things I wanted MSLP to clarify. Do you read it that it is MSLP that will dictate how much money the need from the agreement and that Southridge is obligated to buy??

Pretty much correct. There are certain details of these Series C shares in the exhibit to the November 4th 8-K.

exhibit here http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=8224843-12290-68541&type=sect&dcn=0001144204-11-061477

There is another "mechanism" in place here that will dictate the conversion price. The mechanism is this:

Stated Value divided by Converstion Price

Stated Value currently is $1000 per share
Converstion Price is the higher of $0.01 or 50% discount on the two lowest closing prices from the previous 5 days.

So if they were to convert right now they would get ($1000 divided by 0.01) so 100,000 shares of common stock for each Series C. So if 500 Series C converted right now then that would be 50million shares.

Thing that I dont like is that depending on the PPS at the time these convert at very favourable terms. and also it appears that the company can change the "Stated Value" of these shares at any time. Im not saying that they will but there doesnt appear to be anything to stop them.

I guess I just dont like what this company does with preferred shares. So my gut feel is that these shares are going to end up being bad for the common shareholders.

nice work, hopefully they respond. I think you're wise to not get too detailed just yet. good luck :)

I truly believe that in the end its these 500 shares of "Series C Convertible Preferred Stock" that will bite the shareholders harder than the increase in AS.

http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=8261646-5089-5320&type=sect&dcn=0001144204-11-066787

I agree the increase in the AS to 750 million has been known about for some time and is probably already priced into the stock. The 8K to show this is nothing new.

http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=8261646-925-4965&type=sect&dcn=0001144204-11-066787

I'm more concerned about the exhibit 3.1 that was released with the 8K http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=8261646-5089-5320&type=sect&dcn=0001144204-11-066787

500 shares of "Series C Convertible Preferred Stock". I wonder what that is. MSLP has never used Series C before i wonder what the conversion rates are and what other rights are attached. Things like this un-nerve me more than increases in AS specially when there is no commentary on what these shares actually are. At least with increases in AS you know what the deal is....with convertibles like this we dont know if they are convertible at 10-to-1 or 1,000,000-1

If i ever get a response from MSLP re my other questions I will mention this to them also.

Hi ericrez,

All common stock has voting power of 1 vote per share.

however there are 51 shares of "Series B Preferred Stock" that at the moment are each entitled about 7 million votes per share. These shares are owned by Brad & Cory.

There is a mechanism around these 51 shares that will ensure that these shares always have 51% of the voting rights of the company. This mechanism is

they have already told me that they will not answer and will delete what they call "stock questions" on facebook. Nor should they to be honest. but they should answer via telephone or email.

They have a form on their website that once of the "subjects" is investor relations. I emailed this 3 times with no response before sending emails to the MSLP addresses that I know are working. I called this morning but no answer.i will keep calling. here is the chain of emails, i still hope they respond sometime.


From: ***********
To: brad@musclepharm.com; cory@musclepharm.com; info@musclepharm.com
Subject: FW: Investor Relations Query
Date: Mon, 28 Nov 2011 15:53:00 +0000


Good Morning again Musclepharm,

Please would you be so kind as to reply to my Investor Relations query below which I first sent on 17th November and have chased up 7 times so far? As a shareholder in your company I feel that you should at least acknowledge receipt of my queries. I and others in my investment community are anxiously awaiting response, and its frustrating to us all that you are choosing to ignore these important questions.

Regards,

***********



--------------------------------------------------------------------------------
From: ***********
To: brad@musclepharm.com; cory@musclepharm.com; info@musclepharm.com
Subject: FW: Investor Relations Query
Date: Fri, 25 Nov 2011 14:43:06 +0000






--------------------------------------------------------------------------------
From: ***********
To: brad@musclepharm.com; cory@musclepharm.com; info@musclepharm.com
Subject: FW: Investor Relations Query
Date: Wed, 23 Nov 2011 17:44:10 +0000


Good Afternoon,

Apologies for the blanket email but I am very concerned that as a shareholder of MSLP stock I am not getting any response to my queries. i have now asked 4 times in total. Please could somebody respond to my questions, or even if you are not able to answer them please let me know that you have received them.

Regards

***********



--------------------------------------------------------------------------------
From: ***********
To: info@musclepharm.com
Subject: Investor Relations Query
Date: Mon, 21 Nov 2011 17:56:46 +0000


Good Evening,

I have been trying to send Musclepharm an investor relations query through the "contact us" form on your website. I have tried twice twice between the 17th November & today I am concerned that the message may not have reached Musclepharm however, as I have not yet received a response that you received the message and there was also an error reported at the top of the page once i sent the message.

Please would you be so kind as to make sure my query below gets to the correct department?

Kind Regards

***********

______________________________________
Good Morning,

I am a shareholder of MSLP stock and have been since November 2010 and I have a few questions regarding some of the things I read in your Q3 Quarterly Report that I hope you can help clarify.

I am also a member of an investment community and will share your response with others in the group.

Question 1 - I note that you have authorised 10 million shares of "Series A, Convertible Preferred Stock" and that as yet none of this stock has been issued. I note that you intend to issue some of this stock to company employees in the future (eg Jeremy Deluca 5000 shares upon three year anniversary of his Employment Agreement). Please could you tell me how many shares of common stock each preferred share is convertible into and if there are any other special features attached to this preferred stock that differentiates it from common stock.

Question 2 - What period is your company's fiscal year?

Question 3 - I note that Brad Pyatt & Cory Gregory have both had amendments to their Employment Agreement whereby they will receive compensation for revenue growth from the prior fiscal year. For each $1,000,000 of revenue growth they will each receive $10,000 in cash as well as $100,000 worth of common stock. Please could you tell me from which point in time this growth is being bonused upon (ie is it 2010 v 2011? Or will it be 2011 v 2012?). Please could you also confirm the latest date at which Mr Pyatt & Mr gregory will be paid their first such bonus?

I thank you for your time, and I look forward to hearing from you.

Kind Regards,

***********

Viking just wanted to say thanks for the links and info you provided me regarding shorting and all that. Regardless of what happens with FLRE i have learnt a lot and can definitely see how it can affect stocks and how if an even happens that causes the PPS to go up and nobody is allowed to short then it can really help the PPS rise. so just wanted to say thanks for helping me understand it all. Haha think i even got my head round the 100 pages of regulation SHO :D

I agree with your assumptions. that is if they bonus themselves on 2010 v 2011. I would be very disapointed if they do, because to come out in November 2011 and give yourselves a new bonus based on things that have already happened isnt a bonus at all. Nobody gets paid bonuses on things that have already happened.

So i would sincerely hope that the bonus will only start based on 2011 v 2012 fiscal years but I am waiting on response from the company on this.

I havent received any response whatsoever yet. But dont worry, i will harass them til they at least say something.

In my opinion if the bonus is paid on 2010 v 2011 figures, and the company does indeed make $20 million revenue in 2011 then yes you are correct. DeLuca already had this written into his contract when he signed, and Brad & Cory had this added to their contract recently as detailed in the quarterly report.

All three of them have the same bonus plan with regards to this.

What i will say however is it is unclear what time period their bonuses will be based upon. I have asked them this question as per my earlier post http://investorshub.advfn.com/boards/read_msg.aspx?message_id=69107057

Also some people on this board are speculating that the bonus is $10k cash for each extra million in revenue plus one payment of $100k regardless of how much revenue is made. I disagree and believe that its $10k cash plus $100k in shares for every extra million in revenue the company makes.

I believe this because the wording of the bonus plan IMO leaves no room for misunderstanding

Thank you, I will harass them via email for a couple days before i start calling every hour til i get a decent response :) i'll let you all know what they say.

I see thank you for clarifying that for me.

I still am convinced that it means $10k cash as well as $100k in stock for each extra revenue million the company makes but i think for all concerned its best to get it cleared up by the company and so i will ask them to clarify this for as well, and hope they respond. :)

Until that i suppose its speculation either way but i really dont think it matters if its 240million more shares because i see the AS getting raised again and again and again or even a reverse split maybe happen until the company gets the financing it wants and the level of management ownership it wants. There really isnt anything to "violate" as such in section 10 because it was just a statement of their 2010 plan that can be changed at any time.

I will let you know if and when i hear back from Musclepharm IR on this. Good luck to you.

lol fair enough, good luck to you too. I like the company too just not the stock right now.

I'm certain that it meants $10k cash as well as $100k in stock for each million they make in. I dont personally see how that sentence in the quarterly can be misconstrued.

I will ask them directly though and let you all know if i get a response. Still awaiting response on my first email to the IR.

Oh I'm sorry i misunderstood what you meant.

I really dont know why you would think that it means they dont get $100k worth of stock for every $1million extra revenue they make?

The wording seems very clear to me

I just read your post http://investorshub.advfn.com/boards/read_msg.aspx?message_id=69180144 here and see that you are no longer speculating that there was miswording in the quarterly report and that indeed they will each be getting $10k cash as well as $100k in shares for for each million dollar increase in revenue they make.

I agree with you on that.

Thank you for the reply.

Is it this form 14C you are referring to? http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=7065517-857-112055&type=sect&TabIndex=2&companyid=761194&ppu=%252fdefault.aspx%253fcik%253d1415684

I believe it states the 2010 plan and talks in 2010 about 5million shares total, but doesnt state what kind of shares wether its common, Preferred Series A, Preferred Series B etc...

But yes since they can change the plan at any time i dont think this piece of information can really be used to speculate that the company will limit its bonuses to 5 million shares. Certainly from reading the new bonus plan it appears that they are intending to give management bonuses that will reach into the hundreds of millions of common shares.

Hmmm it was to help you understand that dilution was occurring that i first started posting regularly on this board again last week.... how can you still say that dilution isnt holding the stock down??? its about the only thing that is! I have provided you with indisputable documentary evidence that dilution has driven this stock into the ground and that it is continuing. I dont understand how you can possibly think that its not :S

Thanks good luck to you too :)

please dont get me wrong.... i would love nothing more than to see the PPS rise, although i sold most of my investment here already i do still have a reasonable holding which i would love to see increase. so i hope youre right. just dont see it happening without some big changes. Hopefully those changes will happen though.

yeah i agree with your maths too.... if they dilute the company by half but double their sales then yes the sales per share will remain the same.

Increased sales alone arent going to get this company into a position where they can stop the dilution though...unless its HUGE increse in sales because dont forget from the time that Brad & Cory start getting their bonuses then the Gross Profit on any and all increased sales will be down to just 14%.

So even if they make $10million EXTRA revenue which IMO is huge the gross profit to the company from those sales is only $1.4million. That isnt going to make much of a dent in their net loss.

I realise that most of the bonus is being paid in shares and so perhaps on the profit/loss and balance sheet it would appear as a reasonable Gross Profit closer to $3million but the mere fact the their bonuses are dilutive in nature makes me certain that dilution isnt going to stop at 800mil. or 1billion. or 2billion. and the rest.

Potential shareholders IMO wont want to buy this stock unless they see a situation where they can have a part of any profits that this company may make, at the moment they dont see that because they see the plans are already being made to reward the management and not the common shareholders.

Thats why i only see the PPS going down in the short to medium term and i really question wether anybody who holds or will buy this at 1.5cents or more can hold much hope to not lose money.

Ah i see, i stand corrected then :)

yeah i agree its not the biggest deal, and good luck to you.

Profitable as in "net profit" from which sales minus costs gives them a profit without any sneaky accounting twists like change in derivative value???

If thats what you mean then i will go on record and say they wont :P

just for fun :D

Youre welcome :) and i agree....nobody knows when or if dilution will stop. If someone waved a magic wand and dilution stopped forever then my view of this stock would be very very different and i would buy all i can at these levels.

i agree recently we have a good board here with some decent discussion and analysis from both sides

Nice post.

I agree that they may be a potential takeover target.

I agree that Musclepharm Corp as a company will more than likely be successful and profitable in the end.

I disagree that 1.5c is a ridiculous price right now. Dont forget what dilution does. 1.5c stock a the moment is a representation of a <400mil OS. When they dilute this to 800mil your share will only own half as much of the company as it did. When they dilute it to 1.2bil then only a third as much. Nobody knows where the dilution will end.

Unfortunately MSLP is being judged by a set of different standards because up until very recently they diluted hugely on any piece of positive news and after a while porential buyers knew that no matter what the news was, the dilution would not allow the stock to rise.

Thats why MSLP's runs on news typically last less than a day because the dilution starts the minute the news is out.

I say until recently because since the Vick news i havent seen (IMO) heavy dilution into the open market. before that every bit of news i saw resulted in dilution and a lower PPS sometimes on the day of the news, more often the very next day.

Specific Market Maker code UBSS is handling trades for anyone other than Charles Schwab? Hmmmm. Okay i will take your word for it.

Yeah i know about UBS, they are very big here in Europe, i remember them being fined along with several other brokers for SHO violation. I remember them saying they were "caught up" in the violations for trading on behalf of clients and never admitted guilt. Haha but they wouldnt admit guilt even if they were guilty IMO.

3million shares is only around $50k, could easily have been one investor. I had over $30k of this stock before i sold most of it off. Ive never seen any manipulation of this stock IMO and it goes down because of dilution, not because of scare tactics. But I guess anything is possible. Who would want to keep it down though i wonder?