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Thanks for responding.
Tom took over a shell that had publicly traded stock attached to it. We as investors bought that stock at various times and prices based on what we felt was going to happen. If we are victims at all we are victims of buying at the wrong time and at the wrong price. If we had all waited until now to invest with the picture much clearer we would not be complaining. Lets face it a lot of us bought this stock at the very start not knowing what was going to take place.
"He owes us and must pay his debt to us". I cannot believe what i'm hearing. We all invested in this stock as speculators knowing that Tom owned 80% of it and that he was the board of directors. What is the "debt" that is owed to you? Did you fund actual dollars into his company to help with the acquisition and expansion plans? No, you did not, you like all of us invested in a stock hoping to get rich riding the coattails of people running a business.
You can be upset that it has not worked out the way you had planned but please don't think for one minute that you are owed something for risking your money by buying the stock of a Pinkie.
I'm a long term investor, i'm also in the red but i in no way feel like Tom owes me anything other than to try and make this company successful. If he succeeds we succeed.
Could you direct me to where it states that Seaway Valley Capital has rojected revenues of $41 million dollars. The only $41 million dollar projection i've seen is in the Seaway Capital PR dated 04/18/08. That projection is for all of the combined companies of Seaway Capital, not just Seaway Valley Capital.
Your line #6 seems to assume that the current pps does not reflect the 80% that Tom owns. There have been hundreds of posts on this site relating to the dilution effect of Toms preferred E shares. I think it is safe to assume that the pps does reflect this.
Sorry, i dozed off halfway thru the disertation.
"How much debt will the North Country Hospitality acquistion cost the shareholders?" Why don't you look at this acquisition the way a smart businessman would, by analyzing the long term value of the ASSETS acquired against the cost of acquiring those assets. You bashers always seem to ignore that ASSETS are being acquired with the debt and or equity that is being issued.
JimsZ, the $41 million in revenues is the estimate for all of the SEAWAY CAPITAL companies, not just SEAWAY VALLEY CAPITAL. Refer to SEAWAY CAPITAL PR dated 04/18/08.
No need to apologize. In your post #173413 you are converting using dollar amounts. The conversion should be based on convertible shares only not the value of them. Did you mean that those were actually share amounts rather than dollar amounts?
If his other conversion calculations are correct as you suggest, i agree.
Your calculation for the conversion to common shares is incorrect in that you are calculating the liquidation value of the preferreds and then dividing by the conversion price resulting in a much larger common equivalent.
You should be dividing the current o/s preferreds by the conversion price. 1,458,236/.00085 = 1,715,571,765 common, not 6,862,287,058. Not sure if you are using the same approach on the other conversions but if you are you are way over stating the common equivalents. My calculation alone equates to more than 20 billion shares overstated.
Thank you Crashman. I tried to make this point nearly a year ago!
What part of "utmost interity" in my post did you not understand! What company executive or Sec filing is the source for the "the B class may be retired at a later date" statement?
So you are telling me that if you had formed a company and had 80% control via CONVERTIBLE preferred stock you would utilize only the voting rights. And that if someone made a tender offer to buy your company you would waive your right to 80% of the proceeds and let the remaining 20% shareholders have 100% of it? I'm sure Tom is a great guy and of the utmost integrity but lets face it he does this stuff to make money. Just as we are all trying to do the same riding on his coat tails.
So what you are saying is that we are to ignore the CONVERTIBLE preferred B's that Tom owns when determining a PPS. If so that would be amazing to me as he owns 80% of this company just through the conversion of the B's alone.
Are these the same common shares that were converted to the Preferred B shares? I ask this because the letter says the common shares were "reduced", not cancelled.
Preferreds are not considered in calculating common stock equivalents unless they are convertible into common stock. Preferreds usually recieve a dividend like a bond and have a priority over common stock in the case of liquidation of the company.
Using my example again. If someone offered $100 mill for the comapny, would you get .22 or .044? If you say .22 Tom would recieve nothing for his 100,000 Preferred B shares.
The market cap is the current pps times the fully diluted common shares. If the current o/s is 450 mill then Toms Preferred B's converted to common would be 1.8 bill. Total 2.25 billion fully diluted common shares times.025 equals $56 million.
Your example is correct. The difference is that Walmart has not issued new securities to increase the o/s. In our situation the Preferred B convertibles are Issued securities which are convertible at any time with no restrictions. Keep in mind that the 8k is very clear in stating that Tom basically owns 80% of this company thru the Preferred B shares.
Ace, i agree with your numbers, but i disagree that you think Toms 1.8 billion shares upon conversion do not figure into the market cap.
Lets assume an offer is made to acquire the companys common stock for $100 million dollars. If you assume the 450 million shares o/s is the true number, each share would be worth .22. In this scenario Tom would recieve nothing for his 1.8 billion shares. Not likely. Tom most certainly would convert his preferred shares, making a total of 2.25 billion o/s. Each common share would then be worth .044. Toms 1.8 billion would get him $80,000,000 or as the 8k states, 80% of the company.
Bottom line is the 100,000 convertible preferred B shares must be accounted for in calculating the PPS. Just as the Convertible preferred C shares have to be.
I interpret this to mean Tom will own 80% of the outstanding after his conversion. So if there are 450 million o/s before he converts that would be 20%. Therefore after conversion there would be 2.25 billion outstanding. Tom owning 1.8 billion (80%)
I'm out here, thanks for your concern. You guys need to stop assuming that anyone who posts on this site is either trying to pump or dump this stock. I'm a long term hold and i posted yesterday because it is my opinion that the market value of this company is the PPS times (186,000,000 plus the number of common equivalents after converting the 100,000 preferred class B shares).
Yes, everyone is attempting to calculate the value of this company and i am arguing that to do so we have to know the fully diluted shares of common, not just the outstanding.
Thanks i appreciate that. Did you read the description of Fully diluted shares?
We should be hung up on the correct common share count since this will determine what the per share price will be to all of us.
Refer to Post #8857 to calculate the number of shares of common upon conversion.
Now type in "FULLY DILUTED SHARES" in Investopedia.
This is not theory. The preferred B shares are ISSUED and as such they have to be accounted for in how they impact the common shares. If they were not convertible they would have no impact on the common. But they are so we have to account for them.
The issued and outstanding has not changed. When calculating the value of a company you have to include all securities that can be converted into common shares. Even though the conversion has not taken place, the shares that would result from the conversion must be included in determining the value of the common shares. This is known as fully diluted common shares.
Why is everyone ignoring the 100,000 shares of the preferred B stock which are convertible into common shares. These shares need to be included in the fully diluted number of common shares outstanding. Refer to posts #8849, #8857, #8861
I also had that calculation but it does not jive with the footnotes formula. So we have to assume the real fully diluted shares will be somewhere in between. In calculating the long term share price we will have to use this as the true outstanding. Big difference from using the 186 mil.
I was reviewing the GS Carbon website, the 10KSB filing dated 4/17/07. Go to notes to financial statements #7. The 100,00 shares of preferred B stock is convertible to common stock. A quick rough calculation of the conversion formula assuming 100% conversion would add 744,000,000 shares of common to the current 186,100,000 for a total fully diluted common of 930,100,000 shares. Is this right or am i missing something?