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if this keeps up, the ticker will be changed to lflop.
almost 1/3 of the way through pride month and not seeing the hoped for push.
the suggested (possibly for computational purposes only) $1.5 billion AUM suggests the sale of around 1500 creation units.
would be very surprised if 10% of that has been realized as of now.
quarterly report should shed some light on all of this.
would seem the story of this stock would merit some mini-meme status but that would require some front running and pr's.
crickets
the shares being purchased on the market of lgbt are shares which have been broken out of a "creation unit" which was redeemed. my understanding was each creation unit was to consist of 25,000 shares and that each creation unit was to sell for something in the neighborhood of $1 million.
$1million divided by 25k shares suggests an individual share price of $40 what is significantly higher than what an individual share of lgbt is fetching right now.
understand that net asset value is a constantly moving target, but the market around the time the etf was being put together as well as the time it was launched wouldn't seem to support a 40% discount which is why i have been wondering out loud why there has been no publicity around the number of creation units sold when the etf was launched.
seems it may not have gotten the initial support anticipated.
guess we will just have to wait and see.
so why can't we find out how many units were sold? seems if it were good they couldn't talk about it enough.
the units were supposed to sell for around $1 million each. what happened with that?
just seems odd there's no publicity about the aum when this went to market.
SPA with GHS filed with SEC
No required holding period, not short sales prior to this announcement and no short sales for 12 months after this filing. Otherwise, no restriction on sales at any time GHS acquires shares.
4.1 Transfer Restrictions. The Securities may only be disposed of in compliance with state and federal securities laws. Upon the effectiveness of the Registration Statement, the Commitment Shares shall not contain any legend.
4.2 Acknowledgment of Dilution of Voting Power. The Company acknowledges that the issuance of the Securities will result in dilution of the voting power of the outstanding shares of Common Stock, which dilution will be substantial.
4.8 Certain Transactions and Confidentiality. The Purchaser, covenants that neither it, nor any Affiliate acting on its behalf or pursuant to any understanding with it will (i) execute any Short Sales, of any of the Company’s securities during the period commencing with the execution of this Agreement and ending at such time that the transactions contemplated by this Agreement are first publicly announced pursuant to the initial press release as described in Section 4.4 or (ii) from the date hereof until the 12 month anniversary of the date hereof, execute any Short Sales of the Common Stock (a “Prohibited Short Sale”). The Purchaser covenants that until such time as the transactions contemplated by this Agreement are publicly disclosed by the Company pursuant to the initial press release as described in Section 4.4, the Purchaser will maintain the confidentiality of the existence and terms of this transaction and the information included in the Transaction Documents and the Disclosure Schedules. Notwithstanding the foregoing, and notwithstanding anything contained in this Agreement to the contrary, the Company expressly acknowledges and agrees that (i) the Purchaser does not make any representation, warranty or covenant hereby that it will not engage in effecting transactions in any securities of the Company after the time that the transactions contemplated by this Agreement are first publicly announced pursuant to the initial press release as described in Section 4.4, (ii) except for a Prohibited Short Sale, the Purchaser shall not be restricted or prohibited from effecting any transactions in any securities of the Company in accordance with applicable securities laws from and after the time that the transactions contemplated by this Agreement are first publicly announced pursuant to the initial press release as described in Section 4.4 and (iii) the Purchaser shall have no duty of confidentiality to the Company or its Subsidiaries after the issuance of the initial press release as described in Section 4.4.
buy/sell accordingly
hopefully june will permit significant pps increase and ability to hold any such increase while GHS most probably dumps into the market
thanks, guess that may account for some of the 200 million increase of shares issued and outstanding between 12/31/20 and 3/31/21.
not sure if the 140 million aggregate share increase for stock issued to the 7 board members (including the ceo) are included in that amount or not or if any/all of those shares are restricted in some way.
any idea?
by finished for both jsj and ema, do you mean their notes were paid back with interest or did they convert their notes to shares?
thanks
in going back and looking at the recent annual report filed on 4/15 of this year, there are a boatload of convertible notes outstanding.
the press release from today says "A portion of the proceeds will be used to retire outstanding convertible notes."
doesn't seem to limit those notes to Auctus.
the annual report lists outstanding notes with PowerUp, Auctus, JSJ, and EMA. The EMA note was in default as of 12/31/20 and not sure what the resolution of that was/is.
Pride and Cavalry also had notes mentioned in the annual report but those may be been resolved.
IF all of these notes are still in fact outstanding and can be converted, seems like that will be an additional significant number of dilutive shares if conversion is chosen by the note holders versus a principal and interest payoff.
when you say "finished last month" in reference to the PowerUp note, not sure what you mean.
Isn't this the note which lfap seeks to "retire" using ghs financing?
and, what happens if PowerUp decides to convert the note to stock?
While the note may be gone before the maturity date, if PowerUp converts, they will be around with somewhere in the neighborhood of an additional 6.5 million shares issued.
they can still play spitball for awhile longer.
so it seems like what you are saying is that shares issued directly to ghs are not dilutive.
where do you think those shares come from?
seems to me like they will be sold to ghs from stock which has been authorized but not yet issued. once issued, that increases the number of shares outstanding which means you would own a lesser percentage of the shares outstanding which certainly seems to me to be dilutive.
regardless of where on the price line ghs is required to purchase, the effect is dilution.
IF the net result of the ghs transaction were to be a continuous price appreciation, then i wouldn't particularly care about the dilution. IF on the other hand the pps had a short spike and then dropped back down and pretty much stayed there for quite some time, then the calculus changes.
it's gone from being a longer term hold to a momentum play and timing an exit strategy while guessing what impact the ghs shares are or might be having on pps movement.
it's one thing to say you are holding out for dollars as opposed to deciding to sell at $0.10 to $0.20.
someone holding 10,000 share might be waiting for dollars per share while someone holding 3-5 million shares at an average price around or less than a penny a share could sell at $0.10 and generate a quarter million to four hundred thousand dollar+ gain.
that rollercoaster ride presented itself a week or so ago. the train's leaving the station and the question as to where it's going is unanswered at this point.
just trying to understand what's happened and what may happen.
correct, it's a put right, not a call option. but, that doesn't address what ghs can do with the stock once they are required to purchase it. i would just like to see a "no dump" requirement for at least 6 months.
this is what shmp said about ghs:
In addition, the securities markets have from time to time experienced significant price and volume fluctuations that are unrelated to the operating performance of particular companies. These market fluctuations may also materially and adversely affect the market price of our common stock. Our existing stockholders may experience significant dilution from the sale of our common stock pursuant to the GHS financing agreement. The sale of our common stock to GHS Investments LLC in accordance with the Financing Agreement we entered into with GHS on August 21, 2018 may have a dilutive impact on our shareholders. As a result, the market price of our common stock could decline. In addition, the lower our stock price is at the time we exercise our put options, the more shares of our common stock we will have to issue to GHS in order to exercise a put under the Financing Agreement. If our stock price decreases, then our existing shareholders would experience greater dilution for any given dollar amount raised through the offering. The perceived risk of dilution may cause our stockholders to sell their shares, which may cause a decline in the price of our common stock. Moreover, the perceived risk of dilution and the resulting downward pressure on our stock price could encourage investors to engage in short sales of our common stock. By increasing the number of shares offered for sale, material amounts of short selling could further contribute to progressive price declines in our common stock. 21 Our stock is categorized as a penny stock.
didn't seem to be any language in the shmp financing which prevented ghs from selling at any time they wanted to.
there was no limiting language which i could find in the prior ghs deals with lfap so i'm not sure why you are so confident this deal with have limitations.
when ghs did a similar financing with cannabis global, the price went from $0.15 pps to $0.09 pps while they were selling in less than a 2 month timespan.
yes, an equity position IS better. the question is will they be holders.
just leery of this type of financing.
if ghs is "excited to invest", then why do they need a 30% discount to do so?
deal to purchase $10 million of stock could translate into share sales to ghs of between 500 million shares at a $0.02 pps down to as "little" as 200 million shares at a $0.05 pps.
the convertible note which will be "retired" in only in the principal amount of $78,500 and it is due on March 5, 2022 in an amount to be paid of $86,350. The holder has the right to convert the note to stock at a 40% discount in lieu of surrender.
on april 8, 2021 (just last month!) ghs was issued 400 shares of class D preferred stock in exchange for $427,600. additionally, ghs was issued warrants to purchase 40 MILLION shares of stock for a $0.001 pps. that's approaching a 20x return in around 7 weeks!
i would feel more comfortable with this type of deal if it included some type of lock up period (6 months maybe). ghs is already getting "paid" for a holding risk by getting a 30% discount it has to purchase from a "put" by the company so it would only seem prudent to prevent ghs from shorting/dumping/optioning etc the shares they purchase in that $10 million deal.
why as there been no projection from the company about the revenue stream it will receive from the aum for the etf? seems like something should have been put out since the launch at least stating how many "creation units" were sold leading up to the launch.
i'm holding 500k shares, so while not as many as some of you, it's enough to be concerned about this type of "financing" and what that might mean for the whipsawing of the stock price as ghs "manages" its shares.
probably don't need to ask anything beyond "is ghs a pump and dump company or a longer term holder of the stock it purchases?"
time will tell on that but i for one would have liked to see a lock up period when the company does this type of deal.
hope this is positive, but this from ihub's "toxic funders" board:
We define the financing as "TOXIC" because:
1) Most of these Issuer have no ability or means of paying back the Notes, and the lender knows this before providing the funding, making these Notes predatory in nature.
2) The Notes come with interest rates that often increase through multiple instances of default that represent abusive lending practices and in some cases violations of usury laws.
3) The Notes often include fees disguised as service fees though no services are provided (for instance, the lender gets a $100,000 Note but only provides $75,000 in actual funding).
4) The Notes often contain clauses that dictate how the Issuer must conduct their business, which result in further penalties if not followed, arguably making the lender an insider.
5) The Notes often include default penalties if not repaid before the default date, even though the Issuer and lender both know the Issuer has no real means of paying back the loan in cash.
6) The Notes all contain toxic-dilutive terms for conversion of the Note into discounted free trading stock, often 50% - 60% or more below the lowest trading (or bid) price over the past 10 - 30 days.
In the end, a company borrowing $75,000 can result in a balance owed to the lender many times higher than the original Note ($150,000 - $400,000 or more) because of interest and fees, which, after being converted at a huge discount to the market price, ends up resulting in losses of $400,000 - $900,000 or more to retail shareholders.
ghs is one of them, fwiw
each "creation unit" was reportedly being sold for something approaching one million dollars. any idea how many of these units were sold prior to launching the etf? isn't that the measure of aum? if so, why hasn't that been published somewhere?
anybody have any idea how many "creation units" were issued?
might that be coming out in some type of pr?
seems that is the basis for aum and a worthwhile piece of info to be shared
narrowing spread, looks more real
LGBT
DLGBT
Bid: 24.94 Ask: 25.16 Last: 0.38 Chg ($): 0.00 Vol: 0
now a bid/ask spread on td
first indication i've seen of any price placed on the offering. should have been able to calc a nav from close yesterday i would think. will be interesting to see how this behaves.
LGBT
DLGBT
Bid: 12.53 Ask: 37.58 Last: 0.38 Chg ($): 0.00 Vol: 0
Maybe PR will be in conjunction with 6 part docuseries "Pride" debuting this evening.
Yes, I've heard the President has demanded the bankruptcy be overturned and that he is interested in purchasing the Sears locations so he can have a place to store all of his MAGA stuff in anticipation of a 2024 run.
SHLDQ $1.00 with this news!
thanks. question based on looking at the detailed quote link which indicated last trade at the time i posted the question was around 12:34.
just seems odd given the etf listing news from this morning.
has trading been halted?
last trade was over 2 1/2 hours ago??
written for the idiots who think $1 with news i guess
Transform Holdco LLC, the holding company for Sears and Kmart, announced Monday that it has sold the DieHard brand to Advance Auto Parts Inc. AAP, +1.10% for $200 million. Advance Auto Parts will have the right to sell DieHard batteries and will be able to extend the brand into other items for the automotive category
The judge agreed with Windstream that the “best effort” clause was intended to cover outages with external causes, like weather, and not ones caused by Charter, such as making a decision to automate its shutdown process.
Judge Drain’s finding was on liability only, leaving damages questions for trial.
at this point, any appeal would be limited to the finding on liability and an appeal would need to find fault with drain's ruling on "best effort".
good luck with either one of those at this point. if charter lets the damages question go to trial and (1) damages can be determined and (2) any assessment of damages is thought to be excessive, charter might appeal a damages assessment.
if charter were to decide to settle the damages question and not let it go to trial, then appeal would not be possible on that issue.
from the google machine:
In rare situations, a party can appeal an order that is not final, but only if the U.S. District Court or the bankruptcy appellate panel grants the party's motion for leave to appeal. The court that will handle the appeal will consider whether the existing law is unclear or whether an appeal is important in advancing the overall litigation case.
the irs ALWAYS wants its due sooner rather than later
might want to have your accountant research "substantially worthless". seems to me that definition has been reached, especially given the sec filings which explicitly state the stock WILL be deemed worthless upon the completion of those things for which chemist provided the quote.
no sure i would want to get into an argument with the irs over the issue of absolutely worthless vs substantially worthless.
a ruling against you some years down the road could lead to penalties and interest potentially. make sure your accountant is willing to argue on your behalf with the irs if your timing is challenged.
_______________________________________________________________________
Now, let’s look at a couple scenarios: Suppose you sold Short Stock ABC and the stock became worthless before you covered your short. In that case, you must recognize gain as if the short sale were closed when the property became substantially worthless.
they can still pursue their lawsuit against eddie and esl notwithstanding the bk and windup.
also the order said sears would have to file QUARTERLY reports about the status of the wind down which seems to indicate this will drag on for some time. everything will be handled out of the liquidating trust.
B. Immediate Designation of the Litigation Designees and the Granting of Standing for Prosecution of the Jointly Asserted Causes of Action
17. Pursuant to sections 105(a), 363(b), 1103(c) and 1109(b) of the
Bankruptcy Code, effective upon the entry of this Confirmation Order the Creditors’ Committee shall be granted joint standing with the Debtors and is hereby authorized to investigate, commence, prosecute, settle and otherwise dispose of (i) the Specified Causes of Actions, (ii) other Preserved Causes of Action against the ESL Parties, (iii) all Claims and Causes of Action asserted in the pending Adversary Proceeding captioned Sears Holdings Corp. v. Lampert, Adv. Proc. No. 19-08250 (RDD) (Bankr. S.D.N.Y.) (the “Adversary Proceeding”) and/or any other Claims or Causes of Action ancillary thereto, including, inter alia, additional Claims or Causes of Action related to the subject matter of the Adversary Proceeding (including Claims or Causes of Action asserted in an amended complaint and Claims and Causes of Action asserted in one or more separate proceedings), and (iv) Claims or Causes of Action against insurance carriers related to coverage for claims asserted in the Adversary Proceeding or a related proceeding (all of the Claims and Causes of Action addressed in this paragraph, collectively, the “Jointly
Asserted Causes of Action”) jointly with the Debtors for the benefit of the Debtors’ Estates and creditors in accordance with the terms of the Plan with the full rights and privileges attendant thereto
yeah baby, flipped two million shares this morning for a $120k profit. a few more like that and i'll own sears!!!!!
never mind that less than 2 million shares have been traded. it's the collusion in the market which keeps people from really seeing what's going on.
back up the truck!!!!!
and the profits generated have to come from the same type of business which gave rise to the losses in the first place.
someone should have proposed that for each 10,000 shares of shldq you owned you would also get one of their worthless stores.
kinda like the old 40 acres and a mule
i realize this seems like a steaming pile, but that said, there must be a pony in here somewhere.
chemist, i know you are posting what has actually been put down in black and white in the filing, but what about "reading between the lines?".
you mean eddie won't be getting anything for his stock?
boy, who could have figured that out? one would have actually had to believe what has been written and filed with the bk court to have any chance of knowing that.
somehow doesn't seem fair you had to actually read those filings.
once the alternate facts come out be ready to back up the truck!
what a deep state of affairs this has become.
maybe it won't hurt so bad if you are just losing house money.
the remaining nols being discussed are those associated with losses incurred by shc since it filed for bk. shc to the extent possible is using nols to offset any gains they have from liquidation.
in one of the last operating statements filed by sears before they said they would not file anymore, they reported 256 thousand of income. they were able to reduce that income by 1 thousand utilizing nols.
so, the remaining nols are about as worthless to shc as they will be to you.
would help to understand a wee bit about bankruptcy before you throw away your money. when you say:
No one is made Whole in a bankruptcy. The creditors had to settle for a fraction of their balances owed. The equity holders will also have to settle for a fraction of their original investments
what you need to understand is that unless and until creditors are paid in full, stockholders will get NOTHING!
Since there is no hope that creditors will be paid in full, the stock will be worthless.
guess ALL of shldq shares will be worth $1 with news. dividing $1 by the # of shares outstanding effectively means they are worthless.
PLEASE TAKE NOTICE that the hearing to consider (1) confirmation of the
Modified Second Amended Joint Chapter 11 Plan of Sears Holdings Corporation and Its Affiliated Debtors (the “Confirmation Hearing”) and (2) the Motion of Debtors for Modification of Retiree Benefits (the “1114 Hearing” together, with the Confirmation Hearing, the “Hearing”) originally scheduled for September 27, 2019 at 11:00 a.m. (prevailing Eastern Time) and October 3, 2019 at 10:00 a.m. (prevailing Eastern Time) will go forward on October 3, 2019 at 10:00 a.m. (prevailing
Eastern Time). The hearing scheduled for September 27, 2019 at 11:00 a.m. has been cancelled.
PLEASE TAKE FURTHER NOTICE that the short adjournment of the Hearing is
intended to facilitate ongoing, productive negotiations with an ad hoc group of administrative expense claimants regarding resolution of confirmation objections and a framework to expedite the chapter 11 plan effective date. The Debtors believe that the brief adjournment will provide the parties in interest with the time necessary to finalize discussions, file supplemental pleadings describing the settlement (should it be finalized), with sufficient time for the Court and stakeholders to review, and is in the overall best interests of these estates.
yes, they will be able to pay a couple more weeks of high-priced legal fees.
is moa$$ happening yet?
shares are NOT getting converted unless you mean converted to worthless memories of days gone by.