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Who knows, looks like price is breaking down. watching for that looming R/S. Could turn to crap rapidly. Never know. .
Should be happening. Time will tell. Hoping for a run before that happens.
1,929,282,686 Shares of Common Stock
yes, I saw that.
Perhaps.
Form S-1/A , pages 10 through 12.
https://newsfilter.io/a/773d8e11d00d34104800efb7cee4a917
Lots of selling stockholders.
R/S could be brutal.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On November 18, 2022, SANUWAVE Health, Inc. (the “Company”) commenced the solicitation of written consents (the “Consent Solicitation”) from its stockholders with respect to the following proposals, which were approved on December 20, 2022:
Proposal 1. To approve an amendment to the Company’s Articles of Incorporation to effect a reverse stock split of the Company’s common stock, par value $0.001 (the “Common Stock”), at a reverse stock split ratio ranging from any whole number between 1-for-50 and 1-for-100, subject to and as determined by the Board of Directors.
Votes For 306,476,740
Votes Against 11,981,209
Abstain 958,156
Broker Non-Votes 0
Proposal 2. To approve an amendment to the Company’s Articles of Incorporation to increase the number of authorized shares of Common Stock from 800,000,000 to 2,500,000,000.
Votes For 294,922,676
Votes Against 23,364,904
Abstain 1,128,525
Broker Non-Votes 0
Both proposals, which are described in more detail in the Company’s definitive proxy statement for the Consent Solicitation filed with the Securities and Exchange Commission on November 18, 2022 (the “Proxy Statement”), received the affirmative requisite vote of the stockholders of the Company. The Consent Solicitation automatically terminated on December 20, 2022 in accordance with its terms, which are more fully described in the Proxy Statement.
Form D - filed by Sanuwave Health, Inc.
SNWV
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The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D
Notice of Exempt Offering of Securities
OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00
1. Issuer's Identity
CIK (Filer ID Number) Previous Names
None
Entity Type
0001417663
RUB MUSIC ENTERPRISES, INC.
Rub Music Enterprises, Inc.
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)
Name of Issuer
SANUWAVE Health, Inc.
Jurisdiction of Incorporation/Organization
NEVADA
Year of Incorporation/Organization
X Over Five Years Ago
Within Last Five Years (Specify Year)
Yet to Be Formed
2. Principal Place of Business and Contact Information
Name of Issuer
SANUWAVE Health, Inc.
Street Address 1 Street Address 2
11495 Valley View Road
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
Eden Prairie MINNESOTA 55344 770-419-7525
3. Related Persons
Last Name First Name Middle Name
Richardson II Kevin
Street Address 1 Street Address 2
11495 Valley View Road
City State/Province/Country ZIP/PostalCode
Eden Prairie MINNESOTA 55344
Relationship: X Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Last Name First Name Middle Name
Sundstrom Lisa
Street Address 1 Street Address 2
11495 Valley View Road
City State/Province/Country ZIP/PostalCode
Eden Prairie MINNESOTA 55344
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Last Name First Name Middle Name
Stegagno Peter
Street Address 1 Street Address 2
11495 Valley View Road
City State/Province/Country ZIP/PostalCode
Eden Prairie MINNESOTA 55344
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Last Name First Name Middle Name
Cioanta Iulian
Street Address 1 Street Address 2
11495 Valley View Road
City State/Province/Country ZIP/PostalCode
Eden Prairie MINNESOTA 55344
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Last Name First Name Middle Name
Schlechtweg John
Street Address 1 Street Address 2
11495 Valley View Road
City State/Province/Country ZIP/PostalCode
Eden Prairie MINNESOTA 55344
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Last Name First Name Middle Name
Stolarski A. Michael
Street Address 1 Street Address 2
11495 Valley View Road
City State/Province/Country ZIP/PostalCode
Eden Prairie MINNESOTA 55344
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Last Name First Name Middle Name
Blizard Jeff
Street Address 1 Street Address 2
11495 Valley View Road
City State/Province/Country ZIP/PostalCode
Eden Prairie MINNESOTA 55344
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Last Name First Name Middle Name
Miller Ian
Street Address 1 Street Address 2
11495 Valley View Road
City State/Province/Country ZIP/PostalCode
Eden Prairie MINNESOTA 55344
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Last Name First Name Middle Name
Tyler Jim
Street Address 1 Street Address 2
11495 Valley View Road
City State/Province/Country ZIP/PostalCode
Eden Prairie MINNESOTA 55344
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Last Name First Name Middle Name
Rinow Toni
Street Address 1 Street Address 2
11495 Valley View Road
City State/Province/Country ZIP/PostalCode
Eden Prairie MINNESOTA 55344
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
4. Industry Group
Agriculture
Banking & Financial Services
Commercial Banking
Insurance
Investing
Investment Banking
Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
Yes No
Other Banking & Financial Services
Business Services
Energy
Coal Mining
Electric Utilities
Energy Conservation
Environmental Services
Oil & Gas
Other Energy
Health Care
X Biotechnology
Health Insurance
Hospitals & Physicians
Pharmaceuticals
Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
Other Technology
Travel
Airlines & Airports
Lodging & Conventions
Tourism & Travel Services
Other Travel
Other
5. Issuer Size
Revenue Range OR Aggregate Net Asset Value Range
No Revenues No Aggregate Net Asset Value
$1 - $1,000,000 $1 - $5,000,000
$1,000,001 - $5,000,000 $5,000,001 - $25,000,000
X $5,000,001 - $25,000,000 $25,000,001 - $50,000,000
$25,000,001 - $100,000,000 $50,000,001 - $100,000,000
Over $100,000,000 Over $100,000,000
Decline to Disclose Decline to Disclose
Not Applicable Not Applicable
6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
Rule 504(b)(1) (not (i), (ii) or (iii))
Rule 504 (b)(1)(i)
Rule 504 (b)(1)(ii)
Rule 504 (b)(1)(iii)
X Rule 506(b)
Rule 506(c)
Securities Act Section 4(a)(5)
Investment Company Act Section 3(c)
Section 3(c)(1) Section 3(c)(9)
Section 3(c)(2) Section 3(c)(10)
Section 3(c)(3) Section 3(c)(11)
Section 3(c)(4) Section 3(c)(12)
Section 3(c)(5) Section 3(c)(13)
Section 3(c)(6) Section 3(c)(14)
Section 3(c)(7)
7. Type of Filing
X New Notice Date of First Sale 2022-11-14 First Sale Yet to Occur
Amendment
8. Duration of Offering
Does the Issuer intend this offering to last more than one year?
Yes X No
9. Type(s) of Securities Offered (select all that apply)
Equity Pooled Investment Fund Interests
X Debt Tenant-in-Common Securities
X Option, Warrant or Other Right to Acquire Another Security Mineral Property Securities
X Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security Other (describe)
10. Business Combination Transaction
Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes X No
Clarification of Response (if Necessary):
11. Minimum Investment
Minimum investment accepted from any outside investor $0 USD
12. Sales Compensation
Recipient
Recipient CRD Number X None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Street Address 1 Street Address 2
City State/Province/Country ZIP/Postal Code
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States All States
Foreign/non-US
13. Offering and Sales Amounts
Total Offering Amount $3,981,950 USD
or Indefinite
Total Amount Sold $3,981,950 USD
Total Remaining to be Sold $0 USD
or Indefinite
Clarification of Response (if Necessary):
14. Investors
Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
32
15. Sales Commissions & Finder's Fees Expenses
Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
Sales Commissions $0 USD
Estimate
Finders' Fees $0 USD
Estimate
Clarification of Response (if Necessary):
16. Use of Proceeds
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
$0 USD
Estimate
Clarification of Response (if Necessary):
Signature and Submission
Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.
Terms of Submission
In submitting this notice, each issuer named above is:
Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).
Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.
For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.
Issuer Signature Name of Signer Title Date
SANUWAVE Health, Inc. /s/ Kevin A. Richardson, II Kevin A. Richardson, II Chief Executive Officer & Director 2022-12-27
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.
Happening to me now.
Who knows?? Let's see what happens with the proposal votes. If the proposals go through, It will likely be reversed to a higher price and possibly be moved to a different exchange. Then there will be likly be downward movement as new shares are sold. Time will tell.
lets see what happens with the propsals
Don't know about management. I'm not buying at these prices with a R/S and a massive increase in authorized shares looming.
I expect more of the same. I wonder what kind of discount the note holder party got in February. Where's the bottom???
I missed that. Getting sloppy in my old age. Not shocked that they haven't updated their website
Headquarters
3360 Martin Farm Road, Suite 100
Suwanee, GA 30024
United States
Eden Prairie
11495 Valley View Rd
Eden Prairie, MN 55344
Wow, I have a good til canceled order in higher than that for way more than the whole days volume and got nadda.
Another nugget,
SUWANEE, GA, Aug. 08, 2022 (GLOBE NEWSWIRE) -- via NewMediaWire – SANUWAVE Health, Inc. (OTCPK: SNWV), a leading provider of next-generation wound care products, is pleased to announce the appointment of Mr. Morgan C. Frank as new Board Chairman effective today, August 5, 2022.
Mr. Frank has been a principal at the life sciences focused investment fund Manchester Management since 2003 and a director of Manchester Explorer Cayman Ltd since 2013. Prior to that, he was a founder and managing director at First Principles Group, a boutique consultancy and principal investor specializing in corporate restructuring, restarts, intellectual property assessment and salvage, and spin-outs. Before that, Mr. Frank spent approximately five years as an analyst and portfolio manager at Hollis Capital, a San Francisco based hedge fund. He currently sits on the board of directors of Modular Medical (MODD) a development stage insulin delivery company. Mr. Frank holds BA’s in Economics and in Political Science from Brown University.
When asked about the new opportunity Mr. Frank states, “It is an honor to step into the role of Chairman at SANUWAVE. As a long-term investor in the company, I have had great opportunity to familiarize myself with the business and the market and have become very excited about the near-term potential and the dedicated and driven team. “Innovative products” is a term often paid lip service and less often lived up to, but I truly believe that to be the case here. I’m proud to join the movement toward evidence-based medicine for wound care and beyond by helping SANUWAVE transition into the next stage of its lifecycle and realize its extraordinary growth potential.”
Mr. Frank will succeed Mr. Kevin Richardson, who has served as Chairman since 2006. Mr. Richardson will remain CEO and continue to advise on key strategic initiatives as a Board Director along with Mr. Mike Stolarski, Mr. Jim Tyler, Mr. Ian Miller, and Mr. Jeffrey Blizard.
While separating the role of CEO and Chairman is a necessary step in preparing the company to up-list on NASDAQ, this transition will also enrich SANUWAVE’s strategic plan to continuously increase the leadership and experience available amongst their board of directors.
Mr. Kevin Richardson, CEO, stated, “I’m proud to transition the role over to someone who is not only committed and qualified but also passionate about the directionality of the company.” Mr. Richardson continues, “Mr. Frank is a long-term shareholder who has continuously shown commitment towards the growth & development of SANUWAVE, he is a great match for the position, and I feel confident he will be a great support in the continued progression and evolution of the company.”
Indeed.
Shocking , maybe they will get their act together.
McDonalds Dumps Trial of Plant Meat Because Customers Would Not Purchase – Next up, Bug Meat
August 5, 2022 | Sundance | 280 Comments
McDonalds has announced they are dropping their program testing plant-based meats because people didn’t like it.
As noted by the Washington Times, “other trials at Panda Express and Yum! Brands (KFC, Taco Bell, and Pizza Hut) have also ended without a subsequent product launch. Beyond Meat products at Dunkin’, Hardee’s, and A&W have been discontinued after launching.”
Apparently, American consumers do not want to eat fake meat; at least not fake meat made from plants.
https://theconservativetreehouse.com/blog/2022/08/05/mcdonalds-dumps-trial-of-plant-meat-because-customers-would-not-purchase-next-up-bug-meat/
https://www.bloomberg.com/news/articles/2022-08-03/beyond-meat-eliminates-about-40-positions-in-cost-cutting-move
Beyond Meat Cuts About 40 Jobs in Cost-Cutting Move
Cuts are said to hit operations team in multiple locations
Analyst says faux meat maker is burning through its cash
Beyond Meat Stays Focused On Growth Opportunity
Photographer: Gabby Jones/Bloomberg
ByDeena Shanker
August 3, 2022, 6:47 PM EDTUpdated onAugust 4, 2022, 7:24 AM EDT
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In this article
BYND
BEYOND MEAT INC
31.39USD-2.66-7.81%
MCD
MCDONALDS CORP
260.64USD-1.45-0.55%
YUM
YUM! BRANDS INC
120.02USD+0.21+0.18%
PEP
PEPSICO INC
175.87USD-0.96-0.54%
Open
Plant-based meat maker Beyond Meat Inc. eliminated about 40 positions as part of a broader cost-cutting plan, Chief Executive Officer Ethan Brown told employees in an internal memo.
“While difficult, this decision is one piece of our larger strategy to reduce operating expenses and support sustainable growth,” Brown said in the memo viewed by Bloomberg.
Workers from the operations team in multiple locations were affected, according to people familiar with the matter. The company, which reported having about 1,100 employees at the end of last year, is scheduled to report earnings on Thursday afternoon.
The stock slipped 0.2% in early trading at 7:19 a.m. in New York.
Once a Wall Street darling, Beyond Meat has struggled to turn partnerships with some of the world’s biggest restaurant companies, such as McDonald’s Corp. and Yum! Brands Inc., into profitable endeavors. And while the company is a pioneer in the development of plant-based products that imitate meat’s feel and taste, its efforts to ramp up production and create new products have been marred by setbacks. Competition has also intensified.
Even as the company announces new products, it is still figuring out the best ways to make them, sometimes at great expense. On its May earnings call, Chief Financial Officer Phil Hardin described the initial production process for its faux jerky, launched with PepsiCo Inc., as both “expensive and inefficient.”
Wall Street has turned pessimistic: The company’s shares have fallen almost 50% so far in 2022. They declined a similar amount in 2021.
David Trainer, chief executive officer of investment research firm New Constructs, flagged concerns about the company’s cash on hand in a recent research note and in a phone interview.
“Beyond Meat has failed to generate any positive free cash flow since going public in 2019,” Trainer wrote in a note dated Aug. 2. He said the $548 million in cash the company had at the end of the first quarter is only enough to sustain its current level of spending through 10 months after the period ended on April 2.
“Raising additional capital to fund further cash burn would likely come at a high cost and be bad news for existing and new shareholders,” Trainer wrote.
In an interview, Trainer said layoffs could help to preserve Beyond Meat’s cash, but “the proof is yet to be seen until we can see how much they can slow the burn.”
(Updates with shares in fourth paragraph.)
Up Next
Beyond Meat (BYND) Falls After Slashing Sales Outlook as Demand Wanes
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Nice day.
Looks Toxic.
They did manage to file something today.
Date of Report (date of earliest event reported): June 30, 2022
SANUWAVE HEALTH, INC.
(Exact Name of Registrant as Specified in its Charter)
Nevada
000-52985
20-1176000
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification Number)
3360 Martin Farm Road, Suite 100
Suwanee, Georgia 30024
(Address of Principal Executive Offices, Including Zip Code)
(770) 419-7525
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
?
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
?
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
?
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
?
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which quoted
N/A
N/A
N/A
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ?
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 1.01
Entry into a Material Definitive Agreement.
Third Amendment to the Note and Warrant Purchase and Security Agreement
On June 30, 2022, Sanuwave Health, Inc. (the “Company”) entered into the Third Amendment to the Note and Warrant Purchase and Security Agreement (the “Third NWPSA”), which amends that certain Second Amendment to the Note and Warrant Purchase and Security Agreement, dated as of February 25, 2022 (as amended, the “NWPSA”), with the noteholder party thereto and NH Expansion Credit Fund Holdings LP, as agent. The Third NWPSA provides for (i) the extension of the Agent’s and Holder’s forbearance of exercising their remedies arising from Existing Defaults (as defined in the NWPSA) to the earlier of (x) the occurrence of an Event of Default and (y) August 30, 2022, and (ii) the extension to file a registration statement with the Securities and Exchange Commission (“SEC”) to register the resale of the Advisor Shares (as defined in the NWPSA) no later than August 30, 2022.
The foregoing description of the Third NWPSA does not purport to be complete and is qualified in its entirety by reference to the full text of the Third NWPSA, which is filed hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit No.
Description
10.1
Third Amendment to the Note and Warrant Purchase and Security Agreement by and between the Company and NH Expansion Credit Fund Holdings L.P., dated June 30, 2022.
104
Cover Page Interactive Data File––the cover page XBRL tags are embedded within the Inline XBRL document.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SANUWAVE HEALTH, INC.
Date: July 7, 2022
By:
/s/ Kevin Richardson
Kevin Richardson
Chief Executive Officer
Chasing is a dangerous game.
Ready for a continuation.
Nice day indeed !
The complete and utter silence makes me agree with you. It's a shame.
Any energy production should be profitable at this time. Do they have anything brewing?
Symbol SNWV Total Gain %
05/11/2022 2,595.42%
SNWV
Filed form 10-Q on May 26, 17:00:58
https://fintel.io/doc/sec-sanuwave-health-inc-1417663-10q-2022-may-26-19138-917
[quoteback to stickie pinkie???
(TC9052) Opening transactions for this security are not currently permitted due to limited company information and/or the risk associated with the security.][/quote]
Apparently so. Obviously they can't be bothered with paper work.
Opening transactions in Pink No Information, Grey Market and Expert Market securities are not permitted due to the inherent risk associated with these products.
Bloodbath
DROP, Living up to it's name.
Unfortunately No.
SNWV which way is this going to go ??
Shocking...................... Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
At this point he does appear to be a buffoon.
Yes, I might change some orders if it were possible.