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Powerhour fizzzzzzle.......
10K is out - are there any doubts about this POS now?
Probably not after reading this....: http://seekingalpha.com/article/3180406-revisiting-valmie-resources-a-host-of-issues-to-consider
Why would it be a "catalyst"? A MOU letter stating that they may intend to help out a non-profit search organization with their non-existent technology for a service job that would not pay any money....what a joke!
Must Read Post on VMRI - thanks for sharing!
http://seekingalpha.com/article/3180406-revisiting-valmie-resources-a-host-of-issues-to-consider
ASCC received an inquiry from the SEC back in October regarding John Morrissey and the Jaxon Group: http://www.sec.gov/Archives/edgar/data/1527027/000000000014052092/filename1.pdf
October 20, 2014
Via E-mail
Robert Federowicz
Chief Executive Officer
Aristocrat Group Corp.
495 Grand Boulevard, Suite 206
Miramar Beach, Florida
Re: Aristocrat Group Corp.
Registration Statement on Form S-1
Filed on September 25, 2014
File No. 333-198947
Dear Mr. Federowicz:
We have reviewed your filing solely for the issue noted below, and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. Where you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response.
Selling Stockholder, page 24
1. We note the representation that no affiliate of Jaxon Group Corp or John Morrissey has served as an officer or director of your Company within the last three years or has had a material relationship with the Company. Please confirm that your former chief executive officer and director, Cindy Morrissey, is not related to Mr. Morrissey nor
otherwise affiliated with the Jaxon Group Corp.
You may contact Paul Fischer, Attorney-Advisor, at (202) 551-3415, or me at (202) 551-3810, with any questions.
Sincerely,
/s/ Terry French for
Larry Spirgel
Assistant Director
John Morrissey is in fact Cindy's nephew (he is the son of Cindy's brother Thomas Morrissey). Nothing new here - typical of Cindy's sister Kathleen to try and hide their ownership in the company.
I dunno....maybe my plain English is misreading this statement: "How I turned diversity into million-dollar sales for my toy company" - dated May 1, 2015, 5:00am CDT.
Clearly the word "turned" is past tense, meaning he had already accomplished $1 million in sales in between the 10K being filed on April 13 and two weeks later on May 1. From the 10K - sales were only $130k since inception, and there was no mention of subsequent events in the 10K to indicate impending 9-10 fold increase in sales. Clearly this attention getting headline was a bit of embellishment.
LOL - making up million dollar sales numbers....guess he learned that from his own sparkling seminars: http://issuu.com/imagineintl/docs/mediakit11
Not only that...he is touting himself to now be the CEO - check out the photo caption for HIS toy company: "Trent Daniel, CEO of The One World Doll Project Inc., a subsidiary of Houston-based One World Holdings Inc."....wonder what Corinda Joanne Melton thinks of his coup.....and where is that 8K.....?
Nothing gradual (-67.5% in one month) about the descent....
Speaking of lawsuits....birds of a feather....
200919523 - REAL TIME RESOLUTIONS INC vs. HARVEY, DONNA KAY (Harris County Court 234) - breach of contract - disposed in favor of plaintiff for full amount, interest, lawyer fees.
201129542 - ALIEF INDEPENDENT SCHOOL DISTRICT vs. DANIEL, SARAH M (INDIVIDUALLY & DBA IMAGINE INTERN) (Harris County Court 133) - tax delinquency - pre-trial set for May 15, 2015
You know...each time I go back and re-read OWOO's press releases, I get more entertained.
Take for instance this comment from the latest press release:
"2014 annual revenue increased to $109,520 as compared to $20,549 in 2013, a year-over-year improvement of 532%. The growth this period over last yearyear-over-year is consistent with the Company's previous 2014 quarterly performance improvements." - HUH?!?
The previous quarterly (Q3) states that sales actually DECREASED from the previous quarter (Q2) and were in fact NEGATIVE in gross margin!
3rd Quarter Results:
Sales = $5692 - significantly less when compared to $26,875 for the previous period.
Gross margin = ($8296) - compared to the previous quarter which had a positive gross margin of $9012.
Just curious - is that "up 200%" using the same flawed math OWOO used in overstating increased sales: http://investorshub.advfn.com/boards/read_msg.aspx?message_id=112748275
"Tell me exactly how the company is failing." - let me break it down for you in simple terms:
The company is currently spending annually:
$4.2 million in G&A
$1.6 million in interest expense
$1.5 million to fund new operations (2015 Business plan stated in 10K)
2015 Total annual requirement = $7.3 million
The current (Dec 2014) working capital deficit (the immediate cash needs to fund ongoing operations) is at $6.0 million.
OWOO's CEO has stated she is hoping for $1.1 million in gross sales for 2015 - this includes the much bally-hoo'd Walmart sales.
At the current (10K actual results for 2014) gross profit margin of 20%, this would yield a gross margin of only $220k (or about 3% of expected expenses).
This does not factor in paying down ANY of the existing 75 convertible debt notes (1.9 billion potential shares), and assuming that the costs to run the business remain flat while exponentially increasing the sales.
The terms were very "friendly":
During the fourth quarter ended December 31, 2014, we issued a total of 141,331,647 unregistered shares of our common stock to lenders underlying convertible debt, pursuant to convertible debentures (each a “Debenture” and collectively the “Debentures”) of $188,788 and accrued interest payable of $12,922. This equates to a conversion price of $0.00143/share
Since December 31, 2014 through the date of this Annual Report, we have issued at total of 80,486,541 unregistered shares of our common stock to lenders underlying convertible debt pursuant to convertible debentures (collectively with the aforementioned Debentures, the “Debentures”) of $59,925 and accrued interest payable of $1,570. The Debentures mature either six months or one year from issuance and bear interest at rates ranging from five percent (5%) to sixteen percent (16%) per annum. The Debentures are convertible into the Company’s common stock at rates ranging from $0.0015 per share through $0.07 per share, with several of the Debentures having a conversion rate based on a 50% discount on the ten or twenty-day trading average of the Company’s common stock prior to conversion.
Of the "old" notes, they retired approximately $486k, while entering into 48 new "friendly" notes for an incremental $1.435 million increase in outstanding notes - the end result being the potential convertible shares increased from just under 8 million shares to a whopping 1.9 billion shares.
pained - here is my assessment (opinion) on where things stand - the Company has always had a decent story line - a unique, relatively high quality product, priced reasonably well for the average consumer, a designer with a pedigree, and strides being made to open up new retail markets.
The reason I (and others) say "it has never been about the dolls" is that what matters to an investor is what happens with the share price. Had management been a bit more protective in the early stages on spending money more wisely, I believe the dilution could have been more orderly and measured commensurate with sales. The management instead went with the "better to burn out then to rust away" approach and appears to have spent a lot of money on getting their foot in the (Walmart/Toys R US) door while largely ignoring the mounting convertible debt, interest expense, etc. One could argue that it takes money (to spend) to make money (sales), but one also has to balance the burn rate. The idea being that only spend what you can afford to pay back, or run the risk of having to refinance the debt with even more debt on terms less desirable (i.e. 1.9 billion) - which is where we are at today - the company rolled the dice that they could role the notes at a higher share price, and things fell apart after no one fell for the gimmicky paid IRP's.
Is there money to be made on this stock? Yes - but at what risk? With added convertible notes, there is a steady stream on the horizon to flood the market. Another reason for stating "it has never been about the dolls" is that in my opinion, a trading philosophy should not be based on the product but rather how that product and the underlying share structure push the stock price - falling in love with dolls will get you a lot (48 million) of shares with no way to liquidate them at a profit.....
"consolidation", "steady", "opportunity to buy more" are just a few of the euphemisms to be used when the stock is tanking.
On another note regarding Corinda's Feb 23rd letter to the Company’s stockholders - she explained that the Company is forecasting sales projections for fiscal year 2015 exceeding $1.1 million.
It is presumed that the lion-share of this projection will come from the much touted, company saving, "Walmart announcement". Based on the results of 2014, and assuming another 2% year over year improvement on the 22% gross margin results for 2014, one could expect to see a gross margin of $1.1 million x 0.24 = $264k. for 2015. As the Company indicated, this would primarily be attributed to the seasonal sales in 4Q.
While making sales over $1 million is pretty optimistic for 2015, the gross margin would hardly cover their existing burn rate on G&A and overhead (at $4.2 million - the gross margin would cover about 23 days of G&A). The interest expense alone is over 6x this expected gross margin - this does not factor in the proportionate increase in costs necessary to ramp up to achieve the $1.1 million projection.
Bottom line is they cannot sell (dolls) their way out of this - with or without Tonner endorsements.
pathetic...thanks for the post
Yeah...like this post from May 2014 - seems pretty accurate, no?: http://investorshub.advfn.com/boards/read_msg.aspx?message_id=102072375
Predicted vs. actual
Predicted Share Price = Low of Delisted/Grey, High of $0.10
Actual Share Price = demoted to OTC Pink, Low of $0.0008, high of $0.06
Predicted Outstanding shares = Low of 50 million / High of 200 million (4th quarter)
Actual Outstanding shares = 251.3 million
Predicted Annual Sales = Low of $40k, High of $160k
Actual Annual Sales = $110k
Predicted Gross Margin after cost of goods = $8k to $32k (20% gross margin to remain flat)
Actual Gross Margin = $25k with a 22% gross margin
Predicted Assets = Hi/Low of $600k
Actual Assets = $350k
Predicted Annual Operating Expenses = Low $3.5 million to a High of $5.0 million
Actual Operating Expenses = $4.2 million
Predicted Interest expense = Low/High of $0.7 million
Actual Interest expense = $1.6 million
Predicted Working Capital deficit = Low of $5.0 million/ High of $6.0 million
Actual working capital deficit = $6.0 million
Predicted Convertible notes = Low of $1.0 million to a high of $2.0 million
Actual Convertible notes = $1.9 million
Predicted Company shares repurchased = Low/High of 0
Actual shares repurchased = 0
There has been a lot of talk regarding the progress the Company has made towards reducing or eliminating debt. In fact the Company has made public press releases touting new infusions of cash that would "reduce and eliminate" the debt, and that they had already made great strides in this effort during the 4th quarter of the year and would continue into 2015.
Factually, the company did reduce the "old" notes by $486k which is in line with promises they made to cut it roughly in half.
However, when looking at the 10K, this burden has simply shifted to new notes, and has actually increased in total dollars due by another incremental $1.435 million.
One might argue, yes, but all companies need capital to expand and grow their business, and that the "new" notes are on more favorable terms (ie "not as toxic").
Let's look at the actual progress made by the Company - direct from the 10K:
"At December 31, 2014 and 2013, the convertible debentures and related accrued interest payable were convertible into approximately 1,900,021,000 and 7,963,000 shares of our common stock, respectively."
From this statement one can see that the convertible shares have grown exponentially from just under 8 million shares to a whopping 1.9 billion shares (somebody calculate that percent increase for me, my calculator is smoking....) that is a potential conversion. Both the dollar amount and the convertible share amount have substantially grown - neither trend is indicative that the Company is trying to pay down debt nor trying to get convertible notes on more favorable terms.
"....these financials are actually better than the last three...."
Which part?:
Going from OTCQB to OTCPink?
Exponentially increasing O/S's?
Delinquent Notes?
Growing Capital Deficits?
Ability to attract and increase more convertible debt at 50% discounts while taking on more lawsuits?
Donna Harvey increasing her position to 48.1 million shares?
The hampster like mentality of management (more sales at a greater expense is better!)?
Just curious if OWOO's church sales helped the Colonel earn that Countian of the Year award?
You are welcome. Putting things in perspective, at a retail price of $19.99 per doll, the Company expended $6,935,934 to generate $109,520 in gross sales - this means they spent $1266 per doll to achieve this lofty goal!
I can forgive OWOO for their math error, even when they are comparing a full year (2014) results to a single (2013 4th quarter) number:
% Increase = (New Number - Original Number)/(original number) x 100 = ($109,520 - $20,549)/($20,549) x 100 = 433%
However, what really matters is touting the deception that making a gross profit of a meager $25k while raking up an astounding net loss of $6.9 million after expenses seems like a bit of a stretch, even for Sweet T.....
10K Facts and Figures:
2013 to 2014 O/S increased from 21.8 million to 251.3 million, an increase of almost 1050%
Notwithstanding the recent run-up for those fortunate enough to have flipped this, long term shareholder value has seen a year over year price (April 2013 to April 2014) decrease from $0.135 to $0.00427, a drop of 96.8%. Even Donna Harvey is likely back in the red as her average cost for her 45.3 million shares was last reported to be $0.00524 (http://investorshub.advfn.com/boards/replies.aspx?msg=112045967), leaving her about $44k in the hole.
Despite alleged reports that lawsuits were settled, the Company notes that "As of December 31, 2014, several of our convertible debentures were delinquent.". The two known lawsuits (WHC Capital and Darling Capital), are both still "active" according to the New York State Court online records.
Insufficient Number of Authorized Common Shares
As of December 31, 2014, we had several convertible debentures and related accrued interest payable that were convertible into approximately 1,900,000,000 shares of our common stock. We had 500,000,000 common shares authorized and 170,767,039 common shares issued and outstanding. We will be required to increase the number of authorized shares of common stock in the event all convertible debt is converted into shares of our common stock.
New convertibles - toxic or not - you decide:
During the fourth quarter ended December 31, 2014, we issued a total of 141,331,647 unregistered shares of our common stock to lenders underlying convertible debt, pursuant to convertible debentures (each a “Debenture” and collectively the “Debentures”) of $188,788 and accrued interest payable of $12,922. This equates to a conversion price of $0.00143/share
Since December 31, 2014 through the date of this Annual Report, we have issued at total of 80,486,541 unregistered shares of our common stock to lenders underlying convertible debt pursuant to convertible debentures (collectively with the aforementioned Debentures, the “Debentures”) of $59,925 and accrued interest payable of $1,570. The Debentures mature either six months or one year from issuance and bear interest at rates ranging from five percent (5%) to sixteen percent (16%) per annum. The Debentures are convertible into the Company’s common stock at rates ranging from $0.0015 per share through $0.07 per share, with several of the Debentures having a conversion rate based on a 50% discount on the ten or twenty-day trading average of the Company’s common stock prior to conversion.
During the fiscal year ended December 31, 2014, we did not repurchase any of our securities. - Plans change.....http://investorshub.advfn.com/boards/read_msg.aspx?message_id=97529756
The Company has a working capital deficit of $6,027,776 at December 31, 2014. This is a 66% increase from the previous year.
The Company had an accumulated deficit of $16,661,742, up from $9.7 million the year before,an increase of 71%
The good news is that sales increased from $20k to $110k (a 433% increase). It should be noted that 2013 sales were only started in the 4th quarter - so not really an apples to apples comparison. The cost of sales also increased by a proportionate amount (414%), reflecting the increased costs were linear with sales. Gross profits were up slightly from 20% to 22.7%., yielding about $25k for 2014.
The bad news is that the selling, general and administrative expenses increased $848,087 to $4,174,904 in the year ended December 31, 2014 from $3,326,817 in the year ended December 31, 2013 (an increase of over 25% not including R&D and Depreciation). Putting it another way, the company spent about $168 in G&A for every dollar in gross profit they made.. All of this done while increasing their working capital deficit AND increasing the O/S's.
Interest expense increased to $1,622,701 in the year ended December 31, 2014 from $619,236 in the year ended December 31, 2013 (an increase of 162%). Putting it another way, the company is spending $65 of interest expense for each dollar of gross profit margin they receive.
The Company's capital requirements for the next 12 months will exceed $1.5 million.
Robert Hines, former CEO and president of SEC suspended EVSO is still on the Board of Directors: https://www.sec.gov/news/press/2011/2011-120.htm
Cash on hand = $604 and some HEB Buddy Bucks...
Convertible notest:
The good news is that the company appears to have successfully reduced 19 of the "old" notes by $486k, leaving $514k for the remaining 27 "old notes".
The bad news is that the company has entered into 48 "new" convertible notes, adding an incremental $1.435 million to the tab.
For those arguing that for penny stocks, financials "really don't matter" are ignoring the fact that the need for cash results in more convertible debt being issued, which directly affects the stock price. The over hang of 1.9 billion (yes "billion"), will have a direct affect on the stock price when converted.
Remember - it was never about doll sales.....
15 days for the 10K....should be interesting: http://ih.advfn.com/p.php?pid=nmona&article=66144266
Capital Gains Report was compensated $5000 by a third party for the creation of a company report for One World Holdings, Inc.
Your girl Donna Harvey is probably not "killing it" as you say.
From the public filings, I have done a little math for you:
From all of the filings, it shows she has purchased 40,746,129 shares at a weighted average cost of $0.0055/share. Prior to her being required (as a > 10% holder) to show her earlier purchases, it is assumed she came into the market around August - October with her initial 4,603,393 shares at an average weighted price of $0.0110 (could have been higher if purchased earlier), resulting in her combined weighted average price of $0.0060 for her total 45.3 million shares (purchased for $274k). At today's current price of $0.0063, that has her up a tidy 4% (or $12k) on putting at risk her $274k - like I said, not exactly "killing it", but still green....
Don't have to assume anything - you have clearly posted that in your profile you are an IRP. Nothing wrong with day trading this and making some profit.
Regarding the stock - the company clearly is a one man operation with no assets, patents, products, operations, or cash. Their "partner" is pretty much the same. Look at the latest financials and shady background of the ones backing this.
Congrats on you and Harvey making money on paper - just like her paper losses when she was down some 80% at the end of last year, her paper profits are just that (paper) until she sells. I suspect she will not be a savvy as you are on taking profits when they present themselves. Clearly eventually trading off her 45 million (with an A/S count of only 250 million) will be a bit tricky when she goes to liquidate.
The request from the plantiffs for a default judgment in December was just that - a request. Timing of when to act on it is entirely up to the court system. What we know is that they are requesting their 2+ million shares (or $416k) be repaid back, plus court fees, plus liquidated damages, plus penalties.
The $37k is not speculative - it is the first 9 months of 2014. 4th quarter sales are the only thing speculative here.
Tween Scene "bigger" profit margin - I suppose you are onto something - improving on a negative $1 margin over 9 months would not be too hard to beat.
Agree with you on that stuff means very little in pinky land - it has never been about the doll sales.
The case from December (Darling Capital, LLC v. One World Holdings, Inc.) is still pending (see cause #653388/2014, New York County Supreme Court) - a motion was filed on Dec. 22, 2014 for a default judgment - the courts apparently have yet to act on this motion as it shows still "active" on their website with no further activity since that date.
The shares authorized are in fact stated as 500 million - see link here: http://ih.advfn.com/stock-market/USOTC/OWOO/financials , however, it is true that the O/S shares is last reported at somewhere north of 200 million. I suspect that the next financials will show this number even substantially higher - my guess is it will be closer to 250 million.
Until we receive the next finacial report (10K due in mid-May), we will not know the size of those 4th quarter sales. What we do know from the preceding 3 financial reporting periods is that their product is selling at a net loss after cost of sales. This is BEFORE any of the operating costs, G&A, interest expense, derivative losses, making true on their promises to reduce/elimnate debt by at least half, pending lawsuits, cost to ramp up the Tween Dolls, etc are factored in.
Epic fail on the paid IRP rah rah posts....but nice try.....
How exactly will this one man operation with no money and no technology market their yet to be developed V-1 Drone technology in their non-existent crop monitoring operations in Central and South America??
Yeah...the 10K is telling....
The beneficial offshore owner, Fen Holdings & Investments, is controlled by a Mr. Juergen Krause. Not so coincidentally, Mr. Krause was part of the GTSO scam as controlling person at Paradigm Capital Corp - another offshore entity: http://www.sec.gov/Archives/edgar/data/874792/000114420410066968/v205236_sc13d.htm
These offshore entities are just another way for the principals, Kathleen Delaney, Michael Franklin, Thomas Cloud, et. al. to hide their participation in this one man show. Hammack is just a puppet for these scam artists.
UPDATE on WHC Capital v. One World Holdings Lawsuit -
Motion submitted on 3/12/15 for default judgment against OWOO. Court requested to decide on March 24 on the merits of the case. WHC asking for 22.5+ million shares it is due or $416,000 plus interest. WHC also asking for attorneys fees, costs, consequential damages, liquidated damages, and punitive damages.
CHGT on list for Failure to Comply w FINRA Rule 6530: http://otce.finra.org/DailyList
More on this rule and the implications here: http://finra.complinet.com/en/display/display_main.html?rbid=2403&element_id=4513
"shake weak hands"?? - with less than $1000 in total volume traded today the only thing "shaking" is the piggy bank trying to get that last nickle out to cover the e-trade commission....
LOL - "acquire" them how? With what money? You do realize that Wallace Browne is Kathleen Delaney's son in law don't you?
Complete fabrication - misleading - false: http://investorshub.advfn.com/boards/read_msg.aspx?message_id=111371794
However, not surprising your are being mislead by the CEO - more on him here: http://investorshub.advfn.com/boards/read_msg.aspx?message_id=110717852
Lather, rinse, repeat...this POS compnay has been nothing but lies. No surprise considering who is behind it (Cloud, Delaney, et. al)