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Some things warrant disclosure, some don't. The purpose of an engineering run is to verify that everything functions properly, and that you are able to manufacture the product up to the customer's and regulator's specifications. Announcing successful run doesn't equate to revenue, and announcing an unsuccessful run makes the company look incompetent.
IMHO, proudly announcing nothingburgers as major accomplishments is not much more meaningful than making projections about future revenue based upon products that you hope to bring to market at some point.
Tell me (via PR or fins) when you're manufacturing/shipping material quantities of product to paying customers; tell me when you're generating meaningful revenue based upon those sales; tell me when you've successfully licensed some IP to a third party. Otherwise, it's all just fluff.
I don't disagree - there are absolutely echoes of PRs past here. But let's be honest:
1) This was promoted as a 2024 outlook...sure enough, that's what it was. One shouldn't expect to see 2023 stuff here.
2) IMHO, we're way past the point where video of an operating facility will move the needle in a meaningful direction. An image of a production line doesn't equate to revenue/profits - it's really nothing more than a moving picture version of the updates we've received to date...all potential, nothing tangible (from a financial standpoint). Success will be reflected in the fins and/or (if they happen) interim updates reporting *actual* revenue.
3) The money shot here is likely to be ABBIE. If it lives up to expectations (hopes...dreams), the revenue potential is astounding. COGS is essentially fixed at acquisition price plus fees to maintain the patent application, so the margins should be pretty massive. April/May 2024 (and the leadup thereto) will be huge for the future of the company.
4) The rest of the operations will contribute to revenue, but the corresponding COGS will be dramatically higher. Goals to hit x% of a given market for a given class of pharmaceutical by selling white label products manufactured by a third party will make for an impressive top line, but the bottom line will be chewed up by manufacturing/logistics costs.
I think we are seeing a pivot toward announcements of accomplishments and away from hopes and dreams. The downside is that you can't post about an accomplishment until you've accomplished it...previously set deadlines or expectations be damned. That said, I'd rather they keep moving in the current direction with a focus on tangible achievements, and back it up with positive financials. Eventually, when faced with the evidence, people will start to listen...
This could be HUGE. Or it could be Meh. Or it could be terrible.
The thing with presentations at highly technical symposia and trade shows like this is that there is little room for spin or BS. The audience is made up of SMEs who can penetrate the marketing BS that typically obfuscates shakier technologies and broader marketing efforts.
The announcements about ABBIE's progress will be analyzed, and the market WILL react accordingly.
Fingers crossed!
Volume is key, if only to get us out of the status quo where a 250 share trade near the end of the session can materially impact PPS. We need active, engaged traders every day, from bell to bell.
Given the event pipeline, I don't think this one will be governed strictly by sales reported in the quarterly fins - at least not until the company is actively cashing in on the prospective announcements it has made to date. Don't get me wrong, I agree that that verification of an increase in current revenue would help, and it would provide stability to the PPS that does not otherwise exist for companies trading solely on PRs/hype. However, we're still very much in a 'taking shots downfield position - a PR (in lieu of an 8k as is normal for non-reporting corps) detailing or including a copy of a signed agreement either for use of ABBIE or other pending sales activity (inclusive of surrounding financial terms), would go a long way toward boosting PPS without having to wait until the next financial statement is dropped.
In the long term, demonstrable revenue is better, but if we're looking to bolster PPS in the interim, the preceding is probably our best chance.
Sorry...that should read:
"as a failed attempt to offset..."
I hope not.
"News" that comes immediately before a quarterly posting is almost always performative at best, and generally ends up as a failed to offset an otherwise suboptimal earnings report. If they have good news, incorporate it in the report. If the report is once again meh, wait until after it has been processed and incorporated into PPS, and then release it as a subsequent event in hopes of counteracting the hit.
The application provides a deep dive into the technology, with enough detail that the examiner (and any competitor) can easily see what is 'different' about it...indeed, if the application doesn't detail a difference from any prior art (or if it is deemed obvious to someone with subject matter expertise), the patent doesn't get granted. This is why many companies choose not to patent certain trade secrets (formula for Coke, KFC's 11 herbs and spices), and instead keep them under lock and key.
Unfortunately, and as many here have pointed out, the established history of making bold announcements without follow-thru is likely tempering market response to recent updates. I suspect that we'll be in this holding pattern unless and until one or more of these PRs has a chance to materialize in the form of $$ on a financial statement, at which point there will be a rapid (and hopefully significant) adjustment in PPS.
No clue what you're asking here, but to be blunt:
MSLP is dead. Put a fork in it. Your stock has zero value, and will never recover. Per the BK settlement, all previously outstanding shares have been cancelled. Hopefully, you were able to dump some/most/all of your holdings before they filed. Enjoy the writeoff.
The only point in following this thing further is to have a forum to laugh at Drex as he descends through the seven levels of legal hell that (justifiably) await him.
Very true - it's impossible to know how many updates/corrections will need to be made to a given application, how fast the examiner will work, how responsive they may be, etc. My point was simply that we shouldn't necessarily be expecting anything in the short term, nor trying to bake that into any sort of valuation.
In the meantime, there is nothing (related to the patent application) preventing revenue generation from direct sales/technology licensing deals.
Don't hold your breath on the ABBIE patent being granted anytime soon. It typically takes several years to move from initial filing to awarded patent; a patent that I did some work on a few years ago was originally filed in 2016, but was not granted until early 2021.
Should be. There is still enough time in Q4 to finalize the securities component and allow you to take your loss.
DD is the evaluation of what the company has done historically, what it is doing presently, and what it is projecting in the future. The past informs how an investor should weigh current/future events. In this case, until the Company has established a record of meeting the expectations it has set forth, caution is warranted. I want this company to succeed, but blind cheerleading won't get it there...they have to earn it.
At the same time, creating FUD by hypothesizing worst case scenarios (many of which are patently impossible given legal/regulatory realities) is not DD, it's promoting bullshit.
Y'all just need to stop...stop the unrealistic and unwarranted hype, and stop the baseless and overstated doom and gloom. At the end of the day, this is a company with a billion and a half issued and outstanding, and another billion and a half waiting in the wings, but with a 30 day average of 5MM shares trading hands. Nothing we do or say really matters...it's all up to the company to either step up or faceplant.
I agree...while the devil is in the details, the summary makes it sound like they relied on third parties to advise on how to structure the terms - this reads like a big boy deal, not another visit to a family friend for a loan.
I am mighty curious about how they're determining the PPS for the stock portion - agreed value or PPS on a given trading date? I'm guessing the former, as PPS would have to roughly double to allow issuance of $3MM worth of common (and doing so would nuke the cap table and forego any further stock issuances)
Absolutely agree.
In my experience, a huge portion of the process is spent sorting through prior art and establishing whether there is a novel, valid claim. This mishmash of other filings is precisely why an application can take years to go from filed to granted, and in light of the associated expenses, is why many seemingly valid claims are abandoned.
I don't have any real insight into the validity of this claim or the likelihood of success, but if it can thread the needle and receive a patent, its value to the holder is immense - particularly in light of the CRISPR adjacent patents/applications that you noted.
Just when I thought I was going to sit it out for a bit...
"Worth" is a loaded term in IP. Moreover, pending patents don't necessarily mean that there is a product in the future. The process of shepherding a patent from application to granting is long, tedious, and expensive (both in con. fees to USPTO and in legal fees - patent attorneys don't come cheap). It's entirely possible that the prior application was allowed to expire by the original applicant because their business plans changed, or because they were facing shareholder pressure to reduce costs and focus on revenue generation. CGA likely obtained and re-filed with the intent of selling the application, or being acquired themselves.
That process may well repeat itself - as I've previously noted, I don't see this as a play to create a product for SHMN (at least, not initially) - I see it as an opportunity to walk the application through USPTO, and then sell or license the IP to one or more entities that can bring it to market, or alternately to create a valuable asset for SHMN that would make it a desirable acquisition target. Depending on the $$, it would take some analysis to verify that one or more of these strategies are viable (which may include waiting for an interim decision from USPTO about the validity of one or more claims in the application). Either outcome is huge for SHMN shareholders, and neither one requires that SHMN develop the technology/go through the testing to bring a novel product to market.
As always, note that I have not been involved with, nor had any communications with the company in several years. The above is based solely upon my experience in patent law, and business law generally, and is nothing more than my personal opinion.
Yes, someone who holds the shares (whether in Cert form or DWAC), can sell them in a private transaction, the terms of which are entirely up to the parties. The trick is that restricted shares would stay restricted.
The purchaser would have to obtain a legal opinion stating that the shares meet all of the requirements for Rule 144 (even these are getting harder to obtain in today's OTC environment; the last one I obtained cost 3x what would have been the norm 5 years ago), and then find a clearing firm/broker dealer who would remove the legend and transact the shares (currently the biggest obstacle facing holders of restricted sub-penny securities).
Once the legend is removed, you would have the option to transfer the shares into a standard brokerage account, tho most broker dealers specializing in microcaps assess a pretty hefty fee to facilitate the transfer.
I'm bullish enough based upon recent events that I'm willing to hold on to my two pieces of paper and see if we can punch through the copper barrier. Fingers crossed.
Every now and then, I feel like I have something to offer...maybe correct a material misunderstanding of law/fact, maybe offer some constructive criticism/observations to management (who we all know read this board, and react accordingly). When shit goes downhill, I try to hold my tongue and observe rather than contribute.
I haven't been as successful in these efforts lately, but the recent "discussion" reinforces that I should endeavor to try harder.
This board has devolved into a cesspool of baseless accusations, ad hominem attacks, and unsubstantiated and/or unfounded pessimism/optimism. In short, the board as a whole has lost its value, as entrenched sides relentlessly argue for their respective positions without (generally speaking) bringing any valuable or novel insight.
IMHO, everyone needs to sit back, have a stiff drink, and think about what they are about to post before hitting the submit button. Lord knows I've done so many times, and have frequently deleted substantial (and to be honest, substantive) posts where I thought they would not add value. If everyone is simply attacking or supporting the Company or other posters because it makes them feel good, the board as a whole loses value.
Once again, I'm out. I'll continue to monitor, if only because I want to be able to predict when I should reproach my broker-dealer and try to make my holdings liquid, but I truly feel like I cannot add anything of worth to the discourse on this board, as the discourse in general has become worthless.
do better.
Neither bullish nor bearish, but I would prefer that folks deal in facts.
I explain it in post 63361.
Don't fearmonger.
Sure, they could issue more Pref, but if there is not enough common to convert them into, the Pref shares themselves are largely worthless (as there is no market and no potential for conversion), and if they did so without issuing additional common, the Company would be acting in bad faith and likely looking for a lawsuit.
To review the math, At present (disregarding any additional Pref sales) there are 51 Pref shares outstanding which could be converted into ~816MM common (restricted) shares at any time (based on the one pref share = one percent of current outstanding conversion rate outlined in the amended articles). Today, tomorrow, next week. Any time.
Here's the tricky math part: 816MM converted shares plus the current outstanding 1,605MM shares > the previous authorized 2BB shares. They cannot service their current obligation to Pref shareholder(s).
The Company hasn't disclosed who owns the current outstanding pref shares and hasn't disclosed if they are part of the current funding raise. That said, we probably should assume that the outstanding pref remain ins in some undisclosed party(s) hands, any that additional cash will be raised by the Company selling some or all of the remaining 49 Pref shares via a Reg D private offering (otherwise there are probably some previously undisclosed insider actions that would need to be explained to shareholders/the SEC). Assuming this is the case, they not only cannot meet their current obligations, but also any additional sales of pref shares puts them even further in the hole. In short, they CANNOT issue more pref shares of the current class without creating more common AS, and they cannot create another class of pref unless that class is NOT convertible into common.
They MUST authorize more outstanding, whether they are selling additional Pref, or are simply trying to uphold their current obligations.
This is why we see the raise.
Not necessarily
My guess is that this is related to issuance of the Pref shares as part of their $5MM funding package - the Company previously didn't have enough authorized to be able to honor its obligation to convert those shares into common...now they do.
Another possibility is that they are providing some consideration to their advisory board/officers. The recent issuance of 25MM restricted common shares coinciding with Aguilar's appointment also seems to hint at a plan to issue stock as compensation. Again, the lack of available shares would have limited their ability to do so.
Do better.
Dude. Just stop.
Here's a simple article addressing the difference between FINRA and the SEC. You are correct that FINRA is an SRO, but note that its charter is to regulate broker-dealers, whereas the SEC (a government entity) regulates all public securities markets. Including OTC.
https://www.investopedia.com/ask/answers/how-does-finra-differ-sec/
You can also look at the SEC's own statements on OTC enforcement activities here:
https://www.sec.gov/securities-topics/microcap-fraud
Also note litigation here (much of which involves microcaps trading on OTC):
https://www.sec.gov/litigation/litreleases
Clearly, the SEC cares, and they are the only ones with the full power of the federal government behind them when it comes to enforcement.
And finally, as I've noted here before, I decided to get out of providing services for microcaps trading on OTCM once the SEC stepped up enforcement activities against the lenders and broker dealers that took advantage of them.
Rule 144 is perhaps even more germane here:
This is wrong on so many levels.
SHMN is not a Reporting Company, and as such is not required to file periodic reports pursuant to Section 13 or 15(d) of the. Exchange Act. The act as a whole (except where otherwise exempted) and associated regulations (such as Rule 144) still apply to them as a publicly traded Corporation.
The SEC has regulatory jurisdiction over all publicly traded companies.
Ergo, the SEC "cares" what SHMN, a publicly traded corporation does.
It makes a difference because whomever owns those shares has the ability to vote those shares at their converted rate, and with relatively simple math and relatively inexpensive acquisitive activity, could actually have a controlling interest in the company.
It makes a difference not to me, or to you, but to someone with a degree of sophistication who is considering buying into this company, and wants some level of understanding who is making the decisions.
Seriously, this kind of BS is so tiresome.
Please explain how a company with zero registered stock to sell into the market would "pay for" non-convertible notes with a pump.
haha...and my point is that we don't know, because they have said that the majority of funds are coming from the sale of pref shares, but haven't disclosed the nature of the transaction.
It's a circular argument that forces us to speculate because of a lack of clarity.
Again, I don't disagree with the nature of the funding, but believe (both personally and to satisfy the OTC rules) that there should be more transparency.
But as they say in automotive groups, your mileage may vary.
From the July 25 PR:
"Mr. Night also said that the company would receive the funding in stages over a year as it completes different projects. Most of the funds are from Preferred Series A shares and the rest are from financial notes."
I'm referring to the sale of preferred securities.
Sure, there is not dilution right now, but there may be tonight...or tomorrow...or next Thursday...or whenever the party who acquired the pref shares decides to convert.
The undeniable fact is that the pref shares may result in potentially massive dilution even more rapidly than a convertible note (which has to mature before it may be converted. This isn't fear mongering, it's simply the truth, and it's why I bore everyone about the need for transparency.
There will be dilution in the future. We don't know when, how much, or indeed if there are any contractual restrictions on when it can occur - this is what I believe should have been disclosed in the PR announcing the financing (at least the portion pertaining to the sale of pref shares), as it is clearly material to shareholders of common stock.
That said, I'm not opposed to this transaction - it's probably the only way this company could raise the capital it needs to become sustainable. It just needs to disclose how its actions impact its current and future shareholders in accordance with OTC Markets requirements.
The company has no registered shares to sell - anything issued will be restricted, and any shares converted from the preferred will be restricted. That's not the company's call - it's dictated by the Securities Act. All restricted shares must be transacted subject to rule 144, which means they'll need to be held for an appropriate period of time, cleared, and when ready to be transacted, sold through a broker-dealer willing to handle formerly restricted shares.
Good luck.
The Company is selling preferred shares. How many, we don't know. They are also borrowing money. How much, we don't know (although we do "know" that they are not using convertible notes...so they say). Despite the order in which things were laid out in their PR, we have no clue where the majority of funding is derived from - anything said here to the contrary is pure speculation.
Whomever is purchasing the preferred shares has the immediate right to vote those shares at a rate equivalent to the the number of common shares they would possess if they converted. They could also convert the pref shares into restricted common at any time. Because of the conversion rate, the purchaser could potentially be acquiring up to a <50% interest in the company. The conversion rate is 1 pref share = 1% of the then issued and outstanding common stock, thus there is a sliding scale of up to 100 preferred shares which would equal 1,575,576,407 common shares, equaling the 1,575,576,407 common shares currently issued and outstanding, on top of any common shares they may already posses. (This is problematic, as there are only 2,000,000,000 shares authorized, but this isn't my problem).
Decent odds it looks something like this:
Google Patent Search for CGA Intellectual Holdings
Five years ago, it wasn't hard Now, it's extremely difficult (well, difficult for sub-penny stocks). The SEC has been cracking down on both the firms who would issue convertible notes and then dilute the recipients out of existence and the broker dealers who would clear those certificates to facilitate the scams. The net result is that there are fewer lenders, and few if any broker dealers, who are willing to work with sub-penny stocks (as I have frequently griped about).
The fact that SHMN has secured funding in this environment is a pleasant surprise, and hopefully the harbinger of good things to come.
I do believe there should be some more transparency about the details of the transaction(s), as there is potential material impact to the rest of the shareholders. We definitely should see what the Pref piece looks like in the near future, although it may push to the Q3 report due to the timing of this transaction. Details about the note (secured or not, convertible or not) likewise should be disclosed per OTC Markets rules, but I'm not holding my breath...
This is an interesting case, as it's a Ch. 11 filing (reorganization), but seems to be progressing more like a Ch. 7 (liquidation). There was never much doubt that Empery had zero interest in allowing the company to survive if doing so would impede its attempt to recover as much $$$ as possible through an auction of assets.
Assuming that the corporate entity does survive the asset sale, it is highly likely that it will cancel all outstanding shares as it emerges from BK, and get shopped around as a vehicle for something else to reverse merge into.
I was casting a broad net - I couldn't recall if all of their announcements came solely via PRs, or if some were included in notes in the quarterly/annual (and was too lazy to read through historical filings).
The PR is the public announcement. Since alternate reporting companies don't file 8-Ks, *every* material event, including termination of previously announced material events, are supposed to be reported via PR.
No clue why OTC doesn't enforce its own rules. And while I know it's widespread, I'm not one to excuse a company's bad behavior behavior by noting that 'everyone does it'