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Aha, thank you!
I think I mentioned some time ago that they don’t show any tangible assets, other than a made up number in the Goodwill line item. That and $5 can buy SH’s a cup of coffee. The thing is there’s also large sum of convertible debt issued to this crew that’s accruing interest for what amounts to worthless subsidiaries. A couple hundred grand a year per each just in interest is not too shabby.
The picture should’ve been crystal clear when those stakeholders rushed to convert their shares as soon as they were unlocked.
Dave, has anyone encountered problems with app notifications not working on a device? All of a sudden there are no notifications for replies, and I’ve tried everything.
I could’ve sworn there used to be a push notification toggle option in settings, but I don’t see it. Although, it’s been quite a few years since I’ve searched through settings, and I could be wrong, but ihub app notifications is the only one not working on my device.
So, shareholders bought a subsidiary (CIGN) for ~$10M that was basically for labor since CIGN doesn’t own anything. CIGN REAL ESTATE LLC, which is privately owned by Feldenkrais (NO CATV ownership) owns the land and greenhouses, but CATV has issued a ton of shares to Feldenkrais for the acquisition, and in addition been paying $10k a month to Feldenkrais to lease the property from himself. That land and greenhouses is now for sale. CATV doesn’t own any of it. Maybe CATV can get a few bucks for the equipment.
So, if Feldenkrais sells the property — not only does CATV ends up with zilch from the sale, but they no longer have a grow operation, which to be honest doesn’t have much going since they only had one contract that ended up in a lawsuit when the crop that Feldenkrais was cultivating failed. However, Feldenkrais and associates managed to secure millions in stock conversions.
Their latest abysmal financial disclosure makes a lot more sense now.
What’s plan C since the restaurant was plan B and failed in 4 months. What other subsidiary and bright ideas will shareholders enthusiastically buy for millions more in shares?
Oh for sure. I’ve had the same experience where I’ve had to ask on multiple occasions, how is it that I know more than you do lol. It’s really a shot in the dark when you call whether you’re going to get a plausible answer.
I’ve gotten a response or two in the past, but only after much persistence. I’m not holding my breath on this one though.
And I see we're dealing with the former First Bitcoin Capital, and Simon Rubin and Yuri Abramov. The SEC really should take a closer look.
Yes, that’s just another reason why this is all highly questionable. According to SEC files, It appears they were under review by regulators for their latest annual:
After reviewing your response to this comment, we may have additional comments.
Form 10-K For the Year Ended April 30, 2021
Index to Financial Statements, page F-1
1. Please amend your filing to include audited financial statements pursuant to Article 3 of Regulation S-X.
The company stopped responding to the commission and proceeded to file the form-15.
The whole thing stinks imo.
I appreciate your input. Since this is going to drive me crazy, I might just have to go the route of contacting OTCM for answers. I’ll keep you posted :)
Let me see if I can explain this a little better, I know it’s confusing… They filed a Form-C on Friday: https://www.sec.gov/Archives/edgar/data/1525852/000152585222000001/xslC_X01/primary_doc.xml
This included their two latest annual reports attached to their prospectus per the rules: https://www.sec.gov/Archives/edgar/data/1525852/000152585222000001/botsos20220809.pdf
which the latest annual was filed on 11/21 for period ending 4/21. This is NOT any new financial disclosure. Since that annual report, they filed a couple more quarterlies before they filed a form-15. Their last quarterly was right after the Form-15 for period ending 1/31/22, and per the new rules threshold — they’re late in reporting which put them on the expert market.
So, they’re using annual reports from ‘20 and ‘21 with the Form-C as required, but these financials were published months ago.
OTCM shows a “unsolicited quotes” warning, but at the same time as “pink current” with a published quote.
They’re technically not current — for the same reasons they were put on the EM to begin with. Nothing has changed, or been reported since their last quarterly for period ending 1/31/22, which followed the Form-15, other than filing the Form-C on Friday with the two K’s that were already in the public domain.
I’ve read everything out there with Form-C guidelines and can’t find why it would make a company that’s technically delinquent, current, when they’re not submitting any new financial information.
It’s baffling to me, since none of it makes sense, especially the “unsolicited quote” warning still up on OTCM.
https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001525852&owner=include&count=40&hidefilings=0
https://www.otcmarkets.com/stock/BTZI/overview
I think I saw an alert that they filed today. I haven’t had time to take a look, but judging by the volume there’s nothing to write home about.
You and I have seen our share of overpromise and horribly under-deliver haha. I bet most investors produce more income in a day than the companies they’re invested in.
Most of the nearly billion shares in new issuance went to insiders — Feldenkrais and his associates. Shareholders bought a company from Feldenkrais for millions of $ with multiple subs that produces $21k in revenue, and are basically depending on a overpriced pending lawsuit for income? That’s a horrible business model anyway you spin it, and independent of today’s hit on pps from the financials, if/when the CE comes off, the overhang with those shares is going to eventually put significant pressure and downward pressure on the price.
Janice, do you have any idea how are expert market companies bypassing reporting requirements by filling a Form C and poof becoming pink current, when in fact they’re still technically late in follow-up quarterlies.
This seems to be a phenomenon/loophole taking over quite a few EM designations if they have 2 annual reports filed preceding the filing of the Form-C. For example Bots, Inc jumped over 250% yesterday as a result. I took advantage of the jump simply bc I happen to be a mod and saw early in the morning they had a quote, but I’m still lost as to how exactly they can be pink current, when on OTCM they still show a unsolicited quote disclaimer.
Any insight would be appreciated.
Oof, those financials are atrocious! What has Feldenkrais been doing all this time? How do you open and close a restaurant in span of 4 months? Cash borrowed and flushed away, and that’s not even the worse part as their main operation and bread and butter hemp business is under water (no pun intended).
$21k in revenue for the quarter — over half a million $ in loss of income for 6 months.
I don’t exactly recall, but I can say for a fact you were spot on that it would fall below .02 — by a lot haha.
Well, I used their own wording in their prospectus in regards to a arbitrary price, and judging by the current state of the financials and stock, $1 would be quite a reach, and likely unacceptable to the intermediary/broker in justifying such a price with Regulation CF. Imo paying multiple of ten is quite a reach since an accredited investor has the ability to simply just go through their broker and buy at a fraction, and they don’t have to hold their shares for a year.
I’ve always been a skeptic of this type of funding method because it’s fraught with manipulation, whereas a registered public offering is generally at a discount and somewhat close to where the stock is trading.
You are correct, Les. I found it very difficult to make sense of those numbers to try to show any value, growth or a return on investment with no sales/revenue, and ~$8M in lost income, and I bet most people invested here have more cash in their bank account.
The numbers should be of no surprise since it’s taken from their last two annual reports, but nevertheless baffling when read along with the prospectus where they fail to show how exactly they plan to generate income from what they’re raising, other than using it to give the middle guy (trucrowd, Inc) 8% and the rest for general and administrative expenses.
You know better than me since I haven’t looked at their financials in any detail in a long time, but those numbers are a little off-putting, if you’re just taking a glance. They do however state the .05 number is arbitrary, so not based on any potential.
Let’s keep an eye on the follow-up fillings to see how they do.
They’re actually trying to do a crowd funding for $10k - $250k, showing ZERO $ sales and ~$1900 cash on hand. Looks like they’re out of options.
https://www.otcmarkets.com/filing/html?id=16006257&guid=Ll1-kanm7vxzB3h
Since they filed their Form-15 and ditched their SEC obligations, their financial burden to file reports has diminished exponentially. It’s literally fill in the blank type of financial report to OTCM, with zero SEC oversight. There’s no excuse to not be able to meet the bare minimum in standards to be pink current.
I remember the days when Ross was just some rando on Twitter. They all came out of the woodwork around 2013 with the boom in weed stocks and once they grew their followers on the platform, in no time they all had a scam pay-for-play “trading room”.
I always got a kick out of the fake tweets thanking these scammers for the bigly bucks they are raking in lol.
Does he still use the Trade Ideas platform? It’s actually a decent platform, but it’s not his. Few years ago when I checked in on him it seemed he relied heavily on TI platform’s capabilities to glorify himself in making every day Joe’s millionaires.
You must work for a bank or in finance?
I think they’re up to affording a full sip of beer by now :)
That’s a horribly deceptive site like Homebrew stated, it’s clickbait.
All one needs to do is search FINRA for a single instance of FTD. If there’s none, then there are no naked short sales.
People scream naked shorts relentlessly on OTC, but this is a complete failure of the investor to understand how trades are reported. Not a single FTD here so therefore no possibility of NSS.
Amazon to buy primary care provider One Medical for $3.9B
ONEM was recently involved in a congressional investigation:
One Medical faced a congressional investigation following reports the company flouted guidelines for COVID-19 vaccines. The probe concluded in December the company had taken advantage of “its access to scarce coronavirus vaccines to promote the company’s business interests” and push vaccine seekers toward paying for its memberships. It also said the company and its employees prioritized vaccinations for family and friends.
I agree, in normal circumstances there would be no chance to get this out of discovery and to trial and adjudicated by Oct/Nov, but I believe Twitter’s counsel made a good point, and perhaps was a primary factor in the Chancellor’s ruling — that Musk is attempting to run out the clock, so it may have some impact on how much time she’ll allow in delays.
I’m not sure what the exact deadline is — I’m guessing twelve months from when they sealed the deal, so there’s a very small window, but not much room for a appeals process.
This thing has been a clown car on fire from Musk’s first SEC filing to today, and I imagine it’s going to get a lot more clownish as we get closer to trial.
If both Hagen and Vaccaro cut a deal, then it might come to a close by end of year, when they finally file the indictment, which’ ll put each defendant in a new docket, with similar timeline as Taieb’s plea deal. I think Taieb’s not scheduled to be sentenced until October? Not quite certain of that date.
Following the Bloomberg article below, Delaware Court of Chancery Chancellor Kathaleen McCormick ruled in Twitter's favor today for an expedited trial to force Elon Musk's $44 billion acquisition of the company. The five-day trial will take place in October.
Twitter attorney alleged attempts by Musk, to delay the trial may be a ploy to "run out the clock" by leaving little time for appeals before the debt commitments he made to finance the deal expire.
Yup…yup, of course :) I mean, the only other alternative is going broke, so for sake of sanity we’ll just go with rich. LOL!
07/18/2022:
07/18/2022:
07/18/2022:
Minutes of proceedings [non-document] before Judge Solomon Oliver, Jr.A Telephonic Pretrial Conference as to Charles Vaccaro (1), Dror Svorai (2), Dennis Ruggeri (3), Kevin Hagen (4), Gary Berlly (5), and Yosef Biton (6) was held on 7/18/2022 with counsel for the parties. AUSA Alejandro Abreu was present for the government. Attorneys Zelin, Amsel, Orenstein, Roberts and Hunter were present for their respective clients. Attorney Mullin was not present, however, contacted the court at approximately noon to apologize and advise the court that he was hung up in state court at a trial that was scheduled to begin this morning, and to briefly advise the court where the case stands as to his client, Mr. Ruggeri. The parties present indicated most have been engaged in conversations with the government regarding resolution of their matters. Defense counsel present made an oral motion to continue for approximately 60 days, so they can continue discussions with the government and their respective clients toward resolution of their cases, to which the government did not object, and the court grants, finding, under 18 U.S.C. § 3161(h)(7)(A) and (B), the ends of justice served by continuance of trial outweigh the best interests of the public and the Defendants in a speedy trial. A Telephonic Pretrial Conference is set for 9/20/2022 at 10:30 AM before Judge Solomon Oliver Jr. Dial-in information will be issued separately. The court will set this case for final pretrial and trial should this matter not resolve by that time. (Court Reporter Heidi Geizer) Time: 20 minutes. (R,Sh) (Entered: 07/18/2022)
Sheesh another delay, although the judge is now indicating that’ll be the final pretrial, and if no agreement (pleas) reached by then, it will move to a trial date thereafter.
A perk for Amazon Prime members — free Grubhub for a year.
Amazon takes stake in Grubhub, adds food delivery perks to Prime
Amazon on Wednesday agreed to take a stake in Grubhub as part of a deal that will also give members of its Prime subscription program a one-year membership to the food delivery service.
The partnership gives Amazon the option to take a 2% stake in Grubhub, the U.S. subsidiary of Just Eat Takeaway.com, the European food giant said. Amazon will be able to increase its total stake to 15% of Grubhub depending on certain performance factors, such as the number of new customers added.
News of the deal sent shares of delivery platforms lower. Uber's stock fell more than 3%, and shares of DoorDash plunged as much as 9%.
Amazon is sweetening the perks of its Prime program, which counts 200 million-plus members and already includes some food-related benefits such as grocery discounts at Whole Foods. Prime members will now be able to forgo delivery fees on some Grubhub orders and access other benefits of Grubhub's loyalty program at no extra cost.
"The value of a Prime membership continues to grow with this offer," said Jamil Ghani, vice president of Amazon Prime, in a statement.
The agreement comes as Netherlands-based Just Eat is exploring a sale of Grubhub amid pressure from investors to improve its business. Just Eat's stock is down more than 60% this year.
Amazon had previously experimented with adding food delivery perks to Prime. In September, it announced a tie-up with European delivery company Deliveroo that gave Prime members in the U.K. and Ireland access to Deliveroo Plus for one year. Amazon took a stake in Deliveroo in 2019.
News:
Grapefruit USA, Inc. Executes Binding Letter of Intent to Acquire Diagnostic Lab Corporation, Inc., Secure New Financing
BY GlobeNewswire
— 6:00 AM ET 07/06/2022
LOS ANGELES and DESERT HOT SPRINGS, Calif., July 06, 2022 (GLOBE NEWSWIRE) -- via InvestorWire -- Grapefruit USA, Inc. (GPFT) (“Grapefruit” or the “Company”), an innovative California-based cannabiotech company, announces today the execution of a binding letter of intent (“LOI”), entered into on June 30, 2022, by the Company and Diagnostic Lab Corporation of Englewood Cliffs, New Jersey, (“DLC”) a diversified food and agriculture safety company, pursuant to which the Company and DLC will jointly recapitalize Grapefruit and raise $12.5 million of debt financing (including $5.5 million already committed from a qualified construction lender) to:
1. Complete construction of the Company’s “Mothership” cultivation, manufacturing and distribution facility in the Coachillin’ Industrial Cultivation and Ancillary Canna-Business Park, located 14 miles north of downtown Palm Springs, California.
2. Acquire all of DLC’s assets for a to-be-determined amount of cash and Grapefruit common shares.
3. Fund the Company’s application for an FDA 510K approval for its patented Hourglass™ time release Z-POD THC/CBD/cannabinoid infused delivery cream.
4. Fund the Company’s clinical study to measure the effects of the Hourglass™ delivery cream on the pain and other symptoms of patients who suffer from the debilitating effects of osteoarthritis.
DLC will additionally arrange Grapefruit’s acquisition of cash-flowing testing labs and provide sufficient working capital and interest payment reserves for Grapefruit to reach positive cash flow (the “Transaction”).
Implementation of the Transaction is subject to Grapefruit’s completion of due diligence with respect to the various components of the Transaction and drafting and execution of a definitive agreement between the Company and DLC.
The parties plan to retire the $12.5 million of new debt through a public equity capital raise and concurrent uplist to a U.S. or Canadian exchange, as applicable securities regulations permit.
Bradley J. Yourist, Grapefruit’s CEO and co-founder, commented, “Execution of this letter of intent between DLC and GPFT is the next step in Grapefruit’s evolution from a ‘me too’ cannabis company to a medical science-based, canna-focused biotech company that will develop and obtain regulatory approval for an ever-expanding line of proprietary cannabis products based on the Company’s patented Hourglass technology. Construction of the Coachillin’ ‘Mothership’ facility at the Coachillin’ Park will secure our balance sheet and provide a reliable source of reasonably priced pharma-quality cannabis flowers for raw material for THC Hourglass products and for distribution in both the U.S. and Canada, as appropriate under any given market circumstances. The 510K approval for the Hourglass technology will facilitate its rapid market acceptance throughout the United States as an approved medical device. Finally, our lab acquisition program will provide rapid revenue growth and expand the Company’s cannabis industry footprint. The parties expect to finalize and execute the definitive agreement before the end of August 2022 and close the Transaction shortly thereafter
Alan Hirsch, Diagnostic Lab Corporation’s CEO and co-founder, commented, “We look forward to the anticipated business combination, synergistic sector verticals and working with the Grapefruit team to build a successful company.”
To purchase Grapefruit’s groundbreaking patented CBD delivery topical cream outside of Canada, please visit: https://hourglassonlinestore.com/
To learn more about Grapefruit’s new sustained-release patented Hourglass™ THC + Cannabinoid topical cream, please watch this promotional video:
Happy 4th to all.
Unfortunately it’s only on Pacer. Unless something happens specific to Ruggeri, like let’s say for example a special hearing has to be held regarding conflict of interest or something that’s only relevant to him, then the updates for his case are exactly what appears on the USA v. Vaccaro et al as they appear in a group. Even if that happens, most often it eventually does appear on the main case docket.
I’ve attached a couple of screenshots. The second one is directly from Ruggeri’s docket, which it’s exactly as it appears on USA v. Vaccaro et al.
I’ve always been curious about Blum. How he’s gone unscathed for so long. I agree with you, that everyone involved in every one of these companies had a hand in deception and thievery. I hope when it’s all said and done, that no one goes unscathed.
I checked Ruggeri’s docket and he’s still listed as a co-defendant charged with four counts of wire and securities fraud and conspiracy. Next update is scheduled for 7/18. What an utterly careless decision by POTN to keep him on the payroll. It baffles the mind!
Thanks, got it. As I said, I’m sure the government finds nothing wrong with legitimate work for income, but it seems totally crazy and careless for this company to continue to have a relationship with Ruggeri, or anyone else connected to this case. Seriously, they can’t find a paralegal to do business filings? Or, they can’t find anyone that knows all about the shady dealings and fu@kery. Wow!
His case is in a new docket. By virtue of his cooperation and/or testimony he can no longer be part of the case with the other 6 defendants. His case is: https://www.courtlistener.com/docket/63312265/united-states-v-taieb/
Could you send me a link or screenshot of the filing? I’m not able to dig at the moment. I don’t believe the gov will find anything wrong with Ruggeri continuing to work for companies with ties to the case for legitimate income, especially since Hagen has resigned, but I’m still interested to see the filing.
Having said that, it seems very careless with current management here continuing to have ties with named subjects of a federal investigation.
I’ll try to log into the court tonight to see if anything has changed with Ruggeri.
Her name appears in at least half the companies in question (that I recall). They’ve picked through all these financial reports going back years with a flea comb. If they can prove wrongdoing, then they’ll charge her sooner or later.
The plea agreement always references to “and others” or “co-conspirators”.
Example from his agreement (defendant is Taieb):
Defendant, Vaccaro, Svorai, and others, sold, at a discount, large blocks of shares in the Manipulated Public Companies to co-conspirators who were aware the stock was manipulated in order for the co-conspirators to profit when the stocks were promoted and for the Defendants to receive payment for the shares upfront.