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Not going to happen, most if not all of the debt will be gone before the 10K, operating costs are just over a 1.4 million a year, and that's less than the past 6 months revenue. So I don't see any logical reason for this to go to 2 billion shares.
Exactly, very soon we will just talk about products, profits and growth.
There's a huge difference between saying notes will be hitting soon or will have to be paid soon. Here's what I read in the 10Q:
I don't have a picture of 7/31/20 SS but looking at AlwaysRed's post it seems that 32,275,580 shares were diluted between the 1st and the 18th this month. At an average pps of .0065 it would have generated just under $210K so I would suspect that the dilution was to pay Schreiber.
Yep, the company has pre paid all of the money they were supposed to pay Schreiber both for this September and next. So now all that is left to fight over is the legitimacy of the punitive interest payment and attorney fees the lower court imposed on Redhawk, when he accelerated their debt during the winter.
Yeah it happened, and a lot of it happened this month. My guess is that it might have had something to do with those two checks totaling $400K the company just gave to Schreiber. If it did then it's a one off, and we don't have to worry about using dilution to pay him in the future.
There's been a lot of talk about dilution recently so I decided to share my observations. In counting how many shares have been diluted there are a few important numbers. The OS, unrestricted and held at DTC. There was practically no dilution in the first four months of the year, however there has been significant dilution since April 1st when the fourth quarter began. First I'll paste the share structures from April 1st and August 18th for easy reference:
Looking at the OS on April 1st there were 969, 659, 469 shares a number that went unchanged until June, however as of August 18th the OS was 1,256, 549, 431 an increase of 286, 889, 962. Of which at least 247,000,000 are held in escrow and can not be diluted without a court until 5 days after a court order. Which would give time for Redhawk to pay the $119K it insures without any of the escrow shares being diluted. This means the number of shares the OS increased not counting those held in escrow amounts to about 39,000,000 shares. However there's more to the story than that.
On April 1st the number of unrestricted shares was 678 350,912 but as of August 18th that number had increased to 783,606,268 an increase of 105, 255, 357 shares.
The above numbers are important but the most important numbers are how many shares are freely trading in the market or shares held at DTC. On April 1st there were 666,162, 472 shares held at DTC which rose to 757, 417, 829. Since these shares freely trade in the market the difference between the number of shares held at DTC on April 1st and August 18th of 91,255,357 shares is the most accurate description of how many shares were diluted in the last 4 months.
We all know that restricted shares all have various conditions, that must be met if they are to be sold. A stock can be restricted because a company has a certain purpose in mind for them , such as an acquisition or they can be restricted for a certain period of time such as 6 months. In the case of the 247 million shares that the company recently put in escrow that can not be diluted without a court order, so to claim that are equally dilutive as unrestricted shares as one poster has is ridiculous. It wouldn't surprise me at all if after this whole Schreiber situation is resolved and the share price is much higher than it currently is, if much, if not all of those shares are converted back into preferred stock.
PPE is saving this company now, and will really take off in late fall and this winter. Next month coronavirus infections, deaths, and hospitalizations will bottom out. If more people used PPE now we would be in great shape. But they don't so this fall and winter are going to be really messed up. Here is something to think about; when was the last time you had a cold? Do people normally get the flu in the summer? How about allergies? Without colds, flus and allergies making people cough, it is really unlikely that people with mild cases of the coronavirus will infect others. But over the next few months people will be coughing and sneezing due to the common cold, allergies the flu etc. and the coronavirus will become much more contagious. Even someone with an asymptomatic coronavirus infection will be coughing and sneezing from something else so they will still be spreading it .
Once the election is over there will be no incentive for people to avoid wearing PPE out of some misguided sense of political loyalty (Trump has been telling people to wear a mask for over a month now), and everyone will be trying to find a safe way to get kids back in school, people back to work while facing the reality of the pandemic. How are we going to do that? PPE, and while OPTI and the other runners this summer were pretending to sell it, Redhawk was actually selling it and creating the real infrastructure needed to sell a whole lot more. If the company keeps making money off PPE there will be plenty of profits to grow the business. You're right about the price of the needle destroyer it needing to come down for the device to become ubiquitous, and I think it will because the company will be able to afford it from selling so much PPE.
The main problem with this statement is that it is completely, in fact absurdly false. As you correctly suggested back on August 15th, 3 days before it appeared in any public record, Klug was forced to convert his preferred shares into commons. He had to do this in order to be able to satisfy the requirements of his company's escrow agreement with Daniel J Schreiber. Under the escrow agreement Redhawk has absolutely no authority to dilute the 247 million shares currently held in escrow. Here is how Redhawk's attorneys described the situation in court filings dated from August 20th:
Obviously despite your claim that Daniel Schieber is a problem from the past, the reason that Klug converted his preferreds on the 12th was not to start a new round of dilution, but rather to fulfill the obligations imposed by the escrow agreement with Daniel J Schreiber. We should give credit where it's due. Why did the OS increase by 248 million restricted shares this month? Schreiber.
Don't worry Buttercup I am absolutely positive that you are much more familiar with the details of the escrow agreement between Schreiber and Redhawk, than myself or any other outsider who first read about it in court or SEC filings. All that I read in filings was that the 247 million shares were held in escrow while the company still owes Schreiber money under the settlement agreement.
Of course there might be more to the story than we can currently read in the publically available filings. But I believe you have extremely detailed and intimate knowledge/ or perhaps speculation (because how could you know these things in advance?)of what insiders are doing and why. But I just don't have that skill set, so I'll just wait for your speculations, intuitions,foresight or whatever it is to become publically available information and then I"ll be caught up with what you already know.
What an insightful question/suggestion about Klug being forced to convert his 248 million shares into commons. Yes after reading the court filings made public on August 18th, it seems that your speculation about why Klug converted his preferreds, that you had on August 15th was precisely correct:
What an amazingly insightful speculation about someone forcing Klug to convert, of course it was Schreiber and his attorneys. I don't think I would have been able to guess that at the time. Great intuition about why insiders do what they do. Excellent work!
Thanks, I think it's been a very long road for all of us, but we are almost at the point where this can actually just be about products, profits and growth.
Ai! Ai! Ai! Not so fast! The amount in escrow isn't cash it's 247 million shares owned by Beechwood, as per their current value as of close of business yesterday. I know that to be true but it'll take me a minute to find it in the court documents.
So I've had the opportunity to read the 6 page document provided to the court by Redhawk's attorneys in support of their request to stay the writ of execution handed down by the court. And there's actually some good news in there for longs, that I'll post and explain below:
At this point the company and Schreiber are fighting over the interest imposed on Redhawk by the lower court judge and Schreiber's court costs, which means that if Redhawk wins its appeal it will not pay Schreiber another dime. If it loses the $119K may not require much or any new dilution. So contrary to the narrative of doom and gloom Schreiber has repeatedly presented of the company in his arguments before the court this matter is close to a final resolution. Leaving the company and us investors to benefit from soon to be filed record profits.
That sounds great, I'm thinking about buying the pocket UV sanitizer now that it's on sale.
Excellent DD into how Schreiber became a source of so many problems for this company. The SEC issues he has are permanent as was explained clearly in the SEC's decision against him:
I'm certain that the concern he expressed in his lawsuit against Redhawk about the level of dilution of the company's stock, caused in no small part by his own lawsuits is insincere, and his pattern of using fraud and deceit to hurt investors continues to this fay.
Everything negative that has happened to the company recently has been due to the activity of Schreiber. He had been trying to get the company's appeal rejected on a technicality, and today the court in Louisiana decided to grant him a writ of execution, despite the fact the appeal process is still ongoing. Below I've posted the writ of execution:
The company is not taking this laying down and has filed an emergency petition asking that the order not be enforced during the appeal process as you can see in the document below:
If this emergency motion fails the company will have to pay about $326k to Schreiber right now, Schreiber is probably that paying
him will require dilution, allowing him to buy back more shares than he could if it didn't. Schreiber and Redhawk have been furiously filing motions last week and today. I wonder what else Schreiber has been up to, during the past few days..
Yep wash trades don't scare anyone still here. News will fix all of this soon enough.
Perhaps you should read the 10 K again. Let's simplify what is saying so that we all understand what happened.
1. How many shares did the exchange agreement remove from the OS?
From the 2019 10K:
Who said that it had to be in the filings? Not every little lawsuit need be filed. Unless a lawsuit threatens more than 10% of a company's assets, is filed by a current/ former officer of the company, a 5% shareholder or involves a governmental/ regulatory agency the decision of the company on whether or not it reports pending litigation a decision made by the company and its attorneys. Here's a good link if you would like to read more on that subject:
https://smallbusiness.chron.com/happens-company-not-disclose-lawsuit-78241.html
Now that's what I know, now I'm going to show how we can glean from the company's filings the exact day and method that the company used to pay of the debt in question. First we need to go back to Pacer and look at the settlement agreement:
Did you notice the settlement date? I"ll zoom in so everyone can see it:
Now let's look at the 2019 10K:
Let's look at the evidence and then you can tell me. The Actus Fund sued Redhawk as toxic noteholders do,for shares and money. Redhawk, but then dropped their lawsuit in, exchange for $55,000 and 55 million shares both of which were fully paid and converted last year. The demanded shares and funds are listed below:
It is obvious that this situation was fully resolved last year. Now using Pacer we can get up to date information on this case updated seconds ago today, and what do we see?
The case was settled in June 2019, and the attempt by the lender was able to reopen it breifly, it was dismissed with prejudice, meaning no appeals are allowed. This is not a pressing concern for current investors.
There have been lawsuits filed against Redhawk other than Schreiber's suit that have been completely resolved. The company and Schreiber agreed to a settlement agreement last February, and the company has paid Schreiber his money according to the schedule agreed to in the settlement agreement.
Schreiber's attorneys used the fact that the company had diluted shares to pay money that it owed under other preexisting settlement agreements, to demand an acceleration in payments owed to Schreiber under the agreements acceleration clause and won, but the company appealed. Concurrent with the company's legal challenges with Schreiber, various posters flooded this board attacking the company, as always happens when some entity is suing a company, it was a transparent short and distort campaign. Also the courts were in limbo due to the pandemic.
Which brings us to the current situation, Redhawk is moving ahead with appealing the the acceleration of the settlement agreement as you can see below:
And concurrently with this appeal that if successful would probably completely destroy the ability of a few manipulative traders to keep the share price as low as it currently is, what do we have? What would you expect to have but another short and distort campaign?
Buttercup this no revenues narrative that you are telling about the company needs a few tweaks, because it telling a very small part of the story. When Darcy Klug joined the board of this company in 2015, Daniel J Schreiber was the CEO of the company now known as Redhawk Holdings Company. During the 14 months he was CEO the company had less than $30,000 in revenue. None of us shareholders would rather have the old management, with its complete lack of ability to create revenue and SEC issues, instead of the current management which at least is now selling hundreds of thousands of dollars of actual product this current quarter and the previous one.
Agreed!
I am reserving judgement on the cannabis deal until we have more information. Other legitimate OTC companies in the healthcare sector have dipped a toe in the medical marijuana field, without more details I don't expect it to help or hurt this company's prospects long term which are good. Short term I hope the company releases as much news as possible as this will make it more difficult for stock manipulators to artificially lower the price between now and when the annual report is filed.
Then visit their website and order their products, it's no great mystery what the company actually does right now. Here's the link below:
https://redhawkmedicalproducts.com
I don't think that any of us saw this one coming:
Redhawk in Talks to Potentially Acquire Oklahoma Cannabis Assets
9:00 AM ET 8/21/20 | Dow Jones
Completion of Any Acquisition Remains Subject to, Among Other Things, the Negotiation and Execution of a Definitive Agreement and Satisfaction of Closing Conditions
LAFAYETTE, LA, Aug. 21, 2020 /PRNewswire/ -- RedHawk Holdings Corp. (OTC: SNDD) ("RedHawk" or the "Company"), a diversified holding company primarily engaged in sales and distribution of medical devices, announced today that its wholly-owned subsidiary, RedHawk Pharma, LLC, has been in discussions to potentially acquire certain cannabis assets including licenses to grow, manufacture and sell in the State of Oklahoma, with an anticipated initial focus on "craft" cultivation and distribution of product.
The Company anticipates a short but comprehensive due diligence period. A closing, if any, is expected to occur before December 31, 2020 and is contingent upon, among other things, approval by RedHawk's board of directors, the negotiation, acceptance and execution of a final definitive purchase agreement, acceptance and approval by the board of directors and the shareholders of the seller, satisfactory completion of legal and financial due diligence, RedHawk obtaining the required amount of acquisition financing, and the obtainment of all necessary consents and approvals of any third parties.
Accordingly, RedHawk cannot provide any assurance that a definitive agreement will be reached on acceptable terms or at all, that due diligence will be satisfactory, that the required acquisition financing will be obtained by RedHawk on acceptable terms or at all, or that the acquisition will ultimately be completed in any particular time frame or at all.
About RedHawk Holdings Corp.
RedHawk Holdings Corp. is a diversified holding company which, through its subsidiaries, is engaged in the sales and distribution of medical devices, sales of branded generic pharmaceutical drugs, commercial real estate investment and leasing, sales of point of entry full-body security systems, and specialized financial services. Through its medical products business unit, the Company sells the Sharps and Needle Destruction Device (SANDD(TM)), WoundClot Surgical - Advanced Bleeding Control, and the Carotid Artery Digital Non-Contact Thermometer. Through our United Kingdom based subsidiary, we manufacture and market branded generic pharmaceuticals. RedHawk Energy holds the exclusive U.S. manufacturing and distribution rights for the Centri Controlled Entry System, a unique, closed cabinet, nominal dose transmission full-body x-ray scanner. For more information, please visit: http://www.redhawkholdingscorp.com ;
Cautionary Statement Regarding Forward-Looking Statements
This release may contain forward-looking statements. Forward-looking statements are all statements other than statements of historical fact. Statements contained in this release that are not historical facts may be deemed to be forward-looking statements. The words "anticipate," "may, " "can," "plans," "believes," "estimates," "expects," "projects," "targets," "intends," "likely," "will," "should," "to be," "potential" and any similar expressions are intended to identify those assertions as forward-looking statements.
Investors are cautioned that forward-looking statements are inherently uncertain. Actual performance and results, including any potential completion of the acquisition of the cannabis assets described herein, may differ materially from that projected or suggested herein due to certain risks and uncertainties including, but not limited to, the negotiation, acceptance and execution of a final definitive purchase agreement, acceptance and approval by the board of directors and the shareholders of the seller, satisfactory completion of legal and financial due diligence, RedHawk obtaining the required amount of acquisition financing, and the obtainment of all necessary consents and approvals of any third parties. In evaluating forward-looking statements, you should consider the various factors which may cause actual results to differ materially from any forward-looking statements including those listed in the "Risk Factors" section of our latest 10-K report. Further, the Company may make changes to its business plans that could or will affect its results. Investors are cautioned that the Company will undertake no obligation to update any forward-looking statements.
Company Contact:
G. Darcy Klug, Chairman and CFO
(337) 269-5933
darcy.klug@redhawkholdingscorp.com
Philip C. Spizale, CEO
(337) 269-5933
philip.spizale@redhawkholdingscorp.com
Investor Relations:
Stephanie Prince, Managing Director
PCG Advisory
(646) 762-4518
sprince@pcgadvisory.com
Media Contact:
Valerie Allen
Valerie Allen Public Relations
(310) 382-7800
valerie@valerieallenpr.com
View original content:http://www.prnewswire.com/news-releases/redhawk-in-talks-to-potentially-acquire-oklahoma-cannabis-assets-301116128.html ;
SOURCE RedHawk Holdings Corp.
> Dow Jones Newswires
August 21, 2020 09:00 ET (13:00 GMT)
Thanks, I wanted to write a post based on the just the demonstrable facts, we all know that the biggest mistake Klug made with this company was not acting to get Schreiber removed as CEO sooner.
That one mistake is the reason the company lost its case against Schreiber, and has had to waste hundreds of thousands of dollars in litigation trying to prevent that crook from robbing the company blind. I think this latest $200,000 due next month, and the constant manipulation of the pps is the latest harm Schreiber has done to investors here.
I think that we should all take a step back and make sure that we all know what is happening and why. So we should try to separate what we know, from what we think.
We know that the company had to pay Schreiber $200,000 by September 6th. Now I think and sure others agree, that the 30 million unrestricted shares added to the OS were probably used to pay him the $200,000. We all know that 7 time 3 equals 21, so if the average stock price was a little below 0.007 per share diluted it would amount to $200,000. We also know that there is no evidence that the company has failed to report any material information to the SEC. We know this because smaller reporting companies are only required to report unregistered sales of securities when such sales amount to 5% of their OS as explained on Form 8K where it states under Item 3.02 (b):
OTC markets charges companies money to verify their information on their site every 6 months. This is a requirement for OTCQB but it doesn't mean much more than that the company is updating their information on the otcmarkets.com site.
When they try to uplist they can talk to OTC markets again, and that Verified Profile badge can be restored.
Now that sounds like something Schreiber would say. Klug is the the only reason this is a real company at all, Schreiber never accomplished anything other than stuffing his pockets at investor's expense. Wonder why Schreiber never made any real attempt to sell all of these products? My guess is that he was too stupid to, he only knows how to rip people off.
Jelly doesn't have anything to do with this from what I can see. It makes more sense to say "stop it Schreiber!"
My guess would be Schreiber, he recently got $200,000 and he probably is using some of it to accumulate some shares. I think he's the mystery buyer.
Really good news today, just the beginning.
Well at least we both agree that the pps should be 0.015 soon, giving CLWD a market cap of $9,689,078, which is significantly less than what the company made in revenues last year. So I don't see any reason for a penny and a half ceiling, since it will still be less than one year's revenue.