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Great info/update! Any idea who/what firm the bottom feeder is? Normally in a BK there is a DIP (debtor in possession). Without one, in most circumstances, the company going bk wouldn’t be able to maintain keeping their lights on, let alone their business model running, after filing/petitioning. Someone/something is feeding this company fumes to keep the lights on. Also, the DIP is usually intent on acquiring the company during the auction process with a golden ticket; a senior secured claim against the assets. Appreciate any info you can share.
Happy holidays all. For those who still hold shares in VEND and are trying to decide what to do, whether you had the legend removed and put on the books of a b/d, or still hold certs or an ownership agreement, wait. Your biggest value in the position now is the tax loss you can claim. No need to pay fees for opinions, etc. Let the company go BK, then talk to your CPA or contact your b/d to remove the “worthless security” from your account. The b/d will research to see if the company is still a going concern. If it is, they will tell you to trade stock to close. If it is bk, they will remove the stock, possibly for a fee.
Good luck in whatever your path and I wish you all an outstanding 2020 filled with happiness, good health and prosperity.
MJ 2.0
Hey Nicky Yates. I hope you are having an awesome holiday. Karma is a MF.
How else can they not be able to deliver robots to those who prepaid? They used funds intended for other purposes. When the time came to use funds for their true intention, they weren’t there. So FLEX has robots hostage. Think of the held inventory as prepaid robots...
Hey Franky Yates. Your facts will be disputed in court, particularly in escrow states. Any device or strategy employed to circumvent a state’s escrow laws will be interpreted as an infraction of those state laws. Just wait until the plaintiff attorneys have their say. VEND did use escrow deposits intended for the manufacture of a specific franchisee’s robot for other franchisees. As someone else intimated, sure smells like a Ponzi scheme. The courts shall decide but the precedent has been long established.
This company is F’d!!! Everyone remaining is inept. Ryan may be well intentioned but his back is against a fraud-ridden wall. He may pray for a restart, but that ship sailed long ago. Ryan is an idiot for thinking he can save this POS company. People want Nick Yate’s head on a stake. Until that happens, all bets are off for many.
VEND is too leveraged to issue the convertible notes any distressed investor would require to make an investment. The IB VEND is working with has certainly advised management to deleverage quickly. The fastest way to do that is to pay down with cash on hand, negotiate with your creditors to have them haircut the principal owed, convert their debt to equity, issue more equity to raise capital to pay down debt (not an option now), or a combination of some or all of them.
VEND's depressed share price eliminates the ability to raise sufficient capital solely by issuing new shares, as doesitreallymatter has pointed out. So, they are stuck with negotiating with the franchisees for a haircut and converting their debt interests to straight equity (since they have no cash).
The problem with this for the franchisees is that if they convert, they will no longer have a senior claim to assets in a liquidation. The most valuable asset being VEND's IP. The distressed investors want that senior position in the capital stack so they an take the IP and monetize it on their own in the event of failure.
So the people who believed in R&I from the beginning and put their hard earned money, time, and passion into building it to what it is today get pushed aside, and new investors will have a senior claim to everything the franchisees funded and worked to create.
Now, the other side of that coin is this- If the IB is doing their job correctly, they will not raise "dead money." That means their investors will bring a lot more than just dollars to the table with their investment. They will bring a network that would be strategically important for VEND, they will bring specific expertise in an area that could be helpful to the company, and they will be looking to cover their investment by bringing additional investors to the table. The longs and franchisees should pray this is the strategy. Else all is lost
My two cents.
MJ 2.0
Rumor has it an email went out today to all franchisees with an update on the rifo group. Anyone seen it?
Hey Frankyclaridge- if that is the case, I consider myself officially one-upped by your little tantrum here. I know being wrong about something you are blindly passionate about stings. Just don’t take it out on others. Be a good boy. #goodboy
I’m with you on (pun intended) serving just desserts for Nick and his thugs. If this provides any solace, NY won’t be able to carry on with his normal routine in San Diego. Word travels fast when you’re a rat.
The tractor beam has VEND locked. 10c per share incoming!
Rumors floating about a letter/email from current CEO to franchisees about current state of the company. I'm hearing it's not good. I haven't seen the note but I'm trying to get a copy of it. If I get it, I will post it here. Anyone else hear about this communication?
MJ 2.0
9.5M shares won't reduce the dilution that much for all the shareholders at the end of the day (especially given the financing activity VEND will need to engage in)... That said, these are the first real comments I have heard from NY regarding real reality. Take note that NY mentioned potential lenders... Convertible lenders with a high yield accrual rate, to be sure. Perhaps some performance warrants on the back-end as well just for sufficient coverage...
By my rough calculations based on filings, NY will go from a 22.75% shareholder to a 9.8% shareholder in VEND if I understand the 8k correctly (a forfeiture, not rescinding, of 9,500,000 shares worth of vested/unvested options). Dilution will affect NY as well and it is good that he is separated from the strategic financing decisions of the company, which he would be conflicted on. NY needs VEND to do well and his hand has been forced. He benefits from a good outcome for all. Just not as richly as before this horrendous plane crash. That's a good thing.
IMHO
MJ 2.0
This is the first piece of actual good news, I mean news that can be seen as constructive steps in the right direction for the company, in a looooong time. The board is doing exactly what it should and they have all the leverage over Narcissist Yates. This is actually a great 8-K filing.
Something smells in Froyoville. Anyone know what is going on with California and why there hasn't been a peep about an installed robot? You would think the franchisees would be all over it in that market. Hmmmm.
Say what you want, Roboinvasion/Narcissistic Yates/Internal Mole... You’re obviously and insider/employee/kool-aid drinker who is too blind to see simple fact patterns. NY is the old AN (read: Adam Neuman) who is corporate filth telling lie after lie to bilk investors. The fundamentals and recent restructuring of VEND are definitive evidence of a POS company that executed poorly on a well-placed bet on emerging tech. No doubts robotics in food service is a worthy pursuit. Also no doubts that the company you work for screwed the royal pooch. Bring some factual information to the table before disparaging the public consensus. I have tools, but none so “tooly” as you. Go home. Sheesh!
My two cents. MJ 2.0
Hi Alvie,
I have been reading these boards for a while and know you come from a good place in your posts. I have agreed and disagreed with some of your posts but generally feel you are a “good egg.”
This said, I disagree with your assertion that people aren’t selling their shares because of conviction or knowing more than the gen-pop, general public in non- prison terms.
Remember this is a bulletin board stock traded over the counter, or as general vernacular goes, a Penny Stock (meaning it is less than $5 per share).
You’re dealing with a lot of people’s play money here. Very little “sleep at night” money invested in penny stocks. Soooo, you have a scenario where when people are under water with their play money, they are happy to wait it out because it doesn’t affect the “mothership.” There is very little conviction in any penny stock holder’s view. By nature, it’s a “let’s see what happens when I roll the dice on this shit” kind of thing (unless you’re an employee, insider, or someone else who has an emotional attachment or financial leverage to the company).
Hence my warning about a “dead-cat bounce” on this stock a while back. I have not talked to any execs and, honestly, I don’t have to. Their comedic actions are all I need to determine they have no F’ing clue what they are doing. I can even predict what they will do before they do it. Mark my words. Their next round of capital raising will match, very closely, to what I have laid out in a previous post.
Sorry for the long post. There was a lot of activity in the board today and I want to incorporate a lot of what I have read.
MJ 2.0
Good points. You're seeing that whatever VEND does, and however Yates and the board spin it, it is incredibly dilutive and a sign of desperation. As far as the VWAP is concerned, a much easier way to deal with the uncertainty of future valuation is to demand warrants (as an investor). I guarantee warrants will be part of any offering (particularly for any investors the new IB will bring forth).
The turnaround firm that VEND just hired will have a network of experienced distress investors who can stomach risks like VEND, but for a PRICE. NY is seeing his control stake get eaten away due to his incompetence. If he keeps going the way he is, he won't even be the VP of Sales or have any role in any of the day-to-day. The board is now in control and they have a fiduciary responsibility. No more lifestyle company for Yates. But it may be too late.
Let's do a little hypothesizing. First round is a $20 million raise.
My prediction is they do a convertible note as opposed to straight equity offering. They will probably have to offer an 8% rate or better on their note.The big question marks are on what the valuation cap is and what the discount to the next round is. No idea what this fracking company is worth.
If they were to do a straight equity offering, here is what it might look like.
Based on prevailing market price, let's be generous and say that the 3-day average is $0.45. A normal private placement would be offered at a discount to current market prices with a minimum investment amount required. You would also be subject to Rule 144 restrictions on holding period, etc. Now time for maths.
Let's assume a 25% discount to the generous 3-day average price of $.045 (.45 *.75= .3375), $0.34. Their first raise will be $20 million. So the number of shares required will be 20,000,000 / .34 = 58,823,529.41 (we will drop the .41 shares... who needs the further dilution?). That's 59 million shares just on the first portion of the capital raise; more than half of the newly approved share increase! Now granted, if they do a convertible note with a valuation cap and a discount at some point in the future, it could work out to be fewer shares and therefore less dilution, BUT, the company will have a sub-prime rate on the note they are accruing for the duration of the note which ultimately converts to equity at the discount rate anyway....
I will forgo doing any more maths for you guys on further dilution. You can see how ugly this picture gets when you think they have planned to raise a total of $30-$35 million when it's all said and done (go check their investor deck). None of this accounts for the fact that this "team" has zero credibility on executing anything other than burning money.
Where are you Yates?
MJ 2.0
Hey Yates.
If this is really you, I want to commend you on the following.
Acquiring PrintMates. Total rubbish! And totally an arms-length transaction, right? ;)
Selling a buttload of private placements above $0.80 level. Swindler extraordinaire!
Getting hand slapped because you don't know securities laws as a public company CEO and had your biz dev team hocking your shitty stock. EVIL GENIUS!
Making every prediction I have made about "your" company (you might want to see what the definition of a public company is....) absolutely right and getting even righter by the day...
I'm leaving out a whole bunch-a-stuff cuz it's JUST TOO EASY.
Would love to hear how your team will pillage the next rounds of capital like you have in the prior. Let the dilution and spending party begin!
Hope you had a great summer.
MJ 2.0
So funny you mention this! After learning, surprisingly, about delays in California, related to health dept stuff, I thought I would perform a little research. Turns out all the CA regs around food, restaurants, vending machines, and food trucks can be found on the open-source California Retail Food Code.
I have never seen a disclosure mentioning health dept issues, or the fact that vending machines that do not sell a pre-packaged product are not allowed in the CA retail food code, or that they were working to secure exceptions to the code.
Management and whatever board might have existed back then asleep at the wheel. I absolutely cannot think of a worse run company than this! The management are Vikings! Rape, pillage and plunder all the investors to enrich yourselves!
What a JOKE! I’m done following this company (I think). Might be as tough quitting following this company as it is to stop watching a train wreck as it is happening.
MJ 2.0
No public exchange I know of would take this POS company at this point. There are KPI's that need to be met in order to list on a reputable exchange. Nick Yates has done NOTHING to prepare this company for that, despite how he might protest I am wrong.
There is a $2 and $3 exception to the $4 minimum regular bid value requirement. VEND is a long fricking way from that consistent metric. If he is still selling that dream, he is smoking crack.
NASDAQ, AMEX, NYSE, and all the other exchanges for various securities have their reputations based on the companies that trade on their exchanges. Look at the commercials for the various exchanges; they always market their golden children.
I agree corrective measures were taken and that they should have been taken. I believe they have been taken way too late and that there MAY be no way out of this slump.
Here is a case study. Look at the recent acquisition of Rabbit by Evasyst, now doing business as KAST. Rabbit was back by Google, etc. etc. and had $48MM of capital backing it. Their management team never monetize their user base, never executed a good strategy, and lost all confidence in their investors. Their 15MM MAU and their granted IP was sold to KAST for LESS THAN $1MM. $48MM was INVESTED IN THAT COMPANY. https://venturebeat.com/2019/07/31/kast-acquires-remnants-of-group-watch-company-rabbit/
This is a case of another company working in a long-term-trend space that could not execute. VEND is the new Rabbit.
Haven't commented in a while, but thought I would opine...
Hello all,
I realize I may not have the most credibility in this forum related to my lack of consistency in posting and responding. Oh wells.
The most recent filing by this quasi-public company proves many statements I have made in the past.
* Nick Yates is a horrible public company CEO.
* Nick Yates knows nothing about technology, manufacturing, operations, capital raising, shareholder relations
* The company, under Nick Yates' leadership, has plundered nearly all the capital it is supposed to be a steward for.
* The company is wasting cash related to lack of operational expertise and domain expertise in what they are doing.
* The company would be challenged financially and would require further rounds of dilutive financing that would depress the upside of the stock, and actually contribute to a much lower ceiling than previously experience.
* The company will engage in significant dilutive activity to fund further operations, which is a bad sign this many years into their endeavor. They should be paying for a majority with cash flow from ops by now.
What is new to me is this whole California issue. How the Hell did the execs not put every possible resource into the regulatory framework surrounding the launch of their business in their most important markets? I give the BOD a pass because most of them are new (the only good thing Nick Yates has done, and only reluctantly....). The management team has been negligent at best.
Only time will tell if this company can get its shit together. With a professional board, it MIGHT be possible. With Nick Yates no longer calling the shots day-to-day, it MIGHT have a chance. I am waiting to see what the future disclosures state before making further conclusions or assumptions. Thus far, this company has proven me right at every F'in turn. Not a badge I want to wear since I lost cold hard cash on this POS run company. I do believe in the concept of robotics in food though as a long-term trend.
You have the horse and you have the jockey folks. I like the horse, and the jockey has proven to be incompetent in this experiment. CAVEAT EMPTOR. AB OMNI DOMINUS.
MJ 2.0
My Apologies:
A number of people have private replied to my posts or comments since 2018. I have not been ignoring you. I didn't know I had a mailbox for private messages. I just don't come on here that often, especially since I liquidated my entire position a long time ago. Anyway, it looks like I cannot respond unless I pay for a message board subscription, so I will continue to be that A-hole who doesn't respond. My bad.
I really appreciate everyone's posts on here. I like the diverse views, even if some are wrong ;)
For anyone who has read my prior posts: I still have a $0.50 price target to pick up more shares. Still believe in the concept and at this share price, it's an acceptable gamble for me to make. If it goes *poof!*, it won't take down the mother ship (my mother ship). If any of you are "banking" on this stock doing well, you have no business investing in OTC stocks or early stage concepts.
Waiting for people to ask me how I like my $0.50 price target after the VEND press release today. I'll answer in advance... I may reduce my limit order price as a result. IJS
How many machines? Were all of the deployed machines used in this analysis? What is the min, max, mean and median for the units? So much wrong with the press release it's not even funny. Someone at VEND doesn't understand math or statistics. How embarrassing for them. Regretting my long position more and more each passing day..... This exec team is a flipping train wreck!
The thought of being banned for expressing an opinion on this board never crossed my mind. Excuse my chubby thumbs, but I was referring to Art Budman and how he may be in the throes of being “managed out.” I haven’t trolled anyone, used profanity or said anything stupid (up for debate...). So if I got booted for that, I wouldn’t be lamenting that here. I’d probably go drink a beer.
Appreciate the sentiment though. My decision to not call the exec team is based on experience with OTC listed companies and the fact that my overall position, while in the thousands of shares, is not enough notional for me to seek the company spin on the latest goings on. I’ll wait for the public, binding disclosures the co makes through their required filings. I get the fact pattern without any spin that way.
I appreciate your permission to express my opinions though. That’s big of you.
With all due respect, and I do respect those who have called, none of these posts have compelled me to change my standing purchase limit at $0.50. Just not sure I find a demoted CEO all that credible. For all I know may be in the throes of being forced out. If I’m wrong, I haven’t lost anything except an opportunity to buy at a higher price and still profit. Great work everyone. I appreciate your contributions to the forum.
Great questions on the impetus for the article. As a long, who hasn’t seen the machines first-hand, it is hard for me to assess. My motivation is to stay long and build on the position when it hits a target I am comfortable with. Would love to see this concept take off and have my shares be above water. I believe in the robot era for food based on what I have seen in Japan and we have a much bigger market in the US.
All that said, I have seen this movie before. Negative press hits, squeezes the stock and hinders capital-raising efforts, employee morale goes down, good people quit, and a vicious cycle plays out. I hope the end of this movie is different.
So you feel the fundamentals of the company and execution by the management team are solid? I disagree with your reasons on why this particular stock is challenged. I am not willing to give the management team a pass on executing welll and blame the stock’s problems solely on the OTC market or the time of year. IP alone is only worth so much. How a company and team prosecutes opportunities related to that IP is the real value driver for companies relying on a competitive advantage based on that IP.
Will they figure it out? Maybe. Until the filings show positive surprises, which are usually a sign of solid execution, the stock will continue to be challenged.
I’m also waiting for the next shoe to drop related to their private placement fiasco Some attorney will see opportunity in bringing suit on behalf of investors who were harmed by purchasing shares from non-professionals who were paid bonuses based on selling a target amount. That doesn’t sound lvery investor/franchisee friendly. Sounds like coffers were being filled with little regard for the people buying (whether they are accredited investors or not). Read the filings.
A big positive, from my perspective, would be updates on deploying robots for their largest franchisees and markets. Why have we not heard anything about California, where some high profile (high dollar) deals were inked? That is a big lurking question that could end up being a significant tail-wind, or an albatross.
Until then, I’m looking to build a position when the stock dips to $0.50 or lower. Already have my limit orders set.
The OTC market is volatile regardless of time of year. The pressure this stock has seen is not contained to Q4 so I seriously doubt it’s related to tax loss selling. I doubt anyone has a position in this stock, other than insiders, that would offset any gains in a core portfolio holding (such as Apple or anything else that is a core). Poor execution by the management team, continued negative surprises, and a fear that global growth weakness will be contagious in the US is fueling the sell off. Don’t catch a falling knife. Wait for it to hit $0.50 to build your position if you have the guts.