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G-Store Meeting
Miss Lin Lang has an interesting meeting today:
https://www.douyin.com/video/7077049618541923625?modeFrom=userPost&secUid=MS4wLjABAAAAmmnqUVe6z-GdGZDUTaOrGBh_CkxwlBwowQEKz8zwTyc
That's a lot more people. Some new faces or family? They are all gathered around the TV and I assume a meeting. I wonder what that is all about? Sister Allow (being promoted to worker status) expands below
https://www.douyin.com/video/7077086275152383267?modeFrom=userPost&secUid=MS4wLjABAAAAfqPIZ8W2YmMxq6-ZW-a5hrdf4Eo9T8rtK9omB3M-X8U
Showing the same meeting today with lots of people it seems. And at least two different speakers with a big screen. I wonder if they are selling new franchisees or something. Expanding the group? Very interesting. So I don't see customers walking in for beauty. We see some meetings as the sun is shining during business hours. Is the "trial opening" still underway? Very intersting behavior, whatever is going on.
Sister Hua was there with the same "mob wives" yesterday, giving a sneak peak of the parking lot starting at 18 seconds in. Were they preparing for today's meeting?
https://www.douyin.com/video/7075986828838374687?modeFrom=userPost&secUid=MS4wLjABAAAAN8Cg6ww3iD-tlOnzwOfaZtlRFsNZN6gO6zVRCaXWUms
I see two Mercedes and some nice cars parked outside I think. I'm glad the Chinese are such good capitalists!
Sunset Drunk seems to have gotten drunk on his VIP status and fell off a cliff. In response to the clarion calls for him to shape up, he seems to have made half-hearted effort to put a tiny prelude of our wine in another singing video. His mind may be too obsessed with Karaoke to function properly anymore. I hope he gets some help and gets back to work soon. And starts producing more relevant videos again. This latest attempt at reform is not even worthy of a posting.
ONEBELL, not End
https://www.douyin.com/discover?modal_id=7075966230061911328
Posted the wrong video and identified the wrong agent. That's what happens when you are always multi-tasking on the fly I suppose.
That's what I intended to post.
Where are our customers? They are way too complacent and relaxed. Definite mob wives! LOL
The door is wide open! And where is Sunset Drunk? And where is our next big CONFERENCE! I want speakers! I want filings. I want to see WORK!
Are we on another Chinese Holiday? Is this Spring Break in China too?
Is there a WORK MONTH in China? That's what I need to know..
ENDTOEND was present too, but she turned her report in by end of day. She met the deadline! I love EndToEnd!!! She shows more of the same get-together yesterday:
https://www.douyin.com/video/7075964859795377443?modeFrom=userPost&secUid=MS4wLjABAAAAfqPIZ8W2YmMxq6-ZW-a5hrdf4Eo9T8rtK9omB3M-X8U
Must be still a trial opening because all I see are our agents and no customers. LOL There is a TV in there, and Allow's video shows a speaker. Maybe a tutorial to our franchisees?? Maybe a franchisee training for a week? Just taking guesses at our observations.
Another interpretation is that these are the women of the Chinese mafia men. Beautiful, able to spend money on units with no customers, yet perfectly at ease. More interested in their cellphones there than the speaker. Could be money laundering fronts? Wives do the laundry and clean the dirty money....
GULP! So about that hunger strike... Feel free to report on your own time and not my time. Please carry on as normal. Forget I was ever angry. Just a bipolar moment! I see no evil; I hear no evil. No more need for your cells to be locked at night. Mi Casa es su casa. LOL
What do these words mean?
From Putin today:
""The Russian people will always be able to distinguish true patriots from scum and traitors, and will simply spit them out like an insect in their mouth onto the pavement,"
It tells me narcissist -- confirmed as hypothesized. Everyone must bend to his will.
Tells me he is angry. Things must not be going his way.
Tells me he is cornered because a narcissist can't compromise. They simply can't back down.
He surrounded himself with Yes-men over 2 decades, so bad orders will continued to be obeyed most likely. But he's paranoid. China is not getting involved. That's good! Because I don't care. I just want YBCN to go up 1000 percent!
Will Putin be assassinated? Or will he go into exile when his economy can't take it anymore? Or, will he launch his nuclear weapons? Nuclear option is absolutely on the table with any narcissist. IF you can't have it, NOBODY can have it. Whether it's a spouse, a toy, or whatever it is they "deserve."
If it ends in full scale nuclear war, then none of it mattered anyway. So, why worry? Can't think of a reason not to be bullish on YBCN.
15th Came and went without fanfare
Soo, Agent ALLOW is now the only one allowed to eat as far as I'm concerned and will be promoted to worker status asap:
https://www.douyin.com/video/7075964859795377443?modeFrom=userPost&secUid=MS4wLjABAAAAfqPIZ8W2YmMxq6-ZW-a5hrdf4Eo9T8rtK9omB3M-X8U
Here she gives us a nice look of a meeting going on at the new G-Store. And look who is present with her? Familiar faces. Half of our spies, some in the worker class. And where is are their reports? Nowhere to be found.
I think we are facing a hunger strike. The 15th was the second train rollout, and not a peep. And I want a search party on detail for a potential big meeting this month at a hotel -- some large conference which I suspect happens this month.
This hunger strike is not going to work with me. And I'm quite happy with it too, because that means I don't have to bring out the torture chamber. Torture yourselves if you prefer. But I WILL bring out the torture chamber if necessary, and demote everyone to peasant class, and put Allow in charge of everyone!
Excuse me while I put the fear of God in into our spies, Double. Sorry for their bad behavior. They should be back to work soon!
Nice!
I overreacted myself on SMDM, just to correct my record. I'm back in as noted here:
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=168221184
I thought I made a mistake, got spooked, but then realized I was reading too much into something. Which maybe is what our YBCN seller did. Thank you for your shares, whoever you were. Or, could simply have just been a margin call on their part. It would be the prudent kind of stock to choose if one had to make a choice.
I say if we don't see a filing within 2 months, we'll definitely have a 10K filed by May at least to have something good to peruse. I really don't see them defaulting on that obligation with as much time, energy, and money invested in their cause at this time.
You are right. I'm sorry.
Let the record reflect that I overreacted:
Back in:
03/16/22 10:54 AM ET Buy 17500 SMDM Executed @ $0.1575
03/16/22 10:54 AM ET Buy 7500 SMDM Executed @ $0.1538
03/16/22 10:42 AM ET Buy 10000 SMDM Executed @ $0.155
I'm paying my $350 fine to myself as explained here. For any future readers of this conference call:
https://seekingalpha.com/news/3728827-singing-machine-receives-minority-investment-by-stingray#comment-91822399
I'm going with SEC BOILERPLATE for a RUBE GOLDBERG explanation. It's just a private placement of a .295 unit. One share, One .35 warrant. Why didn't they just say so? For a loophole. To avoid regulation. Intentionally designed to do a simple task in an indirect and overly complicated way all to get around a regulation(s). That's my explanation. That makes sense to me. That's what I'm goign to go with as a motive. My missing motive.
So my problem is Spanky's problem as illustrated here. They don't speak right!
That's a very good question too.
Which makes me wonder, is it negligence? Were they strong armed? Were they desperate? Were they coherced? Were they rushed? Because it's not the imfamous death spiral true toxic financing. And there have been plenty of mgmt. teams in the past that committed suicide that way through negligent acts. When from all appearances, they had nothing to gain from their own demise.
I guess if I had my question answered, which I'm legitimately seeking, I could answer your question. My missing motive is key to narrowign down your answer to its proper category.
Because believe it or not, I do want to talk myself back in. I'm trying to be honest with the facts. There are thousands of stocks. That is true. And I might put the money into TAST for another 1,000 shares there. Or, maybe come back here if the price doesn't move. IFF I can figure out my question, which is eating at me.
Thank you, Hweb. You are helping, believe it or not. So, correct me if I'm wrong here: In essence, they sold 33.3 millon shares for about .30 per unit. For every share, there is one .35 cent warrant attached.
That's simple. Is that correct? If so, why not just do it that way? Why do it with pre-funded warrants and make it convuluted. What is the motive for that? What am I missing? Maybe if I understood the motive, I wouldn't be worried about nefarious motives or short selling. What am I missing?
Why not just 1 share and 1 warrant like most normal capital raises? There must be a reason that I'm not understanding. WHAT IS THE REASON????
So what you are saying, and my simple conversion above, is that the investors ARE bleeding. Is that right? I want to see an alignment of interests and not worry about being stabbed in the back. That's what I need to know.
And why is the analyst saying one of the investors is shorting the stock this way. Implying, your understanding is not that simple.
You might be right, Hweb. I hope you are and that my shares bring you profit. You deserve it.
I'm not trying to belittle your investment. I'm trying to understand. Is management friend or foe or just negligent here? You say they are not floorless. That's what I'm askign and not getting answers. What is the floor then? I don't understand. Help me understand. I may be back. As I said, the fundamentals look good. The penny warrants put a bad taste in my mouth.
I guess my question is, who is selling?? What is preventing them from taking this to 1 cent? That's what has me spooked. It feels like someone with the 1 cent warrants is exercising at 1 cent, sselling at market. And they have millions of rounds of ammo. When do they start losing money? What is their motive? That's what I need to know. Make me understand. Explain it to me in simple English, not all that legalese, please.
And why all the tapdancing around the issue from the unidentified analyst in the cc. He is making accusations of short selling, wishes he was in on the deal, but doesn't want to give full disclosure.
I hope they do go Nasdaq. Taht might be a good place for me to come in if they do. Is this behavior allowed on Nasdaq? I don't know.
NROM is another good value, but has its own set of problems. Since you asked. Neposism is there issue. IVFH has some great value, and 2 good activists new to their board.
Throw some reasons at me for why I should trust this mgmt. team. If you don't mind. Share some of your years of knowledge so I can feel secure and that there is a solid floor here somewhere.
I RECEANT MY KARAOKE TESTIMONY:
I'm sorry, guys, if anyone jumped into SDMD on my recommendation. I think it's great fundamentals. Don't get me wrong. I wrote my farewell letter here:
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=168212356
I did a lot of research over the weekend. There are some "toxic" warrants buried in there that concern me. I could be wrong, but just to give full disclosure on my change of sentiment.
I took a 5 cent *net loss* on my position. Not a killer. Can't win them all. And, I could be wrong, of course, and kick myself later.
I'm Out All Shares Sold
Just full disclosure to all is all. I could be wrong. This is my farewell letter to two people at Seeking Alpha. Just to give you guys heads up too.
I changed my mind. I'm out.
Sell 17527 SMDM Executed @ $0.15Mar 15, 2022 3:22 PM ET
Sell 10000 SMDM Executed @ $0.15Mar 15, 2022 3:21 PM ET
Sell 7473 SMDM Executed @ $0.15Mar 15, 2022 3:21 PM ET
A 5 cent net loss, but that's okay. I could completely be wrong. I think it's a great business and great fundamentals. I'm worried about the toxic warrants penny warrants in there. I don't know if my assumption of .15 being the bottom, where they lose money, is correct. I could be wrong and they just take it to 1 cent. That would be extreme value too.
I truly appreciate you bringing this to my attention, JT. I hope it works well for you. You ahve a great eye for detail. There is just a tipping point that pushed me out. An ethics problems.
It's the way the company executive didn't expand on the unit in the conference call. He just said it was .30, but didn't elaborate. It's the way they don't mention anything in the PR. The details are only found on an SC-1 filing, and it came after the announcement. It's a little too deceptive. And the company itself may be deceived. I don't know. StringRay is great. I may invest in them instead.
I hope this works out for both of you. I just don't know if I"m making the right choice. The penny warrants have spooked me.
More Funny Business
X Puzzle Paradise:
https://www.douyin.com/user/MS4wLjABAAAAP1PvWLBOHUC21cKZVELCzM3f9YLf8VIUWn1qF5sOD7exM0acnGxKR1iY89Dal281
Sauce Wine Power Ball is trying to pull a fast one too. Changed his name to a Puzzle. Well, your puzzle is solved and no longer works!
I'm on to WarmSpring's tricks now. I'm going to do a very thorough inspection before of everyone's cells now, and nobody is going to change their idenity. Your original identity will stand and be stamped on your foreheads. Forever branded by original monikers!
Although, maybe this is Warm Spring's elaborate hoax. Maybe she told FindYourWay to clone herself to look like her, to make me think they are one in the same. So I can set WWarmSpring free. Maybe she wants to reinforce that idea with Mr. XPuzzler there telling him to do what I think she did to reinforce the idea that I discovered her fake-handed ruse. While she thinks she is about to slip out the back door.
DON'T EVEN THINK ABOUT IT. I'm going to put you in a private folder, just in case, for DNA testing. And as a tracking device, so don't think you can ever escape!
It's a good thing I'm not the paranoid type. For their sake...
Trains Depart tomorrow on 15th again, according to all the data I've interpreted.
All is quiet on the VIP front. Except for my favorite ENDTOEND, making her own video of our new G-Store opening with her own unique artistic expression:
https://www.douyin.com/video/7074812016950512911?modeFrom=userPost&secUid=MS4wLjABAAAAC3DiUIMN3yo8SDcJeKx-9XI-xnzu9_DkZoNBtDCGOVY
[Yibeier] During the epidemic prevention and control period, it is better to choose a [sinister smile]better place to make an appointment if you don't walk around????????????
I realized that WarmSpringFlowers has been deceiving me all this time. She was FINDYOURWAYHOME and I just didn't catch the duplication. She changed her name tags on us. That explains why such a great catch flew under radar for so long. Because she always was on radar and never was discovered. Just changing her identity. That sneaky wench!
I guess in China, they think they are chameleons? Not funny! She pulled a fast one on me. I think she was planning an escape, but she just lost all her privileges. But she's still one of our best VIPs.
Meanwhile, Sunset Drunk is still in Karaoke mode. Sining more songs and lost his focus. He's facing strong prospects of demotion if he doesn't get us act together soon. If this is his ploy to get a free SMDM Karaoke machine, it's not working.
Ms LingLang, however, is hard at work. Sunset, can you pay attention to her words today? Because if these works dont sink in, she is going to be taking your position next week:
https://www.douyin.com/video/7074818487809592610?modeFrom=userPost&secUid=MS4wLjABAAAAmmnqUVe6z-GdGZDUTaOrGBh_CkxwlBwowQEKz8zwTyc
#Work and entertainment are the most important thing to be happy
This is the 6-minute, BRich:
https://www.cnn.com/videos/tv/2022/03/13/exp-gps-0313-sanctioned-russian-economy.cnn
That's what I saw. I think it's a great little, short analysis.
I just changed my day only order to GTC
Buy 100000 YBCN Cancelled Mar 14, 2022 12:50 PM ET
So, I hope to get filled at .011. Should have woke up sooner this morning, but somebody stole an hour from me. My body knows!
I was watching GPS yesterday morning as I always do. Rather than church, I get a world education. :)
Fareed had Nobel Laurel economist Paul Kreiger (sp) on there talking about that possibility of China helping. But he says it's untenable. That it's not easy as people think and they really can't. For one, he says, even though they share some close borders, Moscow is far too west and only a few train rails could et there over too many miles to ship supplies. The logistics just aren't there. And there are no good shipping channels to use. HE thinks Putin simply underestimated the backlash and is frustrated and lashing out.
I personally think we are seeing Mussolini part 2, and his end will be the same way. I think he is going to implode. He is just a mafia boss with nuclear weapons. That's the only true threat -- the nuclear arsenals. He might be going long, knowing he doesnt' have many years of life left anyway. Take the world down with him if he can't have it. And then, none of it mattered anyway. So, I'm not worried. A narcissist simply can't back down. It's a mental illness. Like Trump. The mind would melt down.
Not sure what the procedures are for nuclear launch, but I hope it's a chain of command where someone can refuse bad orders. But we shall see. That would be worse case. Most likely case, impolosion. The end of Putin coming soon. That's my prediction. And he will take down as many people with him. As all narcissists do. If they can't have it, NOBODY can have it.
His country is literally going bankrupt. And I really don't think China could help even if they could. They are watching though. They want Taiwan, so if Putin succeeds, they'll move on Taiwan I think. So, Putin can't succeed. The world won't let him. That's my prediction. Russia has the largest gap of economic wealth in the world. Worst than our 3rd country distribution here in the states. :) Breadlines for most of the country. The population can only take so much before there is a revolution. Hunger makes people lash out.
Keep tightening the screws on him. Take oil to $300 Brent! I can handle it! He gets 10-fold the pain I feel.
100,000 shares more
Buy 70000 YBCN Executed @ $0.0199Mar 14, 2022 10:01 AM ET
Buy 10000 YBCN Executed @ $0.0199Mar 14, 2022 10:01 AM ET
Buy 20000 YBCN Executed @ $0.01545Mar 14, 2022 10:01 AM ET
Just took advantage. I overslept. Somebody stole an hour of beauty sleep from me somewhere I think.
Reacting to opportunity. 100,000 limit order also at .011
670,369 total YBCN shares at avg cost of .02346 now
Total investment according to broker: $13,340.34
It's not hard for me to imagine someone having a margin call. Portoflios are under stress. Even my recession-resistant portfolio is bending, but not breaking, and I was prepared with margin firepower, rather than going out on a limb. That's my theory.
The stock is too important to the entire company. It will be back up to 3 before end of day. Certainly by end of week. It is the crux by which everything pivots at this time. That's my theory and sticking to it.
Just a Recap on the TOXIC Penny Warrant in my eyes:
Looking back at in this CC in the Q&A now makes a lot more sense in retrospect. I think I understand better what this analyst is referring to now within the context of the penny pre-funded warrant. As I interpret it the execerpt below (emphasis mine):
___________________________________________
https://seekingalpha.com/article/4450251-singing-machine-company-inc-smdm-ceo-gary-atkinson-on-q1-2022-results-earnings-call
I represent an institution, and we have almost 5% of the Company already, and I’ve been around for a long time, and nobody offered me this deal. How to jump down with both feet? Probably about $0.5 million to $1 million on the table to buy that unit of $0.30. So, I think you gave a sweet deal there. And I think I know who’s shorting the stock, by the way, Brendan, if those guys that are getting their shares, they’re going to cover with the shares they get and do less with the warrants for free.
Gary Atkinson
Well, I can’t speculate…
Unidentified Analyst
Don’t get me wrong here, Gary. Overall, I’m pleased with what’s going, I really am. And you did fine…
Gary Atkinson
I mean, I think, Eric, the way we look at this is -- you can look at it from a short-term perspective, but we’re generally long-minded on this. And I think the short-term price that we paid to buy back control and to bring in these very well-known, reputable U.S.-based funds to help us fuel growth in the future. From the long-term, I just don’t think you can put a price on that. I think, the Company, over the course of the coming years, will have a lot more doors open to us and a lot more access to capital than we’ve ever had in the past. And I just really think that there’s obviously a cost to everything. And so, we weighed the pros and the cons, and we felt like long-term for all of the shareholders, that this was the price worth paying to unlock a lot of this potential growth in the future.
Unidentified Analyst
Yes. Okay. Like I said, I’m with you on this. Like I said, few little details rankle a bit, but I think you did the right thing, and I’m glad it happened. And I think you’re making the right assessment of what the future looks like. So, I am done. Thanks very much. Good quarter.
___________________________________________
He says, "I just don’t think you can put a price on that.." Yeah, well, easy for him to say that. I don't think looking at what your peer group is doing is really a good excuse. Reminds me of a former tenant of mine that kept putting his trash outside his door, rather than the dumpster, and I'd get warnings from HOA because of it, which I'd pass on to him. And his answer was, everybody is else is doing it. Well, first of all, they weren't. But even if they were, would you jump off a bridge if everybody else was doing it? What kind of talk is that?
I don't like the bad taste of that penny warrant, but I'll let everyone make up their own mind. It should be dragged out from under the carpet, examined, and kicked, and put up for display. And made a mockery of, since our insiders deccided to *not* to put any details in the PR about it and just wanted to hide it, it seems, to my vantage point.
I'm going to swallow it with this analyst and the insiders. But I expect better behavior going forward. Make your peer group the Nasdaq, please! If you watnt to be Nasdaq, start acting like it before you get there. Please!
In the *same* link above, same Q&A, our company representative doesn't shoot straight in my opinion with this answer;
Lionel Marquis
That’s correct. So, we sold the unit as being a -- 1 unit of common stock and 1 unit of a common warrant at $0.30.
Actually, NOOOO, that is incomplete. It's 16.8 million units of common stock bought at .30, with. Those units translate into 16.8 million common shares for the buyers, with 16.8 million toxic penny warrants attached that can be excerised at 1 cent, and another 35 million anti-dillutive (at this the current price this post is written) that can be exercised at .35.
The 35 million warrants at .35 were generous enough. The 1 cent is greed, and very TOXIC. And should be illegal, if you ask me. But that let me in at 15 cents, and shareholders should burn somebody at the stake for that. But that is just my two-cents worth. Just because your peer group lives in the ghetto, and gangs rape and pillage their neighbors, doesn't mean it's right and that you are excused from acting in the same manner.
Reverse Split
So, trying to get a full handle on this. Lots of information digest. So, NASDAQ will be the board if approved. They submitted application to Nasdaq already. I don't know why they were tap dancing around what board it could be in the CC, when clearly their own filing says they submitted to Nasdaq. Public information. I just assume they know what they are talking about when it comes to public domain, but I guess that's not the case.
It won't be reverse split greater than 1 for 30. I proposed 1 for 50 off the top of my head yesterday, but that was before I learned of the dilutive penny warrants.
https://stock.us/sec/923601/0001493152-21-025339
An amendment to our articles of incorporation to effect a reverse stock split of our common stock by a ratio of not less than 1-for-10 and not more than 1-for-30 at any time prior to the one year anniversary of filing the definitive information statement with respect to the reverse split, with the Board of Directors having the discretion as to whether or not the reverse split is to be effected, and with the exact ratio of any reverse split to be set at a whole number within the above range as determined by the Board in its discretion.
So on 55 million shares and today's price of .15ish, you are looking at a range of $1.50 to $4.50 after a split. I'd go with the 1 to 30 for $4.50. That's barely squeaky by for the requirements I think for Nasdaq. What is it, 3, minimum? This was a requirement in the deal, so the short sellers want to be uplisted. They lose money under .15 I think, so lots of alignment of interests now. So now their malicious intent -- yes, I call it any fleecing while under the cover of fine print malicious -- is now self defeating to my understanding, they are in the same boat as us. They can inflict wounds on themselves now and hurt their own demands to go Nasdaq if they jack around further with your money. Sorry, about that, guys. Don't look at me. I wouldn't do that to shareholders if I were in charge.
That would give us 1.8 million shares. Then the 35 million warrants, which are anti-dilutive at this price, would become 1.2 million warrants at an exercise price of 10.5. Almost like a typical SPAC in reverse, almost. That's still pretty illiquid, so I prefer that to where we are now. I don't think you can get away with this kind of funding when on the Nasdaq, but I could be wrong. It's more reputable and I just don't see shady business like this on the Nasdaq, which is common place down here in the not-regulated-enough OTC. I would be happy if we go Nasdaq on a 1 for 30 reverse split. That is what I hope gets approved. That would then put me at 1,166 shares, and I like nice round numbers of 1000 shares. So, I like my position here. Just not as happy as I was yesterday, but happy nonetheless.
We are cash flow negative because of the huge inventory and a/r, but they explain that away with the shipping issues, which is a very valid reason. I believe that, and the a/r would be current. A lot of things could scare demand away from here, and rightly so.
I do like it for the value. Definite a long term hold, and I don't see it ever going below 10 cents. But if it does, I'd consider that a gift and buy more. Something good to add to from capital gains elswhere from time to time. Either instant gratification, or slow wealth accumulation.
It's a long way up to exercise the anti-dillutive .35. And they have 5 years before those expire, so let's see how it goes over the next 5 years. I'm really interested to see how this plays out.
After that shady sweetner, I would urge any shareholders to take heed and watch your back here. Great fundamentals, but acidic funding. Not toxic, but very acidic. Not very sweet for previous shareholders. I'll consider it my opportunity in. But I'll be watching my back and walking through doors backwards.
I think I pretty much cleared the mindfield to the best of my knowledge. I see nothing else nefarious lurking in the shadows here...
CONFIRMED == That is exactly how the basic outstanding shares are being calculated. So I'm "erring" on the high side correctly:
"Basic net income per share is based on the weighted average number of shares of common stock outstanding during the period. Pre-funded warrants to purchase 16,833,333 shares of common stock are included in basic weighted average shares outstanding as deemed outstanding. "
https://seekingalpha.com/filing/6214125
Page 11. God dang, that's deceptive. Need a high finance degree for this curve ball. Sheeze. It's annoying. Now I'm really understanding that analyst better 2 cc's ago. He understood. He was telling them he knew, but didn't want us to know. Kinda like -- Annoying. Watch your back with everybody! Walk backwards!
Okay, so that's it. No more backstabbing that I can see. The company's only vague answer was that they were thinking long term. That's a valid reason, but not exactly straight shooters either. Full disclosure, yes. In the fine print. Just like the analyst said. The devil is in the details.
They're like cloaked shares. Invisible dark matter. Like the missing puzzle to gravity. That's why the stock cratered, I think, on such good fundamentals otherwise in my opinion. So true EPS of .035ish. Sooo annoying...
Insiders should be placed into solitary confinement for 9 months for that. But I guess that's how they had to sweeten the deal to got the old guard out. I am long. It's still good value. I just want to punch somebody in the mouth.
I jumped the gun on the share count. I'm going to have to go with worse-case scenario, which isn't bad. I'm little confused with the whole prefunded warrant. It's adding in a layer of dilution I didn't account for, and I don't understand the discrepancy on the lateset 10Q.
I'm going to go with a total share count of 53.4 million shares. On the statement of shareholder equity, it shows we end with 36.6 million shares. It does show the issuance of the 16.5 million shares added in from the private placement, yet it also backs out the 19.6 million shares being retired. Plus some exercised stock options are added in, not significant.
There is no accountability for the 16.8 million penny warrants.
The income statement is showing the OS at 53.4 million shares, which is the same as the fully dilluted share count. I don't understand that. But that is almost the count, slightly off, of adding in the 16.5 million penny warrants. As if the OS *is* fully diluted from all warrants being exercised at .01, but that volume never occured. So how could they be fully exercised?? But, I would like to add it in. The balance sheet gives us the same 36. million share number, so I don't understand the discrepancy. Still, I'm going to go with 54 million, rounding up. And fix my title page.
Uggh. Still value, but not as great as value. And then I don't understand the *fully diluted* share coutn as being the same, because IFF they exercise at .35, that would add another 16 million (rounding off). But also cash, and way above our heads, so that part is good.
It's complicated. I imagine they are "shorting" the stock that way, or some of them are. Maybe even Stingray, our "partners" themselves. I mean, it is a given I guess. Why would they not? But at least their cost, as I understand it, was .30 per share. Which is almost like they go under water at .15 per share, which is where we are now almost, with a penny difference on the ask. So, everybody starts losing on the *net* below .15 IFF I understand correctly. Now they "cover" at not much of a premium, if any at all. So, it's kinda crappy short term. But here we are, and it was an oopportunity for me to grab those extra 20,000 shares this week.
The fundamentals are much better than this dilutive private placement. I don't know if I'm totally understanding correctly, but I'm going to go with an OS of 53.4 million shares and err on the side of a greater market cap, which I'm going to go fix now.
Plus, the EPS is being calculated not on the 36 million shares on the balance sheet and statement of shareholder equity; otherwise, it would reflect a .05 EPS. Rather, it's calculated off the basic outstanding shares on its income statement. Which is also different for 9 months and last 3 months because it's an *average* weighting, so we really drop to a little less than .04 for the whole year for the true, fully dilluted share count, which I don't know fully understand why it's not fully accounted for on the balance sheet.
I'm going to err on the side that is not in our favor.
The Penny Warrant
Also known more rhetorically favoriable as the "prefunded warranted."
This probably explains it all. This SC-1 filing:
https://www.marketwatch.com/investing/stock/smdm/financials/secfilings?docid=15211665
OnAugust 10, 2021, we issued to certain institutional investors in a private placement (i) 16,500,001 shares of our common stock at a purchaseprice per share of $0.30 and pre-funded warrants exercisable into 16,833,333 shares of common stock at an exercise price of $0.01 pershare, for aggregate gross proceeds of $10,000,000, and (ii) warrants to purchase up to 33,333,334 shares of our common stock at an exerciseprice per share of $0.35 per share, which were exercisable immediately at closing for a period of five years. In connection with theprivate placement, we issued 571,428 shares of common stock as consulting fees to a principal of Deka Consulting, as consulting fee andwarrants exercisable for an aggregate of approximately 1,333,333 shares of our common stock at an exercise price of $0.35 per share toA.G.P./Alliance Global Partners and certain designees thereof, as a portion of transaction fees. For additional details, see “Descriptionof Private Placement” on page 12.
That's the sweetener the analyst was referring to I suppose. So, yes, it is a way to short. They do pay up at .30 per unit, can exercise at .35. But they also have the sweetener penny warrant in there. That's where the "shorting" is coming from, to my understanding. Rounding up, that does put Stringray's 20% position calculated on the true current share count (after retirement) of the 36 million shares. That makes sense.
But it is finite. It's bitter/sweet. Toxic but not a death spiral cyanide pill, as I see it. Maybe more akin to an overdose. Alcohol poisoning. Oh well, it gives a discounted price I think. That let me in. The supply is finite, and fundamentals will ultimately prevail. The fundamentals are good. Now I think it's a case of a literal penny-per-share supply outstripping demand, hence the "short position." from long term investors. A paradox of sorts. A sweetner of a deal to get the old investors out. That explains the rhetoric better. To my understanding. That's an excellent instant return. And a guaranteed foot it in the door over .35. They win if we fail. They win if we win. They win period. Over and over!
That's why they hush hush it and push it under the carpet, and the investor/analsyst in the conference call doesn't elaborate. But is kinda PO'd that he didn't get offered the sweet deal. That's how I see it, anyway. Yeah, that's a sweet deal. Win short term, win long term. Win no matter how the cards fall. I"d like in on that deal too!
But, I'll just keep buying in, the lower the price goes, IFFFF it goes lower . Overall, the capital structure when all the dust clears seems good, and the metrics are good value here. Value given to us by alcohol poisoning, so to speak. as a best-way metaphorical understanding to my understanding. But nothing we can't recover from. Just a bad hangover.
Better than long term debt and bad interest rates I suppose. We do have alignment of long term interests. Insiders are swallowing the pill with us. I can live with that.
The End
The Private Placement
The unit cost is a mystery to me. I don't see it in the filings. I see the exercise price of the warrants at .35. That's good. I can only work backwards from Stingray's latest quarter which sheds some light (expressed in $1,000 units):
On August 11, 2021, the Corporation announced that it has acquired a minority interest of 20% in The Singing Machine
Company Inc., for a cash consideration of US$2,000 ($2,508).
Source, Page 25: https://www.stingray.com/sites/www.stingray.com/files/investors/files/stingray_quaterly_report_-_q3_2022_en.pdf
So if it's 20% on the 35 million shares, that would be 7 million they own. But if it's on teh 55 million shares, before retiring the buyout of the previous owners, then it would be 11 million shares. I'm not clear which way they are calculating that.
Stringray is inferred 2 conference calls back to have participated in the private placement. Their percentage was not disclosed, but now we know from Stringray's own filing. But I never do see a unit price on the private placement given.
The simple formula is 7M*X=$2 million. Or, if the latter, it's 11M*X=$2 million.
So a unit was either .18 or .28, correct? Anyone with better intel here?
Either way, we should be below the unit price, which would be a good thing, *to my understanding*. IFF .18, that could explain why the analyst 2 conference calls back was happy with the deal, but not happy about its short-term prospects, accusing one of the participants as shorting the stock. That would give them a happy way to instantly profit by selling their newly acquired shares at a profit. Which would be why they might not have disclosed it. Not exactly high intergrity, but got the previous owners out. And they really lose nothing because they have warants that exercise at .35, so they win regardless in any scenario.
But, that's just my understanding. And I'd think maybe we are in a good price point. Please feel free to correct me where I'm wrong here. I have to infer things in the details here. As the analyst two conference calls back, he did say the "devil was in the details," paraphrasing by memory. But overall, he was happy about the *long term* prospects of the deal; but not the short term, and he said he wasn't offered the deal and felt he should have been since he owns 5% of the company if I recall correctly and been here for years. I agree with his sentiments to my understanding.
In fact, if this Sedar filing pops up for you, Hweb, M&A activity is in their "sights" according to a recent prospectus:
https://www.sedar.com/GetFile.do?lang=EN&docClass=13&issuerNo=00037140&issuerType=03&projectNo=03259100&docId=5018446
So, you just never know. It's on Sedar, filed around August 9th of 2021 if that doesn't pop up. I had to do the Capiche thing to get to it.
I may take a stake in Stingray too.
I'm searching for the share price Stingray took for its investment. I remember it was up there near .30ish if memory serves correct. Significantly higher than our price today, whatever it was. I'll eventually find it. Dang Seeking Alpha is having tech issues, where I can find the info faster. If you have a link to that info at your fingertips, I'd appreciate it if you can pull it up.
Somebody may just do that, if not them. We do look like a tasty prospect for roaming predators, I'm sure. :) I think I'll like it no matter how the cards eventually fall here. Truth will ultimately prevail, somehow, some way, as I see it.
I think it is accurate on the ticket count. Whether not the transfer agent recognizes it yet, I'd say the ticker share count is correct for all practical purposes.
BTW, I love the *broad* mission statement:
"TO DEVELOP INNOVATIVE PRODUCTS THAT CREATES JOY THROUGH MUSIC"
That means they can do anything and should in regard to selling "joy through music." I know over 90% of their business is Karaoke, but they should branch out and diversify into all "joys of music." That's a sign of a good mission statement: Flexibility. Broad. Allows for adaptation and changing times. Not fixed and rigid.
The Stingray partnership is interesting. Their further investment in us last August and a Board member from there may produce some interesting fruit down the line. We shall see...
Agent Allow seems to imply that yesterday was the official opening of the G-Store after the "trial opening" if I were to extrapolate correctly:
https://www.douyin.com/video/7074028571425115426?modeFrom=userPost&secUid=MS4wLjABAAAAfqPIZ8W2YmMxq6-ZW-a5hrdf4Eo9T8rtK9omB3M-X8U
I'm the first customer today, looking forward to Meimei da #the corner of the mouth is raised to be a warm person
It looks like two nurses, two of the tan suits, and one receptionist. Maybe one of the suits is a manager?? Not sure, just tossing out ideas.
She also gives us a peak her into the mystery facial machine we've seen before:
https://www.douyin.com/video/7074041404841889059?modeFrom=userPost&secUid=MS4wLjABAAAAfqPIZ8W2YmMxq6-ZW-a5hrdf4Eo9T8rtK9omB3M-X8U
Zhong 2 keeps the spirit alive. Always positive, sharing our products with -- with her invisible guests I guess. :)
https://www.douyin.com/video/7073745358374833448?modeFrom=userPost&secUid=MS4wLjABAAAANPxxGkXsHnKebbql-d65qMQHk0utvM4G-ZW3u3VfNzE
Well, that's all to report for the last 48 hours. They keep things interesting as we wait...
That is another beautiful aspect about it. In fact, *EVERYBODY* is in higher. And warrants priced higher too to my recollection. Nobody gets in cheaper unless at the expense of everyone higher. Just the way I like it. :)
Make that 35,000 shares
Buy 10000 SMDM Executed @ $0.157Mar 11, 2022 10:58 AM ET
So make that 35,000 shares in SMDM now. I just bought the company for $5.4 million, and that doesn't make business sense. It's way undervalued from my understanding. $50 million in annual revenue, profitable, and growing.
20 million shares being retired, so I'm calculating by the "ticker" share count. I guess they are in the process of being retired as we speak.
Going by this excerpt from the August transcript:
" I’m still seeing about 55 million shares outstanding, which is not reflective of the actual buyback. So, once that buyback finalizes through the transfer agent, we should start seeing the number of shares outstanding drop by approximately 20 million from the 55 million.
Unidentified Analyst
Well, my understanding from Brendan was that those shares would initially come in into treasury, become treasury stock, and then shortly after that, you’re planning on retiring them. But -- so, they’re not going to be outstanding at the time -- they’ll no longer be outstanding at the time that you bring them in, right? So, they should disappear from account?
Gary Atkinson
They should. They should. Yes."
WarmSprings Strikes Again!
https://www.douyin.com/video/7073476475306970403?modeFrom=userPost&secUid=MS4wLjABAAAAyCn0T_eh3Hi-0CX-8gXQw8tWmOlK3JT8Rqg0VpsvzsUzv81vMTGfXyfeK2hje7SF
[Ultrasonic Cannon] ??????????No matter how good the facial features are, as soon as the old V goes up, it will be " Miss ?????Sister" ?????and U will be "Old Auntie" .?????
Giving us a closeup of our machine and clinical operations! I love our new prisoner! She will now be given library and visiting privileges. And able to dine with in the officer's mess hall.
That doesn't look like our clinic though. I can't confirm it and seems to be a different clinic's insignia. But she seems to be showing us that machine they have.
So March 16th an anniversary, huh? Well, can we not give that memo to Sunset please? That's comes right after our March 15th 2nd train rollout, and we don't need another holiday for these guys. They don't work enough. Is there a month on the Chinese calendar called WORK MONTH anywhere? They have way too many holidays! We don't need to give them any excuses for any self-induced holidays.
That is a very good idea.
I wonder if they would choose to do a capital raise and a reverse split at the same time? We don't need the cash. We have plenty and profitable it seems. But they did mention needing 300 shareholders. According to my data, that is exactly what we have. 300. Not more or less. We couldn't afford to lose a single one.
But what IFFF they did a big deal with a Tesla or something. And did a capital raise to go big at the same time, which would bring more investors and more shares, which would also bring more liquidity to a reverse split. Doing all at once in a big power grab, and take on a more ambitious project with a such a hypothetical private placement...
It would be very interesting to do a reverse split that way. At the same time announcing a private placement, an ambitious goal, all merged into one great reverse split and up listing.
Just my thought experiment is all. But it is possible and would be very interesting if the cards fell that way.
The die has been cast!
Buy 5000 SMDM Executed @ $0.16Mar 10, 2022 9:37 AM ET
Buy 5000 SMDM Executed @ $0.15605Mar 10, 2022 9:37 AM ET
25,000 shares long at avg. per share cost of .19631
A 1 for 50 hypothetical reverse split would put me at 500 shares at $8 per share.
It seems like to qualify, they'd need to do a very drastic 1 for 50 reverse split. We'd have about 1 million shares, a huge spread, and no volume at all. A float of 500,000 shares perhaps. I wouldn't complain at all!
But even that may present a problem for liquidity and be a disqualifying factor in and of itself to uplist. Not sure. They might need a higher price than this before doing a reverse split. I'm not sure, but I'm sure their lawyers know and understand much better.
Either way, that makes this price even more special right now. I don't see a downside to parking money here.
The ruble is over my head, so I'm going to stick to what I know. Your theory sounds good to me. I never traded foreign currency, and I don't even know how to do that. I don't think my broker does that, but I haven't tried either.
So, our new prisoner WarmSpring has turned out to be a great catch! She is adapting to prison life well, and giving us a glimpse of the surgical process at the clinic:
https://www.douyin.com/video/7073286768946121999?modeFrom=userPost&secUid=MS4wLjABAAAAyCn0T_eh3Hi-0CX-8gXQw8tWmOlK3JT8Rqg0VpsvzsUzv81vMTGfXyfeK2hje7SF
So much equipment. She says COME TO BE BEAUTIFUL. I would come just to have that nurse touch my face like that. I don't like the look of the syringes, so I'd say skip that part. I don't need the full treatment.
I wonder how many of those women feel the same way. It would be like a trip to the dentist without the torture chair!
I'm going to join you with more shares tomorrow, Swampboots. I just read the conference call. I'm a month late. I've been distracted with other things. That was a GREAT cc. We are going to have a reverse split most likely, but I don't care. It would only be for an upliating, and the metrics here are so incredible in my eyes. I don't know why the market doesn't reflect the value or if I'm missing something, but I'm buying what I see is a great value to me. Mr. Market is not going to be my guide here.
Nice. You should share it, DD. What is it and do you have a link to the source? A business plan out there would be very interesting to read. Just be mindful that one can project anything. My Fineqia over there projected great things by this time. And didn't deliver. But I'm still loading up under a penny since they are doing a capital raise right now.
So, speaking of Sunset and Karaoke, you should check out SMDM. This one is all speculation, but a whole lot more interesting. But I just can't get interested in Karaoke like our agents. They all love singing it seems. I wonder if they are using my machines? SMDM is 16-cent stock now, but has actually been around since 1982, Over 95% of their business is Karaoke, and they are the global market leader. True story. And, they are profitable and cheap. I'm reading their conference call from last month right now, and some interesting insight into their plans to go Nasdaq:
We can’t talk about NASDAQ, but what I can say is that we are working on up listing from the OTC up onto a national exchange and that project continues to move forward. So we’ve submitted an application to one of the national exchanges already, and we’re in pretty regular communication with their team. It’s our belief. We think we meet all requirements right now for an uplisting, with the exception of our stock price, obviously. And also the total number of shareholders we need to have at least I think 300 round off shareholders for an uplist.
So in terms of how we’ve responded to those challenges, we’ve – during our last annual meeting, we successfully receive support from shareholders to do a reverse stock split. So that way we can meet the share requirement, if we do get successfully uplisted. And also we’ve engaged with probably one of the best law firms in the country when it comes to handling uplist.
So we think we’re going to be able to successfully resolve any and all deficiencies right now in the application. And we think we’re in an excellent position to move forward with a pretty timely and efficient uplisting onto one of those national exchanges. So we’re excited about this, because we think it has great potential to unlock a lot of shareholder value. OTC is a – it’s a fine exchange, but I think most people would agree that it’s not a national exchange, like a NASDAQ and NYSE. So we think it’s going to be a great event for the company.
So reverse split in the cards. But the metrics on that stock are incredible value. I think it's too boring and off radar to be properly priced. Maybe an up listing would fix that...
They have $2M in net profits for the year so far on almost $50 million in annual revenue. Not projections. But now. As in fact, right now. Long history. I just want to know, is Sunset Drunk using this company's brands? We have Karaoke addicts for our spy satellite network it seems.
Look at some of these metrics: Stock is 16 cents, but 20 cents of cash per share. Enterprise Value under $10 million and a p/s of .16! This stock should be worth $1.00 in my eyes and still be a value. I know that sounds hyped up and your typical board rhetoric, but I'm being serious here.
Yes, YBCN is far more interesting, but let's be honest. All speculation at this point. And I wouldn't want to be sitting out of either one. I'm going to buy more shares of SMDM tomorrow, rather than more here. I have plenty here.
China manufactures their products, so it just seems appropriate to be loosely connected here to the discussion. And that company is already in big retailers like Walmart, Costco, Sam's Wholesale, and Target. Long histories with them. Just incredible value to me! Just those distribution partners alone are a great vetting process in and of themselves in my opinion.
Newcomer WarmSpringFlowers gives a patient tour.
https://www.douyin.com/video/7072922429932326185?modeFrom=userPost&secUid=MS4wLjABAAAAyCn0T_eh3Hi-0CX-8gXQw8tWmOlK3JT8Rqg0VpsvzsUzv81vMTGfXyfeK2hje7SF
She shows us a patient on the bed. That looks like it feels so good! I'm jealous. I wan t to be that lady laying down on that bed. That looks more like a nice face massage to me.
ZHONG 1 reported earlier today:
"Yongbai Chao" high-speed rail is about to start, and the carriages have been arranged to depart from Guiyang North Railway Station.
Source: https://www.douyin.com/video/7073011603498601762?modeFrom=userPost&secUid=MS4wLjABAAAAeTIcs0IKWk3dN6rN2Uhh4Al4mWzpVyL4f-hju2VweHU
The trains have already departed on March 1. Which means it corroborates the more expansive testimony from two other agents that gave the dates of March 1 *and* March 15.
Celebrating Woman's Day at Yieber
From Agent Allow:
https://www.douyin.com/video/7072653423421836579?modeFrom=userPost&secUid=MS4wLjABAAAAfqPIZ8W2YmMxq6-ZW-a5hrdf4Eo9T8rtK9omB3M-X8U
That's why I love women workers! They make better workers in many cases, and better managers in almost ALL cases. I celebrate and salute with them. Putting their hearts and minds into their celebration of their own new careers. That's the kind attitude I like to see.
Now, Sunset Drunk, on the other hand... What's his excuse to be off today? Most active VIP went Awol? Or at a Karaoke bar somewhere?
Oh, wow. I like the uniform of the server in our clinic. We have coffee service too? That's interesting. That's a sharp uniform too! I bet she's an overall service attendant for guests. Not a nurse, not a doctor, not a manager. But an overall service attendant. A Maitre D' so to speak... Which probably includes coat check, tidying up the room, etc. More than just coffee service, I'm sure. Just a hunch is all.
Two of our familiar agents having coffee together in their new business venture. It's like the network grows together and works together from my vantage point. I like team work! The group is stronger than the individual!
That's the new G-Store in the "trial opening." You can tell by the huge red signage display in the corner as the video pans to the right at the end. And also the video screen placement...