THIS IS THE FIRST 18 MINUTES OF THE CONFERENCE CALL. SOMEONE ELSE PLEASE SHARE THE LOAD AND DO EZRA'S SECTION / THE Q&A SECTION>
Vanis:
Good morning and thank you for taking the time to join us today on our investor update call. My name is Scott Vanis. I’m the chairman and managing director of Minerco Resources Inc. Joining us on the call today will be Darren Ezra, the CEO of Powerbrands Consulting and the managing director of Level 5 Beverage Company. In a little while we will also hear from our other esteemed host.
This conference call will include various forward-looking statements, which are subject to various risks and uncertainties that could cause our actual results to differ materially from these statements. Any such statements should be considered in conjunction with cautionary statements in our reported financials and risk factor discussions in our filings with the SEC, including our last annual report on Form 10-k. Minerco assumes no obligation to update any of these forward-looking statements or information. This conference call is also being webcast in an archive and transcript of the webcast will be available on our website in the future.
Alright guys, now that we got the legal speak out of the way, we really wanted to take this opportunity to update all of our shareholders on both Minerco and Level 5. We’re going to go under the assumption that if you’re on this call that you’re familiar with our company and, with that being said, we’ll skip the histories and focus on what’s happening now and what we plan to happen in the future. And we’re also gonna try and not be the typical monotone conference call but please be patient with us because this format is new for us as well. So with all that let’s get started.
The first topic that I’d like to talk about today is the financials of Minerco Resources. Let me first say that long-term success for our company and basically every company is and always will be measured by the fundamental performance of the company. Everybody likes to address and talk about the asset, revenues, and cash flow side of the balance sheet, but today I’d like to start with the liabilities of Mincero Resources. And of course for us, over the past few years, liabilities have always been convertible debt. Saying that, we also … I’d like to make it clear that we are changing that. Basically, in real time, getting away from our convertible debt and moving on to other forms of financing.
But first, lets start. And let me get this legal disclaimer out of the way: For the purposes of our filings with the SEC and the purposes of this call, Level 5 financials are consolidated into Mincero’s financials. So they are considered one and the same.
When I started here, we were relegated, even forced, to obtain financing from less than friendly lenders, including a certain a-ward group. But we escaped from these a-ward guys and have moved on and up. And, quite honestly, we’ll probably continue … we will continue to move up the lending ladder. Over the last few weeks, even months, but especially the last few weeks we have aggressively been negotiating with our our lenders, and all of them. We’ve decided that there are two different types of lenders and we’re putting them into the categories now. Lenders will be one of two types, like I said. First one is lenders willing to participate in our bright future that we feel that we have. Out of all of our lenders, we encouraged all of them to be this type – to participate with our bright future. And if they agreed that that’s what they wanted to do, we’ve retained them to finance … to continue to finance our pending success as partners in Minerco. One of the stipulations for being this type of lender was that they’re gonna have to give us more conventional rates and vehicles for lending … different lending vehicles.
Lenders that were unwilling to admit that we have moved up the creditor food chain (this is the second type of lender) have been paid off or they will be paid off - or we’re gonna have their notes otherwise settled. We’re not allowing anybody else from this point forward to take advantage of our company, of our shareholders, all of the above. Some recent and noteworthy transactions, as you’ve seen in the 8-Ks, were Kodiak capital. We settled their note and recovered a net 98 million shares of our common stock from their reserves and returned it to treasury.
The other one was LG capital. We closed out two of their notes, prepaid two more of their notes, and returned over 100 million shares to our treasury. We have a lot of other friendlier notes from Minerco shareholders and/or just otherwise very friendly notes that are either being consolidated or they are moving to longer-term equity positions. And of course there are some other notes that are still floating out there and they are being settled for either less than their conversion or less than their derivative of liability that we carry on the books. More details on these other notes will be available soon and you’ll see them in 8-Ks.
The last one is JMJ Finacial. They have been a little bit harder to deal with but we are still negotiating, even a better word is fighting, and we’re fighting with all the means available to us so stay tuned for that one as well.
In closing on the notes section let me be very clear, and this is to everybody that is a lender of Minerco Resources. Any lender that attempts to take advantage of our company, and/or our shareholders, well let me tell you we’re gonna fight back. We’ve finally grown up as a company. Every share of MINE is valuable and we will fight for them. Let me repeat, we will fight for them. We have earned the respect and the right to move on and move up.
Now that we’ve started to straighten out and even clean up the liabilities side of our balance sheet, our revenues are very poised to follow. Our revenues over the last few quarters have been greatly lagging behind our sales and operational advances. Now there’s a couple reasons for this. Reason #1 was actually my fault, my mistake. We reinvested a lot of our Level 5 revenues downstream of our bank accounts. Again, this was my decisions and I did it to expand more rapidly on the ground. In hindsight I probably should have allowed more of those dollars to hit the corporate bank accounts so that the accountants and the auditors could tally [not sure on that word]. This point #1 has been rectified and will not be happening again.
The other reason for our revenues lagging behind is that we’ve been saving the rollout of our new formulations of RISE and Coffee Boost, both to unload the original formula, which is basically unloaded, and also to coincide with the launch of another one of our favorite brands, Vitamin Fizz. Here in a little bit I’ll let Mr. Ezra expand on Vitamin Fizz and the whole, all the Level 5 lines.
With the upcoming launch of Vitamin Fizz and the expansion of Coffee Boost and the partnership with The Herbal Collection, our sales and revenues are expected to close the gap rather quickly and very soon.
Now to finalize the financials – it’s important to understand that our long-term success as a company will be measured by our fundamental performance like I said at the beginning. However, our current, and, more importantly, near-term success will be more accurately measured by setting lofty goals and then achieving these lofty goals. And then after that, setting even loftier goals and then crushing those. To achieve to the long-term, sustainable, fundamental success that we desire we must systematically set and achieve these goals in rapid succession, and we plan to. But at the same time, we need to be responsibly managing our chaotic, bi-directional, and hopefully exponential growth. So that basically closes out the financials section of this conference call.
We’ll move on to another hot topic, which is the share structure of Minerco Resources. As of today, we have an Authorized Share count of 2.5 billion and we have an Outstanding [Share count] of a little bit under 2.2 billion, which doesn’t leave us a lot of room. We also have reserve shares, most of them by JMJ Financial, which we hope to rectify, but the total Reserve Shares of 157 million.
Here at Minerco we take our share structure very seriously and we are constantly evaluating our most valuable currency, which is our shares of common stock. The expected return of the JMJ reserve, of 157 million shares, and the realignment of our balance sheet will certainly help us to better manage our share structure. As long as things stay the way they are, the way they are today, we - let me say this very clear, we do not have any plans, no plans, even tentative ones to reverse split our common stock. Currently the reverse split topic only comes up with future plans to up-list or when somebody calls or directs us to address a post or a comment made by a desperate trader usually caught in a bad position.
The next topic under our share structure will be share buyback. We’ve gotten tons of questions about this and rightfully so. And this is another discussion that we have with the board and the executives and management on a regular basis. Let me first say that buying back shares will require capital. The question about that is: is that capital better deployed building our company – including launching our brands, new brands, production, advertising, any of the above – or is it better used to buy back the shares? At this time we feel shareholder value is greater served by deploying this capital to build the company. However, when revenues allow, and I think it will be sooner than a lot of people thing, we plan to initiate an aggressive share buyback program.
That was kindof a recap of the Minerco share structure. Let me, another question that we got a lot of questions about was the Level 5 share structure. Level 5 is a private company. It’s a majority owned by Minerco Resources but it is a private company. Over the last six months to a year we’ve considered a spinout from Minerco, a straight Mincerco name and ticker change, and countless other possibilities.
The momentum of Level 5 is best left alone at this time. Minerco, a strong and liquid parent public company and Level 5 as a private, up and coming beverage company have turned out to be a perfect match for each other. This match allows us to be attractive to a wide range of potential lenders and even suitors. Over the coming months Level 5 is expected to grow at a chaotic and exponential pace. These pending explosions are likely to … we are trying to control, but the most important part is that they’ve mostly been financed already. However, any new, additional capital coming into the company is expected to be invested through more conventional lending vehicles, meaning not convertible promissory notes. We will also be reinvesting, and I’m telling you guys this right now, we will be reinvesting all of our Level 5 sales and revenues back into Level 5 operations until further notice. Again, we feel that growing and expanding Level 5 will be the biggest driver of shareholder value in the near term.
And now, another topic that has come up a lot and everyone wants to know about – our newest brand, The Herbal Collection. Everybody wants to know about The Herbal Collection brand. People (shareholders, consumers, all of the above) tend to either love it or hate it. Let me say, we are first and foremost a traditional beverage company. However that does not mean we have to be conservative to the point of ignoring an opportunity, and maybe a really great opportunity. With The Herbal Collection and an upcoming partnership with a Colorado-based company we’ve positioned ourselves to take advantage, even profit from, and then excel with a less traditional, less conservative product or group of products, or line of products that all have huge upside potential. While we all wait for the Federal Government to green-light this industry, we will let a private Colorado company, our partner, take the lead. But we do not plan to be left in the dust or in a preverbal cloud of smoke on this particular line or product or issue. We will continue to hold this line, the partnership and the grand plan close to the vest like we always do. We need to finalize these arrangements with our private, strategically-placed partner. The due diligence is in on the partner and the brand and, let me say, it’s impressive. It’s gonna be hard to hold this one back but you know how Minerco and I like to hold things back and make sure that all of our ducks are in a row before we go ahead and shout it to the world. But, let me tell you, 10+ products and counting, and I even have heard a few things and the due diligence checks out, about a few patents within this company and partner so, just let me say WOW. I promise you’ll want to stay tuned to these updates from the Rockies. We’re strategically positioned with The Herbal Collection.
And now for our other products, you know, Level 5, Coffee Boost, and Vitamin Fizz, I’m gonna let Darin expand on all these here in just a minute; I’m almost done guys. And talking about our other products and Level 5 and all that, I also want to address the fact that over the coming months and year, and years, hopefully, Level 5 will start to have a more independent presence, separate from Minerco. Minerco will always be the parent company of course, but we plan to let Level 5 be the consumer-based company with large consumer following that has large-scale advertising campaigns, not just for one of our brands but for all of them. In Minerco, you know, like I said, it will continue to be the parent company, and it will be the company that rocks the small cap marketplace. And we’ll let Level 5 be a consumer, household name. With Vitamin Fizz, Coffee Boost, The Herbal Collection, Level 5 line, and additional products that we plan to be bringing forward, we won’t be satisfied unless Level 5 is a household name.
Now I’m sure you guys are tired of hearing me talk so before we move on let me say: We firmly believe that the only way to build a company, especially our company, is to establish a strong foundation. While fast and furious tends to be the norm in our market, and that does provide inflated valuations, we believe that slow and steady better serves us and allows us to see the big picture, while at the same time allowing us to strike quickly and effectively when we have to. We believe we have the strong, even impressive, foundation needed to grow our company. Our management is world-class, and I mean that literally – thank you Darin and company. We now have our financing better suited for our current position, for our current standing. Our products have evolved and have, quite honestly, been well received. It will be world-class. We also hold an overwhelmingly supportive investor base - that’s the understatement of the conference call so far.
So with the foundation like I just described, I don’t know about your guys but I think we are finally ready to open up the throttles a little bit. In line with opening up the throttles, I’m pleased to introduce the CEO of Powerbrands Consulting and our managing direction of Level 5 Beverage Company, Mr. Darin Ezra.
