Livewire Ergogenics Inc (LVVV)

[Jason Coombs]

an illegal distribution and securities fraud

Not necessarily. You're making a huge leap of logic here -- you're right that some distributions ARE illegal and DO constitute securities fraud. You are not right to allege that this particular distribution is illegal, however.

The distribution that took place last year after the press release about hemp oil manufacturing in China probably was illegal. Dick Weed was still involved and not yet indicted. The price at which the distribution took place was likely manipulated. Asher was probably ready to sell or at least we know Asher DID get called in AFTER the press release and manipulation had prepared "the market" to absorb Asher's illegal naked short sales because Asher DID provide funding to LVVV and stood to profit if the price fell so the convertible debt would provide Asher with the most shares possible.

Recent volume could be the result of Asher finishing its debt conversion.

As you know, if this IS a brand-new distribution then the only disclosure obligation LVVV likely has under the 1934 Exchange Act is the raw numbers that will be included after-the-fact in the quarterly and annual reports.

A brand-new distribution less than a certain percentage of the float does not even trigger an 8-K filing requirement. The freedom to introduce new supply into the market more-or-less on-demand is one of the perks of being a registered public company that complies with the 1934 Exchange Act.

When a registered public issuer FAILS to comply, in the past, one would expect the issuer to lose all privileges for a period of time, perhaps 18 months, in order to re-establish trust. However, such a suspension of privileges apparently requires the SEC to issue a trading halt and an administrative law judge would impose restrictions with an administrative court ruling on a case-by-case basis. Correct me if I'm wrong on this point.

As long as the price continues to fall to reflect the additional supply of the new distribution and as long as the aggregate volume of the new distribution does not exceed a certain threshold as a percentage of the public float and as long as the raw numbers are disclosed at least quarterly, I don't think anything other than a trading halt would cause LVVV to be guilty of "illegal distribution" in this instance EVEN IF THE COMPANY WAS GUILTY OF ONE LAST YEAR.