Rimrock Gold Corp (RMRK)

[Marxbys]

$RMRK/CRCW$ MERGER? Check it out: CRCW/RMRK 10-Q DD:
Below are excerpts from the Crypto Company 10Q for period ending 09/30/17.

CRYPTO 10Q
Page 7)
"From time to time we may seek strategic acquisitions either by integrating third party teams and technology with our core business or by funding third party teams in which we may have interest."

Page 9)
"The Company intends to position itself so that it may be able to raise funds through the capital markets."

Page 12)
"Pursuant to a Note Purchase Agreement dated as of March 27, 2017 by and between the Company and Rimrock Gold Corp, (“Rimrock”), the Company agreed to fund up to $300,000 to settle outstanding convertible debt of and accounts payable by and on behalf of Rimrock and to pay certain ongoing accounting expenses, for the ultimate acquisition of Rimrock, a public company located in Las Vegas, Nevada with limited operations. The Company expects to consummate the acquisition in 2018 and does not currently have plans for future operations of Rimrock. No definitive agreements have been entered into and no assurance can be given that we will successfully complete and close the proposed acquisition or business combination. For the period from Inception to September 30, 2017, the Company advanced $108,250 on behalf of Rimrock to settle the aforementioned liabilities."
(notes to page 12 of opinion- *while the company plans to consummate the acquisition it will not continue the current operations of Rimrock in the gold mining business but will use the assets from a share exchange in the newly formed Crypto & Crypto-Sub companies.)(*IMO)

Page 20)
Investing Activities:
 "Net cash used in investing activities for the period from inception, March 9, 2017, through September 30, 2017 was $143,577. Net cash was primarily used for an investment of $108,250 in connection with a potential business combination, as well as $1,500 for trademark fees and equipment for $33,827."

Page 22)
We may acquire businesses and enter into joint ventures that will expose us to increased operating risks.
As part of our growth strategy, we intend to enter into joint venture arrangements intended to complement or expand our business and will likely continue to do so in the future. These joint ventures are subject to substantial risks and liabilities associated with their operations, as well as the risk that our relationships with our joint venture partners do not succeed in the manner that we anticipate.

Page 23)
(page 23 lists the reasons why the acquisition is needed)

 "There is a limited trading market for our common stock, which may make it difficult for to sell shares of our common stock."
 
"Our common stock is quoted on the OTC Pink Market on the OTC Markets Group, Inc. and has had limited trading activity since inception. An active trading market for our shares may never develop or be sustained. As a result, investors in our common stock must bear the economic risk of holding those shares for an indefinite period of time. We do not now, and may not in the future, meet the initial listing standards of any national securities exchange. As a result, our stockholders may find it difficult to obtain an accurate determination as to the market value of their shares of our common stock, and may find few buyers to purchase their stock. As a result of these and other factors, it may not be possible to resell shares of our common stock at or above the price for which they were purchased, or at all. Further, an inactive market may also impair our ability to raise capital by selling additional equity in the future, and may impair our ability to enter into strategic partnerships or acquire companies or products by using shares of our common stock as consideration."

Page 23)
(page 23 also lists the remedy for the current limited trading market of CRCW):

"We may issue more shares in a future financing which could result in substantial dilution."
 
"Any future merger or acquisition effected by us would result in the issuance of additional securities and the substantial dilution in the percentage of our common stock held by our then existing stockholders. Moreover, the common stock issued in any such merger or acquisition transaction may be valued on an arbitrary or non-arm’s-length basis by our management, resulting in an additional reduction in the percentage of common stock held by our then existing stockholders. Our board of directors has the power to issue any or all of such authorized but unissued shares without stockholder approval. To the extent that additional shares of common stock are issued in connection with and following a business combination or otherwise, dilution to the interests of our stockholders will occur and the rights of the holders of common stock might be materially and adversely affected."

10Q Interpretation =
Crypto/Rimrock Merge Imminent IMO
$RMRK
http://app.quotemedia.com/data/downloadFiling?webmasterId=101803&ref=11893101&type=HTML&symbol=CRCW&companyName=Crypto+Company+%28The%29&formType=10-Q&formDescription=Quarterly+report+with+a+continuing+view+of+a+company%27s+financial+position&dateFiled=2017-11-14

Replies:
Great post and break down of the 10q...
  james87 on 11/16/2017 2:06:03 PM
Thanks for the breakdown
  Perk71 on 11/16/2017 2:15:58 PM
Very well presented. Sticky?
  JPGetty on 11/16/2017 4:02:00 PM
very good post ! it says it all
  balamidas on 11/16/2017 10:39:21 PM
Net cash was primarily used for an
  balamidas on 11/16/2017 10:57:12 PM
Love the potentials here with CRCW. Good luck
  jmmatthews67 on 11/29/2017 12:13:44 PM