Smitter's Roundtable of DD Part Deux!

[Talc Moan]

SOLI Longs To Clarify for folks wanting to understand the conversion process... I have done extensive research over the years and spoken to many brokerage and clearing Houses.. There is a difference.. Many whom are out of business now..

SOLI Form D investors.. Can convert their FORM D debt while the security is on the Grey Sheets... Converting and Selling are 2 completely different things..

If you open an account with a Clearing house the Landscape is 10000000000000% different then it was Years ago.. The old days you could call up Alpine or Cor who both are out of business... Open an account fill out the paper work get an attorney who writes opinion letters contact the stock your converting from debt and the CEO/Transfer Agent all sign off and work together getting your stock transferred to your clearing house. Via a Stock Power Certificate or Electronically via DWAC service..

Opinion Letters for small retail conversions usually cost around $300-$500 bucks for every conversion. Not just a 1 time fee..

The Clearing Houses then would take their % for selling your stock.

If it was a Sub Penny Stock there was an additional Charge for having to use X clearing which is another company that sells your stock and takes cut..

So before even Selling a share you go through a stringent amount of Legal Paper Work. Also you pay the TA a fee..

All Said and done your close to $2,000 before a share hits the market per conversion and it takes you about 10-14 days to complete all this. stuff...

Back in the Day You COULD NOT convert stock on a Stop Sign unless you were holding for 2+ Years and did some special paperwork. Most Clearing houses wanted a Current Annual Report filed from the company. beyond 2 years forget about it... Every Clearing house i spoke to if you had a CE and were not current ZERO chance of a conversion. It was to risky on their part..

Fast Forward a few Years and the Clearing House Landscape is dominated by MAXM and a few others and if your a small time retailer good luck.

So now fast forward to SOLI in the year 2019... SOLI is on the Grey Market Yes.. BUT They are Fully SEC Reporting. So IMO without making any calls to any clearing houses and using my old dd.. I would say this..

When the Form D comes Due, Yes insiders can convert Stock up to 4.99% of the OS using the closing price of the Previous 5 days or whatever the terms are, BUT There is virtually no chance in hell any clearing House will clear them nor want anything to do with it until SOLI is off the greys and Fully Reporting...

So that brings us to one last thing... Insiders may or may not know this.. If the Terms are the last 5 days and i am using that off the top of my head if i am wrong the same explanation works for any amount of time frame... and it goes Day 1).30 Day 2.) .33 Day 3.) .35 Day 4.) .31 and Day 5.) .38

Then they can take 50% of Day 1 at .30 for just 4.99% They cannot convert the whole amount unless they want to become an insider or if their whole amount keeps them below 4.99% then they are ok..

If they do not convert on the lowest day and by day 6th the lowest 5th day from the previous 5 days pass then they pay more or get lucky and day 6th is cheaper starting the next 5 day time line and so on..

I hope this helps anyone who was looking for an explanation... There needs to be NO S-1 or S-4 filings since it was a Form D and not a Public offering..

Good Luck

regards

Smitter