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Re: HokieHead post# 3713

Tuesday, 03/03/2020 5:03:26 PM

Tuesday, March 03, 2020 5:03:26 PM

Post# of 24830
One day 29K increase fits Rule 144 estimate

Looks like the OS was updated as of yesterday and only increased to 646,398 from the 617,186 figure as of the binding LOI. That’s only a 29,000 share increase. But wait, I thought we were going to see it increasing millions since the PR.


As I wrote last Friday with the OS at that time of 617K shares, any converting debtholder would be limited to converting and selling approximately 30K shares per day. The actual, one-day increase was 29K shares. Looks like I was damn close.

The reason for my 30K initial estimate is because Rule 144 states that if a shareholder owns 5% or more of the OS, they are beneficial owners and the rule further limits how many shares they can sell and increases the reporting requirements.

In order to avoid the application of Rule 144, they convert approximately 4.9% of the OS into debt and immediately sell it. Sometimes they even sell 4.9% of the OS "naked" and at the close of the day, submit a conversion request to the company, which then tells the Transfer Agent to issue the shares, and the naked sale is thus covered and there is no failure to deliver.

That 29K one-day increase in the OS was approximately 4.7% of the OS at the start of the day.

The thing is, as the OS rises, the number of shares that can be dumped with each conversion also rises.

The following table shows the effect of fifteen conversion requests at 4.9% of the OS per conversion:



By the 12th conversion, the OS is greater than 1M shares. And that's only for 1 debtholder.

I'm not saying that we will see that level of conversion every day, but we could see 12 - 14 conversions in March, which would mean the OS could hit 1M - 1.15M shares by the end of the month.

By conversion 26, 100K shares could be added per conversion.

And we could see four months of this, and occasional press releases designed to build excitement to sell the ever-increasing number of added shares.

Finally, with a planned debt reduction of $1M by the closing, at a $0.15/share conversion price, it will take the issuance and sale of 6.7M shares of OZSC. Of course, if the price goes lower, it will take many more shares.


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