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Re: cbrad10480 post# 46103

Thursday, 09/24/2020 3:42:05 PM

Thursday, September 24, 2020 3:42:05 PM

Post# of 63074
cbrad, you seem to be one looking for straight answers. We cannot know without a doubt unless/until disclosed, and this may be one of many things holding up the complete financial report that is past due, including subsequent events. One subsequent event being the new issuance of 329,998,018 shares to...

Alright, so here's the most likely scenario, and I know there are others who will read this, who already know/believe the same, but knowledge is power/money and you will not find many with real insight (their own hard-fought/learned DD) willing to share when they can use the info to their own benefit.

Go back to December 16, 2019 when the company tweeted on the then-live @PASHealth twitter account. The tweet stated:



Now look at the price history to see the closing prices around that date (below).

https://www.barchart.com/stocks/quotes/PASO/price-history/historical
(you need at least a free account registration to go prior to 90 days recent history)

Dec 16 was a Monday, so an agreement for "buying back"/cancelling the 10M Preferred Series A shares may have been based on the closing price on the previous day (Friday) or possibly the average of closing prices over the 3 days prior, or something like that. We don't know the specifics, but it was likely (imho) to be something "like" this, as this is an acceptable and often-used method. So let's say the price per share was , however determined, was .0150. This is "reasonable" to use as a guesstimate, as based on the stock price at that time. So...

10M Preferred Series A shares convert at a ratio of 1 to 100 into Common shares, giving 1B shares. 1B shares at a price of $0.0145 per share = $14.5M (0.0145 is the average of the closing prices on the 3 days prior to Dec 16, 2019). So each of Linzalone and Weitzberg may have agreed to sell the shares to the company at $7.25M each (each holding 5,000,000 Preferred Series A "control" shares). Now, the question is, how/when does the company come up with that kind of money in order to close on that part of the deal, which is also likely to be tied to the "general" reverse merger plan. Not likely Linzalone and Weitzberg would execute the transaction without money in pocket and the deal sealed or, if done before the deal sealed, reversible if it is not consummated (final merger executed). BUT - in order to lock up this agreement to be able to proceed with other related agreements - before the could ever get to an LOI with the merger candidate - this agreement for total DOLLAR AMOUNT had to be agreed. NOW - it's also understandable how these 2 guys, founders and original architects of the original business bought and deposited the original PASHealth technology with Patient Acccess Solutions, would want a bigger upside potential with the view of what was to come (with a reverse merger involving SiriusIQ and UST Global to market a major healthcare industry data handling framework like what has been described as the IT backbone for HealthyAmerica™. So the agreement likely included a conversion of the agreed dollar DOLLAR AMOUNT (based on the common shares market price back in Dec 2019 at the time of the agreement) into shares of the company for holding post-merger in order to see substantial upside.



So... now you take the (my above rough guess based on factual historical market price and timing of the announcement of retirement of the 10M Series A shares) $14.5M and apply that to the timing of the 329,998,018 addition to the O/S - - here we go...

On 9/16/2020, the company issued a press release:
globenewswire.com/news-release/2020/09/16/2094782/0/en/Patient-Access-Solutions-Important-Shareholder-Notice-A-Dividend-Inclusion-and-Disbursement-Clarification.html

In this press release, the company stated that, as of 9/11/2020, the O/S was 749,993,098 shares.

On 9/22/2020, the OTC Markets Securities info page for PASO was updated, showing that the O/S is now 1,082,491,116 shares, reflecting an addition of 329,998,018 shares to the O/S since 9/11/2020 (just a week prior). Now let's say management had achieved certain requirements and/or stipulations and on Monday an agreement was reached to execute the prior agreement (December 16, 2019) to convert the $14.5M "value" of the Series A shares back to Common shares based on the closing price on Monday plus the prior 2 days. If you take the 3 days closing prices and average them (9/17, 9/18 and 9/21), you get .0462. Dividing 0.0462 into $14.5M gives 313,852,814 shares.

This number is real damn close the ~330M that were just issued into the O/S.



Depending on the very detailed specifics of whatever agreement was made to buy back and retire the 10M preferred shares, I'd say that this scenario is damn close to the number of shares added to the O/S to not give it a very high probability. Also, any difference in the actual amount could very easily be explained by some fee (partial or payment in full) that may have been agreed for the $50B PE firm that is involved in this deal.

https://www.otcmarkets.com/stock/PASO/security

Anyone that thinks anyone - let alone founders and managers of a business for a decade or more - are going to just give away 10M shares representing a large stake and controlling interest in their business... for NOTHING... was always a dreamer from the day of the original announcement of the retirement on Dec 16, 2019. We ALL knew there had to be a deal of some kind. Now I believe I know what it is. These guys are vested now with a pretty good stake in the future of PASO/CLX, and WE shareholders (ALL SHAREHOLDERS) can now appreciate that we have the 10M Series A preferred shares required to close this merger deal.

PROGRESS! ANOTHER STEP CLOSER!

$PASO's to Dollars