Replies to post #141998 on TON Strategy Company (TONX)

[jobynimble]

The units issued to SC for 4 million dollars came from the original allotment, not the over-allotment. The proceeds went to VERB. “It would be illegal and violate SEC rules for AGP to have received the 4 million dollars.”

Edit: That clarifies what I posted. Of course VERB received the money and it was part of the original allotment as you stated above, therefore VERB did NOT receive an additional $4 million and if SC insiders didn’t buy the $4 million in stock only $16.5 million would’ve been raised instead of $20.5 million, $500,000 being the partial exercise of the over-allotment...

Btw, where are the Form 4 filings for the insiders’ purchase?

[tedpeele]

They still don't get it, or you don't get it. SC paid someone for the units. Either they paid VERB and VERB issued new units or they paid VERB and got units from AGP so VERB owes AGP, or they paid AGP for units that they got.

Since the filings say that these units came from the offering VERB didn't give them any new units - the units came from AGP. So obviously any money would be owed to AGP.

People are thinking that the acquisition terms were changed to be less cash and more stock but that would mean that the stock was GIVEN to SC. We know that it wasn't. SC paid for those units with cash they were given, and the only people they should pay is those who gave them the units: AGP

Of course the money doesn't end up as a net gain to AGP, which is what your broker is saying. It's a wash - AGP paid VERB and they got reimbursed by SC. AGP's net payment is the 6% that the broker is talking about. VERB's is the $20.5m, $15 of which they already and clearly said they gave to SC.

[TenKay]

Then that means only $16.5 million was originally placed with AGP...when the $4 million is subtracted...and of the $16.5 million, $15 million went to Verb. When that $1.5 million difference is added to the $4 million you are back at 5.5 millon.

They can characterize it any way the want to...the $4 million was part of the $20 million, the $4 million went to Verb....doesn’t matter.

It did NOT increase the working capital from the offering from $5.5 million to $9.5 million before fees, discounts, note payments etc.