Back to real life and business, not all of us can live off promises and patting each other on the back. Lots of new filings, sounds like the investors aren't happy.
The following statements constitute my OPINION and should not be taken as fact. Quotes are snipits from full filings and images require descriptive notes found in the SEC filings.1. CEO and CFO will hand back 6m shares each if they don't complete the merger with Spondoolies by the end of 2016
[full terms].
2. CEO and CFO will hand back 6m shares each if they don't list on Nasdaq or NYSE etc by the end of 2016
[full terms].
3. Share price nearing 52 week low, trying to play the 'we're blockchain, honest' card
[statement].
4. Annual report - 93 pages, snipits below -
[full text].
They applied to trademark "BitcoinShop".
On January 2, 2014, we applied for a trademark of “BitcoinShop” with the United States Patent and Trademark Office and the application is still in process.
They need to raise money to buy more off Spondoolies.
We believe the time is ideal to expand our transaction verification services business and have secured an 83,000 square foot facility to provided room to grow. However this is a capital intense endeavor and our ability to scale this business will depend our access to capital on acceptable terms if at all.
2 employees (CEO and CFO/COO?) yet $15M market cap.
We currently have 2 full-time employees and 4 independent contractors working at our facility in North Carolina.
No profits and burning $66k of cash a month
We have a limited operating history. Therefore, there is limited historical financial information upon which to base an evaluation of our performance. Our prospects must be considered in light of the uncertainties, risks, expenses, and difficulties frequently encountered by companies in their early stages of operations. We have generated net losses of $14,757,016 and $10,047,035 for the years ended December 31, 2014 and 2015, respectively.
We anticipate that we will incur operating losses for the foreseeable future. Our historical cash burn rate for the year ended ending December 31, 2015 was on average approximately $66,300 per month, which included costs associated with the build out of our North Carolina facility. As a result, we expect that the cash we currently have on hand will fund our operations through July 2016, which excludes any additional build out expenditures of our North Carolina facility and may change based on the price of bitcoin, the bitcoin network difficulty, and other factors. As of December 31, 2015, we had a cash position equal to $124,535. We may require additional funds for our anticipated operations and further expansion and if we are not successful in securing additional financing, we may be required to delay significantly, reduce the scope of or eliminate one or more of our business activities, downsize our general and administrative infrastructure, or seek alternative measures to avoid insolvency.
The latest funding round has screwed their ability to raise more funding
Restrictive covenants in our senior notes may restrict our ability to pursue certain financing.
Our 5% Original Issue Discount Senior Secured Convertible Notes (the “Notes”) contain a number of restrictive covenants that impose operating and financial restrictions on us and may limit our ability to obtain financing. Our Notes include covenants restricting, among other things, our ability to:
● incur or guarantee certain additional debt;
● issue common stock and common stock equivalents;
● pay dividends or make distributions on our capital stock or redeem, repurchase or retire our capital stock or subordinated debt;
● create liens on our or our subsidiary guarantors’ assets to secure debt; and
● enter into transactions with affiliates.
Further, following an event of default under our Notes, the lenders under these facilities will have the right to accelerate the repayment of the Notes and proceed against the collateral granted to them to secure the Notes. If the Notes were to be accelerated, our assets may not be sufficient to repay in full that debt or any other debt that may become due as a result of that acceleration.
No legal proceedings, careful wording used. Notice no mention of their 'partner companies' in this statement.
ITEM 3. LEGAL PROCEEDINGS.
We know of no material, active or pending legal proceedings against us. There are no proceedings in which any of our directors, officers or affiliates, or any registered beneficial shareholder are an adverse party or has a material interest adverse to us.
$10,000,000 loss in 2015. Mined just $500k of which nearly $300k was power. Received just $6,300 from their e-commerce. But 1,225% revenue growth!!!!
Broke as hell, paying lawyers more than their entire revenue.
We incurred approximately a $10 million net loss for the year ended December 31, 2015. We had cash of approximately $125,000 and a working capital deficiency of approximately $5.9 million at December 31, 2015. We expect to incur losses into the foreseeable future as it undertakes its efforts to execute its business plans.
We will require significant additional capital to sustain short-term operations and make the investments needed to execute our longer term business plan. Our existing liquidity is not sufficient to fund operations and anticipated capital expenditures for the foreseeable future. If we attempt to obtain additional debt or equity financing, it cannot provide assurance that such financing will be available to us on favorable terms, if at all.
Because of recurring operating losses, net operating cash flow deficits, and an accumulated deficit, there is substantial doubt about our ability to continue as a going concern. The consolidated financial statements have been prepared assuming we will continue as a going concern. We have not made adjustments to the accompanying consolidated financial statements to reflect the potential effects on the recoverability and classification of assets or liabilities should we be unable to continue as a going concern.
We continue to incur ongoing administrative and other expenses, including public company expenses (primarily accounting fees to our auditor Marcum LLP and fees to our legal counsel Sichenzia Ross Friedman Ference LLP), in excess of corresponding (non-financing related) revenue.
As of December 31, 2015, we have accumulated deficit of $24,786,927 since inception. As we do not have sufficient funds for our planned or new operations, we will need to raise additional funds for operations. .... The continuation of our business is dependent upon us raising additional financial support.
Meanwhile, the CEO and COO are still paying themselves nicely. CEO is on $72k salary, $53k bonus, $25k stock award and $3.6M in option awards. COO racks up $2.9M in total.
Just $500k revenue yet managing to spend nearly $160k on audit fees.
Balance sheet. Just $124k of cash, $3M of assets (of which 2.225 are 'investments', likely in the useless subsidiaries) but $6M current liabilities.
They write off their miners over two years, which temporarily inflates their balance sheet as they receive the coins and a large portion of the original purchase price. Legal but could be considered misleading.
The Company operates in an emerging industry for which limited data is available to make estimates of the useful economic lives of specialized equipment. Management has determined that a two year diminishing value best reflects the current expected useful life of transaction verification servers.
We can see here that they value their miners at $450k (as of EY15) while having 950KW of hardware. In SP35s that equates to 260 miners at best, and 1.4PH assuming 0 failures. That means they were valuing their SP35s at $0.32/GH ($1770) at the end of the year at the very least. Yikes.
Cashflow
