$HLBZ the scammiest element of this vote went over my head at first, and I don't see anyone else talking about it. HLBZ has two series of shares - Class A, and Class B. CEO Palella is the sole Class B shareholder, with 14.2M shares. (1/)
Those shares have supervoting rights, so Palella has 47% of the vote - every proposal is nearly a slam dunk to pass. But the biggest red flag is they're proposing to leave themselves the discretion of whether or not to split the Class B shares by the same ratio as Class A. (2/)
By default, all classes would be adjusted in parallel in a split. With all shares adjusted by the same ratio, no one's proportional ownership of the company would be affected. In this case, they've gone out of their way to be able to opt out of that. (3/)
What does this mean? If Palella's shares are split by a smaller ratio than the other shares, his proportional ownership of the company increases, at the expense of everyone else's proportional ownership. (4/)
Palella currently has 7.2% ownership, everyone else has 92.8%. Worst case scenario (1:50 R/S for Class A, no split for Class B,) his stake would catapult to 79.5% - leaving 20.5% stake for everyone else. #NakedShortWar? This would drop a goddamn nuke on retail! (5/)
There is a caveat - this scheme would need approval from independent directors, and a fairness opinion from a consultant. So it's not guaranteed. But either way, we're looking at an insane attempted power/money grab from the CEO. Time will tell if he can pull it off. (6/6)
PS: this probably would help with MVLS compliance. If Palella reduces retail's stake by 80%, but doesn't sell his shares, the stock probably won't drop by 80% (ignoring other forms of expected dilution.) It's not like anyone's holding this based on discounted cash flows 😂

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More from @stomping_llama

Jul 23, 2022
$CEI I think it's time to start thinking about whether they already put in their near-term (double) bottom. $0.3621 VWAP July 14 gives Antilles ~11m top-up shares, and 105m shares underlying 885 Series C shares outstanding as of the last update. (1/)
Antilles gets no advantage from a lower price, unless it drops below the low July 14 VWAP ~$0.36. Any sales they make into weak demand to push down to that price is inefficient, but below $0.36 is efficient since lower conversion price nets them more conversion shares. (2/)
Dropping the stock to $0.30 would net them an extra ~62m shares. The question is how many shares they would need to sell to get there (especially if > 62m,) and if it would be worthwhile, considering the extra resistance it would leave to push back up through the $0.30's. (3/)
Read 7 tweets
Jul 1, 2022
$BBIG How Hudson Bay probably played this $TYDE spinoff disaster. If you've followed these guys much on BBIG or elsewhere, they generally don't hang onto shares or pre-funded warrants for long. Example: $INPX stocktwits.com/stompingllama/… (1/)
From the BBIG warrant agreements, HB was set to receive 8.65m pre-funded TYDE warrants (essentially free shares, but with an ownership cap.) So did they wait until yesterday to sell TYDE shares on the market? That's not how a hedged villain would play it. (2/)
22.6m BBIG shares were added through HB warrant exercises May 23-27. This was after the record date for TYDE, so these weren't technically BBIG shares, they were BBIG.V (which wouldn't include the right to a TYDE dividend.) (3/)
Read 8 tweets
Jun 30, 2022
$XELA It's a headscratcher that people are still touting these guys' "buyback." The first buyback announcement was Jan 26. O/S on Jan 25 was 350m. As of May 20, there were 442m shares.
Quick math: 442m is 92m more than 350m. The point of a buyback is to reduce the number of shares. So the net effect of what they've been up to has been quite the opposite of a buyback. The buyback is basically a shiny object to distract from the company dumping ATM shares.
No sign that they'll let up anytime soon. When they ran out of shares to issue under last year's ATM, on May 23 they filed to add up to 250m more shares.
Read 5 tweets
Jun 19, 2022
Update: $TBLT is down 75% in 3 weeks, and 97% YTD, making it the worst performing Nasdaq/NYSE stock of the year. A few lessons along the way:
Backfire of voting against board proposals. In February, shareholders rejected a proposed R/S, which would have been between 1:6 and 1:12 ratio. Company responded by proposing a R/S between 1:100 and 1:200 ratio, ultimately going through with 1:150 R/S.
Rigged votes. If a company does an offering of preferred shares just before the record date, check out the voting rights details. The second vote passed with ease, thanks to the February preferred shareholders' extreme voting powers.
Read 8 tweets
Jun 17, 2022
$TBLT I need to revisit and recap this a little, it keeps escalating and there are a couple details I missed before. A "what the f#%k is going on with TBLT?" thread.
They did a 1:150 R/S April 25, 2022. Prior to the split, there were 129,299,607 shares outstanding, so after the split there were only 861,997 shares. Today, there are 1,357,427 shares outstanding, an increase of 495,430 shares - 57% in < 2 months.
These were all cashless warrant exercises - the company receives nothing in return. The number of exercised shares mentioned in today's S-1/A reconciles nicely with the increase in shares, as they did in the last couple S-1/A's. Most of the warrants are still outstanding, too. Image
Read 13 tweets
May 31, 2022
$BBIG There were some surprisingly defensive reactions to this thread, people questioning my motives, blocking me etc. And then others became concerned about their positions. It's just a bit of DD along with my takeaways, and not even a critical point of argument (1/)
How many people's bull thesis on the stock started and ended with 5NL's week-old position? I would imagine very few. So why would some math and a different perspective on that small detail warrant a strong reaction? (2/)
I mostly limit posts to shit that other people aren't talking about. Which is usually bearish, because most fintwit people are long-biased, and most speak their book if they post. Something I wrote on this subject a while back. (3/)
Read 7 tweets

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