Value Investing London Meet up? |
| Posted: 31 Dec 2019 12:56 AM PST Hi, I'll be in London later this week. Does anyone want to meet up? [link] [comments]  |
| Q2Earth ($QPWR) - confusing and/or incomplete filing data? Posted: 30 Dec 2019 10:14 PM PST Hi, I'm hoping someone can help explain some of the confusing items in filings from Q2Earth Inc. From what I see, this started with the acquisition of GBWA in 2018. Q2Earth acquired GBWA via a Stock Purchase Agreement signed in July 2018. Earlier that year in February, Earth Property Holdings LLC ("EPH") was filed for creation, and the company went into effect on November 9, 2018. That's the same day that Q2Earth transferred the agreement to its "unconsolidated variable interest entity", EPH. What does EPH do? Here's the "Purposes of the Company" from its initial LLC filing: The purposes of the Company are to (i) operate the Company and utilize its assets, (ii) exercise all other powers necessary to or reasonably connected with the Company's business which may be legally exercised by limited liability companies under the Act and (iii) engage in all activities necessary, customary, convenient, or incident to any of the foregoing. That's close to the most BS I've ever heard in one sentence, but then again I haven't read nearly as many SEC filings as y'all probably have. The only reference to Q2Earth in the LLC filing is this line: "The Company is hereby authorized to engage Q2Earth Inc. as manager" EPH was created by an "initial member", and two members. The initial member is Kevin Bolin, the Chairman and CEO of Q2Earth. The two members are: one institutional investor (Foxcroft Lands, LLC), and Q2Earth. Q2Earth purchased $50K of class B "Units", and Foxcroft Lands LLC purchased $4.4M of class A "Units". I haven't been able to find shit about Foxcroft Lands LLC. Searching for the exact phrase "Foxcroft Lands, LLC" yields just 4 results on Google, and none of them are actually relevant. The operating address of EPH is listed as 400 Plasters Ave NE, Atlanta. The problem with that address is that it's an office building, which other businesses operate in, and there's no Suite # listed there. Currently, Bolin is the Chairman and CEO of Q2Earth and the President of EPH and a Class B Director of EPH. The President of Q2Earth, Christopher Nelson, is now also the secretary of EPH. Who/What is Foxcroft Lands LLC? Why did "Foxcroft Lands LLC" invest $4.4 million? How can that name get by on an SEC filing if the LLC doesn't exist? ----- Linking this back to Q2Earth, the Company signed an eight-year management agreement with EPH "to oversee all of the operations of EPH and its acquired subsidiaries" for an annual fee of $700K. Unfortunately that won't be nearly enough to keep Q2Earth afloat, as "$2,829,488 of our convertible bridge notes, plus accrued and capitalized interest will mature beginning in March 2020 through September 2020". As of September 30, 2019, the Company currently has a working capital deficit of $3.94 million and has lost $878K in 2019. Their latest 10Q states my feelings pretty well: "These conditions raise substantial doubt about the Company's ability to continue as a going concern." Another curiosity I found is that the address for Q2Earth is listed as "420 Royal Palm Way, Suite 100". The Bloomberg profile of Q2Earth's president (Christopher Nelson) shows that Nelson is also a current director of GreenBlock Capital LLC. The website for GreenBlock Capital has just one page which shows the name of the company and nothing else at all. The listed address of GreenBlock Capital LLC? 420 Royal Palm Way, Suite 100. On top of that, this real estate website lists the property as being available and listed on the market for 39 days. It feels like something fishy is going on here. Does that seem possible or likely? Thanks for your help and time. [link] [comments]  |
| You are subscribed to email updates from Value Investing. To stop receiving these emails, you may unsubscribe now. | Email delivery powered by Google |
| Google, 1600 Amphitheatre Parkway, Mountain View, CA 94043, United States | |
No comments:
Post a Comment