Hangover Joe's Supplemental address to Shareholders
Supplement to New Year's Address From Matt Veal CEO of Hangover Joe's!
As most of you realize, this year's New Year's Address by definition will have a number of follow-on communications based on questions. This one is not designed to have any particular flow as it is to emphasize some things that we can tell need a little more discussion from the feedback we have so far. Some things based on the enemies of this company and how we are moving forward we just cannot go into discussion at this time, we hope you understand this.
Again, here goes:
1. What will be the effect of the SEC Chairman's statement of December 11.
StartEngine, who we plan to use for our filings, has discussed the new SEC chairman's statement in detail. The statement was basically an indication that the SEC, not any other branch of the government, would take the lead in the cryptocurrency world, would follow existing rules in general, more rules would come and a warning was issued to those who were deceptive or the like, that the SEC would be looking out for the investors and would not have a "Wild West" environment. The SEC rules are complicated in that the US is only one of 100 Plus nations, so there are challenges, but what we are proposing is to do what the sec recommends, with the initial ICO being to accredited investors only. It's expected that the SEC will eventually approve one of the registration statements submitted that will permit unaccredited investors to participate, and that's when we plan do a second offering. We have accredited investors who are very interested in seeing this company move in the correct direction which we are taking it.
2. Some investors are asking if they will lose their current shares in the new system.
No, the plan is for people to convert their existing shares to the new Delaware shares in an orderly fashion. An initial group will convert as the founders, and shortly we will do a registration that brings the remaining Colorado shares into the new Delaware Entity.
3. Some investors are asking if there will be a plan on ever relisting HJOE on a SEC exchange.
Not as part of this program. It's possible that we may do so down the road, but for now this plan is what we are focusing on. But that does not mean your shares are not coming along with you. All of these answers are subject to modification based on SEC rules, market conditions and whatever changes in the "Equilibrium" that the Company functions in. Hopefully we will see what needs changing before anyone else but we welcome anyone pointing out improvements that can be made at any time.
4. If we are successful in creating the Delaware Corp, do the ICO and acquire the HJOE shell - will the current HJOE shareholders still have all their shares in the DE corporation?
Tentatively yes. In any exchange, there are dissenter's rights, and some investors may choose not to be part of the exchange, so what the outcome of that process will be is still open. This is not common but it is part of the process. I must inform you of this.
5. If you have enough funds prior to ICO will you relist?
The answer to this is awkward, I apologize in advance, but it is a detailed and astute question that requires a thorough attempted response. We will have to register the Joe's Colorado shares to do the exchange into the Delaware Corporation. It's possible, and we aren't advocating this, but it's possible a market maker may relist the joe's Stock in the process. We couldn't stop them if we wanted to, in fact, we can't force one to list us either. You could theoretically end up with a confusing scenario where a minority of shareholders stayed as Colorado shareholders and began trading as Colorado shares. As a practical matter, that's very unlikely, but if in negotiation, someone presented a plan where that made sense, we'd talk about it.
6. Are you wanting to go the ICO route in order to raise funds in case the company doesn't have the capital to pay for all the requirements to repost HJOE on the OTC markets?
Raising capital rarely ends in this line of work. Whether its credit lines, working capital, expansion capital, or capital to repair things from the past, no matter whose faults, raising funds is part of life for most companies, except for some very special cases. The ICO route is for several things, we touched on them in the original discussion. I think most investors certainly would rather prefer an ICO than do another convertible loan to trade again or being involved in any form of bad loan situation that is never happening with this company, its not an option today. We also are producing good revenue with sales and dealers, so i don't see this being a problem in moving forward but timing is always key!
7. We know we are keeping our shares now but when it trades on the otc how will it keep toxic lenders from converting?
Any conversion of the Colorado shares is going to require Joe's to obtain a majority of its shareholders to approve an increase in authorized shares, which is going to be challenging, but even more difficult would be getting an SEC approval of a proxy statement to do that. We think, it's going to be easier to just negotiate a settlement under the ICO plan proposed. This is the plan to do a settlement and this has been discussed.
8. Will we get cash for shares when we trade or will it be cryptocurrency, and if it’s a cryptocurrency, what will it be?
Since we aren't planning to file our ICO as a cryptocurrency, the answer is cash, although our relationship with spotcoin should make it easier to convert into any cryptocurrency, subject to laws and regulations at the time etc.
9. Is there a better explanation of how we plan to use the block chain to sell Hangover shots or jerky – aren't blockchains typically related to cryptocurrencies?
I don’t know if this is a better explanation, but we will keep trying if it isn't. The additional data from the blockchain (blockspace) will help us better target where to sell the product, where to advertise the product, and will help us deliver it more effectively and more economically, both in the US and abroad, be it logistics, payment, and a myriad of other improvements. The additional uses of our blockspace by our stakeholders will bring net profits to the company as well. Blockchains and cryptocurrencies have separated already and expect to separate even more in the future. I hope this answer you questions there are more details but i need to keep much of this away from those that aim to harm the shareholders and the company. We will return and we will all when that is our goal at all times. But as always the daily goal is building the brand and adding more dealers and revenue.