chainma1l
6 days ago
Correct. My assumption is that the Sri Lanka project revenue was recognized in Q2 and Q3. But even if you say it was Q1-Q3, how big could that "major" order have been? A few hundred lights?
Regardless of that major letdown for anyone unfortunate enough to own shares and/or believe that VPER was going to do something substantial, something is definitely up with their latest "acquisition". The current CEO of VPER prepared the Q3 financials. It's interesting that the company stated they made the acquisition by giving shares of HMMR to HMMR. They failed to mention that they had acquired those shares of HMMR by giving HMMR 550,000 preferreds. I'm curious as to why they went that route instead of just saying "we acquired the entities by issuing HMMR 550,000 preferreds". Of course, there is the debt that the acquisition brings that is being addressed with more preferreds.
And why bother converting all of the A preferreds? Is it just something they could clean up easily to make things go smoother in the future? Why did Farid convert his B preferreds to common instead of just issuing commons for the "notes payable"? To me, that reinforces my belief that the preferreds will be immune to a reverse split.
"Other corporate actions inclusive of a name change". What other corporate actions aside from the name change? Or is that legal speak for whatever "corporate actions" occurred ended up just being a name change? What name is getting changed? Viper? 1stPoint? EndStream? American Networks? Shelcomm?
From the most recent financials:
"On August 7, 2024, the Company entered into a Share Exchange Agreement with Erik B. Levitt, and Andera Capital. Under the terms of the Share Exchange Agreement the company exchanged 550,000 shares of Series B preferred stock for the 2.5 million shares of HMMR common stock. The company agreed to convert all outstanding Series A preferred stock into common stock, and convert 6,289,422 million shares of Series B preferred stock into common stock. Farid Shouekani agreed to convert outstanding notes payable into Series B preferred stock. Erik Levitt and three related parties agreed to convert their existing notes payable held by Endstream Communications and 1stPoint Communications into Series B preferred stock. The Company also agreed to other corporate actions inclusive of a name change.
The Company closed the acquisition of Endstream Communications and 1stPoint Communications on November 1, 2024, and the acquisition of American Network Inc. is final approval under the FCC streamlined approval process. The Company will recognize revenues from these newly acquired subsidiaries beginning November 1, 2024. Revenues from these subsidiaries were not reflected in the current period.
On November 1, 2024 the Company appointed Erik B. Levitt as the Chief Executive Officer and appointed Mr. Levitt to the Board of Directors. On the same date the Company appointed Kristen Vasicek as the Chief Administrative Officer and appointed Ms. Vasicek as the Secretary of the Board of Directors. Ms. Vasicek will continue in her role as Chief Operating Officer of 1stPoint Communications and Endstream Communications, and a Director of 1stPoint’s Caribbean subsidiaries. Farid Shouekani remains the Company’s Chairman and President. Both Mr. Levitt and Mr. Shouekani will be active in the Company’s day-to-day operations of both the telecommunications business practice as well as the smart city and energy business practices. The staff of 1stPoint Communications, LLC will immediately assume all operations of the Company including financial accounting bringing most functions in-house.
On September 12, 2024, the Company engaged Boladale Lawal & Co to perform an audit of the Company’s financial statements and the consolidated financial statements of Endstream Communications and 1stPoint Communications and its subsidiaries, with the intention of achieving reporting with the Securities and Exchange Commission and as required by 17 CFR 210 Regulation S-X."
From marketscreener.com:
"November 01, 2024
Viper Networks, Inc. (OTCPK:VPER) agreed to acquire Endstream Communications, LLC, 1stpoint Communications, LLC, Shelcomm Inc., American Networks Inc., and 10% ownership in Wikibuli Inc. from Hammer Fiber Optics Holdings Corp (OTCPK:HMMR) for $750 on August 7, 2024. Viper is acquiring these assets in exchange for 2,500,000 shares of the Company's common stock. The transaction is subject to approval by regulatory board and other customary closing conditions, including, subject to certain materiality exceptions, the accuracy of each party's representations and warranties and each party's compliance with its obligations and covenants under the Purchase Agreement. Subject to the satisfaction or waiver of the foregoing conditions and the other terms and conditions contained in the Purchase Agreement, the transaction is expected to close by end of calendar year 2024. As of September 30, 2024, Viper Networks has applied for the necessary regulatory approvals from the Federal Communications Commission and various state authorities for the acquisition of the telecommunications assets of Hammer Fiber Optics Holdings Corp.
The regulatory, Federal Communications Commission approved the transaction on October 28, 2024, and the transaction effective November 1, 2024."
What an amazing company.
Goo VPER
chainma1l
1 week ago
The events of August 7 should have been included as "subsequent events" on the Q2 filing. All three of VPER's Q2 submissions happened after August 7.
Series A conversion will add 681,760,000 common shares. The series B will add 1,257,884,400 common shares. That leaves 11 million series B shares, but some amount of the available 9 million shares will be issued for Endstream and 1stPoint notes payable.
It SOUNDS like the name change is VPER, but it could be any of the companies involved I guess.
Getting compliant with SEC. Again, seems like a reverse merger to me, but I may be way off base. Series A preferreds are gone, so that cleans up that little bit of extra shares. Would series B be immune to a reverse split or, if there was a reverse split, do all of those get converted to common (between 2.2 billion and 4 billion) beforehand?
What an amazing company.
Goo VPER
familyof5
1 week ago
The 23 MILLION on the .0003 BID appears to be pretty reliable. Then there's that 136 MILLION on the .0002 BID. The 7 MILLION sitting on the.0004 ASK is nothing. A 4000.00 MARKET BUY would print some .0005's filling the order as L2 stands right now. This ticker is just missing one thing and that is trader enthusiasm. It has moved up and held pretty steady with nothing obvious justifying the support for the move. But the support is currently there none the less. More than anything VPER is a chart play at the moment. So I hope the powers to be here continue on driving us northward. I for one would certainly be grateful.....
February 6,2024
New Issuance 110,000,000 Common Shares
$0.00025 Cede & Co. Investment Unrestricted Exemption
February 8,2024
New Issuance 160,000,000 Common Shares
$0.00025 Cede & Co. Investment Unrestricted Exemption
chainma1l
1 week ago
Everything wireless, baby! Even the smartpoles! This is going to be so epic! I'm sure that Cybergrab launch in Antigua and local partner in US has been amazing. And the immediate project in Saudi Arabia. And of course, the COMPLETED project in Sri Lanka. They also have "fintech" and we all know how huge that is. Of course, VPER's "fintech" is Cybergrab, which is a delivery and taxi service, so what THAT means is VPER IS REDEFINING FINTECH! Isn't THAT amazing. USA Doc on call which isn't their product, but they provide a link to it, is probably amazing. And "next gen platforms" with dead links on the website! Wow! This is going to be epic! New CEO and Chief Administrative Officer! All companies that do a few thousand dollars a year in revenue have a Chief Administrative Officer.
"Viper completed its first such project earlier this year in Sri Lanka". What that means is either all of that revenue was already reported in Q2 or it will be reported in Q3. I suppose it's possible the project could have completed in October, but to me, "earlier this year" means longer ago than last month or they should have said "last month". So all of the loyal and intelligent VPER longs will see what Sri Lanka projects are all about. Keep in mind, they have PRed about Sri Lanka projects for YEARS and have never posted significant revenue.
What an amazing company.
Goo VPER
chainma1l
2 weeks ago
A few thousand bucks? WHAT? 21 Cities, Sri Lanka, solar powered wind turbines, NEXT GEN PLATFORMS, USA doc on call, and CYBERGRAB in Antigua and local US partner? That has to be 10s of millions of dollars, doesn't it? New hotshot CEO and Chief Administrative officer? That has to be worth $1/sh right there, doesn't it? Didn't you read that Hammer did some sort of pilot project in Liberia? LIBERIA! Everybody knows that Liberia is the best place to make billions of dollars. And that hugely successful "everything wireless" mantra? So successful, Hammer sold the company for some stock or something.
I'm sure the financials are delayed only because they had to get a new calculator because they wore out the old one adding up all of the revenue and profits!
What an amazing company.
Goo VPER
chainma1l
2 weeks ago
Amazing financials going to be late.
They have had a new CEO for a couple of weeks now. Guy hasn't said a peep. Same garbage website is up and does NOT show the new CEO.
VPER comes up with this "We have implemented new policies and procedures in house designed to improve our reporting capabilities and we are completing the transition.", when saying that they just went through an acquisition and leadership transition would have been at least plausible. What did they do, buy a calculator to use? Not that they would need it for the minuscule revenue they post. They probably bought it to calculate the RS.
What an amazing company.
Goo VPER
NOTIFICATION OF LATE FILING
Name of the Issuer: Viper Networks, Inc.
Check One: Annual Report Quarterly Report Interim Report
For Period Ended: 9-30-2024
Address of Principal Executive Office:
200 E Big Beaver Rd.
Troy, MI 48083
Reason for Delay in Posting Financial Report: State below in reasonable detail why the Annual/Quarterly
Report could not be filed within the prescribed time period.
We have implemented new policies and procedures in house designed to improve our reporting capabilities
and we are completing the transition.
Anticipated Filing Date:
[Please note that the filing of this notification grants issuers 5 additional calendar days to post a Quarterly or
Interim Report and 15 calendar days to post an Annual Report.]
11-19-2024
Person to contact regarding this notification: Officer/Director Signature:
Date: 11-14-2024 Date: 11-14-2024
Signature: /s/ Signature: /s/
Name: Farid Shouekani Name: Farid Shouekani
Title: President Title: President
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