Bubae
4日前
Wow, that post triggered you? 😆 A little factual reverberation for the newbs to the board. It is rare that you see agreements with a constantly adjusting conversion price these days who's intended purpose is to move what will be much more than $1 million in new shares. In terms of stock picks you would do better throwing a dart at a list of OTC tickers. We know from the last OS update of November 27th that the 60,200,000 shares for fees and expenses was issued. We also know that the authorized share count has been finalized with the DEF 14C filing on the 17th of December yet we still don't have a share count update on the OTC markets site. This is just the beginning.
Exhibit 10.1
SETTLEMENT AGREEMENT AND STIPULATION
https://www.sec.gov/Archives/edgar/data/1483646/000106594924000119/ex10_1.htm
Page 2
1. Defined Terms. As used in this Agreement, the following terms shall have the following meanings specified or indicated (such meanings to be equally applicable to both the singular and plural forms of the terms defined):
“CLAIM AMOUNT” shall mean $861,539.26 (Subject to any applicable discounts pursuant to the annexed Claims Purchase Agreements).
...
“SALE PRICE” shall mean the Sale Price of the Common Stock on the Principal Market.
"MARKET PRICE" on any given date shall mean the lowest Sale Price during the Valuation Period.
"VALUATION PERIOD" shall mean the twenty (20) day trading period preceding the share request...
"PURCHASE PRICE" shall mean the Market Price during the Valuation Period (or such other date on which the Purchase Price is calculated in accordance with the terms and conditions of this Agreement) less the product of the Discount and the Market Price.
...
Page 4
a. In settlement of the Claims, Company shall initially issue and deliver to CCI, in one or more tranches as necessary subject to paragraph 3(e) and (f) herein, shares of Common Stock (the “Initial Issuance”), subject to adjustment and ownership limitations as set forth below, sufficient to satisfy the compromised amount at a forty two and one half percent (42.5%) discount to market (the total amount of the claims divided by the purchase price) based on the market price during the valuation period as defined herein through the issuance of freely trading securities issued pursuant to Section 3(a)(10) of the Securities Act (the Settlement.
SorcererDiviner18
5日前
Motivated reasoning (at its finest) combined with unfounded assumptions. Hallmarks of causality without sufficient evidence. Also, link to any case where a public company in breach of contract engages in costly patent valuation to show that there is little value. And you are indirectly inferring that the patents might have some value based on GS Capital Partners LLC's actions or interest. Specifically, the suggestion that Blackstar "wanted to demonstrate to GS Capital that there is little of value to go after while they were in settlement talks" implies that GS Capital might see potential value in the patents, prompting Blackstar to downplay their worth. And you also mention that Blackstar might be insolvent by 2026 case close, so I guess that is another indirect projection that you think GS Capital LLC finds value in the patents.
"I don't want to get in the weeds of the lawsuit" = Cognitive Dissonance Avoidance
You are unknowingly committing a categorical error, logical fallacy and self contradictory statement with your predatory lending claim, which is an argument that BEGI has now brought up in the opening brief.
Predatory lending, if it exists, is about the intent behind creating or enforcing the contract, not merely its "benefits" as you are arguing.
Arguing about the "benefits of the contract" misses the point entirely that predatory lending could occur even with a legally valid and enforceable contract, provided the lender’s practices were exploitative or abusive.
Predatory lending (which BEGI has brought up) is distinct from Rule 144.......so we can even leave Rule 144 out of this (which BEGI has brought up as well)
Serious questions:
Do you think the contract terms violated public policy?
Did BEGI argue that such practices render the contract unconscionable and, therefore, unenforceable under Nevada law?
Do you consider the amount of shares sold and gains to qualify as share dumping? If so, does share dumping violate public policy and protection?
Has the Nevada state courts previously invalidated contracts that:
A.Were found to be unconscionable or grossly unfair
B.Facilitated illegal activities, including violations of federal laws
C. Were contrary to public interest
???
Lastly, if you don't want to get into the weeds of the lawsuit, why are you commenting at all to begin with authoritative claims stating none of this falls under the purview of the courts, federal laws don't matter, GS Cap shredded BEGI, investors should not cling to hope, responding to my posts at all.
I have not made any claims about what I think may or should happen, all I have done is hold you to account and point out the conceptual cognitive dissonance nightmare of your own posts.
All of this is up to the courts once all evidence has been laid out, and your authoritative claims and calling the GS a predatory lender is baffling, while also taking the stance that this case is dead on arrival.
Let it play out.
SorcererDiviner18
5日前
You are unknowingly committing a categorical error, logical fallacy and self contradictory statement with your predatory lending claim, which is an argument that BEGI has now brought up in the opening brief.
Predatory lending, if it exists, is about the intent behind creating or enforcing the contract, not merely its "benefits" as you are arguing.
Arguing about the "benefits of the contract" misses the point entirely that predatory lending could occur even with a legally valid and enforceable contract, provided the lender’s practices were exploitative or abusive.
Predatory lending (which BEGI has brought up) is distinct from Rule 144.......so we can even leave Rule 144 out of this (which BEGI has brought up as well)
Serious questions:
Do you think the contract terms violated public policy?
Did BEGI argue that such practices render the contract unconscionable and, therefore, unenforceable under Nevada law?
Do you consider the amount of shares sold and gains to qualify as share dumping? If so, does share dumping violate public policy and protection?
Has the Nevada state courts previously invalidated contracts that:
A.Were found to be unconscionable or grossly unfair
B.Facilitated illegal activities, including violations of federal laws
C. Were contrary to public interest
???
Lastly, if you don't want to get into the weeds of the lawsuit, why are you commenting at all to begin with authoritative claims stating none of this falls under the purview of the courts, federal laws don't matter, GS Cap shredded BEGI, investors should not cling to hope, responding to my posts at all.
I have not made any claims about what I think may or should happen, all I have done is hold you to account and point out the conceptual cognitive dissonance nightmare of your own posts.
All of this is up to the courts once all evidence has been laid out, and your authoritative claims and calling the GS a predatory lender is baffling, while also taking the stance that this case is dead on arrival.
Let it play out.
Bubae
5日前
All anyone who is clinging to the possibility that this lawsuit can in anyway be beneficial to Blackstar can simply read the answering brief which pretty well covers what is going on in this single document. The benefit of the contract, as with all toxic notes, is completely written to cover the predatory lender. Blackstar can't even attract these types of loans anymore with two in default since 2022 and this one in litigation.
What matters is that the ridiculous consequences of such huge accrued legal expenses over what was originally such a relatively small sum owed speaks to the incompetency of the management of this company. Now they are trying to unload the costs of litigation onto traders of Blackstar stock with the new dilution using the Section 3(a)(10) exemption from registration for more than $860K of what will be more than $1 million in new dilution converted at a steep discount to market. Blackstar last borrowed a total of $50K from two individuals in July. The cash balance of as of September 30th was $2,179. I see no new borrowing up to the release of the Q3 filing. People need to start buying those new shares in earnest or CEO Joes attorneys may take a hike. 😆
Nevada Supreme Court lawsuit docket link
https://caseinfo.nvsupremecourt.us/public/caseView.do;jsessionid=3856EC6FBAE306463832E195DC457FC7?csIID=68335
SEE DOCUMENT ##24-49351 FOR THE GS CAPITAL ANSWERING BRIEF. PDF documents listed at the far right of each line item.
For the quarterly period ended September 30, 2024
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001483646/000106594924000133/begi-20240930.htm
Page 7
NOTE 2 – GOING CONCERN
...As shown in the financial statements for the nine months ended September 30, 2024 and the year ended December 31, 2023, the Company has generated no revenues and has incurred losses. As of September 30, 2024, the Company had cash of $2,179, working capital deficiency of $2,568,410 and an accumulated deficit of $11,529,344...
Bubae
Re: Hotel Delta post# 14975
Tuesday, December 17, 2024 6:54:44 AM
Post# 14976 of 15016
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=175538972
Buyer beware. Massive dilution is in the pipeline.
On October 29, 2024, BlackStar Enterprise Group, Inc. ("BEGI", "BlackStar", or the "Company") entered into a proposed settlement for purchase of $861,539.26 of debt owed to BlackStar's creditors...
SorcererDiviner18
6日前
. I do not practice motivated reasoning which is why I have left no money here.
Did you check the tag on your Dunning Kruger safety blanket? It is an entirely distinct brand from motivated reasoning. This meta-ironic statement is unintentional comedic brilliance 😂
^If it was intentional, please accept my pat on the back in advance. Very funny.
90% of your posts, yes, you copy and paste from the company print that is years old, and also a copy and paste OTC style auto generated filing. Was your comments on Federal law not mattering apart of that print? Don't get me started......😅 I'll be here all day, and I am not spending my Sunday here.
By what rule do you operate that left you caught holding while this hopeless company tanked 50% in a single day?
Do you know what state/country you are in? Wild West, Over-the-counter. A certain Devil-may-care attitude. You've been stalking begi for years now, right? Did you not watch it rise well over 50% in '21, '23 like a fart in the wind out of nowhere.It's a sub $5m market cap company.
Thanks for the post, though. Text Burner that you need help getting out of the DK blanket which induced a cognitive dissonance pretzel 😅
SorcererDiviner18
6日前
First off, you need to unwrap yourself from your Dunning-Kruger safe space, safety blanket. 😆
The answering brief was just filed yesterday, lol! It's the weekend, pal. I am no under no mandate to spend time putting it in language that can be digested by penny trading promoters, who have no interest in the stock or patents.
Why don't you (since you care so much) call the sanctioned lenders that have debts with BEGI and ask them when they plan to collect.
Do us a favor: get Ihub to increase the amount of pinned tweets so we don't have to see repeating posts populate. Sadly, I think I am the only one who speed reads the low-bandwidth trolling.
Have a good weekend, seriously.
Bubae
6日前
Childish quips? 😆 You are the one who setup the drama for weeks and now that the answering brief is here you don't talk about it. It isn't a long read once you cut out all the legal fluff and like you said it is double spaced. This brief provides a good history and sequence of events for those who have no idea what is going on with this lawsuit.
From my perspective Blackstar believes that it is better to appeal this out as long as possible and try to con OTC traders into paying the legal bills starting with the the current Section 3(a)(10) exemption from registration for more than $860K of what will be more than $1 million in new dilution. If they can get OTC traders to bail them out then the gambit worked. If Blackstar can't get traders to bail them out then they go BK and leave GS Capital with nothing to go after except the method patents that have been good for nothing for years other than for the promotion of share sales. What do all the other debt holders do while this legal scheme plays out?
Looking at the docket summary for the district court linked below the original bench trial was scheduled for January 7th, 2025. That date was subsequently been rescheduled for July 1st 2025. The Q3 filing now informs us of Blackstar's expectation that this legal process could go on into 2026. In the meantime they need to sell as many shares as possible and pay some bills. Attorneys don't work for free and other debt holders aren't able to write off their loans as a 501charitable deduction. 😆
Nevada Supreme Court lawsuit docket link
https://caseinfo.nvsupremecourt.us/public/caseView.do;jsessionid=3856EC6FBAE306463832E195DC457FC7?csIID=68335
SEE DOCUMENT ##24-49351 FOR THE GS CAPITAL ANSWERING BRIEF. PDF documents listed at the far right of each line item.
Eighth Judicial District Court in Nevada
case number is A-23-881099-B, plug it into the court search query link below.
https://www.clarkcountycourts.us/Portal/
For the quarterly period ended September 30, 2024
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001483646/000106594924000133/begi-20240930.htm
Page 14
NOTE 10 - COMMITMENTS AND CONTINGENCIES
BlackStar and the Plaintiff have a agreed to a stay of the trial court proceedings while the appeal of the temporary restraining order is resolved, likely in late 2025 or early 2026.
Bubae
Re: Hotel Delta post# 14975
Tuesday, December 17, 2024 6:54:44 AM
Post# 14976 of 15006
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=175538972
BlackStar entered into an agreement to retire $861,539.26 of debt ("the Settlement Amount") in a transaction pursuant to 3(a)(10) of the Securities Act. Continuation Capital, Inc. ("CCI"), a Delaware corporation, purchased the obligations from certain vendors of the Company, which consist of accounts payable due from the Company.
SorcererDiviner18
7日前
I'll ignore your petty, childish quips.
Since you read it in its entirety, tell me if GS Capital LLC (please note that they are not Goldman Sachs like you toxically peddled and needed Burner to correct you) answered all the Federal Assertions.
Better yet, provide all of the state and federal assertions and explain the shredding. Do the work.
In case you have poor eye sight: List all assertions and answers, side by side, linking from and providing direct evidence (quotes) of the opening brief and answering brief.
Waiting. Be very specific in your language.
And please do state again your opinion that Federal assertions don't matter.
Bubae
7日前
Pretty telling after commenting on this for weeks that you just leave it once released. GS Capital shredded Blackstar's appeal which was easy because GS Capital has the benefit of the contract. The link to that note is below. The answering brief is document #24-49351, link to the case is also below. CEO Joe has no choice but to run this out as long as possible. Blackstar can neither afford to settle or pay the eventual judgement. In the mean time Blackstar, at a minimum, has 2.5 billion shares in reserve to pay the current legal fees with the conversions to come.
GS Capital Note October 11, 2021
https://www.otcmarkets.com/filing/html?id=15300416&guid=MdY-knK33Xe5h3h#EX10_4_HTM
Nevada Supreme Court lawsuit docket link
https://caseinfo.nvsupremecourt.us/public/caseView.do;jsessionid=3856EC6FBAE306463832E195DC457FC7?csIID=68335
ORDER DENYING STAY - document 24-05565
Bottom of page 2
("When a contract is clear on its face, it will be construed from the written language and enforced as written." (internal quote marks omitted)); and appellant has not demonstrated a likelihood of success on the merits sufficient to tip the balance of the NRAP 8(c) factors in favor of a stay. Accordingly, we deny appellant's motions.
Savannah-Marc
1週前
And I quote:
Savannah-Marc
8:19 AM
Post #14,988
So, GS Capitol has until close of business today to either settle, submit a brief, or do nothing and have the NV Supreme Court hear just Blackstar's side of the case. If GS Capitol's time extension was genuine and not a stall tactic then they WOULD NOT HAVE WAITED UNTIL THE ABSOLUTE LAST DAY TO SUBMIT THEIR BRIEF!!!
The NV Supreme Court order deadline is 12/20/2024!!!
I smell money coming, moon launch imminent...
Bubae
1週前
I believe what CEO Joe has been doing with the infomercials and dilution is criminal. You think people like me exposing it in detail with links to the information out is criminal? 🙄 Yet here we are back into the trips and I can tell you that I wouldn't touch any stock that had more than $1 million in new free trading dilution coming into the market priced at a steep discount to market. Looks like you are stuck because there isn't much real liquidity and they will be soaking up as much liquidity as possible while doubling their money. Right now the calculated conversion price per Exhibit 10.1 with a basis price of $0.0006 is $0.000345. Just to satisfy the $861K in accounts payable as described in the agreement they would need to sell 2.5 billion shares at the current trading price. Now are we to believe that Blackstar will move all that paper in the current range or even without a reverse split? 🤔
of course that is their game. It's criminal. I doubt anyone listens to them anymore.Exhibit 10.1
SETTLEMENT AGREEMENT AND STIPULATION
https://www.sec.gov/Archives/edgar/data/1483646/000106594924000119/ex10_1.htm
Page 2
1. Defined Terms. As used in this Agreement, the following terms shall have the following meanings specified or indicated (such meanings to be equally applicable to both the singular and plural forms of the terms defined):
“CLAIM AMOUNT” shall mean $861,539.26 (Subject to any applicable discounts pursuant to the annexed Claims Purchase Agreements).
...
“SALE PRICE” shall mean the Sale Price of the Common Stock on the Principal Market.
"MARKET PRICE" on any given date shall mean the lowest Sale Price during the Valuation Period.
"VALUATION PERIOD" shall mean the twenty (20) day trading period preceding the share request...
"PURCHASE PRICE" shall mean the Market Price during the Valuation Period (or such other date on which the Purchase Price is calculated in accordance with the terms and conditions of this Agreement) less the product of the Discount and the Market Price.
Page 8
d. The Company shall initially reserve from its duly authorized capital stock a number of shares of Common Stock at least equal to 2 times the greater of the number of shares that could be issued pursuant to the terms of the Order and that Company shall initially reserve at its transfer agent, at a minimum, Two Billion Five Million (2,500,000,000) shares during the Valuation Period in order to ensure that it can properly carry out the terms of this agreement,
Page 11
t. Company acknowledges that CCI or its affiliates may from time to time, hold outstanding securities of the Company which may be convertible in shares of the Company’s common stock at a floating conversion rate tied to the current market price for the stock. The number of shares of Common Stock issuable pursuant to this Agreement may increase substantially in certain circumstances, including, but not necessarily limited to the circumstance wherein the trading price of the Common Stock declines during the Valuation Period.
Bubae
1週前
The filings to increase the authorized share count to 6 billion from 2 billion shares pretty much tells us that CEO Joe plans to move as many shares as he can before he splits this. Most companies that plan to print more than $1 million in new shares start with a reverse split and sell it down. I doubt CEO Joe anticipated a 50% sell off after the increase in the OS announcement. lets face it, the market didn't react when he announced the intent to move more than $860K in exempt shares priced at a very steep discount to market. Continuous Capital was luck that they likely managed to get the 60,200,000 that they received for fees and expenses before the sell off. Those that bought them got caught with a 50% loss right off the bat. 😆 Looks to me like they were playing with the trading today with little result. I see two simultaneous trades for the exact same number of shares 2,740.000 at 10:07. That would represent 60% of the volume today.
Painting the Tape: Definition, Legality, Example
By WILL KENTON Updated February 28, 2021
https://www.investopedia.com/terms/p/paintingthetape.asp#:~:text=%3Cspan%20style=
Painting the tape increases volume and attracts investors, who then may push a price higher. The market manipulators will then sell their holdings to investors unaware of the manipulation.
Painting the tape is an illegal activity and prohibited by the SEC because it creates an artificial price.Bubae
Re: None
Monday, October 21, 2024 4:24:02 PM
Post# 14339 of 14984
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=175265040
Another odd trading day today much like that of the 4th this month before the sell off. This morning we see that 25 million shares come off of restricted since the last share count dated September 17th. They walk it up sell it down. Good strategy as long as you can find buyers. They still have The least the 71,250,000 shares valued at $266,063 that were really priced at $0.001. I cover that in my post# 14337 this morning. They also have the warrants that were exercised at the end of Q4 2023 that are now vested. Take advantage of these walk up if you can from what I see. If you are a buyer you are helping to pay the expenses for this ticker that is going nowhere.
Bubae
1週前
Think maybe CEO Joe got it to this point? Maybe the advertised dilution through the Section 3(a)(10)? I guess no one was supposed to post that "bashing" information on this board. That post that you keep bringing up was from January when traders were still buying the four year narrative and willing to play CEO Joes constant promotion while feeding in the conversions. Now you can get all the trips you want because of the new dilution that has been filed. Blackstar is even raising the authorized share count to make sure everyone gets their fill. 😆 Exhibit 10.1 linked below, we find that the conversions are to be done at "..market price during the valuation period..." Market Price is defined as lowest "Sale Price" during the Valuation Period.
Exhibit 10.1
SETTLEMENT AGREEMENT AND STIPULATION
https://www.sec.gov/Archives/edgar/data/1483646/000106594924000119/ex10_1.htm
Page 2
1. Defined Terms. As used in this Agreement, the following terms shall have the following meanings specified or indicated (such meanings to be equally applicable to both the singular and plural forms of the terms defined):
“CLAIM AMOUNT” shall mean $861,539.26 (Subject to any applicable discounts pursuant to the annexed Claims Purchase Agreements).
...
“SALE PRICE” shall mean the Sale Price of the Common Stock on the Principal Market.
"MARKET PRICE" on any given date shall mean the lowest Sale Price during the Valuation Period.
"VALUATION PERIOD" shall mean the twenty (20) day trading period preceding the share request...
"PURCHASE PRICE" shall mean the Market Price during the Valuation Period (or such other date on which the Purchase Price is calculated in accordance with the terms and conditions of this Agreement) less the product of the Discount and the Market Price.
...
Page 4
a. In settlement of the Claims, Company shall initially issue and deliver to CCI, in one or more tranches as necessary subject to paragraph 3(e) and (f) herein, shares of Common Stock (the “Initial Issuance”), subject to adjustment and ownership limitations as set forth below, sufficient to satisfy the compromised amount at a forty two and one half percent (42.5%) discount to market (the total amount of the claims divided by the purchase price) based on the market price during the valuation period as defined herein through the issuance of freely trading securities issued pursuant to Section 3(a)(10) of the Securities Act (the Settlement.