Two Hands Corporation (PK) (TWOH) 銘柄情報

NOTE 11 - SUBSEQUENT EVENTS

https://ih.advfn.com/stock-market/USOTC/two-hands-pk-TWOH/stock-news/96064389/form-10-q-quarterly-report-sections-13-or-15d




1800 Diagonal Lending LLC

On April 16, 2025 the Company entered into a Securities Purchase Agreement with 1800 Diagonal Lending LLC (“Holder”) relating to the issuance and sale of a Convertible Note (the “Note”) with an original principal amount of $94,300 less original issue discount of $12,300 and transaction costs of $7,000 bearing an 10% annual interest rate and maturing February 1, 2026 for $75,000 in cash. After 180 days after the issue date, the Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 75% of the lowest closing bid price during the 10 trading days prior to the conversion date. Additionally, the Holder of the Note is entitled to deduct $1,500 from the conversion amount in each note conversion to cover the holder’s deposit fees associated with the conversion. The Company may prepay the Note in cash, if repaid within 90 days of date of issue, at 115% of the original principal amount plus interest, between 91 days and 150 days at 120% of the original principal amount plus interest and between 151 days and 180 days at 125% of the original principal amount plus interest.


"Kramer is a recidivist violator of the federal securities laws, having twice agreed, on a no-admit "

I feel sorry for .......those that allowed greed to take over IMHO

https://kjk.com/2024/06/20/sec-brings-action-against-convertible-debt-lender/
Bearish
Be

Agree. It would have to be.

Every RS that i have seen, with only a few exceptions, goes lower after completion. Thus, to avoid requiring a 2nd RS, they will probably come out above $2, and maybe even $3.

To all the reverse split cheerleaders here, I am buying more this week, whatever👍💥💎🎯💪🔥🔮

Thanks for calling him out. I guess the Chinese Waste management turned out to be a load of s it. Ha, its weird him popping up here a 30 year ihub lifer. Talking smack about $twoh and agreeing with jim. Lol

Spot on nice post.

Couldn’t have said it better myself!

$TWOH

For sure. Golden Dome.

Biovaxys for one is an OTCQB on 3 exchanges BIOV , BVAXF , 5LB:FRA Total shares outstanding 293 million, patents and merger incoming 

R/S is not the only outcome to reduce the OS! SPAC, share reduction, buybacks, are other options for which shareholders don’t loose quantity of shares.Reverse merger Rdar, Telvantis no r/s. They have a massive os and are doing share buyback.

People have got to stop comparing today's OTC to the 2020/2021 OTC time. That was a time when everything in the market was going up no matter if there were any catalysts or not. That is not today's OTC at all and the volume in today's OTC is nowhere near that. We will never see that kind of run again like we did with HMBL. I respect your opinions, and I also love the team that we have in place here and think it's the best group one can put together. With that being said, unless the SS is changed, or they bring in a multi-billionaire dollar merger, we will not see anything close to dollars without a RS. That doesn't mean that this can't still make a nice run, but they will take the same path as Nukk. You can't uplist a stock with this kind of SS because of the major volatility with people buying and selling millions of shares on a daily basis. I understand you will stick to your idea that this will go to dollars, but please don't be disappointed when they have to eventually do an RS to get to their goal.

I see your still in the bash every stock on the OTC game.

Helping no one!!

The anatomy of an ihub basher!! pic.twitter.com/vG5tgmwgTX— Carjockey2 (@cocomoco1234567) May 21, 2025

It’s best to put all speculations on the table. All ideas must be considered and thought about. Talking amongst ourselves to the endless possibilities is what allows investors to grow and be more successful with their thinking. The impossible is only impossible if you don’t believe the impossible is even possible.
With $TWOH it’s best to keep an open mind with what could be possible outcomes.

$TWOH

Good night.

Carjockey I see you're still in the Debt game lol

You ok..??????

Lolzzzz

$TWOH

Never mind just checked post history

Bawahhhh

🏆 post!!!!

$TWOH

Bloated debt ridden pig who's gonna merge in here?

Answer no one!

It will get to dollars because let’s think about something no one seems to be considering, what OTC ticker do you see that also has a Canadian counterpart? None. Emil already said he’s taking this to Nasdaq. How would you do that? With a very rare but possible merge with a SPAC already listed on the Nasdaq market that will automatically restructure the share count here into the new entity SPAC, which moves the valuation automatically into dollars. Then when the company merges in, depending on the appraised value of the company, that will either move it higher or lower, but it will still be in the dollars. Emil is a smart guy, if you think he’s going for peanuts, you would be sadly mistaken. That is why I said I disagree with the .15 cent opinion on twitter/X.
Humble climbed to dollars based on a similar share structure as this and an idea. This can move to dollars based on this very share structure and an actual company in an investor interested area of interest.

This is all just my opinion, do your own DD, and form your own opinion.

$TWOH

🚀 🚀 💵

That was my thought . Can hear the rumbling of thunder !

This gets anywhere close to $4, I will sh!t myself 

You're dreaming $4 lmao

Agreed $TWOH

I’m sorry I don’t agree with the 15 cent opinion. I think this will run better than humble did way back when. This will go to $4- $10 before finding its way back down to whatever valuation the market deems fit. Humble had a ton of shares and it still did dollars, yes the OTC is not the same, but you do have a lot of big board guys looking at this as well.

Awesome post that would be amazing!!!!$$$$ TWOH.

$TWOH If it does end up Rimon and Star 26. We are looking at a Price between 15 c to 25 c. Thats 700 million to 1.6 billion market cap. The sexy value though of Iron dome supplier and big contracts could be just uncharted... 🚀 Worth the risk here with Nukkleous team at bat..🦄— 𝙍𝙄𝙋𝙏𝙄𝘿𝙀🌊⚡️𝙍𝙐𝙉𝙉𝙀𝙍🌊⚡️ (@kallweit_p75599) May 1, 2025

Why not dream big!!

😉

I own a lots of Rdar, you know Telvantis merged in. No reverse split planned. Company making revenue. They are retiring shares slowly as strategy. Eyeing Nyse. Just thought to flag this, as still believe path to the Nas. doesn’t include r/s. Time will tell🔮

Going to grab another million

Exactly

$TWOH LOLZZZZ pic.twitter.com/vIrd0VAqUj— Carjockey2 (@cocomoco1234567) May 20, 2025

lol IMHO tomorrow's open will be crowded with sellers of TWOH imho

No wonder there was $40,800 bidding today! 
$TWOH to da MooooooN 

I doubt very seriously this company would associate with TWOH given what was discovered this evening imo



https://www.defense.gov/News/News-Stories/Article/Article/4187381/defense-leaders-discuss/Article/Article/4187381/defense-leaders-discuss-threats-golden-dome-during-budget-talks/

I meant to say the Golden Dome idea is going to be cool*
Jeez the excitement I can’t type correctly, 🤣

$TWOH

🚀

Believe we saw a few circling today and beginning to get their fill, this will become more common as $TWOH continues evolving into its very near future record breaking run. smart investors are loading here!! Still time to get in but clock is ticking pic.twitter.com/1dbP22XnRW— pepe (@cocaine_hippo) May 21, 2025

I know you have nothing better to do tonight like Sunday but seriously you're wasting your posts especially on me!!!

$TWOH

https://kjk.com/2024/06/20/sec-brings-action-against-convertible-debt-lender/

What...????

I'm so disappointed I thought they were the good guys!!!

Lol

Go $TWOH

I'm just chillin watching the NBA finals.

That be insane Run fast.

Disregard the noise no one is bashing because they are good samaritans.

The golden Dome is going to be co.

$TWOH

"Kramer is a recidivist violator of the federal securities laws, having twice agreed, on a no-admit "

I feel sorry for .......those that allowed greed to take over IMHO

https://kjk.com/2024/06/20/sec-brings-action-against-convertible-debt-lender/

Curt Kramer, age 50, resided in Jericho, New York, during the Relevant Period.
Kramer is a former registered representative, who held Series 7 and 63 licenses between January
1998 and July 2002, during which time he worked for seven registered broker-dealers. Kramer is
a recidivist violator of the federal securities laws, having twice agreed, on a no-admit / no-deny
basis, to settled SEC administrative actions finding that he and entities he controlled engaged in
the illegal sale of unregistered penny stocks in violation of Securities Act Sections 5(a) and 5(c).1
Kramer has never registered with the SEC as a dealer and, during the Relevant Period, was not
associated with a SEC-registered dealer.
12.
Power Up Lending Group, Ltd., formerly known as Empower Lending Group,
Ltd., is registered with the Virginia State Corporation Commission (“Virginia SCC”) as a stock
corporation and is registered with the New York Department of State Division of Corporations as a
1In the Matter of Curt Kramer and Hope Cap., Inc., Sec. Act Rel. No. 10239, 2016 WL
11471986 (Oct. 27, 2016); In the Matter of Curt Kramer, Mazuma Corp., Mazuma Funding
Corp., and Mazuma Holding Corp., Sec. Act Rel. No. 9485, 2013 WL 6157152 (Nov. 25, 2013). - 4 -
Case 1:24-cv-03498 Document 1 Filed 05/07/24 Page 5 of 34
foreign business corporation. Power Up’s principal place of business is in Great Neck, New
York. Kramer is, and at all relevant times was, the CEO and sole owner of Power Up. Power Up
has never registered with the SEC as a securities dealer.
13.
Geneva Roth Remark Holdings, Inc., is a New York domestic business
corporation formed on March 21, 2014, with its principal place of business in Great Neck, New
York. Geneva Roth shares office space with Power Up. Kramer is, and at all relevant times was,
the President and sole owner of Geneva Roth. Geneva Roth has never registered with the SEC as
a securities dealer.
14.
self out as its CEO. 1800 Diagonal has never registered with the SEC as
a securities dealer. 1800 Diagonal Lending, LLC, formerly known as Sixth Street Lending, LLC,
is registered with the Virginia SCC as a limited liability company, with a principal place of
business in Alexandria, Virginia. 1800 Diagonal was formed on October 18, 2021. From
October 18, 2021 through the present, Kramer was the sole member and manager of 1800
Diagonal, and held him

Lots of speculation what's great is it could be a few different avenues ..all would be fantastic

$Twoh I feel the potential for a defense sector merger is high here. Thought connection with Star 26 still interesting..🚀 https://t.co/0FN46r8kkw— 𝙍𝙄𝙋𝙏𝙄𝘿𝙀🌊⚡️𝙍𝙐𝙉𝙉𝙀𝙍🌊⚡️ (@kallweit_p75599) May 20, 2025

$TWOH Spac me harder...😁🤭🚀 pic.twitter.com/PjzNA0cpbM— 𝙍𝙄𝙋𝙏𝙄𝘿𝙀🌊⚡️𝙍𝙐𝙉𝙉𝙀𝙍🌊⚡️ (@kallweit_p75599) May 20, 2025

$TWOH let me help all of you put the dots together. $NUKK involved with Israel Defense contracts. Marshak and Dr. Daniel Reshef formed Israel Ventures that raised over $15 Bilion for Israel growth. Reshef has huge ties with Israel. Why bring them in $TWOH?https://t.co/CbK4emLeZ9— $Big-Ray$ (@BIG_RAY_99) May 20, 2025

So this happened today: #Trump announces plans to go ahead on Golden Done w/ #Canada asking to join

🤞 $TWOHhttps://t.co/APRw95pkI7— Jonathan Vega$ (@Vegas_Whoa) May 21, 2025

Holy Toxic loan! $94,300 for $75,000 180 days Converted into hundreds of millions of shares.

“ at 75% of the lowest closing bid price during the 10 previous days”

Absolutely No One is Fooled

TWOH $$$...DOES ANYONE HAVE AN OPINION ON THE GOLDEN-DOME PROJECT THAT TRUMP ANNOUNCED TODAY...COULD TWOH $$$ BE A PART OF IT WITH THE MASSIVE MERGER, ANY OPINIONS......TWOH $$$ SP WOULD JUMP TO $5.00+ IN A COUPLE OF DAYS, IF THE NEW COMPANY IS INVOLVED...JUST THROWING IT OUT-THERE, ANY OPINIONS...THANKS..

lol............that is funny!!!!!!!!!!!!!!

Believe we saw a few circling today and beginning to get their fill, this will become more common as $TWOH continues evolving into its very near future record breaking run. smart investors are loading here!! Still time to get in but clock is ticking pic.twitter.com/1dbP22XnRW— pepe (@cocaine_hippo) May 21, 2025

Real CEOs and companies don't care too much about antsy shareholders to be honest they have their heads down working on deals.

In other words if shareholders are impatient too bad.

$TWOH

I'm very very patient

"Recently, the Securities and Exchange Commission filed a complaint against Curt Kramer and three companies owned by Kramer, 1800 Diagonal Lending Company, LLC, Power Up Lending Group, Ltd., and Geneva Roth Remark Holdings, Inc. (Securities and Exchange Commission v. Power Up Lending Ltd., et al., No. 1:24-cv-03498). The SEC alleges that Kramer, by making convertible loans to microcap companies through 1800 Diagonal, Power Up and Geneva Roth, acted as a securities dealer without having the required securities licenses. To understand the case, and its ramifications, we first need to understand how these loans work."


https://kjk.com/2024/06/20/sec-brings-action-against-convertible-debt-lender/

"b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting."



May 14, 2025



/s/ Emil Assentato

IMHO

Don't worry about it I'll lend them the money instead of buying a Cyber Truck.

No interest charged!!!

$TWOH

Pumpers!!!!! What about bashers that have no skin in the game but bash from an emergency room?????

Management must know shareholders are antsy for news already. Wouldn’t be bad for the merging company name to leak already👂