dukeb
3 days ago
From the 8k
On February 28, 2025, Verb Technology Company, Inc. (the “Company”) entered into a Binding Term Sheet (the “Binding Term Sheet”) with Lyvecom, Inc. (“Lyvecom”) and the shareholders of Lyvecom (the “Lyvecom Shareholders”) to acquire all the outstanding capital stock of Lyvecom. Lyvecom is AI-driven video commerce platform, a comprehensive description of which is set forth in the Company’s press release dated March 4, 2025, annexed as Exhibit 99.1 to this Current Report on Form 8-K. The purchase price for the shares of capital stock of Lyvecom is $3,000,000 in cash, the repayment of $1,125,000 to certain investors in Lyvecom’s Simple Agreement for Future Equity (S.A.F.E.) instruments, the payment of $100,000 to a third party to satisfy his existing loan to Lyvecom, and the issuance shares of the Company’s common stock (the “Shares’) having a value of $1,000,000 on the closing date; provided the number of Shares to be issued may not exceed 19.9% of the Company’s outstanding shares of common stock on such date (the “Cap”). The Binding Term Sheet provides that in the event, as a result of the Cap, the Shares to be issued to the Lyvecom Shareholders on the closing date shall have a value of less than $1,000,000, the shortfall will be paid by the Company to the Lyvecom Shareholders in cash. The Binding Term Sheet also provides for an earn-out payment to the Lyvecom Shareholders of up to an additional $3,000,000 in cash over a 24-month earn-out period based on various performance metrics.
jobynimble
3 days ago
LAS VEGAS and LOS ALAMITOS, Calif., March 20, 2025 (GLOBE NEWSWIRE) -- Verb Technology Company, Inc. (NASDAQ: VERB) (“VERB” or the “Company”), the company behind MARKET.live, the livestream social shopping platform, telehealth platforms VANITYPrescribed.com and GoodGirlRx.com, and GO FUND YOURSELF.show, the TV show disrupting crowdfunding, today announced that VERB CEO Rory J. Cutaia will host a conference call to discuss the Company’s financial results for the fourth quarter and year ended December 31, 2024 on Tuesday, March 25, 2025, at 1:00 p.m. Eastern time (10:00 a.m. Pacific time). Financial results will be issued in a press release prior to the call.
VERB Q4 and FY 2024 Earnings Call
Date: Tuesday, March 25, 2025
Time: 1:00 p.m. Eastern time (10:00 a.m. Pacific time)
To access by phone: Please call the conference telephone number 10-15 minutes prior to the start time. An operator will register your name and organization.
Meeting Link: https://callme.viavid.com/viavid/?callme=true&passcode=13728166&h=true&info=company&r=true&B=6
Toll Free: 1-877-407-4018
Toll/International: 1-201-689-8471
A telephonic replay of the conference call will be available after 04:00 p.m. Eastern time on the same day through Tuesday, April 08, 2025 at 11:59 PM ET.
Toll Free:1-844-512-2921
Toll/International: 1-412-317-6671
Replay Pin Number: 13752553
Replay Expiry: April 8th at 11:59 PM ET
dukeb
4 weeks ago
So it looks like another one of Rory's "ideas" is going to crash and burn. The most recent company pivot was to vanityprescribed.com which professes to be an on-line source of products to make you look better. In fact, VP is just an also-ran in the business of feeding orders to a contract pharmacy with the web site "promoter" getting a piece of the action.
The flagship product for VP has been compounded Semaglutide, the active ingredient in weight loss drugs such as Wegovy and Ozempic.
Last Friday, the FDA announced that the manufacturers of Semaglutide (Norvo Nordisk and Eli Lilly) have increase production of the patented drugs to the point where demand is being met. As a result, the FDA is withdrawing authorization of compounded versions such as the ones sold on the VP web site. The FDA is allowing compounding pharmacies 90 days to stop sales.
So...even though VP probably had almost zero revenues, the one product that it was banking on will no longer be available for sale.
Below is a snippet of the VP web site. Notice that it lists a "New Year's Flash Sale". Today is February 23. When does the NY Flash Sale end? There is no one at the wheel of the web site. It's just another RC fake company that was put up to placate shareholders.
dukeb
4 weeks ago
Yup. Take a look at the 2024 Qtr 3 10-Q.
Additional paid-in capital stood at $ 200,788,000.
And what is there to show for it?
Total assets: $22,137,000 of which $ 3.2 million represents capitalized software development costs. Presumably that is the cost of Market.live that has not been amortized yet. And what's that software actually worth? Even VERB doesn't really use it so I'd say it's worth ZERO.
Another $ 2,263,000 asset on the balance sheet is listed as "ERC receivable."
In one of the offering circulars, VERB explained the ERC receivable as follows:
Other income, net, for the year ended December 31, 2022 was $1.4 million, which was primarily attributable to an Employee Retention Credit (“ERC”) receivable of $1.5 million. We, through our Professional Employer Organization, filed for federal government assistance for the second and third quarters of 2021 in the aggregate amount of approximately $1.5 million through ERC provisions of the Consolidated Appropriations Act of 2021. The purpose of the ERC is to encourage employers to keep employees on the payroll, even if they are not working during the covered period due to the effects of the COVID-19 pandemic. As of December 31, 2022, we have yet to receive the funds.
This is kind of interesting.
On the balance sheet as of December 31,2023 the ERC receivable was still listed as $ 1.5 million. Yet on September 30, 2024 they show the receivable as $ 2.3 million - an increase of $ 800k. The period covered by the ERC ended in December, 2021. Why would the company, during 2024, all of a sudden realize that it was eligible for $ 800k of additional credits for the period that ended 3 years earlier?
There are companies that popped up promising to help companies claim their ERCs. Lots of those consultants were scammers and many claims made for the ERC were determined to be fraudulent.
It would be nice if VERB would explain this. Especially since the company hasn't (as of 9/30/2024) received a dime for its ERC claims.
Has it really been 200M of investment?