Planet MicroCap Review Q3 2022

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Robert K. Kraft, MBA SNN Chief Executive Officer, Executive Editor & Director rkraft@snnwire.com

pUBLiSHEr

Robert K. Kraft, MBA

SNN Chief Executive Officer, Executive Editor & Director rkraft@snnwire.com

Shelly Kraft SNN Founder, Publisher Emeritus skraft@snnwire.com

Shelly Kraft

prices are higher across the board except for one important category: stock prices! The post pandemic correction is upon us. Inflation is the all-time equalizer driving food, clothing and shelter prices higher. Interest rates are soaring, car prices are surging, and travel and entertainment are climbing. Even gold a hedge against inflation is in reverse as the US dollar trades higher against foreign currencies worldwide. And the “R” word is on the lips of the market pundits! So where are the opportunities? How do investors with cash buying power take advantage of this special situation of high dollar versus low stock prices? Buy, Buy, Buy! Buy with cash, not on margin.

Lynda Lou “Lulu” Kraft SNN President & Director lkkraft@snnwire.com

SNN Founder, Publisher Emeritus skraft@snnwire.com

As we get bombarded with market information and intel in the news, social media, newsletters, TV ads, YouTube etc. we have to keep our own perspective in mind, which is, how does what’s happening in the stock market affect microcap stocks? How do we manage the holdings in our portfolio? How do we make our decisions of whether we should buy, sell or hold? As investors we do need to decipher pertinent details from the noise of those trying to sell us their ideas. Picking up morsels of truth is still relevant to our decision making which brings me to the point of staying in our lane, picking sources we trust with a history of accuracy, doing this will do more to protect our self-made directives while resisting a constant repetitive barrage of attempted paid influences.

ASIAN PACIFIC CORRESPONDENT

Leslie Richardson

Lynda Lou “Lulu” Kraft SNN President & Director lkkraft@snnwire.com

aSiaN paciFic corrESpoNDENT

SNN COmPLIANCE AND DUE DILIgENCE ADmINISTRATION

Leslie Richardson

Jack Leslie

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As microcap investors we now have the opportunity that wealthy investors enjoy, buying low. Most fortunes are made during financial crisis’ when equities sell off as investors run for the doors raising cash to cover margin calls, have more essential financial needs other than their portfolio’s or simply want to stop the bleeding in their portfolio holdings. Regardless of their reasons this rare opportunity presents itself in broad daylight. It’s a smorgasbord of choice; what do we want to own?

CHAIRmAN OF SNN ADvISORy BOARD Dr. Leonard Makowka

DUE DiLigENcE aDMiNiSTraTioN

Jack Leslie

Pundits in the microcap world often preach doing your homework, believe in your own methods, stick to your plan, learn from your mistakes, and build your sensibility to maintain focus. I believe for the most part they are correct. How ever, it’s quite difficult to locate non-biased information during our searching for it and even harder to interpret incoming information when it finds you.

cHairMaN oF SNN aDviSory BoarD Dr. Leonard Makowka

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©Copyright 2022 by Planet Microcap Review Magazine Inc. All Rights Reserved. Reproduction without permission of the Publisher is prohibited. The publishers and editors are not responsible for unsolicited materials. Every effort has been made to assure that all Information presented in this issue is accurate and neither Planet Mi crocap Review Magazine or any of its staff or authors is responsible for omissions or information that is inaccurate or misrepresented to the magazine. Planet Microcap Review Magazine is owned and operated by SNN Inc.

This publication and its contents are not to be construed, under any circumstances, as an offer to sell or a solicitation to buy or effect transactions in any securities. No investment advice is provided or should be construed to be provided herein. Planet Microcap Review Magazine and its owners, employees and affiliates are not, nor do any of them claim to be, registered broker-dealers or registered investment advisors. This publication may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact are “forward-looking state ments” for purposes of federal and state securities laws, including, but not limited to, any projections of earnings, revenue or other fi nancial items; any statements of the plans, strategies and objectives of management for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing. Such forward-looking statements of or concerning the companies mentioned herein are subject to numerous uncertainties and risk factors, including uncertainties and risk factors that may not be set forth herein, which could cause actual results to differ materially from those stated herein. Accordingly, readers are cautioned not to place undue reliance on such forward-looking statements. This publication undertakes no obligation to update any forward-looking statements that may be contained herein. Planet Microcap Review Magazine, its owners, employees, affiliates and their families may have investments in companies featured in this publication, may purchase securities of companies featured in this publication and may sell securities of com panies featured in this publication, at any time and from time to time. However, it is the general policy of this publication that such persons will refrain from engaging in any pre-publication transactions in secu rities of companies featured in this publication until two trading days following the publication date. This publication may contain company advertisements/advertorials indicated as such. Information about a company contained in an advertisement/advertorial has been fur nished by the company, the publisher has not made any indepen dent investigation of the accuracy of any such information and no warranty of the accuracy of any such information is provided by this publication, its owners, employees and affiliates. Pursuant to Section 17(b) of the Securities Act of 1933, as amended, in situations where the publisher has received consideration for the advertisement/ad vertorial of a company or security, the amount and nature of such consideration will be disclosed in print. Readers should always con duct their own due diligence before making any investment decision regarding the companies and securities mentioned in this publication. Investment in securities generally, and many of the companies and securities mentioned in this publication from time to time, are specu lative and carry a high degree of risk. The disclaimers set forth at Planetmicropcap.com or SNN.Network - disclaimer are incorporated herein by this reference.

©Copyright 2022 by MicroCap Review Magazine Inc. All Rights Re served. Reproduction without permission of the Publisher is prohib ited. The publishers and editors are not responsible for unsolicited materials. Every effort has been made to assure that all Information presented in this issue is accurate and neither MicroCap Review Magazine or any of its staff or authors is responsible for omissions or information that is inaccurate or misrepresented to the magazine. MicroCap Review Magazine is owned and operated by SNN Inc. This publication and its contents are not to be construed, under any circumstances, as an offer to sell or a solicitation to buy or effect transactions in any securities. No investment advice is provided or should be construed to be provided herein. MicroCap Review Magazine and its owners, employees and affiliates are not, nor do any of them claim to be, registered broker-dealers or registered investment advisors. This publication may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact are “forward-looking state ments” for purposes of federal and state securities laws, including, but not limited to, any projections of earnings, revenue or other fi nancial items; any statements of the plans, strategies and objectives of management for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing. Such forward-looking statements of or concerning the companies mentioned herein are subject to numerous uncertainties and risk factors, including uncertainties and risk factors that may not be set forth herein, which could cause actual results to differ materially from those stated herein. Accordingly, readers are cautioned not to place undue reliance on such forward-looking statements. This publication undertakes no obligation to update any forward-looking statements that may be contained herein. MicroCap Review Magazine, its own ers, employees, affiliates and their families may have investments in companies featured in this publication, may purchase securities of companies featured in this publication and may sell securities of companies featured in this publication, at any time and from time to time. However, it is the general policy of this publication that such persons will refrain from engaging in any pre-publication transactions in securities of companies featured in this publication until two trad ing days following the publication date. This publication may contain company advertisements/advertorials indicated as such. Information about a company contained in an advertisement/advertorial has been furnished by the company, the publisher has not made any independent investigation of the accuracy of any such information and no warranty of the accuracy of any such information is provided by this publication, its owners, employees and affiliates. Pursuant to Section 17(b) of the Securities Act of 1933, as amended, in situations where the publisher has received consideration for the advertise ment/advertorial of a company or security, the amount and nature of such consideration will be disclosed in print. Readers should al ways conduct their own due diligence before making any investment decision regarding the companies and securities mentioned in this publication. Investment in securities generally, and many of the com panies and securities mentioned in this publication from time to time, are speculative and carry a high degree of risk. The disclaimers set forth at http://www.microcapreview.com/disclaimer/ - disclaimer are incorporated herein by this reference.

This editorial is not meant to be a lesson in picking tops and bottoms nor the recommending to blindly throw money at perceived bargains it is rather to suggest you follow your tried-and-true methods of due diligence and stock picking since you have been tracking stocks to buy in your perceived great companies but were overpriced, overvalued or out of your reach. How do they look today? It doesn’t matter if you look at any tier of the market but especially small and microcap which have taken massive hits to their

Although I am a market traditionalist and since I historically lean on using my own common sense, this method may be costly since it also embeds learning from one’s own mistakes. For example, for generations investors relied on their stockbroker or wealth advisor to “trust” their advice, timing, ideas, guidance and performance. For better or for worse this marriage could have been a very successful marriage, oh by the way, the Internet, social media, relentless advertising, and regulatory intervention changed everything. The advent of dis count brokering, and millennial DIY activity gave investors the power of making decisions but added the need for discipline, research, and trial & error. As far as

MicroCaps, but overall markets, is when I’m reflecting on how I want to deploy cash that will set me up for financial independence in the next 10-15-20 years. We don’t have all the answers, however, by reading this issue of the magazine, I hope that you’re able to walk away with a few nuggets that can help you on your path to financial independence.

4 Planet MicroCap Review www.PlanetMicroCap.com
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price and market cap. Even the brightest stars have fallen. Additionally, stock price drops suffering the usual 3rd quarter doldrums of poor earnings expec tations which will add to poor stock performance. Okay it might not be throwing the dart time but dust off the dart board and get your focus on because it just might be around the corner! —Shelly Kraft

some good news: 29% of constituents had positive quarterly stock performance in Q3 2022 vs. 18% positive quarterly stock performance for Q2 2022. Healthcare was up 7.22% for the quarter lead by having four (4) companies in the top 10 performers, including Catalyst Biosciences, Inc., which was up 296.51%.

AsLet’s

we get bombarded with market information and intel in the news, social media, newsletters, TV ads, YouTube etc. we have to keep our own perspective in mind, which is, how does what’s happening in the stock market affect microcap stocks? How do we manage the holdings in our portfolio? How do we make our decisions of whether we should buy, sell or hold? As investors we do need to decipher pertinent details from the noise of those trying to sell us their ideas. Picking up morsels of truth is still relevant to our decision making which brings me to the point of staying in our lane, picking sources we trust with a history of accuracy, doing this will do more protect our self-made directives while resisting a constant repetitive barrage attempted paid influences.

beat around the bush, for Q3 2022 (and all of 2022), it’s been tough being a MicroCap investor. The stats tell it all: The Planet MicroCap index was down 10.53%, which far outpaces the next biggest loser for the quarter (DJIA was down 6.25%). Year to date, MicroCaps are down 34.74% (according to the Planet MicroCap index). Looking at these numbers, it’s pretty clear, from a macro perspective, we’ve been a risk-off environment. When you dive deeper into individual sectors, sentiment has been negative across the board (Mining and Cannabis in particular) and capital has dried up. I’ve done a number of interviews with CEOs that are very VERY thankful they raised capital earlier this year because things now are much more difficult. Every sector in the index was hit hard, meaning down >3% (except Healthcare, more on that in a second), but there is

Pundits in the microcap world often preach doing your homework, believe in your own methods, stick to your plan, learn from your mistakes, and build your sensibility to maintain focus. I believe for the most part they are correct. How ever, it’s quite difficult to locate non-biased information during our searching for and even harder to interpret incoming information when it finds you.

This is not our first go round, markets are cyclical history verifies this. However, I always go back to insights that a friend of Planet MicroCap, Rick Rule, would always remind me: Bear Markets are authors of Bull Markets. I think about this (and the inverse) quite a bit. Specifically, what areas of the market are people disliking and avoiding and WHY? It’s abundantly clear looking at every statistic out there that MicroCap stocks are the unchosen right now. If you’re reading this editorial and this issue of the magazine, you prob ably already know this. That’s why the main theme for this issue is about “Fallen Angels” - many stocks that were once loved are now calling MicroCap their new home. There were already a ton of companies to look at, and now, there are even more. Do your homework, you’re in the right place to get started. —Bobby Kraft

Although I am a market traditionalist and since I historically lean on using my own common sense, this method may be costly since it also embeds learning from one’s own mistakes. For example, for generations investors relied on their stockbroker or wealth advisor to “trust” their advice, timing, ideas, guidance and performance. For better or for worse this marriage could have been a very successful marriage, oh by the way, the Internet, social media, relentless advertising, and regulatory intervention changed everything. The advent of dis count brokering, and millennial DIY activity gave investors the power of making decisions but added the need for discipline, research, and trial & error. As far as concerned and in my opinion, I would rather fail or succeed because of my own decisions rather than being led to slaughter and placing blame elsewhere.

Like everything in the Stock Market, MicroCaps are down. As of EOD on June 2022, the MicroCap Review (MCRI), our proprietary MicroCap index tracking MicroCap performance, is down 26.73% YTD; the only index we track that is doing worse is NASDAQ, which is down 31.36% YTD. I don’t want to spend time this editorial discussing why; I highly recommend tuning into Planet MicroCap Podcast to hear what my guests have to say about the matter. The real ques tion is, well, now what? The summer is an opportune time to start reflecting on what your financial goals are for the near and long term using some of the data enclosed in this issue of the magazine, as well as macro data/indicators. Few things we are certain of right now: liquidity has dried up, interest rates have gone up (and probably will continue to) in order to rein in inflation, high flying growth names have taken it on the chin. There’s actually a bunch of things that we’re now certain of, but at the end of the day, despite rising inflation, this

Planet MicroCap Review 5www.PlanetMicroCap.com
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WaiTiNg oN EDiToriaL

CONTENTS

F EATURESFallen Angels: Devoting Time to Companies that May Not Be Buyable at the Moment by Ben Claremon, Cove Street Capital

Fallen Angels: Pay Attention to Changes in Sector Money Flows by Fadi Diab, @TheGladiatorHC

I NSI g HTS

The Utility of the Future by Peter Londa, CEO, Tantalus (TSX: GRID)

The Case for Bridging the Gap Between TradFi and DeFi by Caitlin Cook, Host, The DeadCaitBounce Experience

Is Gold Losing Its Lustre? Or Are We Just Short-sighted? by Gavin Wendt, MineLife

Incorporating EOS® into Succession Planning by Jackie Kibler

Understanding Blue Sky Laws by Andy Kyzyk, OTC Markets Group

ESG for MicroCaps by Dr. Tim Siegenbeek van Heukelom, Socialsuite

Market Maker Corner: Market Making Explained by Eric Flesche, Glendale Securities

On-demand Accounting and Finance by Aaron Spool and Neil Reithinger, Eventus Advisory Group

Door Half Open by Drew Bernstein, CPA, Marcum, Bernstein & Pinchuk

32 Fallen Angels: Can Beaten-Down E-commerce and Software Stocks See a “Resurrection?” by William Duberstein, Stone Oak Capital

44 Fallen Angels: When Optimistic Projections and Growth Don’t Add Up by Tim Travis, T&T Capital Management

“An Exercise in Clear Thinking” by Richard Revelins, Peregrine Corporate

Ask Mr. Wallstreet: Shorts by Shelly Kraft 100 Imaging Biometrics, LLC, a subsidiary of IQ-AI Limited (OTCQB: IQAIF) (LSE: IQAI) by Dr. Kathleen Schmainda, PhD 102 Bear Market Blues? by Roger Pondel, PondelWilkinson 106 Investor Relations for Bear Markets by Mike Porter, Porter, LeVay & Rose 108 Inflation, Inflation, Inflation. But What’s Going on With Gold & Silver? by David Morgan and Jon Little, The Morgan Report

The Micro-Cap IPO

by Lucosky Brookman LLP

Uplisting

Post-Pandemic

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14
24
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30
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46
68
72
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80 Cannabis Corner: US Cannabis Valuations Continue to Decline, As Does the Broader Market by Seth Yakatan, Katan Associates 82 Public Microcap Biotech Company Board Issues by John Bonfiglio, PhD, Independent Board Director 88 Legal Corner: Getting Started on ESG Disclosures by Jon Uretsky, Esq., PULLP 92 Insurance Corner: Having the Right Insurance Broker Matters by John Farris, Assurtrak 94 Asia Corner:
Hong Kong Moves to Fortify Status as International Financial Hub by Leslie Richardson 96
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Report: Q3
54 Overview of the Planet MicroCap Index P ROFILED C O m PANIES 10 Reliance Global Group, Inc. (NASDAQ: RELI, RELIW) 22 Crexendo, Inc. (NASDAQ: CXDO) 36 MamaMancini’s (NASDAQ: MMMB) 50 Thunderbird Entertainment (TSX-V: TBRD) (OTCQX: THBRF) 53 Meryllion Resources Corporation (CSE: MYR) 84 Boat Rocker Media (TSX: BRMI) 56-67 MCRI Q3 2022 Constituent List

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FallEN aNgElS

DEvOTiNg TiME TO COMPaNiES ThaT May NOT BE BuyaBlE aT ThE MOMENT

How would you define a company that is labeled a “Fallen Angel”?

Itoccurs to me that just about every investor will have a different definition of what he or she considers a fallen angel. To me, a simple definition would be a high return, growing company that previously was held in high regard by the stock market, but whose price has fallen from previously lofty levels. Markets vacillate between greed and fear and during times when people are fearful, there is the opportunity to buy really good businesses at much more reasonable valuations. Now, all of that makes for some nice bullet points within an investor presentation but the important question is: how does an investor position himself or herself to be able to benefit from temporary to slightly longer lasting dislocations? We were reminded in March and April of 2020 that in times when markets are falling quickly, it is very hard to perform a deep diligence process on a brand new company. During such times, investors invariably have to engage in triage within their existing portfolios and prioritize businesses they have researched in the past when deciding what to add to the portfolio. Ideally, what I want during a market downturn is to have a list of wide moat businesses within secular tailwinds that I have done a fair amount of diligence on. If I have done the work and established prices at which I would be excited to own such companies, it is much easier to perform a small amount of additional diligence and then act swiftly.

Again, all of that sounds great in theory. But, with thousands of publicly traded securities within my investment universe, how do you I decide to devote my limited time to a company that may not be buy able at the moment? It is always a tough decision and I know I don’t always get this right. However, my strategy is to spend time on companies that trade at

valuations just outside of what I consider reasonable, given the returns and growth profile of the company. These can be companies that have gone from being insanely valued to merely expensive or cult-like stocks that are always a little expensive. Build an intellectual history with these companies, set a reasonable price at which to buy them and then wait for the vicissitudes of the market to hand you opportunities when the whole market goes down or when a stock has its own mini-recession.

DO yOU HAvE ANy RECENT OR PAST ExAmPLES OF A “FALLEN ANgEL” THAT SUPPORTS yOUR DEFINITION?

I have long admired Trimble (Ticker: TRMB). The company has very solid margins and has shown impressive growth over the last 20 years. Trimble’s mission is to fundamentally change—via technology— some industries that have been quite slow to adopt new technology: engineering and construction, agriculture and transportation. These are verticals with huge TAMs so there is no reason to believe that Trimble won’t be able to grow consistently for the foreseeable future. The problem for someone with a value-bias is that the stock, which does have some end market cyclicality risk, is always “expensive.” Based on our standard deviation adjusted multiples, over the last 15 years the stock has traded at aver age EV/EBITDA and P/E multiples of 17.8x and 36.4x, respectively.

The stock has gone from being very rich to just ex pensive and that has made it a priority for me. I bring up Trimble because I think the stock is emblematic of the type of situations I look for, as described above.

8 Planet MicroCap Review www.PlanetMicroCap.com F EATURE

In your opinion, is now the time to consider looking at companies considered by your definition to be “Fallen Angels”?

I think investors need to be careful. To me, compar ing a stock’s current price to the 52-week high it hit in late 2021, for example, is potentially quite misleading and dangerous. In our office, I have recently heard the question “what in the world was the market thinking when the stock was $X eight months ago?” quite often. Anchoring to previous stock prices as if they represented anything but noise is a good way to lose a lot of money. Also, there are plenty of COVID beneficiaries that were clearly over-earnings but the market—in my opin ion—did not do a great job at recognizing that until recently. So, determining the core earnings power or

true growth profile can be quite challenging.

So, the short answer is yes, there are more interest ing companies showing up on our screens than in early 2022. But, like during most of recent history outside of early 2020, it is prudent to be highly selective.

Ben Claremon joined Cove Street in 2011 as a research analyst. He also serves as a Co-Portfolio Manager for our Classic Value | Small Cap Plus strategy. Previously he worked as an equity analyst on both the long and the short side for hedge funds Blue Ram Capital and Right Wall Capital in New York. Prior to that, he spent four years with a family commercial real estate finance and management business. Mr. Claremon was also the proprietor of the value investing blog, The Inoculated Investor. He is now the host of the Compounders podcast. His background includes an MBA from the UCLA Anderson School of Management and a BS in Economics from the University of Pennsylvania’s Wharton School.

Disclosure: Ben Claremon does not own any shares in Trimble.

DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities regulatory authority

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN. information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertainties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forwardlooking statement that may be found in this article.

SNN does not receive compensation for, nor engage in, providing advice, making recommendations, issuing reports, or furnishing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest carefully and consult investment related information available on the websites of the SEC at http://www.sec. gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

Planet MicroCap Review 9www.PlanetMicroCap.com

Reliance global group, Inc. (NASDAQ: RELI, RELIW)

Q&a WiTh ChaiRMaN aND CEO, EzRa BEyMaN

RK: LET’S START WITH A qUICK OvERvIEW OF THE BUSINESS.

EB: Reliance Global Group, Inc. (NASDAQ: RELI, RELIW) is an insurtech company combining advanced technologies, with the personalized experience of a traditional insurance agency model. Reliance Global Group’s growth strategy includes both an organic expansion, through its InsurTech platforms, 5Minu teInsure.com , its business-toconsumer platform, and RELI Exchange , its business-tobusiness platform for agency partners, as well as acquiring well managed, undervalued and cash flow positive insurance agencies.

• Successful track record of acquiring cash flow positive ‘offline’ home and auto agencies, and utilizing technology to more cost effectively service the acquired policies and enhance profit ability

• Capitalizing on consumer shift to ‘online’: more and more customers search for insurance online, but consumers prefer the personal touch of an agent

o 5minuteInsure.com is Reliance Global Group’s online business-to-consumer plat form and utilizes artificial intelligence and data mining, to provide competitive insur ance quotes within 5 minutes, with minimal data input.

o RELI Exchange is Reliance Global Group’s B2B InsurTech platform and agency partner network for insurance agents and agencies, leveraging the 5 Minute Insure quoting plat

form alongside a custom white label website. RELI Exchange is designed to give independent agents an entire suite of business development tools, allowing them to effectively compete and win against national agencies.

• By implementing artificial intelligence and robotic process automation (RPA) and, Reliance can:

o Dramatically reduce cost to write new business and maintain clients.

o Allow agents to focus on selling new policies

o Create a digitally empowered and scalable insurance agency model

• Ability to rapidly expand Reliance’s agency net work nationwide, driving margin expansion

RK: HOW WOULD yOU DESCRIBE THE COmPANy’S PERFORmANCE TO THIS POINT (BEgINNINg OF SEPTEmBER 2022) IN THE yEAR? HAvE yOU REACHED THE mILESTONES AND gOALS THAT yOU SET FOR THE COmPANy?

EB: In the second quarter of 2022, we achieved a 92% year-over-year increase in revenue compared to the last year’s second quarter. This growth has been driven by our proven acquisition strategy and the increasing successes of our recent acquisitions, JP Kush & Associates, Medigap Health Insurance Company and most recently, Barra & Associates, which was subsequently relaunched as the highly successful, RELI Exchange.

10 Planet MicroCap Review www.PlanetMicroCap.com

We were enthusiastic when we acquired Barra & Associates in April of this year. We viewed Barra as a highly strategic acquisition, one that was extreme ly complementary to our existing offerings and, more importantly, the perfect vehicle with which to support our nationwide expansion plans. This was exactly the type of transaction we had been searching for, as it added more than sixty agents and agency partners to our existing agency partner network, and we believed we could scale the busi ness both rapidly and cost-effectively. More impor tantly, Barra brought an advanced technology infra structure that was well-aligned with our acquisition strategy. By combining 5MinuteInsure.com, with the Barra technology infrastructure, we saw this acquisition as an opportunity to create synergies for growth, including the affiliated-agent business model.

Barra was relaunched as RELI Exchange, a first in class, business-to-business InsurTech platform and agency partner network that builds on the artificial intelligence and data mining backbone of 5MinuteInsure.com, a platform that was designed to target the direct-to-consumer market. We are proud to report that in just three short months, we have aggressively grown our agency and partner network by more 30% illustrating both the strength of the platform as well as its popularity with our agency partners. The platform is designed to pro vide instant and competitive insurance quotes from more than thirty insurance carriers nationwide in just a few minutes. In addition, it reduces an agent’s back-office burden and expenses by eliminating paperwork, thus providing the agent with more time to focus on their clients, selling policies, and building their businesses.

Unlike a franchise model, RELI Exchange was designed with both a low barrier to entry as well as a compelling value proposition that we believe has contributed to the accelerated growth of our agency partner network we are currently experienc ing. The response from agents using the platform, whether our in-house agents now transitioning to RELI Exchange, or our new, outside agency part ners that have embraced the platform, has been overwhelmingly positive. They are reporting to us that they are experiencing a positive impact on their business since moving onto the RELI Exchange plat form.

RK: ARE THERE ANy INDUSTRy TAILWINDS TO PUSH FORWARD SOmE OF THE COmPANy’S gOALS AND OBjECTIvES?

EB:

• The U.S. insurance broker and agency industry gen erated revenue of $182 billion in 2020. The market has grown steadily over the past 5 years due to macroeconomic growth, beneficial legislation, and positive trends within the insurance sector.

• The InsurTech industry is poised to disrupt the insurance industry, in much the same way the fin tech market has disrupted the financial services industry. InsurTech refers to the use of technol ogy innovations designed to squeeze out savings and efficiency from the current insurance industry model.

• The industry itself is projected to grow to a $11.2 billion global industry by the year 2027, as per AllTheResearch. InsurTech is disrupting an industry once known for having to call individual agents with little price transparency, and much like its FinTech forefathers, streamlines the trans action processes and provides significant eco nomic value for consumers.

• Reliance Global brings its thirty plus years of insurance industry experience to 5MinuteInsure. com and RELI Exchange. Reliance Global backs 5MinuteInsure.com and RELI Exchange with a combined blend of technology and insurance expertise, through advanced innovation, a net work of independent agents, and solid relation ships with top-rated insurance companies. As a result, 5MinuteInsure.com literally brings its cus tomers success in minutes, and RELI Exchange helps lead agents to similar success.

RK: 2022 HAS BEEN A vOLATILE yEAR FOR mICROCAPS AND A NUmBER OF mACRO TRENDS THAT yOU HAvE TO PAy ATTENTION TO AS WELL (WAR IN UKRAINE, SUPPLy CHAIN, INFLATION, ETC…). WHAT HAS BEEN yOUR STRATEgy TO NAvIgATE THROUgH THESE CHALLENgES?

EB: On the business-to-business side of the busi ness, while these macro trends do not have a direct impact on Reliance, the uncertainty they cre ate may cause people to try and find new ways to secure their financial futures and this may actu ally lead more people towards entrepreneurship. In turn, this may result in an uptick in the number of people looking to open up their own insurance business and become a part of the RELI Exchange network, which immediately provides them a plugand-play solution, with the look and feel of a sig nificant agency.

Planet MicroCap Review 11www.PlanetMicroCap.com

Looking at it from the consumers point of view, dur ing difficult economic times, people look to save money where they can, and both 5MinuteInsure. com and the RELI Exchange platforms can help consumers do that as they are designed to provide instant and competitive insurance quotes from more than thirty insurance carriers nationwide. In addition, historically, in this type of macro environment, the insurance industry has typically been very strong.

RK: WHAT ARE SOmE OF THE COmPANy’S vALUE CATALySTS FOR THE REST OF 2022, gOINg INTO 2023?

EB: We believe we have a best-in-class platform and are not aware of any other offering in the insur

ance industry with the speed, or versatility of RELI Exchange. We look forward to continuing to aggres sively add new agency partners to our network and believe this will have a multiplier effect on the growth of our business. Using the proprietary soft ware which we developed, the agency network we have built is highly scalable, and we believe it will provide us with the ability to grow our business line significantly with little additional costs. Our goal is to build RELI Exchange into the largest agency partner network in the country and we believe the results we have already experienced demonstrate that we are, indeed, on the right path.

For more information about Reliance Global Group, please visit: www.relianceglobalgroup.com

Thank you!

regulatory authority

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN.

information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertainties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forwardlooking statement that may be found in this article.

The company profiled has paid consideration to SNN or its affiliates for this article. SNN does not engage in providing advice, making recommendations, issuing reports, or furnishing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest carefully and consult investment related informa tion available on the websites of the SEC at http://www.sec.gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

12 Planet MicroCap Review www.PlanetMicroCap.com
DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities

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ThE uTiliTy OF ThE FuTuRE

The utility of the future will face a perfect storm of operational and environmental challenges.

Itis a future in which demand for power threatens to exceed supply, electric vehicles (“EVs”) and distributed energy resources (“DERs”) threaten to destabilize the grid with power generated at the grid edge, and extreme weather events threaten to make power outages the new norm. It’s a future in which utilities need more visibility, flexibility and control at the edge than ever before. The only way to thrive in this future is for electricity and data to flow together, in parallel, all the way from SCADA to the edge.

In short, the utility of the future needs to make every kilowatt and kilobyte count. It’s the only way for utilities to achieve true sustainability across all core functions—finances, operations, environmental impact, regulatory compliance, and serving their communities.

WE ARE LIvINg THROUgH THE ELECTRIFICATION OF EvERyTHINg

It’s plain to see wherever we look—EV adoption, online shopping, cloud computing and server farms, computer chips embedded in every device and appliance across all industries—virtually every aspect of daily life is becoming electrified and connected.

With the continued acceleration of this trend, the United States EIA expects global energy demand to increase 47% in the next 30 years.

The bottom line is, we need as much reliable electric ity as possible. Because of electric vehicle adoption alone, it is estimated that U.S. power production will need to double by 2050.

WE ARE ALSO LIvINg THROUgH THE DECARBONIzATION OF EvERyTHINg

Because of government policy, increasing regula tions and consumer demand, people everywhere are investing more in renewable energy and trying to move away from fossil fuels and coal. Renewables are becoming a greater share of total energy output while traditional sources of power production are declining.

In addition, consumer adoption of technologies such as rooftop solar, home battery storage and EVs is putting an even greater strain on a grid that is already outdated and in dire need of modernization. The traditional distribution grid was never designed to absorb consumer-generated electricity at this

14 Planet MicroCap Review www.PlanetMicroCap.com INSI g HTS
// By Peter Londa CEO, Tantalus

level. Without additional visibility at the edge and the ability to safeguard transformers, utilities face major safety issues and operational risks.

mEANWHILE, mOTHER NATURE IS SERvINg UP CHALLENgES OF HER OWN

Wildfires, hurricanes, heatwaves, winter storms and other extreme weather events are impacting the electric grid on a global scale, resulting in increasingly frequent outages that threaten lives and livelihoods. With an 83% increase in extreme weather disasters from 2000 to 2020, grid resilience has never been more important, nor has the need for more visibility, command and control at the edge. This is yet another reason we need kilowatts of electricity and kilobytes of data flowing seamlessly together from headquarters to the edge and back in near real time.

Increased demand for power. New consumption pat terns and consumer-generated power at the edge. A reduced ability to scale. A world that is becoming more volatile with each passing year. These are just a few examples of what we are dealing with today, and it’s only getting more intense.

That is why the utility of the future will need more visibility, which will enable more command and con

trol at the edge than ever before. It is the only way to safeguard the communities who rely on public power. There is no room for waste. There will be no surplus ... and there is less room for error in the face of an emergency. At the same time, transformative new data-driven technologies are emerging, making it possible for utilities to deliver innovative services to the community.

Fortunately, there is a way for utilities to not only become truly sustainable in the face of all this change, but to become innovative change agents, themselves. There are ways to improve reliability and resilience, offer valuable new services and power the next generation of connected devices. But the only way to get there is with a direct line of sight into what is unfolding at every point along the distribution grid—from headquarters, to the substation, to the meter and into the premise—and that takes a truly interoperable and secure smart grid.

THE NEW mISSION: BECOmE A TRULy SUSTAINABLE UTILITy

The utility of the future needs to achieve true sus tainability along five critical vectors:

Planet MicroCap Review 15www.PlanetMicroCap.com

But to create inherent sustainability for a utility’s operations, finances, environmental impact, regula tory compliance and community empowerment, it is critical to first reimagine the smart grid as an intrinsically interoperable platform. It is a platform that operates less like a one-way, analog delivery grid and much more like a neural-network comput ing grid. It is a platform in which each kilowatt of electricity is paired with contextual data about the electricity itself. It is a platform in which granular data can be accessed, transported and analyzed in real time along any point of the grid, including behind the meter, no matter the device or protocol.

THE NEW mANDATE: mODERNIzE THE UTILITy AND DIgITIzE THE gRID:

What was once a one-way flow of power ...

and micro-grids are all now contributing to the flow of power through EV and DER adoption.

With so much happening behind the meter, utilities need visibility, command and control from headquar ters to the substation and straight into the home or business. In short, utilities need SCADA all the way to the edge.

… has become a multi-directional, decentralized network of connected devices. Homes, businesses

This is a bold vision, yes—but it’s one Tantalus is already making a reality. This is a vision we must continue to work towards if utilities are to continue powering the next decade of prosperity for their cities. Because managing electricity with up-to-themoment data is the only way utilities can achieve the visibility that enables the command and control they need to adapt to an increasingly unpredictable future.

Now, as with any data-driven platform, cybersecurity is of paramount importance. Data interoperability helps make the entire grid more resilient through bet ter supply-and-demand forecasts and responsiveness to extreme weather events. But that kind of interoper ability comes with risks. One industry expert observed that between 2018 and 2020, 10% of ransomware attacks on industrial assets targeted utilities.

As the grid becomes increasingly digitized, we should expect it to become more susceptible to attacks from hackers. Still, there are many paths to hardening the grid against cyberattacks, including virtual private networks. Blockchain is another technology that promises to offer unprecedented levels of security against such threats. The point is, with every new opportunity comes a new threat— and vice versa.

16 Planet MicroCap Review www.PlanetMicroCap.com

THE UTILITy OF THE FUTURE ISN’T jUST A POWER COmPANy—IT’S A DATA COmPANy

To make every kilowatt count, every kilowatt must be counted, and that requires robust and up-to-themoment data. Utilities everywhere must become as proficient in the flow of data as they are in managing the flow of electrons. But to make the most of this data, utilities need real-time awareness of their entire grid—from HQ through the substation to the meter and into the premise. This is the only way to boost reliability, enhance resilience, and innovate new services.

Some utilities are already starting to leverage real-time data and interoperability to increase efficiencies, reduce costs, increase security, get ahead of regulation, and harness new revenues and technologies. Here are just a few examples of what is possible for the data-driven utility of the future:

• Increase efficiencies: Power generation at the edge can be more easily managed through AIdriven substation automation, reducing all the functions of a substation to the software level.

• Reduce costs: Automation enabled by real-time data extends the life of substation transformers, while utilizing high- capacity battery storage to backup older equipment.

• Increase security: Virtual Private Networks with advanced cybersecurity methodologies create a secure environment to access, transport, and deliver all real-time and near real-time data for the utilities of the future; and future blockchain applications hold even more promise for security.

Anticipate regulation: Utilities can no longer think like monopolies, and the best way for utilities to get ahead of new regulations and requirements is to embrace the data and innovate.

• Harness new revenues: Fiber-to-the-Home creates a direct pipe into residences, making it possible to deliver new value-added services. The digitized grid and behind-the-meter capa bilities allow utilities to deliver more power—not less—to those incorporating EV chargers and other elements of the Electrification of Every thing.

• Leverage blockchain: A digitized grid empow ers the use of blockchain to connect and track the transactional aspects of the system, including the use of cryptocurrency to prevent the waste of unused green energy. Blockchain also promises to transform grid security in the future. In fact, many industry experts consider blockchain to be one of the most disruptive new technologies on the horizon for utilities, second only to artificial intelligence.

Embrace other disruptive technologies: A digitized grid powered by multi-directional real-time data lets utilities not only power increasingly energy-intensive applications and devices; it also allows utilities to incorporate transformative data-driven technologies into their own operations, providing a platform for continuous innovation.

Planet MicroCap Review 17www.PlanetMicroCap.com

NOW IS THE TImE TO EmBRACE THE FUTURE

Tantalus is the ideal partner to give utilities the visibility, command and control of their grids so they can thrive in any future scenario. Our technology platform— which includes hardware, software and interoperable data-driven services— provides the ideal foundation for continuous adaptation, evolu tion and innovation.

For the nation’s utilities, the time is now to move beyond the one-directional, siloed mentality that permeated electricity providers in the 20th Century. No utility can simply buy power from generators and then sell it to homes and businesses. Those that continue down that path will find their operations sputtering as their communities suffer from a lack of investment and growth.

Increasing demand for energy, the rise in EVs and DERs, extreme weather events, and the ongoing demand for innovative, data-driven services—these trends are not solved by the mere delivery of energy.

These trends are answered by a reliable, robust, smart and truly interoperable smart grid network.

To proactively manage that kind of grid, every counted kilowatt needs a corresponding kilo byte—traveling in tandem and being made fluid and flexible by a smart grid platform that covers the enterprise to the edge, and from operations to the consumer. When every kilowatt counts, utilities achieve an operational efficiency that enables them to adjust to our shifting world.

For more information about Tantalus and our solu tions, visit, www.tantalus.com

DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities regulatory authority

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN. information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertain ties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forward-looking statement that may be found in this article.

The company profiled has paid consideration to SNN or its affiliates for this article. SNN does not engage in providing advice, making recommendations, issuing reports, or furnish ing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest carefully and consult investment related information available on the websites of the SEC at http://www.sec.gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

18 Planet MicroCap Review www.PlanetMicroCap.com

FallEN aNgElS

Pay aTTENTiON TO ChaNgES iN

SECTOR MONEy FlOWS

For a micro-cap company to see significant share price appreciation, it needs two main things to go its way. Firstly you obviously need the management and board of directors to work together to achieve the specific objectives they set out to achieve. With each milestone being met the company theoretically should see an increase in its valuation and share price. Secondly the sector itself

needs some tailwinds to bring in broader market support and money flow. As macro factors benefit a specific industry or natural resource, money starts flowing down into the smaller end of town, i.e. micro-cap stocks, as their propensity to achieve substantial percentage gains are much higher than large cap stocks. A fallen angel, in my opinion, is a stock that benefited from these two factors and as

Planet MicroCap Review 19www.PlanetMicroCap.com F EATURE // By Fadi Diab
How would you define a company that is labelled a “Fallen Angel”?

consequence enjoyed the share price increasing by many multiples which then had to deal with the removal of one or both of these factors. Most of the time the factor that changes is the money flow into that sector drying up which drags the share price and valuations of these stocks down, regardless of how much the management team have achieved.

DO yOU HAvE ANy RECENT OR PAST ExAmPLES OF A “FALLEN ANgEL” THAT SUPPORTS yOUR DEFINITION?

I recently conducted an exercise of reviewing 600+ micro-cap stocks with the intent of trying to find hidden gems. The vast majority of these stocks were trading at a 50-80% discount to their highs prior to the stock market correction starting at the end of 2021. Each of these companies suffered greatly with the liquidity drying up in the micro-cap space as institutions and retail investors took a risk off mental ity. To give an example I’ll use a company called ADN or Andromeda Metals Ltd which is listed on the ASX. For transparency sake, I have never owned this stock nor do I intent on buying it in the future. ADN

is a natural resource explorer focussed specifically on Kaolin assets. This sector had a magnificent run in 2019-2020 and subsequently with ADN discovering a very good asset, its share price rose from 0.5c to over 40c during that period. Since that high in March 2021 it has substantially decreased to a current share price of about 5c. So you can see how easily a sector moving out of favour with the market can affect its share price.

IN yOUR OPINION, IS NOW THE TImE TO CONSIDER LOOKINg AT COmPANIES CONSIDERED By yOUR DEFINITION TO BE “FALLEN ANgELS”?

From my perspective, my strategy is focussed on finding unloved stocks, trading at a very small enter prise value which the market has yet to pick up on. So I personally very rarely buy stocks that are con sidered to be ‘fallen angels’. This doesn’t mean that considering fallen angels isn’t a viable strategy, rather my own strategy concentrates on looking forward to a sector that hasn’t been re-rated yet because the trigger for that hasn’t happened yet. For example in 2018/19 I was very bullish on the short-medium term future of rare earths and as such I purchased a stock in my $50k challenge at 0.5c which met most of the criteria in my strategy. Off the back of the US/China trade wars the whole sector took off and my stock, as well as many others in this industry, substantially re-rated. So using this strategy, if you can time the sector money inflows and outflows, you can purchase a stock before the market is aware of it and sell it before it becomes a fallen angel.

Fadi Diab is a MicroCap investor and educator with a predominantly Aus tralian (ASX) focus. From an education perspective I created two courses that discuss in detail my end to end investment strategy developed over a 10 year period. I also am the owner of my website www.thespecinvestor. com.au and a Non-Executive Director of CarbonXT Group Limited. The author is not a shareholder of ADN.

DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities regulatory authority

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN. information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertainties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forwardlooking statement that may be found in this article.

SNN does not receive compensation for, nor engage in, providing advice, making recommendations, issuing reports, or furnishing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest carefully and consult investment related information available on the websites of the SEC at http://www.sec. gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

20 Planet MicroCap Review www.PlanetMicroCap.com
From my perspective, my strategy is focussed on finding unloved stocks, trading at a very small enterprise value which the market has yet to pick up on. So I personally very rarely buy stocks that are considered to be ‘fallen angels’.

Disability Inclusion is a Choice

Planet MicroCap Review 21www.PlanetMicroCap.com
Bring about change in disability employment with some of the most influential companies in the world. Brand visability as a diversity leader. Consulting with a dedicated NOD Relationship Manager. Access to exclusive events, webinars, and briefings. Tracker scorecard executive briefing. Join the Leadership Council council@nod.org | NOD.org/council

Crexendo, Inc. (NASDAQ: CXDO)

Q&a WiTh PRESiDENT aND COO, DOug gaylOR

RK: CRExENDO BUSINESS OvERvIEW:

Dg: Crexendo (NASDAQ:CXDO) is an award-winning premier provider of Unified Communications as a Service (UCaaS), Call Center as a Service (CCaaS), communication platform software solutions, and collabora tion services with video designed to provide enterprise-class cloud communication solutions to any size business through our business part ners, software licensees, agents, and direct channels. Our solutions currently support over 2.5 million end users globally and was recently recognized as the fastest growing UCaaS platform in the United States. We provide our ser vices through two divisions, our Telecommunications Division, and our Software Solutions Division.

RK: HOW WOULD yOU DESCRIBE THE COmPANy’S PERFORmANCE TO THIS POINT (BEgINNINg OF SEPTEmBER 2022) IN THE yEAR?

HAvE yOU REACHED THE mILESTONES AND gOALS THAT yOU SET FOR THE COmPANy?

Dg: We are very pleased with Crexendo’s strong performance for the first half of 2022. Coming off of fiscal year 2021 where we saw a 71% increase in revenue and strong Non-GAAP earnings of $1.7M on total revenues of $28.1M, we have continued that strong momentum into the first half of 2022. YTD 2022 revenue is up 65% year over year to $17M with Non-GAAP income of $917K and Adjusted EBITDA of $928K YTD.

In addition, we increased our contractual backlog by 54% to $42.2M compared to Q2 of 2021. This

number represents all of the con tracted revenue that we have yet to recognize and will benefit from as it converts to revenue monthly over the next 60 months.

With strong revenue growth, strong cost management, improving gross margins that are close to 70% and a very strong balance sheet with virtually no debt, we are positioned well for the future.

As we started 2022, we highlighted to our shareholders that we would recognize cost synergies from our acquisition of NetSapiens in 2021 which we have successfully accomplished. We also committed to improving our gross margins and Non-GAAP income which we have done as well. We are committed to continuing our strong organic growth and continue to aggres sively explore inorganic growth through acquisitions within our existing licensee community.

RK: ARE THERE ANy INDUSTRy TAILWINDS TO PUSH FORWARD SOmE OF THE COmPANy’S gOALS AND OBjECTIvES?

Dg: Yes, the adoption of the Cloud for business communications continues at a very rapid pace. In the US market, approximate 55% of businesses have yet to migrate to the Cloud for their communications. It is not a matter of “if” but rather “when” these businesses will convert their older, legacy telephone systems to the Cloud. Covid hastened the migration of businesses to cloud communications due to the benefits like mobility, work from anywhere, and video collaboration that our solutions provide. Since businesses need more flexibility in their communica

22 Planet MicroCap Review www.PlanetMicroCap.com

tion solutions, Crexendo’s solutions are the prefect fit for them. Our solutions make businesses more efficient, improves internal and external communica tions, and in most instances saves businesses money over their less effective premise-based telephone systems.

Since approximately 55% of businesses in the US still need to migrate to the Cloud for their com munications, this is the tailwind that will drive these businesses to companies like Crexendo and ensure our strong and continual growth.

RK: 2022 HAS BEEN A vOLATILE yEAR FOR mICROCAPS AND A NUmBER OF mACRO TRENDS THAT yOU HAvE TO PAy ATTENTION TO AS WELL (WAR IN UKRAINE, SUPPLy CHAIN, INFLATION, ETC…). WHAT HAS BEEN yOUR STRATEgy TO NAvIgATE THROUgH THESE CHALLENgES?

Dg: Crexendo has had and always will have an inherent focus on fundamentals which we believe helps us weather any stormy challenges that arise. With a focus on top line growth, cost management, and non-gaap income while maintaining a pristine balance sheet, we feel we are well positioned in good times and bad. Our solutions, although not recession proof, are very suited for businesses regardless of economic headwinds as all businesses need to communicate effectively and our solutions make businesses more productive and efficient and typically saves businesses between 20-50% on older legacy telecom solutions. This is a very appealing message to businesses regardless on the state of the economy. In addition, we have been able to

navigate well through all of the supply chain issues with proper planning and product management that have allowed us to not be affected in this area at all. We continue to execute on our game plans as is evident by our continued growth and top and bottom line performance.

RK: WHAT ARE SOmE OF THE COmPANy’S vALUE CATALySTS FOR THE REST OF 2022, gOINg INTO 2023?

Dg: We believe our company is significantly undervalued and is a diamond in the rough in a very challenging equities market. With strong revenue growth of 65% YTD and strong non-gaap earnings of $917K YTD, we are positioned nicely for continued growth. Our gross margins have improved signifi cantly in 2022 and we expect those trends to con tinue. We have over $42M in contracted revenues that will be recognized over the next 60 months which should be viewed very favorably. With a very strong balance sheet with virtually no debt, we are not impacted by raising interest rates that has crippled many of our competitors. On top of all of these positives is a very strong pipeline for possible acquisitions that will help our inorganic growth for years to come as we look accretive acquisitions from within our existing base of over 200 UCaaS licensees that use our platform today.

For more information about Crexendo, Inc., please visit: www.crexendo.com

DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities regulatory authority

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN. information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertain ties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forward-looking statement that may be found in this article.

SNN does not engage in providing advice, making recommendations, issuing reports, or furnishing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest carefully and consult investment related information available on the websites of the SEC at http://www.sec.gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

Planet MicroCap Review 23www.PlanetMicroCap.com

ThE CaSE FOR BRiDgiNg ThE gaP BETWEEN TRaDFi aND DEFi

Republican or Democrat? Still or sparkling? Cats or Dogs? No matter how serious or insignificant the topic, society at large has historically fallen prey to the simplicity of polarization. It’s a tale as old as time that repeats itself over… and over… and over again.

Itake

many issues with viewing the world strictly through a lens of binary choice, but the biggest one of all is the loss of much needed nuance.

Polarizing takes are nothing more than first order thinking. It’s easy; the path of least resistance. Pick a camp, and stick around people who will reinforce what you’ve taught yourself to be true. It’s easier to stubbornly pick a side than it is to take a thoughtful and well researched approach. Polarizing takes are often the ones that get air time. They can be thoroughly entertaining. But that doesn’t make them accurate. In fact, the truth rarely lies in the extremes.

Given the current state of the world, we see this play out in nearly every aspect of life: people fight over the extremes when, in reality, the answer lies some where in the middle. Within financial services, the topic du jour is Crypto, and the crux of most argu ments can be boiled down to one simple question: are you willing to embrace change and the inherent messiness that comes with it?

The history of the world is filled with countless examples of innovations put into place to make our lives easier. Faster. Cheaper. More efficient. Block chain technology is, at its core, nothing more than the latest in a long line of technological advances brought about to improve the systems we use every

day. BUT, what many people get wrong on the topic of crypto is that we can blaze a new path forward and leave legacy systems behind in the process.

The path forward cannot be paved without the cooperation of legacy incumbents. Change is uncomfortable, but market innovation doesn’t happen in a bubble, it happens for a reason: we’ve already started to see collaboration and targeted efforts by some of the largest firms in the financial

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world. This was not done in haste. The Blackrocks and Fidelitys of the world see what I see: traditional and decentralized finance weren’t designed to be mutually exclusive; the best of each system will come together to build a better future. Progress requires collaboration from both sides.

For traditional finance (TradFi) participants, collabo ration means the following (and much more):

• Ensuring regulatory bodies get educated and have open dialogue with top builders in the space to blaze a path forward that encourages responsible innovation rather than stifles it (this is already happening!)

• Looking at the financial system as it stands today, acknowledging its many flaws (inefficien cies, inequities, costs, and more), and thinking about how to solve or mitigate them.

• Keeping an open mind and acknowledging the fact that innovation is always messy. There will be scams, things will break, and it won’t all last, but out of the chaos will come progress. Traditional finance participants who truly care about the long term growth and prosperity of the financial services industry should root for innovations that are intended to improve the space.

For decentralized finance (DeFi) builders and lead ers, collaboration means the following (and much more):

• Embracing the inevitable role of regulation in ensuring proper investor protections and implementation of guardrails put in place for the common good of all market participants

• Not abusing the information asymmetries inher ent with any up-and-coming technology for personal gain, and rather creating new solutions with long-term viability.

• Willingness to learn from legacy financial partici pants - how can you improve a system without intimate knowledge of how the system works to begin with?

• Chilling out on the over exuberant, maximalist attitude that so often deters newcomers from the space; patience, understanding, and educa tion are necessary for onboarding the masses, and leaders in the space should wield the power they have for good. Crypto builders who truly care about the long term growth and prosperity

of this nascent industry should take it upon themselves to help legacy firms cross the chasm.

TradFi participants who truly care about the long term growth and prosperity of the financial services industry should root for innovations that are intended to improve the space. It won’t be smooth sailing; we are in the early days of innovation and it will take many iterations to test and work out the kinks. DeFi builders who truly care about the long term growth and prosperity of this nascent industry should take it upon themselves to help legacy firms cross the chasm.

When it comes to onboarding the lion’s share of legacy financial participants, the most important component today is education. High quality content, from well versed crypto participants, written in a way that relates back to what traditional participants are familiar with (engineering jargon is intimidating and a huge barrier to entry - cut through it). TradFi participants need to be willing to listen with an open mind, and DeFi leaders need to be willing to put in the time and effort to teach. We can all learn from each other.

All of this is to say: there are choices, and the one you can make is to be progressive, innovate, and learn. Stagnation is death - sharks die if they stop swimming, why would you? As someone with a background in traditional asset management who has since made the transition to DeFi, I’ve made my choice and want to help others make educated choices as well.

My new podcast, the DeadCaitBounce Experience, was created with the sole purpose of helping TradFi onboard to DeFi. Listen in as I explore the relation ships I’ve cultivated both in TradFi and DeFi, and how they can better compliment each other to come up with something bigger than the sum of their parts. At the end of the day, you don’t have to change your mind… just open it.

Caitlin Cook is Head of Communications and Marketing at Hxro Labs and Host of the The DeadCaitBounce Experience Podcast. After starting her career in traditional asset management at Deutsche Bank, Caitlin transitioned to crypto in 2020 to spearhead the creation and develop ment of crypto education platform Onramp Academy. At Onramp, Caitlin oversaw content creation and presentation development for RIAs, family offices and other institutional allocators to help bridge the educational gap between traditional and decentralized finance. In June 2022, Caitlin became Head of Communications and Marketing for Hxro Labs - a Bermuda-based web3 development company and a core contributor to Hxro.

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

Planet MicroCap Review 25www.PlanetMicroCap.com

iS gOlD lOSiNg iTS luSTRE? OR aRE WE JuST ShORT-SighTED?

iS gOlD lOSiNg iTS luSTRE? OR aRE wE JuST ShORT-SighTED?

MMuch is being made of gold’s recent price performance, with many questioning whether the yellow metal can still fulfill its traditional role as a safe-haven asset in turbulent times, as well as a hedge against skyrocketing inflation. After all, shouldn’t developments over the past couple of years – a global pandemic, unprecedented govern ment spending, European war, global uncertainty, and rampaging inflation - provide the perfect spring board for gold to thrive?

uch is being made of gold’s recent price performance, with many questioning whether the yellow metal can still fulfill its traditional role as a safe-haven asset in turbulent times, as well as a hedge against skyrocketing inflation. After all, shouldn’t developments over the past couple of years – a global pandemic, unprecedented govern ment spending, European war, global uncertainty, and rampaging inflation - provide the perfect spring board for gold to thrive?

The fact that questions are being asked about gold’s relevance is not at all a new phenomenon. Indeed, over recent decades with the advent of newfangled financial instruments and the emergence of cryptocurrencies, some speculators have become captivated by these shiny new financial market trinkets - to the detriment of gold.

The fact that questions are being asked about gold’s relevance is not at all a new phenomenon. Indeed, over recent decades with the advent of newfangled financial instruments and the emergence of cryptocurrencies, some speculators have become captivated by these shiny new financial market trinkets - to the detriment of gold.

But does this necessarily mean that gold is losing out in terms of performance? Gold’s relevance is typically measured and interpreted on the basis of its US dollar price performance - but this should not be viewed in perfect isolation - as gold’s perfor mance must also be viewed in the context of how it has performed in terms of other currencies, and also against other asset classes.

But does this necessarily mean that gold is losing out in terms of performance? Gold’s relevance is typically measured and interpreted on the basis of its US dollar price performance - but this should not be viewed in perfect isolation - as gold’s perfor mance must also be viewed in the context of how it has performed in terms of other currencies, and also against other asset classes.

Let’s begin with an examination of how gold has performed so far in 2022. Although gold is down for

Let’s begin with an examination of how gold has performed so far in 2022. Although gold is down for

the year in US$ terms below $1700, it is nevertheless outperforming most major asset classes - including Treasury bonds, U.S. corporate bonds, the S&P 500 and tech stocks. Gold has therefore effectively fulfilled its role as an insurance policy, by helping investors mitigate losses in other areas of their portfolio.

the year in US$ terms below $1700, it is nevertheless outperforming most major asset classes - including Treasury bonds, U.S. corporate bonds, the S&P 500 and tech stocks. Gold has therefore effectively fulfilled its role as an insurance policy, by helping investors mitigate losses in other areas of their portfolio.

Furthermore, the latest report by the World Gold Council (WGC) also makes the case that gold can typically be a powerful investment in the face of a potential economic recession. The London-based group has compared the performance of a number of asset classes during the course of the past seven U.S. recessions going back to 1971, and it has found that gold performed the best on average aside from government and corporate bonds.

The bottom-line therefore is that gold’s performance must not be viewed simply in terms of its US$ price performance in isolation, but it must also be viewed within the context of how well it has stacked up against other asset classes. On this basis, gold’s performance stacks up very well indeed.

Figure 1: gold versus other major asset classes over a 2-year period.

Furthermore, the latest report by the World Gold Council (WGC) also makes the case that gold can typically be a powerful investment in the face of a potential economic recession. The London-based group has compared the performance of a number of asset classes during the course of the past seven

What we know about gold so far in 2022 is that it has struggled in US$ price terms since April, due to the combined strength of a rampaging US dollar that is at fresh 20-year highs, along with the relent less march of the US Federal Reserve’s rate hike

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//
“You have to choose between trusting to the natural stability of gold and the natural stability of the honesty and intelligence of the members of the government. And, with due respect to these gentlemen, I advise you, as long as the capitalist system lasts, to vote for gold.” —George Bernard Shaw
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“You have to choose between trusting to the natural stability of gold and the natural stability of the honesty and intelligence of the members of the government. And, with due respect to these gentlemen, I advise you, as long as the capitalist system lasts, to vote for gold.” —George Bernard Shaw

U.S. recessions going back to 1971, and it has found that gold performed the best on average aside from government and corporate bonds.

less mean that investors weigh up the opportunity cost of holding gold bullion/futures - as neither generate any interest income. So a rising dollar can be somewhat of a drain on gold’s appeal.

However, it’s also important to look more closely at the performance of gold versus the US dollar over different timeframes. If we look at a chart of gold versus the US currency over the past 12 months, as represented by Figure 4 below, we see clearly that the dollar has outperformed, whilst gold has underperformed.

Figure 2: gold versus other major asset classes during seven recessionary periods since 1971.

The bottom-line therefore is that gold’s performance must not be viewed simply in terms of its US$ price performance in isolation, but it must also be viewed within the context of how well it has stacked up against other asset classes. On this basis, gold’s performance stacks up very well indeed.

What we know about gold so far in 2022 is that it has struggled in US$ price terms since April, due to the combined strength of a rampaging US dollar that is at fresh 20-year highs, along with the relent less march of the US Federal Reserve’s rate hike program, which shows no signs of easing any time soon. In fact, markets are anticipating an even more aggressive tone from the Fed. This has seen US$ gold fall below $1700 per ounce.

Figure 4: gold versus the uS dollar index over the past 12 months.

However, if we examine the respective performanc es over a broader five-year period, we see that gold has actually outperformed the US dollar, as shown in Figure 5 below.

Whilst gold is traditionally seen as a hedge against inflation, rapidly escalating interest rates neverthe

Figure 5: gold versus the uS dollar index over the past five years.

We can even examine the relative performances over an even longer period, as shown in Figure 6 below, which represents a +20-year timeframe.

So, the bottom-line is that to formulate a view on

Planet MicroCap Review 27www.PlanetMicroCap.com
Figure 3: gold price Performance Since March 2022.

Figure 6: gold versus the uS dollar index over the past 20 years.

Figure 7: gold priced in yen, a$, euro and Brazilian real, compared with uS dollar price, over the past 10 years.

28 Planet MicroCap Review www.PlanetMicroCap.com

gold’s underlying performance and relevance, we need to view it over meaningful timeframes, and also against other asset classes.

It’s also worthwhile comparing the yellow metal’s performance not just within the context of the US dollar price alone, but in terms of other major world currencies. This way, we can analyse gold’s performance away from the influence of the US dollar, which as we know is trading at a 20-year high, thus hampering gold’s performance in terms of this metric.

Below we have four graphics that compare the respective performances of gold priced in four different currencies – the Japanese yen, Australian dollar, the Euro and the Brazilian real.

In all of the four examples above, gold priced in these currencies outperformed the US dollar price of gold over the past 10-year period, to varying degrees.

CONCLUSION

Whilst many might question gold’s relevance based on an apparent underperformance in US dollar

price terms, it is important to fully comprehend the bigger picture. It is apparent that when we look past gold’s price performance solely within the context of the US currency, we see that the yellow metal has performed strongly against other major asset classes, it has performed strongly when priced in terms of other major world currencies, and it has even performed strongly in US$ terms.

Gold then appears not to have lost its lustre – rather, it is sections of the market that appear to have become short-sighted.

Gavin is based in Sydney, Australia and has followed the fortunes of international resource markets for the past 25 years, covering both equities and commodities, as a research analyst. He believes that the most interesting resource opportunities are typically found at the smaller end of the market, which is his exclusive area of focus.

The resource sector is on an inexorable growth path, driven by an ever-increasing world population and modernization of living standards in emerging economies, as well as a significant shift in how we generate energy. This will provide enormous growth in the demand for commodities of all types.

Gavin is the Head of Mining & Metals with research group Independent Investment Research (IIR) and he is the Founding Director and Senior Resource Analyst with MineLife.

Planet MicroCap Review 29www.PlanetMicroCap.com
Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

iNCORPORaTiNg EOS® iNTO SuCCESSiON PlaNNiNg

At some point in building a business, succession planning becomes an important topic of conversation.

Everyentrepreneur that views their business as an institution separate from themselves should think about what will happen when they’re ready to move on—whether that means retiring, selling the company, or just following a new idea.

Companies running on EOS already have the frame work for getting their succession planning started. It starts from Gino Wickman’s basic idea: teams need to devote time to working on the business, rather than in it.

WHAT DOES SUCCESSION PLANNINg INvOLvE?

Succession planning is a long-term process that is best guided by an expert who understands the wrinkles and pitfalls a business can encounter. The focus is on the most important positions in the business that cannot be filled just by hiring someone off the street. Usually that means the founder Vi sionary, who has a great deal of the company’s key knowledge locked away in their brain.

Succession planning starts with the plan itself, decid ing important details like these:

• Timeframe. Will the successor take over after a few years, or will that date be left open? It’s not unusual for succession planning to begin without a fixed end date.

• Cadence. How often will the succession plan ning team meet over the course of the succes

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sion process? What will their goals be?

• Who is the successor? Nominating a successor should be done with care. This is the person who will “shadow” the most senior executive in the organization. Their expectations need to be clear from the start to avoid disastrous misunderstandings.

Once the plan is in place, it needs to be executed with regular discipline. EOS businesses have a big advantage here, because they’re already used to regularly recurring, structured meetings.

HOW CAN EOS BE OF HELP TO A SUCCESSION PLAN?

If your succession planning involves an outside consultant, you’ll want that advisor involved at the major touch points in the process. Quarterly reviews of progress and plans are essential for staying on track.

The decision of whether to include these reviews in the regular EOS quarterly meeting cadence will depend on how well they can integrate with all the other important topics of those sessions. For many businesses, the succession process involves just a few people. Including the entire leadership team may be counterproductive in some situations.

As the succession plan unfolds, EOS provides sup port and systems for keeping the plan moving in the right direction. These are some tips I’ve picked up over time:

• Include EOS in the plan. For EOS businesses, adopting a succession plan should include bringing the successor into the EOS leadership team (if they aren’t already there). The succes sor needs to be a full participant, with Rocks, a place on the Accountability Chart, and so on.

• Include the succession plan in EOS planning. When setting Rocks for each quarter, be sure the succession plan issues and to-dos are included. The time needed to make the succes sion process work needs to be accounted for to ensure the rest of the Rocks are S.M.A.R.T. (specific, measurable, attainable, realistic, and timely).

• Use IDS™ . Successions are never completely smooth. Quite often the people who are next in line for important positions have different ideas about the direction to take the business. Those

disagreements are often healthy, but they need to be channeled through a decision process to be productive. EOS tools like IDS can be used during those succession planning sessions to keep everyone on the same page.

• Include the Integrator. If the Visionary is groom ing a successor, the Integrator will need to be part of the conversation. This is both to support the Visionary and ensure that the rest of the organization is ready to move. Bear in mind that if the Visionary will be replaced, the Integrator may need a succession plan, too.

yOUR EOS ImPLEmENTER® IS HERE TO HELP.

If your business needs a succession plan I recom mend talking about it with your EOS Implementer. Not every Implementer is qualified to lead a succes sion program, but all of us can provide guidance on how to begin tackling the challenge.

What steps has your business taken to prepare for its next generation of leadership? I’d love to hear how the process has gone for you. Send me an email at Jackie.kibler@eosworldwide.com or give me a call at (818) 649-1103.

Jackie Kibler grew up in an entrepreneurial family with her father in the music and entertainment business. Her father had a passion for music and like many entrepreneurs, wasn’t able to create a solid business infrastruc ture to grow the business. At a very early age, Jackie realized her passion was to help business owners get more from their businesses.

After college, Jackie worked for larger companies like Dun and Bradstreet, Wells Fargo, Corporate Executive Board and Vistage Worldwide to learn best practices. She progressed through the leadership ranks and over the next 25 years, quickly became known as the “go-to person” for underper forming offices, regions, or companies using a strategic mix of goal setting, process development, and personal accountability.

At Vistage Worldwide, and partnered with over 100 entrepreneurial CEOs to help them improve their businesses. Within 12 months her region improved in rankings from #10 to #2 nationally. It was there that she learned about EOS and when she read the book Traction, she immediately aligned. It was everything she had done, in a proven process that

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

Planet MicroCap Review 31www.PlanetMicroCap.com

FallEN aNgElS

CaN BEaTEN-DOWN E-COMMERCE aND

The ultimate historical example of this was Amazon.com, which fell 90% back in the 20012002 dot-com crash. Even if you had invested just before the downturn, you would have made great returns over the long-term; and if you bought near the bottom, you are probably retired! The issue is distinguishing future “Amazons” from the myriad dot-coms that went bust during that time.

Like 2001-2002, many e-commerce and software growth stocks that benefited during the pandemic are now down 70-90%. For the selective investor, these sectors could be where the next “resurrection” stock find lies. If inflation begins falling in earnest, beaten-down growth names could take off in 2023 or sooner.

32 Planet MicroCap Review www.PlanetMicroCap.com F EATURE
SOFTWaRE STOCkS SEE a “RESuRRECTiON?”
A “fallen angel,” denotes a former high-flyer whose stock has been cut 70-90% in the new higher-rate regime.

We at Stone Oak recently bought shares of Farfetch (Nasdaq: FTCH) in the low $9 range, and also sold out-of-the money puts. Founded in 2008 with a 2018 IPO, Farfetch is the leading-e-commerce market place for the global luxury goods industry. Farfetch, which hit the public markets at $20 in 2018, peaked in early 2021 at an intraday high of $73.87, before crashing to just over $9 per share today.

We believe Farfetch is a unique opportunity because 1) it has a strong and strengthening moat, 2) the headwinds it’s facing in 2022 should turn into tailwinds next year, and 3) it has the cash and assetlight business model to survive and take advantage of the current downturn.

Farfetch was founded and run by owner-operator Jose Neves, of Portuguese descent who now lives in London. Neves has a unique combination of skills, with mastery of both software engineering as well as the unique quirks of the global luxury goods industry.

Luxury brands are mostly family-owned businesses, historically skeptical of technology, with unique concerns for prestige/legacy/quality that go beyond maximizing this year’s P&L. Neves’ unique background both as a software engineer and luxury clothing designer (one of his prior businesses even won British Fashion Retailer of the Year in 2001) enabled him to gain the trust of luxury brands where others couldn’t. Starting Farfetch on the eve of 2008 financial crisis was also lucky, as recession helped nudged brands and retailers to adopt Farfetch’s marketplace to expand their reach. The 2020 pandemic was another catalyst to build supply on Farfetch and further strengthen its network effects, as e-commerce sales went from 9% of the $300-$350 billion luxury goods in 2018 market to over 20% today.

Farfetch is essentially three different highly attractive businesses. First, the Farfetch marketplace. Like Ama zon’s 3P business, Farfetch does not take possession of inventory, but rather connects inventory from sup pliers’ stores across the globe, creating an attractive tech-enabled, asset-light model helped along by a rising advertising business. Second, Farfetch Platform Solutions (FPS) is the “Shopify” to the luxury industry, in which Farfetch’s API-based software powers luxury brands’ and retailers’ DTC websites.

Third, Farfetch has bought brick-and-mortar retailers and luxury brands itself, beginning with

London-based department store Browns in 2015. In 2019, Farfetch acquired Stadium Goods, a high-end sneaker platform, for $250 million, and New Guards Group, a brand incubator platform for up-andcoming luxury brands, for $675 million.

This may seem counter-intuitive for investors who would like a “pure play” ecommerce stock, but these acquisitions have many benefits. With Browns, Farfetch bought a very cheap asset, and has expanded sales some 20-fold since 2015 through the use of technology. Farfetch also uses Browns to experiment with its “Augmented Retail” vision, which combines online and in-store connected technology. Stadium Goods and New Guards are growth busi nesses themselves, and provide valuable data that help inform Farfetch’s software, while also providing Farfetch an opportunity to acquire the next big luxury brand. For instance, Farfetch acquired Palm Angels, one of New Guards’ brands, in 2021. Farfetch also acquired beauty retailer Violet Grey in 2022 and is just beginning to offer a curated selection of beauty products on its marketplace.

Recently, Farfetch consummated a transformational deal, in which it will acquire 47.5% of rival e-commerce platform Yoox Net-a-Porter (YNAP) from Richemont, with an option of buy 100% in five years should YNAP reach certain profitability metrics. Richemont had already invested in Farfetch’s China JV with Alibaba in 2020, and Richemont’s CEO Johann Rupert has said publicly that Alibaba’s tech team told him even they couldn’t replicate what Farfetch has built, calling Farfetch’s software “truly remarkable” technology.

In the YNAP deal, Richemont will take a 10-11% stake in Farfetch, potentially rising to 15-16% if the acquisi tion goes through. The big part of the deal for Far fetch is that Richemont will bring its luxury maisons onto the Farfetch marketplace, while also implement ing FPS for its Maisons’ DTC websites. Richemont had more than $3 billion in digital GMV in 2021, nearly as much as Farfetch’s 2021 total, so this could essentially double Farfetch’s business in short order. If Farfetch manages to turn around YNAP, so much the better. If YNAP’s turnaround doesn’t succeed, Farfetch can offload to a strategic buyer or do an IPO.

The important takeaway is that Farfetch has acquired a major competitor and seems to have reached escape velocity in consolidating the luxury e-commerce market for itself.

Planet MicroCap Review 33www.PlanetMicroCap.com

With Farfetch’s 2021 GMV of $4.2 billion amounting to less than 2% of the luxury market and ~5% of the luxury e-commerce market, Farfetch has a lot of growth potential, and with contribution margins of 31.2%, It should be highly-profitable once it scales.

The recent discount has arisen because Farfetch is enduring a perfect storm in 2022. Russia was its third-largest market, and is now zero. China, the second-largest market, has seen sales down 30-40% this year due to both demand destruction and sup ply constraints. Farfetch reports in U.S. dollars, so the strong dollar is keeping a lid on top-line figures. Meanwhile, Apple’s IDFA changes have driven up demand generation marketing expenses. Thus, FTCH projects just 0-5% GMV growth this year.

Encouragingly, Farfetch is still targeting adjusted EBITDA breakeven, even in this “down” year. Neves expects the company to return to his 30% growth target next year. Meanwhile, the company should either lap these headwinds or see them reverse in 2023. In addition, the new deal with Richemont, on top of other recently-announced partnerships with Niemann Marcus, Reebok, and Salvatore Ferragamo, among others, should also come through the P&L next year as well.

We view this slowdown is a mere “speed bump” that will reaccelerate. Now trading at just 2x trailing sales, investors should take advantage of this downturn for this very unique company.

Disclosure: Stone Oak Capital is Long Farfetch com mon shares, as well as short $7 and $8 September 2022 Puts, and Short $20 October 2022 Calls.

Send inquiries to this email address, and our website is www.stoneoakcapitalllc.com

William Duberstein was born June 14, 1982 in White Plains, New York. He received a Bachelor’s Degree in Music with a Minor in English Literature from the University of Virginia, and a Masters of Business Administration in Financial Instruments & Markets and Strategy from New York University’s Leonard N. Stern School of Business.

Mr. Duberstein has extensive investing experience, having consulted on family office decisions across public equity portfolios, angel investing, real estate, and asset-backed lending since 2004.

In 2016, Mr. Duberstein was the #1-ranked analyst for trailing twelve-month performance on the website Sumzero, a community of over 10,000 investment professionals which tracks investment performance based on combined metrics of alpha, risk aversion, and consistency.

That year, Mr. Duberstein formed Stone Oak Capital, LLC to leverage his investing experience and training to manage investments for outside clients, under a concentrated value investing strategy.

Prior to setting up Stone Oak, Mr. Duberstein worked at hedge fund Tiburon Capital Management, as part of their outsourced research team, where he analyzed global investment opportunities under the firm’s BRACE Methodology (Bottom-up fundamental valuation, Revaluation catalysts, Actors’ assessment of interested parties, Capital-structure agnostic, and External factors analysis). Prior to Tiburon, Mr. Duberstein worked at Wedbush Securities, performing associate duties for both the Ecommerce and Semiconductor analysts, including extensive modeling, proprietary research, and channel checks.

At NYU, Mr. Duberstein studied valuation under Professor Aswath Damodaran, Special Situations investing under Gary Claar (formerly of JANA Partners), and Global Value Investing under James Rosenwald (of Dalton Investments). Mr. Duberstein was Vice President of Stock Pitch Competitions at Stern, and won the Stern Stock Pitch Competition in his first MBA year. He was later appointed Strategist for the Michael Price Student Investment Fund, which manages part of the NYU Endowment. In that position, Mr. Duberstein designed a new process for vetting investment ideas, and set a strict quantitative process for buy/ no buy decisions based on a required margin of safety given a security’s risk profile, based on six qualitative and quantitative criteria.

Prior to business school, Mr. Duberstein studied the U.S. energy sector as well as environmental regulations as a political researcher for Beehive Re search, a Washington D.C.-based political research consultancy. Prior to Beehive, Mr. Duberstein worked extensively in the media and entertainment industries across project development, production, and post-production for various production companies, including Village Roadshow Pictures, New Line Cinemas, Eyeworks TV, Morningstar Entertainment, and others. In addition, Mr. Duberstein produced short films and documentaries under his own production company, both on spec and for clients. While initially drawn to the arts, Mr. Duberstein found his passion for financial markets in the aftermath of the 2009 Global Financial Crisis.

Mr. Duberstein passed the Series 65 Uniform Investment Advisor Law Exam, which focuses on topics that are important for an investment advisor to know; these include Economic Factors & Business Cycles, Investment Vehicle Characteristics, Client Investment Recommendations and Strategies, and Laws, Regulations & Guidelines.

DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities regulatory authority

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN. information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertainties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forwardlooking statement that may be found in this article.

SNN does not receive compensation for, nor engage in, providing advice, making recommendations, issuing reports, or furnishing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest carefully and consult investment related information available on the websites of the SEC at http://www.sec. gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

34 Planet MicroCap Review www.PlanetMicroCap.com
Money Ball Networks collaborates with premier nvestment banks prominent broker dealers boutique research firms and corporate professionals to prov de an upscale experience for industry events Our venues include A ist enterta nment top she f food & dr nk amidst allur ng ambiance

mamamancini’s (NASDAQ:

Q&a WiTh CEO, aDaM MiChaElS

RK: LET’S START WITH A qUICK OvERvIEW OF THE BUSINESS FOR THOSE NEW TO THE STORy.

Am: MamaMancini’s is a family business with a storied history spanning back to when Anna Mancini emigrated in 1921 from Italy with her original meatball recipes. The Mancini mantra has always been to do more with less, and we pride ourselves on utilizing only the most high-quality and natural ingredients when making our products.

Over time we’ve evolved to become a national distributor for cleaner & fresher foods, leading to great relationships with deli departments at grocers nationwide. To meet the demands of today’s shoppers, we’ve focused on innovation to create more great tasting, high quality product lines, like our Italian-themed, grab-n-go Meals for One, and our new Meatballs in a Cup. To further build out our product offering to deli departments, we’ve embarked on a two-prong, organic and acquisi tive growth strategy and recently added a broad range salads & pastas company as well as an olive company to the MamaMancini’s family of brands. We will continue to expand our products; however, that being said, quality and taste are non-negotiable!

RK: HOW WOULD yOU DESCRIBE THE COmPANy’S yEAR TO DATE PERFORmANCE AT THIS POINT? AS CEO, WHAT WILL yOUR KEy STRATEgIC FOCUS BE IN THE yEAR AHEAD?

Am: Chairman and former CEO Carl Wolf has done a great job in laying the foundation for MamaMancini’s to become a national platform company. With this national infrastructure in place, it’s now time to realize that vision.

We acquired two companies (T&L Creative Salads

& Olive Branch) in December and invested in a strategic sales partner (Chief Inspirational Foods) in June, and have been working diligently to capture the synergies we laid out. We nearly doubled our manufacturing capabilities with the acquisitions, significantly expanding product offerings and allow ing us to cross sell key customers on new products across our growing family of companies. We like to think of the platform as a one-stop-shop; you can have a hearty piece of grilled lemon chicken from MamaMancini’s paired with T&L’s pesto pasta salad along with some feta & olives mix from Olive Branch, all at the same meal!

On year-to-date performance, we all know the

36 Planet MicroCap Review www.PlanetMicroCap.com
MMMB)

market is tough right now. Commodities are at generational highs, transportation is challenging, and labor is tight. Our operations team is doing great things with procurement and agile manufacturing to control costs. On the flip side, our products have never been more in demand! Today’s consumer wants a protein-dense, fresh, and healthy product that is easy on prep work; and even more now with inflationary pressures, they want “grandma quality” food at competitive prices. We meet these demands and as a result feel very good about margins follow ing the return to normalized costs.

RK: WHAT INDUSTRy TAILWINDS ARE yOU SEEINg TO HELP PUSH FORWARD SOmE OF THE COmPANy’S STRATEgIC gOALS?

Am: It has never been a better time to be a deli-food provider. Prepared deli foods, the largest and fastest growing sub-category in Deli (where we play), represents a $20B market, growing over 20% in the last 52 weeks, nearly twice the growth of the overall Deli department, well ahead of the total food and beverage industry. 93% of grocers have seen an increase in demand for fresh food. COVID introduced significant pandemic-related lifestyle

Planet MicroCap Review 37www.PlanetMicroCap.com
Photo credit:
www.mamamancinis.com

changes with consumers focusing more than ever on quick, clean and fresh meals – made with better ingredients – at a price more affordable than eating out. For us there is a significant, growing opportunity for an innovative, one-stop-shop prepared foods offering in what is currently a fragmented market without a clear leader.

RK: 2022 HAS BEEN A vOLATILE yEAR FOR mICROCAPS AmONgST A NUmBER OF mACRO TRENDS (WAR IN UKRAINE, SUPPLy CHAIN, INFLATION, ETC…). WHAT HAvE AFFECTED mmmB AND WHAT WILL yOUR STRATEgy BE TO NAvIgATE THROUgH THESE CHALLENgES?

Am: As publicly disclosed, commodity costs have hit the hardest for our industry. We are passionate about maintaining a high-quality product at afford able prices and will NEVER compromise on quality. We are seeing improvements on this front and have secured better pricing with numerous retailers, and as such expect to see our margins reflect this improvement in the fiscal third quarter.

Another focus for us is working on managing our retailer customers better when it comes to customization. For example, we sell a 5lb bag of bulk meatballs for the hot bar, but retailer B wants a 5.1lb bag. In the past, we’ve said sure, but that means having to possibly qualify a new supplier, carry more inventory, increase production changeovers, etc. We are now more intentional with our decisions. We absolutely want to be responsive to our retailers and even more to our customers, but the ROI must be there.

RK: WHAT ARE SOmE CATALySTS INvESTORS SHOULD KEEP AN EyE OUT FOR AS WE mOvE THROUgH 2022 AND INTO 2023?

Am: Well, I was excited to join MamaMancini’s on September 6th of this year, so I hope that can be one catalyst. In addition, as we expand into a truly national platform, I know the importance of a great high performing team and we will be bringing in new capabilities to our leadership team. Look out for more news on that!

I am also excited to supercharge our new acquisi tions as we fully integrate them on the platform. In my last role at Mondelez, I helped to lead the acquisi tion and integration of four businesses over four years. I saw what worked and, more powerfully, what didn’t. There is tremendous potential opportunity with T&L and Olive Branch. Anthony, the CEO of T&L, shares the same passion I do about high quality and fresh ingredients. So much so, that their tagline is “if they were any fresher, they would get slapped”! You are going to see lots of growth and cost efficiencies in 2023.

I am most excited about our innovation pipeline. For example, when we heard from our consumers that they wanted a high protein, on-the-go solution, it allowed us to innovate the optimal solution for the high growth convenience store channel – Meatballs in a Cup. We are VERY excited about this offering. Of course, it is high quality and great tasting using all of the freshest ingredients. But even more exciting is that the sales of are 100% INCREMENTAL to our existing portfolio. Meatballs in a Cup in just one of many innovations we’ve recently developed, watch this space closely as we transition to becoming a “one-stop-shop” for grocers!

For more information about MamaMancini’s, please visit: www.mamamancinis.com

DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities regulatory authority

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN. information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertain ties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forward-looking statement that may be found in this article.

SNN does not engage in providing advice, making recommendations, issuing reports, or furnishing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest carefully and consult investment related information available on the websites of the SEC at http://www.sec.gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

38 Planet MicroCap Review www.PlanetMicroCap.com
Please join us in this historic and momentous endeavor to build the first Hip Hop museum from the ground up, The Universal Hip Hop Museum opening 2024! The Universal Hip Hop Museum is a registered 501(c)(3) not for profit charity of New York State. THE OFFICIAL RECORD OF HIP HOP uhhm.org | @uhhmuseum TEXT HIPHOP to 707070 ONE FOR ALL • GIVE $1 Y’ALL!

uNDERSTaNDiNg BluE Sky laWS

OTC Markets operates within a unique, often complex regulatory environment. While much of the securities industry focuses solely on federal laws and regulation, the companies, broker-dealers, and investors comprising the OTC Market must understand the impact of state “Blue Sky” laws as well.

As companies seek to access retail and High Net Worth investors, Private Wealth Manage ment and Non-Institutional growth, Blue Sky compliance is an important consideration. Solving state compliance issues start with ensuring that broker-dealers can recommend, solicit and advise investors on your company’s stock.

WHAT ARE BLUE SKy LAWS?

Blue Sky laws are state laws that regulate the offering and sale of securities within individual states. Each state has its own set of rules and regulations govern ing the sale and solicitation of securities as well as the distribution of research to retail investors. Blue Sky

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laws were designed to help investors make informed decisions and reduce securities fraud by mandat ing that companies disclose accurate and current information when offering or marketing securities. The laws limit a broker’s ability to sell securities to investors if the security is not compliant with the laws in the state in which the investor resides.

WHy IS BLUE SKy COmPLIANCE ImPORTANT?

Blue Sky is important for companies as they embark on an investor relations strategy; this is especially true for small and mid-cap companies where retail investors make up a sizable portion of their investor base as well as for large cap companies that have a retail strategy. If a company is not compliant with an individual states’ securities laws, investors in those states will most likely be prohibited from buying their securities. This renders time and money spent on investor outreach wasted.

HOW DO BLUE SKy LAWS ImPACT BROKERS AND REgISTERED INvESTmENT ADvISORS?

While it is incumbent on the company to satisfy the requirements of each states’ laws, enforcement of these rules focuses on brokers and investment advisors. Blue Sky laws are part of the suitability re quirements brokers must look at before distributing research or soliciting securities. If a security is not Blue Sky compliant, they will not be able to advise, trade or distribute information about the security. Additionally, while not limiting a broker’s ability to take non-solicited orders, many firms will prohibit these orders as well in order to limit potential liability and regulatory risk.

HOW DOES A COmPANy BECOmE BLUE SKy COmPLAINT?

Each state has its own laws and requirements for gaining Blue Sky compliance. In addition to the 50 states, there are also 4 jurisdictions (Guam, U.S. Virgin Islands, Puerto Rico and Samoa) that have their own set of rules. Many states provide a set of exemptions that make it easy to gain compliance, assuming you meet the requirements of the exemp tion, while others have their own individual rules that require a more complicated registration process. It is important for companies to look at the jurisdic tions in which they want to market their security and examine how that state grants Blue Sky compliance.

WHAT TyPES OF ExEmPTIONS ExIST FOR COmPANIES?

The two most common exemptions are the Foreign Issuer exemption and the Manual Exemption. The Foreign Issuer exemption typically applies to foreign securities that are part of the FTSE All World Index. However, it should be noted that this exemption applies only to a Company’s Ordinary Shares and not their American Depositary Receipts (ADRs). The Manual Exemption is used by many states and simply grants Blue Sky status to a company so long as its most recent financial disclosure is published “in a recognized security manual.” There are however caveats, and they differ state by state. As an example, some states allow for a manual exemption, however they will not grant status based on certain financial criteria (net tangible assets, shareholder equity, etc). As financial information can change in real time, companies that are Blue Sky exempt on one day, could lose it the next based on changes in reported financials. It is important for companies to be able to monitor their status in real time to make sure they remain in good standing.

HOW DOES jOININg THE OTCqx OR OTCqB mARKETS HELP COmPANIES WITH BLUE SKy COmPLIANCE?

OTCQX and OTCQB are recognized as securities manuals by most of the states that have a securities manual exemption. This is based on the markets’ SEC recognition as established public markets and the nature of the disclosure requirements to be traded on those markets.

The OTCQX and OTCQB exemptions are based on the breadth of information that these companies make available on the www.otcmarkets.com website.

Both markets are widely used by investors, brokerdealers and regulators as a trusted source of bona fide, readily accessible issuer financial information, which distinguishes these markets from legacy manual providers and other respective online reposi tories of company information.

The OTCQX and OTCQB markets require a higher standard of disclosure, provide greater transparency and distribution of information, and have a recog nized history of supporting regulatory enforcement efforts.

Planet MicroCap Review 41www.PlanetMicroCap.com

Key factors that differentiate OTCQX and OTCQB company disclosure from traditional securities manuals and online information sources:

Established and Transparent Rules: The OTCQX Rules and OTCQB Standards are posted publicly, giv ing investors a transparent view into exactly what is required of an OTCQX or OTCQB company. Similarly, we also publish Rule Amendments and maintain the entire history of changes to the Rules and Standards since the inception of each market.

Recognized Disclosure Standards: We publish the Reporting Standards applicable to each market, clearly outlining the type of disclosure required from each company.

Wide Distribution to Investors, Broker-Dealers and Regulators: All OTCQX and OTCQB company infor mation is available for free on the www.otcmarkets. com website. Our market data is distributed to over 43,000 professional and non-professional users, through data providers including Bloomberg, FactSet and Refinitiv.

Surveillance and Compliance Processes: Our Issuer Compliance team oversees each company’s initial and ongoing compliance with the OTCQX Rules and OTCQB Standards. In addition, this team designates certain securities as “Caveat Emptor” -placing a skull and crossbones icon next to the stock symbol when we become aware of a public interest concern.

37 states now recognize OTCQX and 33 recog nize the OTCQB Market for meeting the manual exemption criteria. Importantly these states are not the only states where our issuers are compli ant. The average OTCQX company is compliant in 43 states.

In addition to the manual exemption, recent SEC regulatory changes to Rule 15c2-11 have opened new states for international issuers on the OTCQX and OTCQB Markets, as OTC Markets now has regulatory responsibility for confirming a Company’s Foreign Private Issuer exemption in real-time. This meets requirements for certain states, for example Illinois, which does not have a manual exemption but allows for international companies in compliance with the new rule.

HOW DOES THE INDUSTRy ACCESS INFORmATION ON A COmPANy’S BLUE SKy STATUS?

OTC Markets Group feeds data directly to the broker-dealer community. Many firms add this data directly into their order entry systems. Which means if something is not Blue Sky eligible, brokers will see it flagged.

Following the acquisition of Blue Sky Data Corp, OTC Markets is now the main provider of Blue Sky secondary trading compliance data. We provide comprehensive data regarding state law compliance for over 100,000 equity and debt securities direct to broker-dealers. This additional information enhanc es issuer compliance, allows for greater automation from broker-dealers, and benefits investors.

IN CONCLUSION

Corporate Issuers need to think about Blue Sky compliance as critical component of their Investor Relations strategy and ensure the greatest number of investors can trade your stock.

To learn more about the Blue Sky compliance and how upgrading to OTCQX and OTCQB can help your company, reach out to andy@otcmarkets.com.

Andy Kyzyk Senior Vice President, Advisor Relations

Andrew Kyzyk leads the Advisor Relations group at OTC Markets. Focused on outreach to the advisor community, Andy is dedicated to enhancing existing relationships and nurturing new contacts, all in an effort to raise awareness of OTC Markets’ core initiatives. Previously Andy ran International Business Development. Prior to OTC Markets, Andy served as Vice President/ Executive Director in the Equities division of Goldman Sachs and as Head of the American Depositary Receipts Group for the Goldman Sachs NYSE Specialist Division. Andy has an Executive MBA from the A.D. Little School of Management and a BA from NYU.

About OTC Markets Group Inc.

OTC Markets Group Inc. (OTCQX: OTCM) operates regulated markets for trading 12,000 U.S. and international securities. Our data-driven disclosure standards form the foundation of our three public markets: OTCQX® Best Market, OTCQB® Venture Market and Pink® Open Market.

Our OTC Link® Alternative Trading Systems (ATSs) provide critical market infrastructure that broker-dealers rely on to facilitate trading. Our innova tive model offers companies more efficient access to the U.S. financial markets.

OTC Link ATS, OTC Link ECN and OTC Link NQB are each an SEC regulated ATS, operated by OTC Link LLC, a FINRA and SEC registered broker-dealer, member SIPC.

To learn more about how we create better informed and more efficient markets, visit www.otcmarkets.com.

42 Planet MicroCap Review www.PlanetMicroCap.com
Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

COMPETENT HELP WITH «RARE DISEASES»

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As the oldest Swiss foundation for «rare diseases», we know what is at stake for affected families: the struggle for affordable therapies, the daily search for help and accompaniment and the still lacking understanding in society. Our holistic offer consisting of Education, counseling, guidance and empowerment supports the entire family.

Offerings such as our comic book and the legendary Camps organized by ELFEN HELFEN, professional counseling with patient-centered coaching, and direct assistance in everyday life lead to sustainable stabilization and resilience building.

Donate today so we can support more children, parents and adults affected by the disease tomorrow. Thank you for your valuable donation!

Planet MicroCap Review 43www.PlanetMicroCap.com
Stiftung OrphanHealthcare / Point of Care 4 Rare Albisriederstrasse 243a 8047 Zurich, Switzerland T: +41 44 680 11 33 foundation@fohc.ch www.orphanhealthcare.org Donation account OphanHealthcare Foundation Zurich Kantonalbank IBAN CH65 0070 0110 0025 9021 4

FallEN aNgElS

WhEN OPTiMiSTiC PROJECTiONS aND gROWTh DON’T aDD uP

I would define a “fallen angel” investment, as a stock or bond that was once one highly regarded with a high valuation, that has fallen to earth due to mishaps, or a changing of sentiment in regard to its future prospects.

Often these types of investments can be found after an industry or market has been bid up over several years, due to extremely optimis tic projections, but then growth doesn’t add up to the implied growth needed to warrant the extended valu ation. So much of short-term market performance is

based on sentiment and flows, which often leads to distortions between stock prices and intrinsic value. Taking advantage of Mr. Market’s temperamental nature leads to fertile grounds for value investors. As Horace said, “many shall be restored that now are fallen and many shall fall that now are in honor.”

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One classic example of a “fallen angel” is the case of Microsoft (MSFT). In 2000, the stock traded at around $60 per share, or 170x earnings before the Tech Bubble burst. Just a year into the bust, the stock had declined by 65% and it took 16 years before the stock saw $60 again. In the midst of that decline, there were multiple opportunities to buy Microsoft and between 10-13x earnings and free cash flow, including most of 2009-2013. Market participants had lost confidence in management, which had made some horrendous acquisitions and missed out on key opportunities such as mobile phones. Many were worried that the shift towards the cloud would relegate Microsoft’s dominant software franchises into obscurity, but those fears were unfounded, as consumers adjusted to the SAAS model. Satya Nadella’s elevation to CEO and his focus on expanding the Azure cloud platform put Microsoft on a huge runway of accelerated revenue and earnings growth, leading to the company once again becoming a glamourous stock to own. Micro soft has risen from trading at just over $20 per share in 2012, to a recent price of over $260.

The bear market of 2022 has indeed opened up opportunities to buy formerly glamorous stocks at 70-80% discounts to valuations seen just a year ago. Many of these stocks will not recover their previous price highs for many years, if ever, but others likely present fantastic opportunities. Stocks such as Alphabet (GOOG) and Meta (META) trade at around 20- and 18-times forward earnings, respectively, which are some of their cheapest valuations in history, despite attractive long-term growth rates. While I wouldn’t classify financial stocks as being glamourous over the last 13 years of zero interest rate policies, many of the highest quality banks and insurance companies trade at single-digit P/E ratios, and some at material discounts to tangible book value per share, despite being net beneficiaries of higher interest rates.

This pessimism creates opportunities for long-term investors in that not a lot has to go right to make a lot of money due to the ridiculously cheap valuations. For example, Citigroup trades roughly 60% of tangible book value per share and just 7x forward earnings, despite seeing considerable net interest income growth due to higher interest rates. At this valuation, Citigroup should be a winner as long as the company and the global economy simply doesn’t blow up as they did in 2008, which I think is extremely unlikely. Banks have nearly double the capital and liquidity as they had then, and they have dramatically reduced the risky activities and underwriting that led to many of those issues. My belief is that after they show their improved strength and fortitude in the current eco nomic downturn, that market participants will begin giving a bit more credit to the industry via higher valuations, especially as the benefits from higher rates filters through the income statements.

Tim Travis is CEO/CIO of T&T Capital Management, a California-based regis tered investment advisory. Tim is a deep value investor that performs exten sive research and analysis to identify securities trading at deep discounts to intrinsic value. In addition to traditional value investing and asset allocation to stocks and bonds, T&T deploys income-generating options strategies such as covered calls and cash-secured puts. These strategies are designed to enhance income, reduce risk, and to instill a disciplined selling process, which is quite unique in the industry of relatively cookie-cutter asset management. Tim has written detailed research reports on investments for many years on sites such as Seekingalpha.com, while also appearing on various other media outlets such as CNBC and Bloomberg. Tim graduated with a BA in Business and Economics from the University of California Santa Barbara in 2004. He developed a solid understanding of the investment industry working at firms such as Scottrade, Vanguard Group, and several smaller brokerages. Tim’s lifelong appreciation for the rational and profitable investment philosophy’s of Warren Buffett, Benjamin Graham, Martin Whitman, Seth Klarman etc., have been immensely influential on the firm’s philosophy and Tim’s career.

T&T’s obsession is truly providing a boutique investment management offer ing what we believe to be best-in-class strategies and security selection to retail investors, as opposed to many industry participants that are primarily focused on raising assets.

www.ttvalueinvesting.com

The author owns Google and Meta but not MSFT.

DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities regulatory authority

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN.

information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertainties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forwardlooking statement that may be found in this article.

SNN does not receive compensation for, nor engage in, providing advice, making recommendations, issuing reports, or furnishing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest carefully and consult investment related information available on the websites of the SEC at http://www.sec. gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

Planet MicroCap Review 45www.PlanetMicroCap.com

ESg FOR MiCROCaPS

ESG. What is it, and why is it important?

Action on Environmental, Social and governance (ESg) issues is no longer a ‘nice to have’. It’s essential if you’re seeking investor capital and social license to operate. Socialsuite helps micro to medium sized companies to create value through ESG report ing. The initial reason to start ESG reporting is often to respond to demands from stakeholders. However, in building ESG practices across their business, many companies report an easier path to a much wider investor base, risk mitigation, new market opportuni ties, and long-term sustained value generation.

Society, investors, consumers and employees are expecting companies to grow in a financially sustain able, yet environmentally viable way. ESG is used by institutional and socially conscious investors to screen companies prior to investing. It’s also looked at by consumers and employees when they’re mak ing decisions about what companies to get behind.

What does ESG entail?

E - Environmental - can include things like resource conservation and emissions

S - Social - can cover issues like equal pay, diversity and inclusion, health and safety g -governance - looks at the board composition, and what rules do you play by.

ESg mISCONCEPTIONS OF mICROCAP ExECUTIvES

Multinationals and large publicly listed companies know that ESG reporting is a must these days. But when it comes to microcaps, a number of common misconcep tions still exist. Some executives discount the value of ESG entirely, while some feel the pressure and urgency around ESG but are unsure how to act on it.

As the leading ESG solution for micro to mid caps, Socialsuite speaks daily to executives about the misconceptions surrounding ESG reporting. These include:

mISCONCEPTION 1: ESg IS ONLy FOR SUSTAINABLE BUSINESSES AND INDUSTRIES.

ESG is about transparent and responsible operation and governance of your business and it’s industryagnostic. ESG helps identify critical business risks, but can also create business value – so it should be central to every decision.

mISCONCEPTION 2: WE NEED TO HAvE ATTAINED ESg PERFECTION BEFORE REPORTINg ON IT.

Simply starting to report and disclose ESG metrics today demonstrates a commitment to ESG transpar ency. Perfection is not required and metrics can be improved over time — there’s no reason to wait.

mISCONCEPTION 3: my INvESTORS DON’T CARE.

The days of investors focusing solely on financial statements are long gone. If you want to attract retail investors, institutional investors or fund manag ers, you’ll need to meet ESG criteria.

Since starting its ESG journey with Socialsuite, miner als exploration company, Latin Resources (OTCQX: LNRDY; ASX: LRS), has raised a transformational A$35 million, anchored by A$15 million from a Cana dian ESG fund.

mISCONCEPTION 4: ESg DOES NOT ALIgN WITH OUR CORE PRIORITIES.

While you may not think of ESG as a priority, a strong ESG proposition can safeguard a company’s long-term success. ESG is a global priority, so if ESG is not a priority for your business, ask yourself why?

Socialsuite client, Minbos Resources (OTCPK:MNBRF; ASX:MNB) for example, is attracting more capital, better customers and top talent due to its unwaver ing commitment to zero-carbon projects. It’s no secret that investors are actively seeking to invest in ESG-aligned companies and Minbos’ recent $25

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million capital raise and continued set of opportuni ties has certainly shown that to be true.

gETTINg STARTED WITH ESg: FIvE SImPLE STEPS

Socialsuite’s Chief Impact Officer, Dr. Siegenbeek van Heukelom says the microcaps he works with already have ESG data they publicly disclose – of ten more than they realize, but they’ve never been collated in one place before. “There could be much you’re already doing. This is about making it visible to the market. Let’s find the quick wins. Then we can talk about how you can progress and improve your ESG credentials over time.”

Many companies start ESG reporting in response to stakeholder demands. But it often turns out to hold far more value. But how do you get started?

1. Set a baseline

ESG frameworks allow companies to measure responsible and sustainable corporate growth and business continuity in a structured and standardized way. Choose a global framework, such as the World Economic Forum (WEF) Stakeholder Capitalism

Metrics, and start populating it with the data you already have. Think about the opportunities and risks that matter most to your company and its stakeholders.

2. Embed ESg into structures and processes

Make sure ESG is on your Board’s agenda, and then embed ESG into your everyday decision making and operations.

3. Seek an external view

Working with expert partners can help you stay accountable, build knowledge, help validate your findings and identify opportunities for improvement.

4. Amplify your message

Once you have a regular reporting cycle of disclo sures, you can spread those messages to investors and other stakeholders. Make sure your reports are clear – avoid technical ESG jargon, and visualize the data.

5. maintain the momentum

ESG is a continual journey of positive change. Report frequently, stakeholders want to see quarterly updates on your ESG highlights and progress. Think of ESG reporting as a roadmap – and know that your investors, employees, customers and society will use it to hold you to account.

HOW SOCIALSUITE CAN HELP

Socialsuite’s ESG platform is ideal for micro to mid caps who are just starting their ESG journey and looking to report against the globally recognized WEF Stakeholder Capitalism Metrics ESG framework.

With this fit-for-purpose approach, smaller listed or private companies no longer need large ESG teams to provide robust and transparent ESG reporting. They can share ongoing progress through quarterly updates, publish investor relations reports, access comprehensive ESG resources and make incremental progress with the support of a dedicated ESG coach.

Socialsuite’s cost-effective, action-oriented platform is so simple you could build a baseline report within an hour – and start reporting publicly in just 30 days.

When getting started with Socialsuite, Neil Young, the CEO of coal seam gas explorer Elixir Energy (OTC:ELXPF; ASX:EXR), said “Working with Social suite enabled us to quickly and easily identify where there are gaps in our ESG strategy and how we can improve our position. We also have a clear roadmap for achieving ESG goals that will take more time.”

Tim is Chief Impact Officer at Socialsuite. He is a Environmental, Social and Governance (ESG) specialist passionate about aligning organisations’ overall purpose with delivering day-to-day social good while on the path to profit. With global experience supporting small to large-cap companies, Tim has focused on closing the gap between corporate prosperity and sustainable development outcomes through identifying shared value opportunities.

He sees a corporate commitment to building robust ESG credentials as only the beginning; the real magic happens (and shared value is created) when companies begin to see how corporate success can simultaneously deliver social progress.

He has worked on ESG strategies and programs with organisations from public, private, and social sectors in Europe, Africa, and Oceania. Tim holds two law degrees (LLB and LLM), a degree in peace and conflict studies (MA), and a doctorate in food security (PhD).

Tim is an impatient optimist. He takes a mission-driven approach to social development. By designing comprehensive ways to think through potential ESG problems, he helps find viable solutions that have material and measurable plans with quantifiable business outcomes and positive societal impacts.

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

Planet MicroCap Review 47www.PlanetMicroCap.com
Assurtrak Insurance Brokers www.assurtrak.com Charlotte, NC | Atlanta, GA | Chicago, IL info@assurtrak.com

Thunderbird Entertainment (TSX-V: TBRD) (OTCQX: THBRF)

Q&a WiTh CEO aND DiRECTOR, JENNiFER TWiNER McCaRRON

RK: LET’S START WITH A qUICK OvERvIEW OF THE BUSINESS.

jTm: Thunderbird is a global content creation studio that focuses on creating premium, award-winning content with a focus on diversity and inclusivity, headquartered in Vancouver, with studios in LA, Ottawa and Toronto. Thunderbird is uniquely posi tioned to meet the ever-changing demands of the content creation industry with thriving footholds in both animation (Atomic Cartoons), unscripted (Great Pacific Media) and scripted (Thunderbird Produc tions) content. The Company currently employs over 1,400 team members across North America.

Thunderbird’s mission is to create content that contributes to the world, makes people happy and provides a much-needed escape. A great example of Thunderbird’s mission and style of content is Molly of Denali, a show the team developed with PBS. It is the first nationally distributed animated series in the USA to feature a Native American lead and involved Indigenous crew members in Alaska in all aspects of the production. Since its debut, this particular series has been recognized with multiple awards that cel ebrate its authentic representation and commitment to diversity, including a 2020 TCA Award, a Kidscreen Award for Best Inclusivity, and a prestigious Peabody Award (2020), which is renowned for honoring powerful, enlightening, and invigorating stories.

RK: HOW WOULD yOU DESCRIBE THE COmPANy’S PERFORmANCE TO THIS POINT (BEgINNINg OF SEPTEmBER 2022) IN THE yEAR? mILESTONES AND gOALS?

jTm: We are incredibly pleased with our perfor mance and progress to date - and there is so much to be proud about. Since we became a public com pany, we have added a new studio in Ottawa and

LA, and launched a division dedicated to consumer products and global distribution. The consumer products division offers additional revenue streams, and the ability to capitalize on our intellectual property (“IP”). We have also attracted key industry talent to our Company, and grown our teams to more than 1400 people. Add to this, our growing production slate has expanded too. As of Q3 2022, the Company had 26 shows in production, 12 of which are IP-owned or partner managed.

We are focused on mindfully growing the business in stages, and our numbers reflect steady gradual growth YOY. We are selective about the projects we take on, and we always prioritize our company culture and people. We firmly believe that our people-first culture is not only a differentiator but is also key to attracting and retaining top talent to cre ate premium quality content. Creating an accepting,

50 Planet MicroCap Review www.PlanetMicroCap.com

safe work culture attracts some of the most talented artists in the industry - we have employees who have come to us from Pixar, Disney, DreamWorks and other major studios. Our working culture also plays a key role in employee retention, which is well-above the industry average.

Additionally, we are pleased to be celebrating many highly-anticipated upcoming premieres this Fall, including Strays on CBC on September 13th, Dead man’s Curse on History Canada on September 11th, and Reginald the Vampire for SYFY on October 5th. A two-part documentary, After the Storm, produced by GPM, will also debut on Discovery Channel. We also shared news for some of our animation productions, such as Princess Power and Oddballs on Netflix.

RK: ARE THERE ANy INDUSTRy TAILWINDS TO PUSH FORWARD SOmE OF THE COmPANy’S gOALS AND OBjECTIvES?

jTm: While streamers and broadcasters are adapting to the current landscape to better serve their audi ences and maintain their businesses, Thunderbird remains a top content provider with a demonstrated ability to provide premium content and meet dead lines. We have developed long-standing, trusted relationships with all of the major providers, who lean heavily on us for quality content - and will continue to do so as premium content is needed to retain subscribers in a highly competitive market.

The industry is also poised for consolidation, and we expect strategic M&A to play a part in growing our Company in the future. We have grown and are building our Company with this in mind, and have the systems and infrastructure in place to nimbly act on the right M&A when it arises. Our Company’s strong and prudent fiscal management - which is highlighted by zero corporate debt - will allow us to take advantage of great opportunities when they present themselves.

Planet MicroCap Review 51www.PlanetMicroCap.com

RK: 2022 HAS BEEN A vOLATILE yEAR FOR mICROCAPS AND A NUmBER OF mACRO TRENDS THAT yOU HAvE TO PAy ATTENTION TO AS WELL (WAR IN UKRAINE, SUPPLy CHAIN, INFLATION, ETC…). WHAT HAS BEEN yOUR STRATEgy TO NAvIgATE THROUgH THESE CHALLENgES?

jTm: At Thunderbird, we have always valued the importance of a long-term business strategy that can withstand challenges that occur and are out of our control. We recognize the importance of having a fluid and adaptable business plan, and have made adjustments where necessary to accommodate the impacts of current events.

However, we avoid overreacting to macro trends, which can hurt the Company long term, and do our best to remain focused on strategic opportunities that support sustainable growth while increasing shareholder value. For example, to offset inflationary pressures, we are looking at ways to increase our prices to a point where both the Company and the client still benefit.

One constant remains while navigating through new situations; we will never sacrifice on creating pre mium quality content. How? By putting people first. Our people and our company culture are a top prior ity. Ultimately, a happy workforce with motivated team members is what helps us deliver the premium content we are known for industry-wide - and it’s a value we will never waver from.

RK: WHAT ARE SOmE OF THE COmPANy’S vALUE CATALySTS FOR THE REST OF 2022, gOINg INTO 2023?

jTm: Heading into 2023, one key focus is to maintain our profitability. Our lowered share price provides

a unique opportunity for value investors to buy the stock at a lower multiple, no debt, good cash position.

Thunderbird is uniquely positioned within the industry to meet the changing needs of streamers, and demands of viewers, through the Company’s thriving animated (Atomic Cartoons) and unscripted (GPM) divisions. These two types of content continue to be cornerstones of major streamers’ strategies to continue gluing subscribers (and the key co-viewing audience). We will also continue leveraging our global distribution and consumer products division in LA to commercialize our own IP while also acting as a third-party distributor for other companies’ IP to increase revenues.

Above all, we remain committed to creating premium quality content for our partners around the world and pursuing the right M&A opportunity when it arises. As such, investors can expect to see contin ued and sustainable growth in the years to come.

For more information about Thunderbird Entertain ment, please visit: www.thunderbird.tv

DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities regulatory authority

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN. information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertain ties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forward-looking statement that may be found in this article.

SNN does not engage in providing advice, making recommendations, issuing reports, or furnishing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest carefully and consult investment related information available on the websites of the SEC at http://www.sec.gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

52 Planet MicroCap Review www.PlanetMicroCap.com
Above all, we remain committed to creating premium quality content for our partners around the world and pursuing the right M&A opportunity when it arises.

meryllion Resources Corporation

CSE:myR Canadian Junior exploring in Australia

HIgHLIgHTS:

• Exploring for world class polymetallic mining projects in Australia

• Mt Turner, Queensland, Copper-Moly Porphyry and Gold drill ready targets

• Drill testing large, flat-lying copper/moly porphyry targets 100 meters from surface

• Program designed to generate an early discovery.

• Current market capitalization CND $ 2.8 million

meryllionres.com

Contact Info: Richard Revelins

rrevelins@peregrinecorporate.com

Individual: Graham Farrell

Access

BRIEF RESOURCE DETAILS:

Mapped by QLD Government Geological Survey early 1970s, drilled by QLD Government in 1974. Ore grade MO not followed up. Listed by USGS as significant Cu-Mo Target in 2009. In 1975 Esso Exploration reported 9km long U3O8 mineralized structure and Pre-NI 43 101 resource of 344,500t @ 1.55% U3O8. Held by Mega Uranium from 2000 to 2020 until staked by Essex Minerals in 2020. Recently completed extensive IP Survey and surface sampling overlain over digitized historical exploration has generated classic copper/moly porphyry targets available for immediate drilling. High expectation of significant new discovery following initial drilling program.

OvERvIEW OF BUSINESS

Meryllion is a CSE listed company exploring for “world class” polymetallic mining projects in Queensland and Western Australia. The Company has a highly experienced management team and board with a strong record of discovery, success, and company growth. The Company’s flagship project is the Mt Turner Copper/ Moly and Gold Project located in the Georgetown District approx. 380kms west of Cairns, northern Queensland. The region contains over 1,000 mines, prospects and mineral occurrences, including the Kidston Gold Mine, one of Australia’s largest ever gold mines (5.1m ozs Au mined from 1985 to 2001).

The area has received extensive historical exploration and some drilling. Much of this activity was undertaken in the 1970s to 2000 with a predominant focus on uranium exploration.

Essex Minerals (Meryllion’s Farm-In partner) compiled and digitized the vast amount of historical data and devised an exploration strategy which included soil sampling and an IP Survey. Meryllion recently completed this program at a cost of $450,000 and the results far exceeded the company’s expectations, generating multiple high resistivity copper/moly porphyry drilling targets for immediate drilling.

DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities regulatory authority.

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN. information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertainties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forward-looking statement that may be found in this article.

SNN does not engage in providing advice, making recommendations, issuing reports, or furnishing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest care fully and consult investment related information available on the websites of the SEC at http://www.sec.gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

Planet Microcap Review 53
Website:
CEO/Director
+1-310-405-4475 IR
Harbor
Graham.farrell@harbor-access.com +1-647-530-1430

OVERVIEW OF THE MPLANET ICROCAP INDEX

The MCRI is as pure an index for microcap stocks as can be. We believe the MCRI provides a much more accurate, in depth, benchmark of the microcap stock universe, with equal weighting given across the board, regardless of size.

Most of the other microcap indices are market cap weighted, giving preference to larger companies with higher trading volumes, and are reconstituted bi-annually or annually, versus quarterly.

WHY MCRI

In my experience in the MicroCap space, the idea of “discovery” has been a singular driving force for me. Whether its helping folks discover new MicroCap investing strategies or discover new companies that may not show on their screen.

CRITERIA

• U.S. (NYSE/AMEX, NASDAQ, OTCM) or Canada (TSX, TSX Venture, CSE, NEO)

• Primary Listing only (meaning, primary symbol dual-listed companies

• On the final day of the quarter, all public com panies:

º Between $10 and $300 million in Market Capitalization

Share price equal to or greater than $0.10

• Filed a 10Q or 10K in the preceding quarter

From there, the index comprises the Top 30 companies from each sector based on 90-day share price appreciation. At most, MCRI will consist of 330 constituents, all equally weighted. While you may expect most, if not all, the Top 30 for each sector will have positive share price appreciation for the quarter, but that’s not always the case, and in my opinion what makes MCRI the purest index for MicroCaps.

54 Planet MicroCap Review www.PlanetMicroCap.com40 MicroCap Review Magazine www.SNN.Network
º
MICROCAP REVIEW INDEX MICROCAP REVIEW INDEX
PLANET mICROCAP INDEX PLANET mICROCAP INDEX

gENERAL CRITERIA

POINTS

SELECT DATA POINTS

ExCHANgE DISTRIBUTION AvERAgE PERFORmANCE By SECTOR

Planet MicroCap Review 55www.PlanetMicroCap.com q3 2022 KEy DATA
PLANET mICROCAP INDEX PLANET mICROCAP INDEX

PLANET mICROCAP INDEX

3 2022 C ONSTITUENT L IST

PLANET mICROCAP INDEX PLANET mICROCAP INDEX

AAN:CA Aton Resources Inc.

Basic Materials https://www.atonresources.com/

ABIO ARCA biopharma, Inc. Healthcare https://arcabio.com/

ABOS Acumen Pharmaceuticals, Inc. Healthcare https://acumenpharm.com/

ABR:CA Arbor Metals Corp.

Basic Materials https://metalsinc.com/

ACD:CA Accord Financial Corp.

Financial Services https://accordfinancial.com/

ACT:CNX Aduro Clean Technologies Inc. Industrials https://adurocleantech.com/

ACTG Acacia Research Corporation Industrials https://www.acaciaresearch.com/

ACU Acme United Corporation

Consumer Defensive https://www.acmeunited.com/

ADN Advent Technologies Holdings Inc. Utilities https://www.advent.energy/

ADW.A:CA Andrew Peller Limited Consumer Defensive http://www.andrewpeller.com/

AEI Alset Ehome International Inc.

Real Estate https://www.alsetinc.com/

AERC AeroClean Technologies, Inc. Industrials https://aeroclean.com/

AGFS AgroFresh Solutions Inc.

Consumer Defensive https://www.agrofresh.com/

AGIL AgileThought Inc. Technology https://agilethought.com/

AGRI

AgriFORCE Growing Systems Ltd. Consumer Defensive https://agriforcegs.com/

AIRG Airgain Inc. Technology https://airgain.com/

ALCO Alico, Inc. Consumer Defensive https://www.alicoinc.com/

ALV:CA Alvopetro Energy Ltd. Energy https://alvopetro.com/

ALYA:CA Alithya Group Inc. Technology https://www.alithya.com/en

AMPY Amplify Energy Corp. Energy https://www.amplifyenergy.com/home/default.aspx

ANNX Annexon Inc. Healthcare https://annexonbio.com/

APRN Blue Apron Holdings Inc. Consumer Cyclical https://investors.blueapron.com/

APT Alpha Pro Tech Ltd. Industrials https://www.alphaprotech.com/

AQB AquaBounty Technologies Inc.

Consumer Defensive https://aquabounty.com/

ARKR Ark Restaurants Corp.

Consumer Cyclical https://arkrestaurants.com/

ARL American Realty Investors Inc. Real Estate http://www.americanrealtyinvest.com/

56 Planet MicroCap Review www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria q

PLANET mICROCAP INDEX

q 2 2022 C ONSTITUENT L IST

PLANET mICROCAP INDEX PLANET mICROCAP INDEX

ARR:CA Altius Renewable Royalties Corp. Utilities https://www.arr.energy/

ASRT Assertio Holdings, Inc. Healthcare https://www.assertiotx.com/

ASUR Asure Software Inc. Technology https://www.asuresoftware.com/

AT:CA AcuityAds Holdings Inc. Communication Services https://www.acuityads.com/

ATER Aterian, Inc.

Consumer Cyclical https://www.aterian.io/

AUVI Applied UV Inc. Consumer Cyclical https://applieduvinc.com/

AVEO AVEO Pharmaceuticals Inc. Healthcare https://www.aveooncology.com/

AXL:CA Arrow Exploration Corp. Energy https://arrowexploration.ca/

BAU:CA Blue Star Gold Corp. Basic Materials https://bluestargold.ca/

BBGI Beasley Broadcast Group Inc. Communication Services https://bbgi.com/

BKTI BK Technologies Corporation Technology https://www.bktechnologies.com/

BRAG:CA Bragg Gaming Group Inc. Communication Services https://bragg.games/

BRBS Blue Ridge Bankshares Inc.

Financial Services https://www.mybrb.com/

BRMI:CA Boat Rocker Media Inc. Communication Services https://www.boatrocker.com/home/default.aspx

BRW:CA

Brunswick Exploration Inc. Basic Materials https://brwexplo.ca/

BRY:CA Bri-Chem Corp. Energy https://www.brichem.com/

BSBK Bogota Financial Corp. Financial Services https://www.bogotasavingsbank.com/

BSET Bassett Furniture Industries Consumer Cyclical https://investors.bassettfurniture.com/

BTTR

Better Choice Company Inc. Consumer Defensive https://www.betterchoicecompany.com/

BYRN Byrna Technologies Inc. Industrials https://ir.byrna.com/

CAAS China Automotive Systems, Inc. Consumer Cyclical http://www.caasauto.com/

CBIO Catalyst Biosciences Inc. Healthcare https://www.catalystbiosciences.com/

CC:CNX Core Assets Corp. Basic Materials https://coreassetscorp.com/

CCLP CSI Compressco LP Energy https://csicompressco.com/

CCNC Code Chain New Continent Ltd. Communication Services http://www.ccnctech.com/

CDMN:AQL Canadian Manganese Company Inc. Basic Materials https://www.canadianmanganese.com/

Planet MicroCap Review 57www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria

PLANET mICROCAP INDEX

q 2 2022 C ONSTITUENT L IST

PLANET mICROCAP INDEX PLANET mICROCAP INDEX

CECE CECO Environmental Corp. Industrials https://www.cecoenviro.com/

CFF:CA Conifex Timber Inc.

Basic Materials https://conifex.com/

CHCI Comstock Holding Companies Inc. Real Estate https://comstock.com/

CIX CompX International Inc. Industrials http://www.compx.com/

CKX CKX Lands, Inc. Energy https://www.ckxlands.com/

CLPR Clipper Realty, Inc. Real Estate https://www.clipperrealty.com/

CLPT ClearPoint Neuro, Inc. Healthcare https://www.clearpointneuro.com/

CMLS Cumulus Media Inc. Communication Services https://www.cumulusmedia.com/

CMPX Compass Therapeutics Inc. Healthcare https://www.compasstherapeutics.com/

CNCE Concert Pharmaceuticals Inc. Healthcare https://www.concertpharma.com/

CNL:CA Collective Mining Ltd. Basic Materials https://www.collectivemining.com/

CPHC Canterbury Park Holding Corporation

Consumer Cyclical https://www.canterburypark.com/

CPSS Consumer Portfolio Services, Inc.

Financial Services https://www.consumerportfolio.com/

CRWS Crown Crafts Inc.

Consumer Cyclical https://www.crowncrafts.com/

CSPI CSP Inc. Technology https://www.cspi.com/

CVLY

Codorus Valley Bancorp Inc. Financial Services https://www.peoplesbanknet.com/

CVR Chicago Rivet & Machine Co. Industrials https://www.chicagorivet.com/

CWCO Consolidated Water Co. Ltd. Utilities https://cwco.com/

CWL:CA Caldwell Partners International Inc. Industrials https://www.caldwell.com/

CXDO Crexendo, Inc. Communication Services https://www.crexendo.com/

CYAN Cyanotech Corporation Consumer Defensive https://www.cyanotech.com/

CZFS Citizens Financial Services Inc. Financial Services https://www.citizensbank.com/HomePage.aspx

DALN DallasNews Corporation Communication Services https://investor.dallasnewscorporation.com/

DBTX

DC.A:CA

Decibel Therapeutics Inc. Healthcare https://www.decibeltx.com/

Dundee Corporation

Consumer Defensive https://www.dundeecorporation.com/home/default.aspx

DIT AMCON Distributing Company

Consumer Defensive https://www.amcon.com/#/

DLA

Delta Apparel, Inc.

Consumer Cyclical https://www.deltaapparelinc.com/

DPSI DecisionPoint Systems Technology https://www.decisionpt.com/

58 Planet MicroCap Review www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria

PLANET mICROCAP INDEX

q 2 2022 C ONSTITUENT L IST

PLANET mICROCAP INDEX PLANET mICROCAP INDEX

DUETU DUET Acquisition Corp.

Financial Services https://duet-corp.com/

E:CA Enterprise Group Inc. Energy https://enterprisegrp.ca/

EAGR:CA East Side Games Group Inc.

Communication Services https://eastsidegamesgroup.com/

EEX Emerald Holding Inc. Communication Services https://www.emeraldx.com/

ELA Envela Corporation

Consumer Cyclical https://envela.com/

EPIC:CNX Leviathan Natural Products, Inc. Healthcare https://leviathan-naturals.com/

EPSN Epsilon Energy Ltd. Energy https://epsilonenergyltd.com/

ESCA Escalade, Inc.

Consumer Cyclical https://escaladeinc.com/

ESP Espy Mfg. & Electronics Corp. Industrials https://www.espey.com/

ESQ Esquire Financial Holdings, Inc. Financial Services https://esquirebank.com/

EVGN:CA Evergen Infrastructure Corp. Utilities https://www.evergeninfra.com/

FAT FAT Brands Inc.

Consumer Cyclical https://www.fatbrands.com/

FLXS Flexsteel Industries Inc.

Consumer Cyclical https://www.flexsteel.com/

FPH Five Point Holdings, LLC Real Estate https://www.fivepoint.com/

FREE Whole Earth Brands, Inc.

Consumer Defensive https://wholeearthbrands.com/

FRGI Fiesta Restaurant Group, Inc.

Consumer Cyclical https://www.frgi.com/Home/default.aspx

FSEA First Seacoast Bancorp

Financial Services https://www.firstseacoastbank.com/

FTHM Fathom Holdings Inc. Real Estate https://www.fathomrealty.com/

GCL:CA Colabor Group Inc. Consumer Defensive http://www.colabor.com/en/

GDC:CA

Genesis Land Development Corp. Real Estate https://www.genesisland.com/

GGE Green Giant Inc. Real Estate no good website or email

GH:CA Gamehost Inc. Consumer Cyclical https://www.gamehost.ca/

GHM Graham Corporation Industrials https://www.graham-mfg.com/

GIP:CA

Green Impact Partners Inc. Utilities https://www.greenipi.com/

GLRE Greenlight Reinsurance Ltd.

Financial Services https://greenlightre.com/

GMGI Golden Matrix Group Inc. Communication Services https://goldenmatrix.com/

GMTX

Gemini Therapeutics, Inc. Healthcare https://geminitherapeutics.com/

GNE Genie Energy Ltd. Utilities https://genie.com/

Planet MicroCap Review 59www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria

PLANET mICROCAP INDEX

q 2 2022 C ONSTITUENT L IST

PLANET mICROCAP INDEX PLANET mICROCAP INDEX

GNSS Genasys Inc. Technology https://genasys.com/

GNUS Genius Brands International Inc.

Communication Services https://www.gnusbrands.com/

GRB:CA Greenbriar Capital Corp. Utilities https://greenbriarcapitalcorp.ca/

GRZ:CA Gold Reserve Inc.

Basic Materials https://www.goldreserveinc.com/

GSQ:CNX GameSquare Esports Inc. Communication Services https://www.gamesquare.com/

GURE Gulf Resources Inc.

Basic Materials http://www.gulfresourcesinc.com/

GYRO Gyrodyne LLC

Real Estate https://www.gyrodyne.com/

HBB Hamilton Beach Brands Holding Company

Consumer Cyclical https://www.hamiltonbeachbrands.com/home/default.aspx

HEM:CA Hemostemix Inc. Healthcare https://hemostemix.com/

HEO:CA H2O Innovation Inc. Utilities https://www.h2oinnovation.com/

HGBL Heritage Global Inc.

Financial Services https://hginc.com/

HHS Harte-Hanks, Inc.

Communication Services https://www.hartehanks.com/

HIL Hill International Inc. Industrials https://www.hillintl.com/

HME:CA

HNRG

HPS.A:CA

Hemisphere Energy Energy https://www.hemisphereenergy.ca/

Hallador Energy Company Energy https://halladorenergy.com/overview/default.aspx

Hammond Power Solutions Inc. Industrials https://americas.hammondpowersolutions.com/

HUSA Houston American Energy Corporation Energy https://houstonamerican.com/

HWBK Hawthorn Bancshares Inc. Financial Services https://www.hawthornbancshares.com/overview/corporateprofile/

IDG:CA

Indigo Books & Music Inc. Consumer Cyclical https://www.chapters.indigo.ca/en-ca/

IDW IDW Media Holdings Communication Services https://idwmediaholdings.com/

IEI:CA Imperial Equities Inc. Real Estate https://imperialequities.com/

IMMR Immersion Corporation Technology https://www.immersion.com/

IMPL

Impel Pharmaceuticals Inc. Healthcare https://impelpharma.com/

INTZ Intrusion Inc. Technology https://www.intrusion.com/

INUV Inuvo Inc. Communication Services https://inuvo.com/

INZY Inozyme Pharma Inc. Healthcare https://www.inozyme.com/

60 Planet MicroCap Review www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria

PLANET mICROCAP INDEX

q 2 2022 C ONSTITUENT L IST

PLANET mICROCAP INDEX PLANET mICROCAP INDEX

IPWR Ideal Power Inc.

Industrials https://www.idealpower.com/

ISTR Investar Holding Corporation

Financial Services https://www.investarbank.com/

ITI Iteris Inc.

Technology https://www.iteris.com/

JCTCF Jewett-Cameron Trading Company

Basic Materials https://www.jewettcameron.com/

JILL J. Jill Inc.

Consumer Cyclical https://investors.jjill.com/Investors-Relations/Overview/default. aspx

JOB GEE Group Inc.

Industrials https://www.geegroup.com/

KAVL Kaival Brands Innovations Group, Inc.

Consumer Defensive https://kaivalbrands.com/

KBAL Kimball International, Inc.

Consumer Cyclical https://www.kimballinternational.com/

KEQU Kewaunee Scientific Corporation

Consumer Cyclical https://kewaunee.com/

KFFB Kentucky First Federal Bancorp

Financial Services https://ffsbky.bank/

KFS Kingsway Financial Services Inc.

Consumer Cyclical https://kingsway-financial.com/

KLTR Kaltura Inc.

Technology https://investors.kaltura.com/

KPT:CA KP Tissue Inc.

Consumer Defensive https://www.kptissueinc.com/home

KWAC Kingswood Acquisition Corp.

Financial Services https://kingswoodacquisition.com/

LCW Learn CW Investment Corporation

Financial Services https://www.learncwinvestmentcorp.com/

LEE Lee Enterprises

Communication Services https://lee.net/

LFVN LifeVantage Corporation

Consumer Defensive https://www.lifevantage.com/

LINC Lincoln Education Services Corporation

Consumer Defensive https://investors.lincolneducationalservices.com/

LIO:CA

LME:CA

Lion One Metals Limited

Basic Materials https://liononemetals.com/

Laurion Mineral Exploration Inc.

Basic Materials https://www.laurion.ca/

LMNR Limoneira Company

Consumer Defensive https://www.limoneira.com/

LNDC

Landec Corporation Consumer Defensive https://www.landec.com/

LOAN Manhattan Bridge Capital Inc.

Real Estate https://manhattanbridgecapital.com/

LOV Spark Networks

Communication Services https://www.spark.net/

LYRA Lyra Therapeutics Inc.

Healthcare https://lyratherapeutics.com/

LYTS LSI Industries Inc.

Technology https://www.lsicorp.com/

Planet MicroCap Review 61www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria

PLANET mICROCAP INDEX

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MAQC Maquia Capital Acquisition Corporation

Financial Services https://maquiacapital.com/

MAXX:CNX Max Power Mining Corp.

Basic Materials https://maxpowermining.com/

MAYS J.W. Mays, Inc.

Real Estate http://www.jwmays.com/

MBCN Middlefield Banc Corp. Financial Services https://www.middlefieldbank.bank/

MCB:CA McCoy Global Inc. Energy https://www.mccoyglobal.com/

MDV Modiv Inc.

Real Estate https://www.modiv.com/

MDVL MedAvail Holdings, Inc. Healthcare https://medavail.com/

MEDS TRxADE Health, Inc. Communication Services https://www.trxadehealth.com/

MEOA Minority Equality Opportunities Acquisition Inc. Financial Services https://www.meoaus.com/

MITQ Moving iMage Technologies Technology http://www.movingimagetech.com/

MLP Maui Land & Pineapple Company Inc.

Real Estate https://mauiland.com/

MMLP Martin Midstream Partners L.P. Energy https://mmlp.com/home/default.aspx

MMMB MamaMancini’s

Consumer Defensive https://www.mamamancinis.com/

MOOO:CNX bettermoo(d) Food Corporation

Consumer Defensive https://www.bettermoo.com/

MOVE:AQL PowerTap Hydrogen Capital Corp. Utilities https://powertapcapital.com/

MOX:CA

Morien Resources Corp. Energy https://morienres.com/

MXC Mexco Energy Corporation Energy http://www.mexcoenergy.com/index.php

MXG:CA Maxim Power Corp. Utilities https://maximpowercorp.com/

NAII Natural Alternatives International, Inc. Consumer Defensive https://www.nai-online.com/

NATH Nathan’s Famous Inc. Consumer Cyclical https://nathansfamous.com/

NC NACCO Industries, Inc. Energy https://nacco.com/

NECB NorthEast Community Bancorp Inc. Financial Services https://www.necb.com/

NEN

New England Realty Associates Limited Partnership

Real Estate https://www.thehamiltoncompany.com/Investor-Relations. aspx

NEV:CA

NHHH:CA

Nevada Sunrise Gold Corporation

Basic Materials https://nevadasunrise.ca/

FuelPositive Corporation

Industrials https://fuelpositive.com/

NINE:CNX Nine Mile Metals

Basic Materials https://ninemilemetals.com/

62 Planet MicroCap Review www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria

PLANET mICROCAP INDEX

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PLANET mICROCAP INDEX PLANET mICROCAP INDEX

NSYS Nortech Systems Incorporated Technology https://www.nortechsys.com/

NUR:CNX NuRAN Wireless Inc. Technology https://nuranwireless.com/en/

NVCT Nuvectis Pharma Inc. Healthcare https://nuvectis.com/

NWPX Northwest Pipe Company Industrials https://www.nwpipe.com/

NWX:CA Newport Exploration Ltd. Basic Materials https://newport-exploration.com/

OCN Ocwen Financial Corporation

Financial Services https://www.ocwen.com/

ODC Oil-Dri Corporation of America Basic Materials https://www.oildri.com/

OEG Orbital Energy Group Inc. Utilities https://www.orbitalenergygroup.com/

OLY:CA Olympia Financial Group, Inc. Financial Services https://www.olympiafinancial.com/

OOMA Ooma Inc. Communication Services https://www.ooma.com/

OPFI OppFi Inc. Technology https://www.oppfi.com/

OPS:CA Opsens Inc. Healthcare https://opsens.com/

OPT:CA Optiva Inc. Technology https://optiva.com/

OPTI:CNX Optimi Health Corp. Consumer Defensive https://www.optimihealth.ca/

ORRF Orrstown Financial Services Inc. Financial Services https://www.orrstown.com/

OSS One Stop Systems Inc. Technology https://onestopsystems.com/

OVBC Ohio Valley Banc Corp. Financial Services https://www.ovbc.com/

PANL Pangaea Logistics Solutions Ltd. Industrials https://www.pangaeals.com/

PATI Patriot Transportation Holding Inc. Industrials https://patriottrans.com/

PCYO Pure Cycle Corporation Utilities https://www.purecyclewater.com/

PEA:CA Pieridae Energy Limited Energy https://pieridaeenergy.com/

PEX:CA Pacific Ridge Exploration Ltd. Basic Materials https://pacificridgeexploration.com/

PFIE Profire Energy, Inc. Energy https://www.profireenergy.com/

PFSW PFSweb Inc. Industrials https://www.pfscommerce.com/pfsweb/

PHX PHX Minerals Inc. Energy https://phxmin.com/

PKE Park Aerospace Corp. Industrials https://parkaerospace.com/

PKOH

PKT:CA

Park-Ohio Holdings Corp. Industrials https://pkoh.com/

Parkit Enterprise Inc. Real Estate https://www.parkitenterprise.com/

Planet MicroCap Review 63www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria

PLANET mICROCAP INDEX

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PLANET mICROCAP INDEX PLANET mICROCAP INDEX

PLAG Planet Green Holdings Corp. Consumer Defensive http://planetgreenholdings.com/?lang=en

PMET:CNX Patriot Battery Metals Inc. Basic Materials https://patriotbatterymetals.com/

PMT:CA Perpetual Energy Inc. Energy https://www.perpetualenergyinc.com/

PMTS CPI Card Group Inc. Financial Services https://www.cpicardgroup.com/

PNRG PrimeEnergy Resources Corporation Energy http://www.primeenergy.com/

POE:CA Pan Orient Energy Corp. Energy https://www.panorient.ca/

POWL Powell Industries, Inc. Industrials https://www.powellind.com/Default.aspx

PPIH Perma-Pipe International Holdings Industrials https://www.permapipe.com/

PQE:CA Petroteq Energy Inc. Energy https://www.petroteq.com/

PRPH ProPhase Labs, Inc. Healthcare https://www.prophaselabs.com/

QFOR:CA Q4 Inc. Technology https://www.q4inc.com/home/default.aspx

QUIK QuickLogic Corporation Technology https://www.quicklogic.com/

RAVE Rave Restaurant Group Inc. Consumer Cyclical https://www.raverg.com/

RBCN Rubicon Technology Inc. Technology http://www.rubicontechnology.com/

RCMT

RCM Technologies Inc. Industrials https://www.rcmt.com/

RDI Reading International Inc. Communication Services https://www.readingrdi.com/

REFI Chicago Atlatic Real Estate Finance Inc. Real Estate https://investors.refi.reit/

RELL Richardson Electronics Ltd. Technology https://www.rell.com/

RGCO RGC Resources Inc. Utilities https://www.rgcresources.com/

RGF The Real Good Food Company, Inc. Consumer Defensive https://realgoodfoods.com/

RIBT RiceBran Technologies Consumer Defensive https://www.ricebrantech.com/

RMCF

RNGR

Rocky Mountain Chocolate Factory Inc. Consumer Defensive https://www.rmcf.com/

Ranger Energy Services Inc. Energy https://www.rangerenergy.com/

RNWK RealNetworks Inc. Communication Services https://realnetworks.com/

ROOT:CA Roots Corporation

Consumer Cyclical https://investors.roots.com/investor-home/overview/default. aspx

RVIC Retail Value Inc. Real Estate https://retailvalueinc.com/

64 Planet MicroCap Review www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria

PLANET mICROCAP INDEX

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PLANET mICROCAP INDEX PLANET mICROCAP INDEX

RVV:CNX Revive Therapeutics

Healthcare https://revivethera.com/

SAE:CA Sable Resources Ltd.

Basic Materials https://sableresources.com/

SALT:CA Atlas Salt Inc.

Basic Materials https://atlassalt.com/

SBM:CA Sirona Biochem Corp. Healthcare https://www.sironabiochem.com/

SBTX Silverback Therapeutics Inc. Healthcare https://silverbacktx.com/

SCAN:CA Liberty Defense Holdings Ltd. Industrials https://libertydefense.com/

SCOR Comscore, Inc. Communication Services https://www.comscore.com/

SEII Share Economy International Inc. Technology https://www.seii.com/

SELF Global Self Storage Inc. Real Estate https://www.globalselfstorage.us/

SESN Sensen Bio Inc. Healthcare https://sesenbio.com/

SGA Saga Communications Inc. Communication Services https://sagacom.com/

SGC Superior Group of Companies Inc.

Consumer Cyclical https://superiorgroupofcompanies.com/

SGD:CNX Snowline Gold Corp.

Basic Materials https://snowlinegold.com/

SIDU Sidus Space Inc. Industrials https://sidusspace.com/

SM:CA Sierra Madre Gold and Silver Ltd. Basic Materials https://sierramadregoldandsilver.com/

SOTK

Sono-Tek Corporation Technology https://www.sono-tek.com/

SOU:CA Southern Energy Corp. Energy https://southernenergycorp.com/

STRN Stran & Company Inc. Communication Services https://www.stran.com/?hsLang=en

STRS Stratus Properties Inc. Real Estate https://www.stratusproperties.com/

STSA Satsuma Pharmaceuticals Inc. Healthcare https://www.satsumarx.com/

SVRA Savara Inc. Healthcare https://savarapharma.com/

SWKH SWK Holdings Corporation Financial Services https://www.swkhold.com/

TAAT:CNX TAAT Global Alternatives Inc. Consumer Defensive https://taatglobal.com/

TAIT Taitron Components Incorporated Technology https://www.taitroncomponents.com/

TAST Carrols Restaurant Group, Inc. Consumer Cyclical https://carrols.com/

TBRD:CA

TCRT

Thunderbird Entertainment Communication Services https://thunderbird.tv/

Alaunos Therapeutics, Inc. Healthcare https://alaunos.com/

TESS TESSCO Technologies Incorporated Technology https://www.tessco.com/

Planet MicroCap Review 65www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria

PLANET mICROCAP INDEX

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PLANET mICROCAP INDEX PLANET mICROCAP INDEX

TIVC Tivic Health Systems Inc. Healthcare https://tivichealth.com/

TLFA Tandy Leather Factory Consumer Cyclical https://tandyleather.com/

TNY:CNX The Tinley Beverage Company Inc. Consumer Defensive https://drinktinley.com/

TNZ:CA Tenaz Energy Corp. Energy https://www.tenazenergy.com/

TOC:CNX Tocvan Ventures Corp. Basic Materials https://tocvan.com/

TPHS Trinity Place Holdings Inc. Real Estate https://tphs.com/

TRON Corner Growth Acqusition Corp. 2 Financial Services https://www.cornercapitalmgmt.com/

TRVI Trevi Therapeutics Inc. Healthcare https://www.trevitherapeutics.com/

TSQ Townsquare Media Inc. Communication Services https://www.townsquaremedia.com/

TUSK Mammoth Energy Services Inc. Industrials https://ir.mammothenergy.com/

TVA.B:CA TVA Group Inc. Communication Services https://www.tva.com/

TWR:CA Tower Resources Ltd. Basic Materials https://www.towerresources.ca/

TZOO Travelzoo Communication Services https://www.travelzoo.com/

UONE Urban One Inc. Communication Services https://urban1.com/

UTI Universal Technical Institute Inc. Consumer Defensive https://www.uti.edu/

VENA Venus Acquisition Corp. Financial Services no good website, just email

VERY Vericity, Inc. Financial Services https://www.vericity.com/

VIA Via Renewables Inc. Utilities https://viarenewables.com/

VIRC Virco Manufacturing Corporation Consumer Cyclical https://virco.com/

VIVK Vivakor, Inc. Energy https://vivakor.com/

VLE:CA Valeura Energy Inc. Energy https://www.valeuraenergy.com/

VNCE Vince Holding Corp. Consumer Cyclical https://investors.vince.com/

VOXX VOXX International Corporation Technology https://www.voxxintl.com/

VUL:CA Vulcan Minerals Inc. Basic Materials https://vulcanminerals.ca/

VUX:CA Vital Energy Inc. Energy https://www.vitalenergyoil.com/

WAM:CA

Western Alaska Minerals Corp. Basic Materials https://westernalaskaminerals.com/

66 Planet MicroCap Review www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria

PLANET mICROCAP INDEX

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PLANET mICROCAP INDEX PLANET mICROCAP INDEX

WE.WS Wewards Inc. Real Estate https://wewards.io/

WEYS Weyco Group, Inc.

Consumer Cyclical https://www.weycogroup.com/home/index.html

WFCF Where Food Comes From Inc. Technology https://www.wherefoodcomesfrom.com/

WHLM Wilhelmina International Inc. Industrials https://www.wilhelmina.com/

WLFC Willis Lease Finance Corporation Industrials https://www.willislease.com/

WML:CA Wealth Minerals Ltd. Basic Materials https://wealthminerals.com/

WSTG Wayside Technology Group Inc. Technology https://www.waysidetechnology.com/

WTMA Welsbach Technology Metals Acquisition Corp. Financial Services no good website or email

WVE Wave Life Sciences Ltd. Healthcare https://wavelifesciences.com/

WVM:CA West Vault Mining Inc. Basic Materials https://www.westvaultmining.com/

YGR:CA Yangarra Resources Ltd. Energy https://www.yangarra.ca/

ZVO Zovio Inc. Consumer Defensive https://www.zovio.com/

Planet MicroCap Review 67www.PlanetMicroCap.com
Note: As of rebalance date 07/04/2022, please see SNN’s criteria for inclusion in the Planet MicroCap Index here: https://snn.network/key-criteria

MaRkET MakiNg ExPlaiNED

pAyment for order flow

At Glendale Securities, Inc., we mainly make markets in OTC securities for our customers. We charge our customers a commission for execution and use our market making capabilities to facilitate customer executions.

What is a Market Maker firm? Explain the process including “taking a house position”.

There are wholesale market makers, boutique market makers, and other types of market makers. Wholesale market makers obtain order flow from other broker dealers who do not have internal market making desks. Wholesale market makers profit by the vast volume of orders received by taking the other side of from the orders sent to them by the referring broker dealers. The positions that wholesale market makers take are usually held for a short period of time, possibly even just for a few seconds. Boutique market makers typically make markets in securities to facilitate their customer’s orders. When a boutique market maker like Glendale takes a house position, it is often for a longer period of time. There are some positions that Glendale has held for over 2 years.

We are often asked why we don’t offer commission free trading like some of the online retail brokerage firms offer. Wait, how can a broker dealer offer commission free trading? The answer to that question requires a discussion on the practice of payment of order flow, and a clarification on when payment for order flow is paid to brokers. Many large retail brokerage firms including the online ones you are probably familiar with do not make markets in stocks. To fill your order, brokerage firms have a couple of options, each with their own cost/profit structure. They can

send your order to an exchange or ATS, but those often charge the broker on a net basis for execution. They can execute the order internally as a market maker, but that requires staff, technology, and risk capital that may be too cost prohibitive. Another option is to send customer orders to a wholesale market maker who pays the brokerage firm for its order flow. If you must choose between the three options outlined above, receiving payment for order flow for sending orders to a wholesale market maker seems like it’s the smartest option for the brokerage firm. The brokerage firm eliminates costs, doesn’t

WHAT SERvICES DOES gLENDALE OFFER COmPANIES?

Glendale makes markets in OTC securities, files form 211 to begin or resume quotations on OTC companies, obtains DTC Eligibility for issuers, and opens retail client accounts with a focus on custom ers who would like to deposit OTC securities in their account. Many broker dealers will not take OTC securities for deposit. Would you say that Glendale is a full- service firm? If not, how would you describe it? Boutique? Glendale is a boutique firm that spe cializes in assisting clients in depositing and trading OTC and small cap listed securities. Part of the process in assisting these transactions is the filing of the form 211 and obtaining DTC Eligibility for issues that our clients are depositing with us. If the issuer is not DTC Eligible, and there aren’t publicly avail able quotations, we cannot take orders or deposits

from clients. Therefore, to facilitate our customer’s orders we file for DTC Eligibility and file form 211 applications.

CAN A RETAIL INvESTOR OPEN AN ACCOUNT?

Retail investors can open an account, deposit their securities, and if applicable Glendale will make a market in the security that they intend to trade in to facilitate their orders.

CAN INvESTORS BUy AND SELL mICROCAP STOCKS AT gLENDALE? yes

68 Planet MicroCap Review www.PlanetMicroCap.com m ARKET m AKER CORNER
// By Eric Flesche 80 microcap review magazine www.SNN.Network M ark ET M ak E r corn E r
//

WHy IS IT SO DIFFICULT FOR INvESTORS TO TRADE mICROCAP STOCK AT ANy BROKERAgE FIRm? ARE THERE SPECIFIC RESTRICTIONS OR IS IT AT THE DISCRETION OF THE BROKERAgE FIRm?

The securities that are tradable is at the discretion of each brokerage firm. Strict regulations on OTC trading and deposits have caused many broker dealers to exit the business entirely, rather than deal with the additional compliance requirements.

HOW HAS REgULATORy OvERSIgHT AND NEW RULES ImPACTED mICROCAP TRADINg?

We think that microcap trading has been impacted by heightened regulatory oversight over the past several years. Many brokerage firms have now turned off all trading in OTC securities presumably due to the strict regulatory oversight. There are large online firms that don’t allow any trading and large full-service firms that don’t allow any OTC trading. Compliance departments at these firms claim that microcap stocks are illiquid and can be easily manipulated for fraudulent purposes. While this may be true in part, there are better ways than turning off trading to deal with these issues. Ironi cally, as more firms turn off OTC trading, it will likely further decrease liquidity. Regulators should take notice that if they overregulate this business, more and more brokerage firms will exit the business instead of dealing with overburdensome compliance requirements.

HOW WOULD yOU BEST DESCRIBE THE DAILy ACTIvITIES OF A mARKET mAKER?

Market makers directly represent quotations without going through an intermediary, bids/offers for client and firm interest in a security. During that quotation process, market makers take positions both long and short in a security in the regular course of making a market.

WHAT DIFFERENTIATES gLENDALE FROm ITS PEERS? ARE THERE ANy PEERS?

There are surely peers depending upon the metrics one uses to compare dealers. However, Glendale believes that it differentiates itself from other market makers by taking a long-term interest in its client’s securities when it facilitates the execution of orders.

IN gENERAL, WHAT FACTORS DETERmINE yOUR BID AND ASK PRICE OF A STOCK yOU mAKE A mARKET IN?

Client orders are the primary driver of bid and ask prices. The firm will also represent its interest at certain levels, but typically we will be more active when we have more orders to represent.

HOW DO mARKET mAKERS INTERACT WITH ONE ANOTHER?

It’s not uncommon to have 2-3 wholesale market makers, a couple of boutique firms and a couple of ATS entities registered in an OTC security. An active security will usually have over 5 MPIDs registered.

WHAT’S THE DIFFERENCE BETWEEN AgENCy TRADES WITH COmmISSION OR PRINCIPAL TRADES WITH A mARKUP/mARKDOWN?

As a dealer we can either send the order to another dealer or ATS for execution acting as an agent, or we can execute the trade as a principal internally. Some clients think that acting as agent is better because the firm is not trading against the order. However, its often misunderstood that regardless of how we execute the order, we are required to pro vide best execution to the client. In addition, we are not allowed to trade for our own account at a price and size that could execute a client order unless we simultaneously fill the client as well. Ultimately, we are making markets to facilitate client orders, not to make more money off the same order.

HOW DOES A mARKET mAKER mAKE mONEy TRADINg STOCKS?

We make markets primarily to facilitate our cus tomer orders. We make commission or a markup/ markdown (which is charged at the same rate as a commission) on the trades we execute. Sometimes we take positions in stocks that we make a market in and sometimes we profit or have a loss when the security increases or decreases in price respectively.

For more information: www.GlendaleSecurities.com

Planet MicroCap Review 69www.PlanetMicroCap.com
Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.
70 Planet MicroCap Review www.PlanetMicroCap.com Market Maker DWAC Deposits Certificate Deposits Form 211 Applications OTCQB/OTCQB/OTC/Pink Sheets Eric Flesche Brittany Kendziora Esmeralda Rivas DTC Eligibility 818 - 907 - 1505 cs@GlendaleSecurities.com www.GlendaleSecurities.com Member FINRA/SIPC

ON-DEMaND aCCOuNTiNg aND FiNaNCE

5 ThiNgS FOR MiCROCaPS TO CONSiDER

Being a public company is expensive. Regulatory and compliance costs associated with accounting and finance rules can have a major impact on a company’s EBITDA. Finding ways to better manage these expenses can add significant value to a firm.

As former corporate finance executives and current partners of an on-demand CFO services provider, we have experienced the search for good finance, accounting, and operations support from both sides of the table. Choosing the right finance and accounting staff solution for your business is a matter of balancing your immediate needs and future plans with your resources. In the following article we explore a number of items to consider as you explore your options to meet your finance, accounting and compliance needs.

IS AN ON-DEmAND SOLUTION RIgHT FOR yOU?

If you are open to alternatives to full-time staff and focus on outcomes, there are huge opportunities to find and utilize external, on-demand resources. You just need to determine what kind of solution will work best for your needs. To understand your needs, you need to 1) know what you are trying to solve for, and 2) align your talent to solve that problem.

• What are you trying to solve, or what tasks do you want undertaken? Are they one-time projects like cleaning up your accounts, getting help with a capital raise, or a first-time audit? Are they ongoing – such as preparing SEC filings, closing out monthly or quarterly books,

or budgeting, forecasting, and reporting?

• As for talent, you need to align staff with the problem your solving. Does your current staff meet your business needs today? Do they meet them into the future? Do you need leadership, like a CFO, who will own the process for you?

WHERE IS THE COmPANy IN ITS gROWTH TRAjECTORy?

On-demand solutions are extremely flexible and can adapt for any stage. From creating plans to reach

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strategic milestones to implementing a new ERP system, or managing quarterly SEC filings, there are many engagements well-suited for outsourcing to an external vendor. Whether a project-oriented or longer-term engagement makes sense will depend on where your firm is in its lifecycle.

ARE yOUR NEEDS OPERATIONAL OR STRATEgIC?

ARE THERE INDUSTRy SPECIFIC ISSUES?

Your finance and accounting operations collect the data and information needed for reporting, analysis, and decision making. As a publicly-traded company you probably have the operational basics covered – it’s a requirement. But the difference between operational and strategic is the difference between managing the close process vs. fixing the close pro cess – establishing systems, timing, quality assurance, and architecting the process from a forward-looking perspective. Financial strategy can also encompass a wide array of services from capital planning to financial modeling of cashflows to secondary equity or debt offering planning. Prioritizing these needs can help determine how an outsourced solution can best support you. The better you know what you are looking for – the better the results will be.

Engage any prospective outsourcing partner in discussions about your requirements. Their outside perspective can even suggest what you might need, and it is a big part of the relationship building process. The experienced on-demand providers, like Eventus, have worked with many firms in similar situations to yours and helped them overcome the challenges they were trying to surmount.

Sometimes industry specific knowledge trumps gen eral accounting and finance skills. If your business operates in a unique industry, can the differences be quickly learned by a finance and accounting general ist? Crypto is one example that comes to mind. The current environment for managing the accounting of crypto is highly fluid. Experience and expertise in crypto are difficult to find but needed if that is your business.

COSTS vS. vALUE

As always, when looking for vendors, shop around –but avoid shopping on price alone. Many factors will go into the pricing of an outsourced solution – from actual tasks to the alternatives for a more strategic

approach to the problem. Often an outsourcing partner will identify issues you didn’t know were issues but need to be addressed.

When thinking about costs consider the entire team. What is the cost to build out or replace the entire team you need to do the job – both the tasks and the strategic management of the finance function? If you hire in-house, is there enough work for them to do to justify the comprehensive full-time employee cost – taxes, benefits, salary, bonus, etc.

Is the expense based on a single function, a CFO, controller, or accountant – or will you need three roles to meet your needs? You may need a CFO role 5% of the time, controller 20%, and accountant 40% – let alone the SEC filing team which usually is needed the most before a filing for a public company. Can you fill this need with one person? If current staff can do part of the job – but what about the other aspects?

When analyzing costs, focus on the entirety of the needed team. An outsourced solution should save you 30-50% compared to hiring in-house full-time. The savings come with the added benefits of greater flexibility and more experienced professionals.

THE RELATIONSHIP mATTERS

With an outsourced solution, you need to have confidence not only in the manager doing the work, but also the entire firm. It is a strategic vendor relationship that, when successful, will make your firm better operationally, strategically, and profitably.

The outsourced manager will be a member of your team and a part of your leadership. You want to get to know them and trust them – like you would an employee. This will help you get the most out of the relationship with the partner.

With the leaders or owners of the firm get to know them as you would any trusted advisor. They are there to add value to your business, as well as accommodate new requests, changes to the team, or address shortfalls in expectations.

For more information about Eventus Advisory Group, please visit: www.eventusag.com

Planet MicroCap Review 73www.PlanetMicroCap.com
Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

DOOR halF OPEN

Why i aM STill OPTiMiSTiC aBOuT ChiNa

It’s chic to be bearish about China these days. You don’t even need to look at the stock charts. Just sample a few of the headlines.

“European businesses are rethinking their plans for a ‘closed’ China,’” states a recent report from CNBC. “Tech Companies Slowly Shift Production Away from China,” according to the New York Times Bloomberg offers up a breathless account, “This is What Life’s Like in the World’s

Strictest COVID Zero City.” Business Insider informs us that the next generation of Chinese has turned its back on American education, “Chinese students have helped bankroll the US economy. Now fewer want to study here, and it risks America’s position as a global leader.” While the Atlantic speculates that

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the impending doom of China may be a good thing for Americans, “China’s Mistakes Can Be America’s Gain.”

From the tone of these articles, one might imagine China is declining into the economic equivalent of a zombie apocalypse. Of course, the fact that most of the reporters, editors, and pundits on the “China beat” have not been able to set foot in the PRC for nearly three years doesn’t engender nuanced reporting.

So, with all this bad news, why do I remain a cock eyed optimist about China and the potential for a fruitful transpacific partnership between China and the US?

DATA PAINTS A BRIgHTER PICTURE THAN THE HEADLINES

As an accountant, I tend to focus on the numbers, and a different story emerges when you look at the data.

China’s inbound foreign direct investment is up by 20% in the first eight months of 2022 —multination als aren’t abandoning China; they are doubling down. 60% plan to expand their operations in China this year, per a PwC survey.

China has dominated global equity listings this year, with six out of the world’s biggest IPOs on the A-share market and far outstripping proceeds raised on the NYSE and NASDAQ, according to Bloomberg.

China is the world’s new energy superpower, pro ducing over 80% of all solar panels and 56% of the batteries required to power electric vehicles, per the IEA and Arena EV.

China cannot be ignored as a force in the world. My thesis is that the door to engagement with China remains half open, not slammed shut.

To frame this discussion, it is helpful to think about the phrase “open door” and how it resonates differ ently in American and Chinese ears.

To Americans, an “open door” to China suggests free access to markets, rules-based trading systems, market-based economics, and the chance, if we are honest, to reap immense riches from China’s massive consumer population and economic progress.

Those who remember their Chinese history will recall the “Open Door Policy” promulgated by U.S. Sec retary of State John Jay in 1899. Jay declared that this policy was “justly held” by America and Great Britain as “the only one which will improve existing conditions, enable them to maintain their positions in the markets of China, and extend their operations in the future.”

But to Chinese ears, the “open door policy” invokes images of gunboat diplomacy prying open the Chinese market by blasting Chinese ships, the forced mass addiction of Chinese to British opium, and a hundred years of trampled sovereignty and humili ation. They will also recall that the “open door” to their markets was proclaimed after Congress had slammed shut all future immigration from China with the Chinese Exclusion Act of 1882.

Only by understanding this history of where our relationship has come from can we understand the oscillating policies of China toward engagement with the outside world and the tensions embedded in our relationship.

ENgAgINg WITH CHINA WITH A DOOR HALF OPEN

What does it mean to have a door that is “halfopen?”

China has shifted from a full-throated embrace of globalization to the “dual circulation strategy.” This new stance seeks to balance the global integration that made China prosperous while hardening restric tions on security-related sectors, reducing China’s dependence on critical technology inputs, and promoting indigenous innovation.

China remains “open for business,” but only on China’s terms. MNCs still have very substantial market opportunities, but only if their business growth is aligned with China’s economic policy and industrial planning goals and if they are willing to play by Chinese rules. Businesses that threaten sectors deemed vital to core interests or offend Chinese sensibilities, even if unwittingly, will face severe consequences.

Businesses must adapt and adjust their risk calcula tions for an era of sustained heightened geopolitical tensions. The recent conflict in Ukraine has shown

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how a regional hot war can upend global markets overnight. But even ratcheting diplomatic tensions may entail collateral casualties. Companies and investors need to “thread the needle” between Chinese preferential policies for domestic players, increasing U.S. sanctions regime, and unpredictable geopolitical events.

CHINA POST-COvID

Companies have also realized that the COVID-19 era has drastically changed how we do business in China, perhaps forever.

Companies’ global top management has been locked out of China since early 2020, given that few can afford the extended quarantines and risk of getting locked down that a trip to China entails so long as the policy of “dynamic zero COVID” persists. In response, companies have had to develop digital infrastructure and resilient local teams who can operate with a high degree of autonomy.

China is far less attractive to foreign talent. Most ex patriates find the combination of travel restrictions, legal risks, and enhanced security and surveillance unpalatable, meaning that companies must invest in and grow local talent who can interact with foreign experts virtually.

The digital divide with China has become a chasm, as many virtual platforms used to run collaborative digital businesses in the West have been walled off, and China’s “great firewall” has become increasingly impenetrable. China’s digital communications and business infrastructure are increasingly incompatible with Western platforms, and Chinese platforms are opaque and inaccessible to non-Chinese users.

Given the factors above, companies are increasingly considering hiving off their Chinese operations from the rest of the world, from an operational and even a capital markets perspective. Certain MNCs may even embrace an A-share or Hong Kong listing for their China operations to anchor it with Chinese investors and government, obtain growth financing in local currency, and monetize the value of a higher growth business segment.

ESSENTIAL CHINA THEmES FOR INvESTORS AND mANAgEmENT

Some brave investors and corporate teams have decided that now when others have thrown in the towel, is precisely the right time to engage with China.

I would urge those seeking to deploy their capital or talents to work in China to keep several critical themes in mind.

First, the seemingly unstoppable growth of China’s export machine is unsustainable and will revert to mean. As developed markets go into recession, their ability to absorb limitless Chinese goods will be con strained. The U.S. and Europe have become acutely aware of the national security and supply chain risks associated with their prior embrace of unadulterated globalization and the associated hollowing out of the industrial base. Expect a sustained period of strate gic industrial policy by advanced economies and a strategic diversification of supply chains by MNCs. These companies want to reduce their vulnerabilities to future flares in regional tensions.

Second, cracks have appeared in China’s traditional model of driving top-down GDP growth based on speculative real estate and government-funded infrastructure. China’s real estate developers are severely wounded, apartment buyers are on strike, bank balance sheets are stressed, and infrastructure has reached the “bridge to nowhere” stage recalling Japan in the 1990s.

Given this, it falls to the Chinese consumer to finally “save the day” for China’s economy — place it on a more sustainable footing with a lower overall GDP growth rate but with a greater quality of growth and improved returns on invested capital. This is the path taken by every “Asian Tiger” in the past, and China is simply an Asian Tiger on Steroids.

76 Planet MicroCap Review www.PlanetMicroCap.com
Some brave investors and corporate teams have decided that now when others have thrown in the towel, is precisely the right time to engage with China.

These changes will create three essential themes for investors to consider.

OPPORTUNITy #1: PLAy gROWTH OF SOUTHEAST ASIA

Southeast Asia is positioned to be a primary beneficiary of the quest for supply chain resilience. Countries like Vietnam, Indonesia, Malaysia, and the Philippines tout their affordable labor forces, improv ing logistics and infrastructure, and favorable policy orientation towards the U.S. and Europe. While none has the scale to displace China’s dominant position, they will all benefit from capital and western exper tise inflows.

The IMF has forecast that China’s share of global export growth will fall from #1 at 6.6% in 2016-21 to #8 to 3.4% from 2022 through 2026. Over that same period, Southeast Asia’s share is forecast to rise to the #1 position with 5.6% growth between 2022 and 2026.

Southeast Asia also has demographic tailwinds in its favor, with a far younger population than North Asian countries and only 50% of the people living in urban areas. Its consumers have a ravenous appetite for consumer goods and services that will support a more balanced economic development profile as a more significant proportion move into the middle class. Traveling to Vietnam today recalls China’s hunger for progress and breakneck expansion 15 years ago.

In addition, Southeast Asia is embracing digitization at hyperspeed. Unlike China, Southeast Asia uses the same core digital architecture and applications as Western businesses and consumers. But they also have a thriving ecosystem of localized digital business models and applications and a younger generation fully embracing start-up culture.

According to a study by Google, Temasek, and Bain, the region’s digital economy is forecast to grow from $170 billion in 2021 to $1 trillion by 2031 Global venture firms have taken notice, pouring nearly $26 billion into the region in 2021, resulting in 25 new local “unicorns “in just one year. While the pace of investment has slowed in 2022 as many of these companies seek to demonstrate a path to profitability, the level of innovation and energy is undeniable.

OPPORTUNITy #2: CHINA AND DECARBONIzATION

The issue of climate change cannot be solved without China’s full engagement and leadership. A complete break in relations with the West would doom any chance of passing an inhabitable planet to our children. According to the Rhodium Group, China emits 27% of the world’s greenhouse gasses, more than the entire developed world combined.

Fortunately, China is also the world’s leader in green energy production and installation, with wind and solar installations forecast to jump by 25% in 2022, to a record 156 Gigawatts, per the China Renewable Energy Engineering Institute.

China’s role will be essential in decarbonizing the global south and preventing them from adopting the carbon-intensive development and consumption model of the US, Europe, China, and India. The world’s best hope for limiting climate change is to help the global south go green before they get rich.

While developed economies have an essential role in this transition, only China has the operating scale and ability to deliver products at a price point to meet the demands of this remarkable industrial transformation. While Tesla may lead the EV scoreboard in U.S. and Europe, they will never be more than a rounding error in sub-Saharan Africa. Chinese manufacturers have a far better chance of producing products adapted to the local realities and economics of the developing world. And that is a massive opportunity over the next two decades.

OPPORTUNITy #3: WILL CHINA’S CONSUmER CLASS TAKE UP THE SLACK?

The case for exploding Chinee consumer demand is not a matter of if but rather when.

Fundamentally, China’s economy cannot continue to grow without a profound rebalancing in GDP distribution. China’s consumers made up just 38.5% of the GDP in 2021, compared to 68% of the GDP in the U.S., per the CEIC. China’s gross domestic savings rate is completely abnormal compared to traditionally thrifty North Asian neighbors, at 45%, versus 35% in Korea and 25% in Japan.

These excess savings have funded the ability of local

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governments to fund non-productive infrastructure and development projects and for consumers to invest in apartments that sit empty for years. But those chickens have come home to roost, and they are sick chickens.

As China eventually backs away from its Zero COVID approach, we can expect that consumer demand will be unleashed like a coiled spring – with frustrated consumers’ pent-up demand for travel, dining out, entertainment, and luxury shopping flooding the economy.

On a longer-term basis, the outlook for growth in the services sector remains robust. China’s rapidly aging population and the rebalancing from capital investment and exports will drive the share of GDP to services, as it has in every Asian tiger. This transition will create enticing opportunities for savvy global companies with robust localization strategies and teams that can sate the demand for high-quality services at a China price point.

WHy I Am STILL OPTImISTIC?

In summary, the opportunities for engaging with China continue to be substantial. But the bar for success is higher than ever before.

For my company MarcumAsia, doing business in China has been an unmitigated success, with record revenues in each of the past five years despite all the political drama and regulatory conflict in our industry.

On a personal note, marrying my wife, born and raised in China, was the best decision I have made in my life, providing me with years of joy and my treasured youngest son. As a microcosm of the US-China relationship, we often disagree profoundly about how we view the world. Still, we always find a way to compromise and realize that our lives would be deeply impoverished without each other.

As for those on either side of the ocean who preach the need for a total decoupling between the U.S. and China, I believe they profoundly underestimate the enormous costs that such a sundering would impose – in terms of economic prosperity, national security, and the prospect of our children inheriting a livable planet.

Far from the elegant “conscious uncoupling” proposed by Gwyneth Paltrow when she divorced, the busted-up “Chimerica” family would end up living on the street, dining on scraps, and fearing for their lives. Given those stakes, a little optimism and empathy can go a long way.

Drew Bernstein, Co-Managing Partner Marcum Bernstein & Pinchuk (MBP)a leader in SEC audit accounting and consulting services to Chinese companies seeking access to capital markets.

In 1983, Drew Bernstein co-founded Bernstein & Pinchuk. Additionally, he co-founded MarcumBP, which is a member of the Marcum Group and an affiliate of Marcum LLP. a leading U.S. accounting and advisory firm. Both firms have multiple offices within the United States and Asia.

Bernstein is a distinguished expert with deep knowledge of the China and U.S. financial ecosystem with experience extending across Asia. Europe and Africa. Industry experience encompasses technology. retai l. manufac turing, hospitality, pharmaceutical and real estate. Bernstein directs a global team, featuring highly trained PCAOB and SEC accounting experts and financial consultants working in New York as well as Beijing. Tianjin. Shanghai. Shenzhen. Hangzhou. and Guangzhou.

Additionally, Bernstein is considered a valuable thought leader and news commentator. He has published articles for Forbes.com and China Daily and is a frequently called upon source by prominent media such as China Global Television Network. CNBC. Bloomberg TV. The Financial Times. The South Chino Morning Post. The Wall Street Journal. Yahoo! Finance. and more regarding Chinese IPOs. China’S economic growth. investment appetite, innovation trends, corporate governance, SEC regulations and more.

Bernstein graduated from the University of Maryland with a B.S. in Accounting. Currently, he resides in New York City with his wife and children.

About MBP Marcum Bernstein & Pinchuk LLP (MBP) offers specialized audit and advisory services to support SPAC sponsors and SPAC targets in Asia. MBP and its parent company, Marcum LLP. have been involved in more SPAC transactions than any other audit firm. MBP is the only audit firm to have a dedicated SPAC team for Asia. MBP performs all audits for Marcum in Greater China. and MBP is a top-five auditor for Chinese companies listed in the United States.

The dedicated SPAC team has worked with SPAC sponsors, underwriters, and targets. MBP draws on wide-ranging experience with the initial publiC offerings and subsequent business transactions forged by such companies. MBP has designed its audit platform to deliver the technical expertise. efficiency. and urgency required by SPAC IPOs. This includes high-quality. PCAOB-compliant audits for private Asian companies that are contemplat ing entering a SPAC merger.

Website: U.S.: https://www.marcumbp.com: China: https://cn.marcumbp.com

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

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LUCOSKY BROOKMAN GIVES BACK

Lucosky Brookman LLP, a leading corporate law firm, is devoted to contributing time and resources to giving back to the community through a hands-on approach to charitable activities. Since 2014, Lucosky Brookman, together with its friends, clients and colleagues, has donated over $775,000 to charitable endeavors throughout the world. In 2017, Lucosky Brookman founded the Lucosky Brookman Foundation, a public 501(c) (3) charity, through which the Firm uses the power of philanthropy to impact the lives of those less fortunate.

Lucosky Brookman invites you to join it in supporting The Save A Child’s Heart Foundation (SACH). SACH is a global humanitarian organization, with a mission to provide life-saving cardiac care to children of all backgrounds, regardless of race, religion, gender, nationality, or financial status, who suffer from congenital and acquired heart defects and have no access to quality care in their native countries. SACH is also committed to providing training to doctors from developing countries to set up local centers of competence. To date, SACH has have saved the lives of 5,000 children from 58 countries and has trained over 120 international medical personnel.

To learn more or make a donation visit www.theLBF.org

Planet MicroCap Review 79

uS CaNNaBiS valuaTiONS

CONTiNuE TO DECliNE, aS DOES ThE BROaDER MaRkET

Post-pandemic new issues have arisen for the sector, inflationary pressure on overall consumer spending, multi-state wholesale pricing declines, a mess in the overall California landscape and a scarce number of investors with a never-ending rising cost of capital. However, we are staying pot committed as the long-term growth prospects of the sector have never been better.

OvERALL mARKET TRENDS:

macro sales are still strong and gROWINg: Based on retail-level sales data, macro sector sales have experienced average month over month growth of

between 1% and 2% so far in 2022. Canaccord Genu ity estimates the total legal cannabis sales in the US are currently run rating at close to US$25B.

Rising Inflation and wholesale pricing declines likely to remain: All operators throughout 2022 have been negatively impact that 40+ year high inflation has had on consumer spending habits. Most wholesale markets in the United States are continuing to experience price compression. In some instances, this is a result of general market satura tion mainly in California and the overall impact of illicit sales in many states.

80 Planet MicroCap Review www.PlanetMicroCap.com CANNABIS CORNER

Top 5 mSOs are well positioned amid a slowed environment: The 5 largest MSOs are profitable, have access to capital and are still operating with relatively attractive gross margins of close to ~50% and adj. EBITDA contribution just under 25%.

Sector valuations are low and require federal legislative change. Overall sector valuations are particularly sensitive to the prospect of legislation progressing at the Federal level. All participants in the industry must plan that the likelihood of cannabis becoming legalized or de-scheduled in the foresee able future remains remote.

valuations are at all-time lows: Per Canaccord Genuity the average MSO currently trades at 4.4x its 2023 EV/EBITDA – over 70% lower from the sector

highs of early 2021 and >50% below the multiples of more traditional CPG companies. Until the sector attracts more institutional capital or a change at the federal level, we believe valuations may still be susceptible to downward pressure. MSOs still have attractive risk/reward prospects, given that company fundamentals.

Seth Yakatan C-Level Corporate Finance Specialist

• Instituted a turn around at Eaze since 2019

• Raised in excess of $300.0 million

• Culminating in Eaze acquiring multi-state retail leader Green Dragon, creating nation’s largest MSO Delivery operation and biggest Californiaheadquartered MSO

• Over the past eighteen years as a co-founder of Katan Associates (KAI), Seth has successfully structured and managed strategic alliances and deals, based on his insight and expertise in the US and Global Cannabis and Life Science sectors

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Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional. 2022 yTD uS cannabis sales – top 13 markets
Cannabis valuation Comparable Matrix

create the enthusiasm or creativity needed to raise capital or create a viable strategy. A corollary to this statement is whether Board members have brought in investors to help finance the company. I once had a new Board member who thought the company was on the verge of getting a breakthrough drug approved for a very important indication. During the interview process he bragged about his net worth but when it came time to help finance the company, he did not participate because he realized the drug was not going to FDA for at least two years.

WHAT ARE THE BOARD DyNAmICS?

You can learn a great deal by talking with individual Board members and if possible senior managers about Board members interactions with one another. One time I was interviewing with a Board member, and he called a fellow Board member a glorified paint salesman! That should have been enough of a red flag to have me question taking the position. Also, the flip side is also important. In a different situation, I was brought in as the new CEO because the former CEO was being sued by investors. When I arrived at my first Board meeting the individual was still on the Board! He was a friend of the Chairman of the Board. It took me six months to have him resign from the Board.

WHAT SKILL SETS DO INDIvIDUAL BOARD mEmBERS POSSESS?

Board memberships sometimes have interesting histories. The composition of membership may have been shaped by personal friendship, financings, founders, or politics. A strong Board should have members that know biotech, drug development and/ or financing public companies. Having members that have no experience in any of these areas makes for a difficult board for management. I once had a Board member who was skilled CPA accountant. He had been on several Boards of companies that actually had a revenue stream, and he knew the audit process and public company filing processes exceptionally well. He was completely unaware of the risk profile of biotech companies. Every financing opportunity I presented he balked at because he couldn’t understand the cost of capital for a biotech company with no products approved. This led to delays, much aggravation and a divided Board. If possible, determine if the Board is open to adding a new member(s) with a defined skill set.

As I mentioned at the beginning of this article, Boards are critical to the success of biotech companies. In theory, they should work with the CEO and senior management to help move the company forward both strategically and financially. Sadly, this is not always the case. Self-interest, greed and incom petence are among the most common reasons for failure in this regard. Many times, the issues listed above may be mitigated by a CEO willing to put in the time to communicate and develop relationships with individual Board members. I tried to accomplish this with weekly calls when needed or occasional lunches with local Board members. It is important to realize that in most cases it is extremely difficult to change Board members as a senior manager. Most Boards are voted in at annual Board meetings. I encourage you to look at the difference between a plurality vote or a majority vote for Board membership to see how difficult it can be to vote someone off a Board.

In summary, completing due diligence on the Board you will be working with is a critical piece in determining your success with your new company. Obviously, it is not the only factor but be assured a competent and helpful Board will go a long way on your journey.

John N. Bonfiglio PhD MBA and has over 30 years’ experience in the biotech/pharmaceutical industry Including over 20 years as a C-level execu tive in the biotech industry.

Dr. Bonfiglio started his career with 11 years at Allergan pharmaceuticals. He spent 3 years at Baxter HealthCare before starting a career in small biotech companies. He rose to the position of CEO at Peregrine Pharma ceuticals where he turned around the financially strapped public company.

Dr. Bonfiglio was named COO at Cypress Bioscience while the company was reinventing itself as neuro-pharmaceutical company. He then joined the Immune Response Corporation as CEO and was responsible for raising over $50M and restarting clinicals in the HIV and MS areas.

As CEO at Argos Therapeutics a privately held oncology company, he raised $35M through a series C financing. His tenure at Argos produced clinical data which led to an IPO and subsequent financings.

Following Argos, he became President and CEO at Oragenics in Tampa, Fl. Here he completed two strategic deals with Intrexon Corporation, raised $29M relisted the company on the NYSE:MKT and refocused the company on new novel and proprietary antibiotics

Dr. Bonfiglio was the COO at TapImmune where he was responsible for starting a clinical program, raising capital and relisting the company on Nasdaq. The company is now known as Marker Therapeutics (MRKR -Nasdaq).

Dr. Bonfiglio has held independent Board positions at GT BioPharma (GTBP), Microlin and Genprex (GNPX).

He recently joined Sequella a private company developing new therapies for Multi Drug Resistant tuberculosis as an executive Board director.

To reach Dr. Bonfiglio: bonfiglio.john@gmail.com

professional.

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Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment

Boat Rocker media (TSX: BRMI)

Q&a WiTh CEO, JOhN yOuNg

RK: LET’S START WITH A qUICK OvERvIEW OF THE BUSINESS…

jy: Boat Rocker (TSX: BRMI) is the home for creative visionaries. An independent, integrated global entertainment company, Boat Rocker’s purpose is to tell stories and build iconic brands across all genres and mediums. With offices in seven cities globally, Boat Rocker’s creative and commercial capabilities include Scripted, Unscripted, and Kids & Family television production, distribution, brand & franchise management, a world-class animation studio, and talent management through Untitled Entertainment.

RK: HOW WOULD yOU DESCRIBE THE COmPANy’S PERFORmANCE TO THIS POINT (BEgINNINg OF SEPTEmBER 2022) IN THE yEAR? HAvE yOU REACHED THE mILESTONES AND gOALS THAT yOU SET FOR THE COmPANy?

jy: For 2022, we have seen continued momentum across our business in the first half of the year with more than 40 shows in various stages of production. Currently we have seven premium scripted series on our FY 2022 slate. The expansion of our premium scripted slate from two shows in 2021 to seven this year underscores our focus on creating and delivering high quality shows to a wide range of leading streamers and broadcasters globally and investing in owned IP.

This quarter (Q2) we began to deliver on the antici pated ramp in Adjusted EBITDA, which we expect will continue in the second half of the year. Although revenue was up only modestly over the prior year period, driven by a 61% increase in Kids & Family and 12% in Representation, Adjusted EBITDA grew by 185%, which speaks to our ability to improve Adjusted EBITDA margins as we forecasted previously.

We expect Adjusted EBITDA for the year to fall at the lower end of our previously stated range of $40 mil lion to $50 million, but still be reflective of significant growth over the prior year at 25% at the lower end. For 2022, we anticipate lower revenue compared with last year, but improved Adjusted EBITDA margin in line with our previously stated expectations. As we have said before, annual Adjusted EBITDA is the most important measure of our performance, as well as Adjusted EBITDA growth over multiple years given the length of production cycles.

2022 share performance has been disappointing, off the back of a significantly weakened overall global stock market. Management believes the current share price does not reflect the intrinsic value of the Company and for that reason started a Normal

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Course Issuer Bid, or NCIB, beginning September 1st, as the repurchase of stock represents an attractive ROI and appropriate use of funds.

RK: ARE THERE ANy INDUSTRy TAILWINDS TO PUSH FORWARD SOmE OF THE COmPANy’S gOALS AND OBjECTIvES?

jy: We continue to see strong demand for content from streamers and broadcasters in general. While there has been meaningful consolidation amongst our buyers such as Warner Media with Discovery, Amazon with MGM Studios, Viacom and CBS, we are also see ing new players enter the market, like Amazon Freevee and ROKU– so the landscape is changing frequently. What isn’t changing, however, is the demand for, and volume of, new content that platforms need to popu late their channels and grow and retain –Boat Rocker continues to benefit from that need. The trend to date has shown total budgets from big streamers continues

to hold or grow. According to Morgan Stanley analysts, the top streamers are projected to spend upwards of $140 billion across sports and entertainment content in 2022 alone. Boat Rocker’s goal since the start, close to 20 years ago, has been to tell stories and build iconic brands across all genres and mediums with a focus on quality. By partnering with some of the biggest stream ing and broadcasting names in the business, including Netflix, Disney+, ROKU, Apple TV+, BBC, Amazon Prime Video and more, we hope to bring our content to a wide and global audience to enjoy.

RK: WHAT ARE SOmE OF THE COmPANy’S vALUE CATALySTS FOR THE REST OF 2022, gOINg INTO 2023?

jy: It has been a very busy year so far! Certainly, a big part of what success looks like for 2022 is executing and delivering on all our shows across each of our divi sions. Doing so will position us well for 2023 in beyond, as success in 2022 should catalyze subsequent season

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renewals, international sales of our owned shows, and for our franchise brands like Dino Ranch, further ex ploitation of merchandise and licensing opportunities. And of course we are always invested in developing our slate so we have new projects to bring to market next year – this means focusing on in-house develop ment, optioning stellar existing IP, and partnering with creative talent through first look deals. Some of the projects we are currently working on include:

• The 2nd season of sci-fi series Beacon 23 for Spectrum and AMC.

• Orphan Black: Echoes, the highly anticipated spin-off series of international hit show Orphan Black, featuring Krysten Ritter.

• Near-fi scripted series Robyn Hood for Corus, created by and directed by Director X and written by award winning screenwriter, Chris Roberts (Orphan Black).

• Season 2 of Boat Rocker’s premium scripted drama series, American Rust, starring Emmy

winner Jeff Daniels and Golden Globe winner Maura Tierney for Amazon Freevee.

• Premium scripted series Slip, created, written and directed by Zoe Lister-Jones and produced with our partners at TeaTime Pictures, Dakota Johnson and Ro Donnelly, for The Roku Channel.

• Invasion Season 2 and mrs American Pie for Apple TV+.

• Downey’s Dream Cars, (working title), featuring Robert Downey Jr.for the Warner Bros. Discov ery streaming platform.

• Drag me to Dinner, a new cooking series cre ated and executive produced by and featuring Neil Patrick Harris and David Burtka for Hulu.

• Dino Ranch, our pre-school series which airs on Disney Junior in the US, remains the #1 pre school U.S. cable show for kids aged 2 to 5 in its 7pm time slot and is now available to view in 170 countries worldwide. Online toy sales have performed well so far this year, and we are excited to have the brand featured in Walmart’s upcoming 2022 Holiday Toy Catalog and on shelves across big name stores like Target and Amazon as well as other global stores. We now have a total of 45 licensees.

We are expecting great things from Dino Ranch not only from a viewership perspective, but also from a merchandise and licensing opportunity perspective. While it takes many years to create a super brand like Peppa Pig or PJ Masks, we are encouraged by the groundwork we continue to lay, and the results to date. Boat Rocker will continue to focus on build ing our pipeline of IP as we see that as an important part of our growth and future profitability.

For more information about Boat Rocker Media, please visit: www.BoatRocker.com

DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities regulatory authority

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN. information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertain ties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forward-looking statement that may be found in this article.

SNN does not engage in providing advice, making recommendations, issuing reports, or furnishing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest carefully and consult investment related information available on the websites of the SEC at http://www.sec.gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

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And of course we are always invested in developing our slate so we have new projects to bring to market next year – this means focusing on in-house development, optioning stellar existing IP, and partnering with creative talent through first look deals.

gETTiNg STaRTED ON ESg DiSClOSuRES

gETTiNg STaRTED ON ESg DiSClOSuRES

ThE SEC’S NEW ENviRONMENTal, SOCial aND gOvERNaNCE (“ESg”) RulES

ThE SEC’S NEw ENviRONMENTal, SOCial aND gOvERNaNCE (“ESg”) RulES

TThe SEC recently proposed a series of new rules which will significantly increase disclosure requirements that relate to: (1) climate related risks, (2) greenhouse gas emissions, and (3) climaterelated financial metrics. The SEC partly modeled the proposed climate disclosure framework on the

he SEC recently proposed a series of new rules which will significantly increase disclosure requirements that relate to: (1) climate related risks, (2) greenhouse gas emissions, and (3) climaterelated financial metrics. The SEC partly modeled the proposed climate disclosure framework on the

Task Force on Climate Related Financial Disclosure (“TCFD”) and the Greenhouse Gas Protocol (“GHG Protocol”) emissions reporting framework. As a law firm focused on providing services and counsel to the microcap space, we fully embrace the challenge these new requirements pose for the microcap

Task Force on Climate Related Financial Disclosure (“TCFD”) and the Greenhouse Gas Protocol (“GHG Protocol”) emissions reporting framework. As a law firm focused on providing services and counsel to the microcap space, we fully embrace the challenge these new requirements pose for the microcap

88 Planet MicroCap Review www.PlanetMicroCap.com LE g AL CORNER
72 MicroCap Review Magazine www.SNN.Network LE ga L cor NE r

space. These rules will apply to the public compa nies in the microcap space, along with the funds that invest in these companies. If you don’t intend to read the rest of the article, here’s the takeaway: the SEC is increasing your disclosure requirements by adding an ESG requirement.

WHAT ExACTLy ARE ESg DISCLOSURES?

ESG is the acronym for the three required factors: environmental, social and governance. First, let’s discuss the “Environmental” factor. According to the SEC, “The environmental factor usually focuses on a company’s impact on the environment or the risks and opportunities associated with the impacts of climate change on the company, its business and its industry”.1 Most companies approach this factor by putting in place a plan for the near future and listing goals that they plan to reach by the desired date. One of the most common plans is to reach net zero emissions by 2050. The environmental factor is usually broken down into five categories: energy consumption, water consumption, environmental management, CO2 emissions, and waste. The most common measurables that can be found across the board are scope 1 and scope 2 emissions, which themselves are both direct and indirect GHG emis sions respectively.

The “Social” factor usually focuses on a company’s diversity and inclusion policies, health and wellbeing of their employees, and human rights. Companies tend to disclose statistics that show the percentage of their workforce that are minorities such as women or people of color, along with the percentage of them that are in management positions. One of the ways that the health and wellbeing of employees is usually addressed is by aiming to have a safer workplace. Companies typically accomplish this goal by having safety measures in place and providing employees with the appropriate amount of training needed to complete their jobs efficiently and safely. Companies show how safe their workplace is by disclosing statistics that show work related injury and fatalities rates. The second way that companies address health and wellbeing of employees is by having zerotolerance policies for harassment and by mandating harassment training for employees. Companies show that they are proponents of human rights by

1 https://www.investor.gov/introduction-investing/investing-basics/ glossary/environmental-social-and-governance-esg-investing

proactively attempting to mitigate any potential risk that their operations and suppliers use any forced/ bonded labor or child labor. This is usually monitored by quarterly audits done by the company.

The “Governance” factor is measured by how the company is run by the board of directors and tends to be a bit broader than the previous two. When it comes to governance, companies usually focus on making sure that their board is diverse, that they have strong ethics and compliance programs in place, and that there is transparency. When it comes to board diversity, companies try to show that it is composed of people who bring a diversity of experi ence, expertise, and ethnicity to the table. Ethics and compliance programs also play a big role in governance because they ensure that the company is complying with all applicable laws and regulations. These programs also limit the risk of bribery, cor ruption, and insider trading. To show transparency, companies tend to disclose any lobbying expenses or political contributions, tax information, and execu tive compensation.

HOW WILL ESg ImPACT THE mICROCAP SPACE?

While ESG hasn’t hit the Microcap space hard just yet, it is the next wave. Larger companies are already dealing with it. The trend is clear. First the rules, which we just discussed. That empowers funds – for example, BlackRock has said it will use the power of institutional “votes” against boards of directors not aligned with its ESG imperatives. ESG focused hedge funds (yes, those already exist) have begun forcing board turnover through the proxy process. Litigation has inevitably followed. Attorneys general have initiated lawsuits claiming companies misled shareholders by not appropriately disclosing the companies’ understanding of climate change risks. Greenwashing claims have triggered state laws and the federal Lanham Act. Some public companies across various sectors have been sued for failing to maintain diverse boards.

The good news is there is still time. The Rules have been proposed but haven’t gone into effect yet. There should be a grace period once they are in effect. But the time to act is now. In fact, some U.S. companies may well have to report on ESG already. The Council of the European Union and the Euro pean Parliament reached a provisional agreement on a corporate sustainability reporting directive (CSRD)

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that would require more detailed reporting on “sustainability issues such as environmental rights, social rights, human rights and governance factors.” Many companies in the microcap space are players in the EU, which is far ahead of the U.S. on ESG reporting. PULLP’s advisory practice helps compa nies navigate the legal and business ramifications of developing, reporting, and implementing ESG initia tives. We advise on matters such as sustainability, stakeholder engagement, corporate governance and social responsibility, crisis management, diversity and inclusion. PULLP also leverages our relation ships with environmental consulting and stakeholder engagement firms to provide strategic guidance to our clients. We invite you to contact uretsky@pullp. com or call 212.571.1164 for a complimentary ESG analysis.

PULLP’s Microcap ESG Advisory is one of the only ESG Advisory groups specializing in ESG for the microcap space. Jon Uretsky is the founding and managing partner of PULLP. Mr. Uretsky has a broad multidisciplinary practice that includes extensive experience in litigation and dispute resolution, regulatory investigations (including FINRA and SEC matters like those described above). In addition, he counsels corporate boards, board committees (including special committees) as well as being a personal adviser to many entrepreneurs, business leaders and corporate executives. He has counseled clients on significant litigation, regulatory and transactional matters across multiple industry sectors. Additionally, the PULLP team has extensive experience negotiated mergers and acquisitions (including reverse mergers); domestic and cross-border investments/ joint ventures; the representation of private equity; venture capital and other private investment funds; securities offerings; and private and public financings.

Note:

1. Special thanks to Jimi Akindele, Director of ESG at PULLP, and Rafael De Leon, a Law Clerk at PULLP, for their assistance in researching and the preparation of this article, as well as their help in the many ESG matters PULLP handles.

90 Planet MicroCap Review www.PlanetMicroCap.com
Note: This article is
not an
attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of
any
kind.
Investors are advised
to conduct their own research or seek the advice of a registered investment professional.
THE MICROCAP LITIGATORS pullp.com

haviNg ThE RighT iNSuRaNCE BROkER MaTTERS

As a Micro or SmallCap public company, or a private company that aspires to become publicly traded, the task of securing Directors and Officers Liability Insurance (D&O) coverage can quickly mutate into a journey, perhaps an odyssey, that is all too often addressed last minute.

This leads to company executives feeling like they didn’t get a fair shake at the market, were accept the terms of an insurance contract that they don’t fully understand, and they feel like they paid way too much for it.

HOW IT USUALLy HAPPENS…

Most companies know that in order to attract high caliber board members and corporate officers proper insurance coverage is, or will be, required. Budgets are established for legal advice, accounting, transfer agents, Edgar filing, investor relations, public relations, travel, etc. Usually, insurance is a line item in that same budget, but often the estimated cost is calculated using some technique akin to a “finger in the wind.” Eventually, the time comes to start the process of getting quotes, and this is where the fun (and frustration) begins.

Where do you begin? Almost everyone knows an insurance broker or agent of some kind, so naturally that’s a common starting point. The problem is, almost no one knows an insurance broker or agent that actually understands the nuanced public company insurance market. This type of coverage is secured in a specialty marketplace and requires experienced and qualified brokers and insurers, with

out exception. Unlike your home or auto insurance, and in some cases even your basic Businessowners package (e.g., general liability), you can’t create an efficient, effective, and competitive bidding process via online quoting platforms, or by simply just asking several different insurance professionals to provide quotes.

Next, you’ve got quotes, and all of them stink. Now what? Chances are, whomever you’re working with is going to tell you they’ve submitted to every insurance carrier there is, and “I’m sorry, but this is just how much it costs…”. Not surprisingly, getting your company in front of the right insurance carriers is far more important than getting in front of “all” of them. In most cases, this is where the breakdown occurs, and naturally you’re relying on someone else’s advice. This is why having the right insurance broker is so important. For MicroCap and SmallCap companies this can be a real challenge. This seg ment of the specialty insurance market is dominated by massive brokers whose priorities are elsewhere, i.e., focusing on their larger clients where the premiums are higher (and the commissions). The alternative to one of these large providers is often a much less experienced “generalist” insurance broker that might give you all the attention you deserve, but they’re walking into the market blindfolded.

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It’s not your fault, you’re not alone, and it doesn’t have to be so painful (and expensive).

HAvINg THE RIgHT INSURANCE BROKER mATTERS.

Simply put, the directors and officers of public com panies often lack an effective voice in the specialty insurance market. Assurtrak Insurance Brokers was built to fill this void. We have decades of specialty commercial insurance brokerage experience, and we focus on companies like yours. Our passion is creating educated insurance buyers and making the buying process make more sense, overall. Having an advocate that knows the current state of the insurance market, where the pressure points are for an insurance underwriter, and the relationships to get your company to the top of that underwriter’s queue will ensure the best results.

We don’t stop at a good price. The best price is a great place to start, but too many insurance buyers stop there. Not all insurance policies are created equal, and it’s all in the details. We will take the time to help you understand what your options are and what the contract your purchasing is intending to cover, and what it is not. Having a broker that can communicate the differences from one option to the

next will make the decision seem simple.

Take the first step toward better risk management, we’ve got your back. Whether you have a current policy in force, need to buy new coverage, or you are just trying to plan for the future, we want to share what we know with you, and it would be our pleasure.

Contact Assurtrak Insurance Brokers (704)771-1294 info@assurtrak.com www.assurtrak.com

About the Author:

John D. Farris Partner | Assurtrak Insurance Brokers (704)771-1295 jfarris@assurtrak.com

Assurtrak Insurance Brokers is one of the only insurance providers focused on specialty commercial insurance solutions specifically for microcap public companies. John D. Farris is the founder and a partner at Assurtrak. John focuses his efforts on advising companies through the insurance procurement process for currently publicly traded companies across multiple exchanges, as well as through uplistings, IPOs, SPAC transactions, and dissolutions.

Planet MicroCap Review 93www.PlanetMicroCap.com
Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

POST-PaNDEMiC hONg kONg MOvES TO FORTiFy STaTuS aS iNTERNaTiONal FiNaNCial huB

Over the past two years, Hong Kong’s economy has been crushed by economic disruptions from the Covid pandemic and market volatility fuelling speculations the SARs will end the year in a recession.

While the majority of the world had already lifted their strict pandemic controls, Hong Kong only recently removed its strict quar antine measures. The hesitancy to open up along with the rest of the world put extreme pressure on Hong Kong’s status as an international financial centre. Furthering these concerns is Hong Kong dropping to fourth place in the 32nd edition of the semi-annual Global Financial Centres Index while Singapore moved up to the third position. As businesses faced a string of disruptions, tourism remained at a standstill and mass international events were eliminated, the labor force shrank to a decade low with top talent depart ing to rival economies such as Singapore, Thailand and many other western markets.

Further weighing on the markets is an uncertain global economic outlook, rising interest rates, a dearth of big IPO offerings and continued Covid-19 concerns in China which pushed the Hang Seng Index down 26 percent for the year, as of the end of September. The Hang Seng Index is currently sitting at its lowest level since October 2011 and is one of the worst-performing major benchmarks globally.

Despite the challenging market conditions, Hong Kong was able to take fourth place in IPO funds raised in the first nine months thanks to renewed activity in the third quarter and a blockbuster listing from China Tourism Duty Free, the biggest IPO of the year. For the first nine months of 2022, Hong Kong

saw 47 IPOs raise US$8.8 billion, the lowest since 2013. Homecoming listings continued to drive IPO activity with eight US-listed Chinese companies listing in Hong Kong in the first 9 months of the year. The homecoming listings have a combined market capi talisation of over HKD470.0 billion and contributed to more than 30% of total IPOs’ market capitalisation year to date. While 27 new listings in the third quarter raised a total of US$6.6 billion, almost three times the funds raised in the first half, appetite for IPOs remains weak amid the market volatility.

Having a pipeline of more than 140 listing applications, including China concept stocks, biotech companies, and a few potentially huge listings, Deloitte’s CMSG forecasts that 70 IPOs will raise at least HKD110 billion in Hong Kong by the end of 2022. Even as the recent debuts from electric-vehicle maker Zhejiang Leapmotor and China Vanke’s property service unit, Onewo, struggled to raise funds at the lower end of their pricing, companies set to list in the city include Betters Medical Investment Holdings, CALB, Flowing Cloud Technology and AIM Vaccine.

Widely sought after by the market in Hong Kong and overseas, Flowing Cloud Technology, is highlighted as Hong Kong’s first metaverse stock. The company ranks first in China’s AR/VR content and services market, accounting for 13.5 percent of the market share. Its IPO officially launched on 29 September and is expected to raise around US$ 100 million. On

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the first day of book building, the public offering tranche was oversubscribed 5 times.

China Aviation Lithium Battery (CALB), the country’s third-largest electric vehicle battery maker, is pursu ing an IPO to raise US$1.3 billion after pricing at the low end of its range of HK$38-HK$51 with the listing date on October 6th. CALB’s Hong Kong share sale follows the initial public offering by lithium ore miner and EV battery maker Tianqi Lithium, which raised US$1.7 billion in July.

Additional upcoming high-profile IPOs include 4Paradigm which is the latest AI company to pursue a Hong Kong listing. The company initially filed for a listing in 2021 to raise up to $500 million but decided to postpone its listing. 4Paradigm provides AI software that allows enterprises to develop their own decision-making AI applications in a range of industries such as banking, insurance, manufacturing, healthcare, retail and agriculture. Asian insurer, FWD Group Holdings Ltd, also recently renewed its filing. The company originally sought to raise about $1 billion in an IPO but has not disclosed the final size and timing of its current IPO.

As Hong Kong moves into its post-pandemic era, the government is taking initiative to revitalize its status as an international financial centre, cultivate fresh talent and ensure it remains an attractive listing destination. Stepping up its role in attracting capital and enhancing its ability to compete with other hubs to lure innovative startups, Hong Kong is reviewing reducing revenue requirements for hard-tech companies to list on the exchange. Following the success of adding the 18A chapter to its main board listing rules in 2018 to allow biotech companies with no revenue or profits to be listed, the HKEX is preparing a new chapter 18C scheme to accom modate companies in sectors ranging from artificial intelligence and chips to autonomous vehicles and smart manufacturing. The specific terms proposed for the companies according to insiders are:

• Firms pre-commercialization: market value re quirement for companies at the time of their initial public offering would be more than US$2 billion

• Commercialized firms: Revenue requirement would be HK$200 million (US$25 million) to HK$300 million, versus the current requirement of HK$500 million; market value requirement would be at least US$1 billion

Note:

Last summer, the city embarked on a new strategy to drive fintech development within Hong Kong over the next three years when it launched “Fintech 2025”. The city’s growing role in the field has already been recognized in the Global Startup Ecosystem: Fintech Report with Hong Kong joining Silicon Valley, New York City, London and Singapore as one of the top five fintech ecosystems. Ad ditionally, the Hong Kong Monetary Authority has moved into the forefront of CBDC innovation as it begins to work with banks and technology firms to test the e-HKD from the fourth quarter and pave the way for a virtual currency the public can use in the future to shop, dine out and make money transfers.

In an effort to provide mainland investors easier access to Hong Kong stocks and widen the Chinese currency’s worldwide usage, the HKEX is launching a system for yuan shares trading for southbound Stock Connect in the first half of 2023. Currently, Mainland China traders face exchange rate risk as trading Hong Kong stocks under the Connect scheme are only traded in Hong Kong dollars.

Despite pressures from its extended rigid quarantine and changing geopolitical landscape, Hong Kong con tinues to play a pivotal role in bridging East and West. The city remains a critical link between China and the world to facilitate the integration of mainland and foreign capital as well as a destination for the next growth engines and technological innovation. As part of China’s Greater Bay Area along with Macau, and nine cities in Guangdong, it is benefiting from China’s ambitious plan to create a hi-tech economic zone to rival the likes of Silicon Valley. With AR, VR, fintech and metaverse start-ups flourishing in the Hong Kong market, the city is strengthening its position in emerging technologies. Most importantly, Hong Kong is overcoming the current challenges to move into the post-pandemic era which offers a brighter outlook for the city as an international fundraising hub.

Ms. Leslie Richardson has over 20 years of investment management and equity research experience. She operates a boutique investor relations firm in Hong Kong for Asian companies listed in the U.S. and Hong Kong. She also assists private companies develop investment material and build an investor following in preparation for a public listing. Additionally, she is the Asian Correspondent for Micro-Cap Review, www.microcapreview.com, a financial magazine focused on mirco-cap companies. Previously, she worked for CCG Elite in assisting Asian-based, U.S. listed clients formulate key communication strategies. Ms. Richardson began her investment career at U.S. Trust Company then went on to join Odyssey Advisors as a portfolio manager and Director of Research. Ms. Richardson specialized in high growth sectors such as bio-tech, alternative energy, IT and telecommunications. She earned her M.B.A. from the University of Southern California. Ms. Richardson is based in Hong Kong. www.elite-ir.com.

professional.

Leslie Richardson

mentioned in this article

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This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment
does not own any of the stocks

“aN ExERCiSE iN ClEaR ThiNkiNg”

Here’s an oldie but a goodie . . . What weighs more, a pound of bricks or a pound of feathers?

Most people’s natural inclination is to say, “obviously bricks weigh more than feathers”. This is true, a brick weighs more than a feather, but a pound of anything is still a pound, so they weigh exactly the same. This question has been

successfully employed for generations to torment small children and semi-inebriated pub goers, dis guised as an exercise in clear-thinking. In retrospect maybe the question should be “Would you rather have a pound of bricks, or a pound of feathers?”

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Considering that the average red house brick weighs approximately 5 lbs it is probably easier to compare a brick to 5 lbs of feathers and yes, they would still weigh exactly the same! If you wish to purchase said house brick, rather than liberate it from your garden wall, or purloin it from a local building site, this will set you back around 50 cents. The same poundage of quality Canadian goose down feather stuffing can be purchased for $79.99 online and delivered free by Amazon. Accordingly, by making the astute choice of selecting the feather option in preference to house brick represents 160 times the value of the much-utilized building material. As a side by side, or pound for pound, as the case may be, comparison of utility, 5 lbs of fine Canadian goose fluff will insolate you from the chills of winter and/or provide a comfortable pillow or cushion…try doing that with a house brick! No one is advocating however that you should build your house out of feathers, bricks still have their place.

So, unless you are planning to corner the brick or the feather market sometime soon what is the point? I guess, in a somewhat convoluted and probably obvious way, I am saying things are not always what they appear to be at first glance. Let’s say there is a stock trading at $10 and another stock trading at 10 cents, which is the better company? Most people will gravitate to the $10 stock because there is a percep tion that stocks trading at higher prices have more market credibility, whereas anything trading below $3 and particularly below a dollar must be rubbish. What if the $10 stock had been at $100 a week ago and the 10cent stock had been 1 cent. The $10 stock is falling faster than a red brick in the ocean, whilst the 10cent stock is a new market darling. The $10 stock may only have 1 million shares on issue whist the 10cent stock could have a billion shares on issue, so we have a $10 million market cap company versus a $100 million market cap.

Barring a very rare, usually tech related “market flyer”, when do you ever see $10 stocks instantly jump to $100? At the MicroCap end it is relatively common to see stocks go from a penny to 10 cents or even a dollar over a short timeframe. It is far more prevalent in junior mining stocks, where a new discovery can excite the market and exponentially increase share prices and market caps, but it hap pens in other sectors, like biotech and tech, where positive or game changing news is disseminated and rerates the investor appeal of certain companies.

Australians, and our Canadian cousins, are well known for our love of penny stocks, the cheaper the better! Technically this should make no difference to share price growth because the value of a company is based on the number of shares times the price, however psychologically, experienced MicroCap investors know the leverage is always better with low priced stocks and the volatility helps to create an active trading environment.

With an increasing number ASX, TSX and CSE stocks establishing dual trading on the Over-The-Counter markets, OTCQX, OTCQB and Pink Sheets in the US this is creating opportunities for US investors to get down and dirty in Penny Stock Land and take advantage of the leverage this can offer. Is it riskier, in most instances absolutely it is, but perceived risk is relative to expected return. If the investor’s pri mary focus is asset protection or a steady dividend income stream you are likely not seduced by the MicroCap space to begin with, and specifically penny stock opportunities. For the rest of us we are up to our necks in analysis and due diligence, trying to sort out the wheat from the chaff, the apples from the oranges and the bricks from the feathers. I should add that a pound of feathers has far more surface area and far lower density that a pound of bricks, so I know which one I would prefer to land on my skull from a high vantage point.

To conclude, there is no substitute for research and analysis. The MicroCap sector can have its chal lenges, as it is usually bereft of quality independent research. Investors therefore need to roll up their sleaves and do the research themselves, follow successful management teams and/or the recom mendations of well-respected industry professionals.

Wishing everyone success in their MicroCap investing and successfully turning their speculative endeavors into solid “bricks and mortar” positions, although sometimes it will undoubtedly end up as “tar and feathers”.

Richard Revelins has worked as an international investment banker for over 30 years and specializes in listed public companies. He is a co-founder of Peregrine Corporate Limited based in Australia and is also a Managing Director at Cappello Group Limited based in Los Angeles, USA. He currently resides in Venice, California and divides his time between the US and Australia.

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

Planet MicroCap Review 97www.PlanetMicroCap.com

aSk MR. WallSTREET

aSk MR. wallSTREET

IF SHORTS ARE THE ONLY NATURAL BUYERS…WHY DO THE MAJORITY OF INVESTORS, SHAREHOLDERS,

C LEVEL MANAGERS, AND BANKERS HATE SHORTS SO MUCH?

IF SHORTS ARE THE ONLY NATURAL BUYERS…WHY DO THE MAJORITY OF INVESTORS, SHAREHOLDERS, C LEVEL MANAGERS, AND BANKERS HATE SHORTS SO MUCH?

Idefinitely have my own opinion about shorts and here it goes:

Idefinitely have my own opinion about shorts and here goes:

Since my early days on Wall Street “shorts” have been hated, feared, disrespected, reviled and for mi crocap & smallcap CEOs and their boards, simply the bane of their existence. Shorts get blamed by CEOs for everything wrong with their underperforming stocks. Poor performing CEOs conveniently blame price drops on “the shorts” and far too many times investors are willing to accept this excuse hook line and sinker. “The illegal naked shorts are killing my stock”, I wish I had a buck for every time I heard that said by a pressured CEO. How about CEOs during interviews with analysts trying to defend how great a job they’re doing while sitting with a giant reported short by sellers who have legally borrowed shares. Most CEOs hate to answer questions about their stock being shorted. Many CEOs go to great lengths spending serious money hiring consultants or numerous investor relations firms, or lawyers or buy services specializing in identifying the shorts in their stocks. Behind close doors and within the board room walls, identifying who is shorting stock leads to ordering shareholder lists from DTC and NOBO lists…

How much time is actually spent watching changes in shareholders? The rallying cry in the board room: Let’s fight these shorts any way we can after all it’s our responsibility, but is it?

Since my early days on Wall Street “shorts” have been hated, feared, disrespected, reviled and for mi crocap & smallcap CEOs and their boards, simply the bane of their existence. Shorts get blamed by CEOs for everything wrong with their underperforming stocks. Poor performing CEOs conveniently blame price drops on “the shorts” and far too many times investors are willing to accept this excuse hook line and sinker. “The illegal naked shorts are killing my stock”, I wish I had a buck for every time I heard that said by a pressured CEO. How about CEOs during interviews with analysts trying to defend how great a job they’re doing while sitting with a giant reported short by sellers who have legally borrowed shares. Most CEOs hate to answer questions about their stock being shorted. Many CEOs go to great lengths spending serious money hiring consultants or numerous investor relations firms, or lawyers or buy services specializing in identifying the shorts in their stocks. Behind close doors and within the board room walls, identifying who is shorting stock leads to ordering shareholder lists from DTC and NOBO lists… How much time is actually spent watching changes in shareholders? The rallying cry in the board room: Let’s fight these shorts any way we can after all it’s our responsibility, but is it?

I ask myself, what do shorts know that no one else knows?

I ask myself, what do shorts know that no one else knows?

It has been my experience that short players do deeper due diligence than longs, even more than buy side analysts. Shorts have their own criteria beyond reading company financials, press releases, SEC filings and conducting interviews with management via conference calls or in person. In particular shorts read and track public press releases especially ones that include financial projections, references to milestones, or reference to potential corporate developments that have caused stocks to hit new highs. Stocks that advance in price for no apparent reason often times make it onto the

It has been my experience that short players do deeper due diligence than longs, even more than buy side analysts. Shorts have their own criteria beyond reading company financials, press releases, SEC filings and conducting interviews with management via conference calls or in person. In particular shorts read and track public press releases especially ones that include financial projections, references to milestones, or reference to potential corporate developments that have caused stocks to hit new highs. Stocks that advance in price for no apparent reason often times make it onto the

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// By Shelly Kraft 86 MicroCap Review Magazine www.SNN.Network i NS ig HTS
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Kraft

shorts radar and continue to be monitored. Shorts traditionally follow big gainers with increasing liquidity. Shorts are diametrically opposite of longs in that longs buy low hoping to sell high while shorts sell high hoping to buy low. Both can be profitable, and both have varying degrees of risk but historically when the “great news” press releases and buying dries up since profit taking occurred market support for buying the stock slows or disappears. Slowly but surely the stock drops from its new highs therefore making it difficult for a stock to hold a strong bid. Some say that shorts keep companies honest and clearly bet against hype and promotion.

What happens when stocks lose their momentum, and their price begins to fall? Some longs may cost average down and we know how that usually ends. The shorts, patiently waiting for this moment, after having sold on the offer patiently into buying, can now sit and pick their spots and buy back to cover their shorts on the bid or below, or even buy in a

private placement with the company or find a block for sale from an insider, or watch the market makers until a block shows up. Most longs hit the bid or use market orders to get out which in turns feeds stock for shorts to cover. So, there’s the outcome of shorting and getting paid to wait for the inevitable. Shorts are the only natural buyer in town, in many cases they are the market equalizer. It’s not that they believe “long is wrong” but rather they continue to seek the justification for unwarranted price increases. Furthermore, every time a short sell occurs the sale provides cash to the seller which is available when necessary. Of course short players can get caught and get squeezed by the longs as well, which is the back and forth, give and take in the market between longs and shorts! And that’s what I think about shorts!

Ask Mr. Wallstreet is Shelly Kraft. He began on Wall Street in 1984 as a penny stockbroker, investment banker, rising to President of Emanuel & Company, a boutique IPO underwriter and microcap market maker.

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Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

iMagiNg BiOMETRiCS, llC, a SuBSiDiaRy OF iQ-ai liMiTED (OTCQB: iQaiF) (lSE: iQai)

mRI’S CENTRAL ROLE IN mEDICINE

Though a relative newcomer to the field of radiology, Magnetic Resonance Imaging (MRI) has been around since the late 1970s with the first images produced by Nobel Laureate Paul Lauterbur in 1971. Because MRI provides images of soft tissue (e.g., muscles and or gans) that are far superior to other radiologic imaging modalities, such as x-ray, PET, or CT, it is no surprise that MRI plays a central role in diagnostic medicine. Rarely does a patient pass through the doors of a hospital without a visit to radiology, which frequently includes obtaining an MRI at some point during their treatment management. Approximately 30 million MRI scans are performed each year in the US alone.

ADvANCES IN mRI TO EvALUATE TISSUE FUNCTION

In the 1990s, advances in MRI technology made it possible to collect images fast enough to also monitor tissue function in real time. For example, images can be collected every second while an MRI contrast agent is being administered. Using this approach, the delivery of blood to brain tissue may be monitored and abnormalities, such as stroke and aggressive brain tumors, evaluated, providing information not available with standard MRI scans of anatomy. Yet, while straightforward in principle, deriving accurate and quantitative measures of brain perfusion from the dynamic MRI signal is complex. This is where Imaging Biometrics stepped in.

Imaging Biometrics, LLC (IB), a subsidiary of IQ-AI Limited (OTCQB:IQAIF, LSE:IQAI), develops and provides visualisation and analytical software solu tions that enable clinicians to better diagnose and treat disease with greater confidence. Through close collaboration with top researchers and clinicians, sophisticated advancements are efficiently trans lated for routine clinical use.

IB’s flagship product, IB Neuro™, is one such exam

iBNeuro™ provides information about the distribution of blood vessels throughout the brain (at right),which is not available with standard MRi (at left).This information helps to inform the diagnosis and treatment management for this patient.

ple. It is based on over twenty years of research and development beginning at Massachusetts General Hospital/Harvard Medical School and brought to fruition by Dr Kathleen Schmainda, Professor of Biophysics at the Medical College of Wisconsin. IB Neuro has been proven through its use in several multi-center clinical trials for brain tumor patients, the only MRI perfusion software used in this setting. Moreover, IB Neuro is the only clinical (FDA cleared) perfusion MRI software that provides quantitative results that have been validated with spatiallymatched tissue biopsies. It is therefore no surprise that head-to-head comparison of IB-generated perfusion images outperformed leading competitors as described in a recent peer-reviewed publication.

IB PRODUCTS ADDRESS HEALTHCARE DISPARITIES

An additional feature that sets IB Products apart from its competitors is its founding goal to make advanced methods available to all healthcare sys tems – both large and small. Community hospitals in rural areas are able to provide the same level of information to their patients as large academic centers with an elite team of physicists. This is made

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possible because IB software products are designed as platform-independent and automated software plug-ins which can extend the base functionality of existing workstations, imaging systems, PACS, or medical viewers. By design, IB’s advanced visualisa tion software seamlessly integrates into routine workflows with the option of processing that can be made entirely automatic.

mOvINg TOWARD A STANDARDIzED PROTOCOL

While MRI perfusion technology has been around for several decades, not everyone did (or does) it the same way. Those different approaches led to conflict ing and inconsistent results from clinical studies and, ultimately, general skepticism about the clinical potential of MRI perfusion. The details are in the implementation of the model calculations. The foun dational work conducted by Professor Schmainda and her colleagues, as well as IB’s implementation of the model, paid close attention to the nuances of MRI perfusion. This attention to detail and scientific rigor has led to an ever-growing body of peer-reviewed publications in high-impact medical journals. In 2020, a large multi-investigator study, led by Professor Sch mainda, produced a national consensus recommenda tion for optimally collecting perfusion data from MRI scanners. And, in early 2022, Professor Schmainda received a grant from the National Cancer Institute for a multi-institutional study to identify the optimal way to process the collected data (a grant that received a perfect score from the scientific reviewers). Not only will these efforts prevent “garbage-in, garbage-out”, they will define a common and consistent approach that can be adopted across all MRI scanners and become the industry standard.

ONLy THE BEgINNINg

IB’s ability to quickly respond to new advances in the field makes it a company that is here to stay. While

the product line backbone is based on decades of research, newer advances can be quickly incorpo rated years ahead of larger administratively-laden vendors. For example, recent advances in artificial intelligence have been quickly leveraged to further refine and automate IB processes. Using another novel software plug-in, IB RadTech™, workflows can be designed to address the latest understanding in the diagnostic evaluation of brain tumors or key clinical questions such as determining response to treatment. Answers to these questions are critical for optimizing treatments and outcomes for each patient on an individual basis.

AN EvER-gROWINg mARKET

Given that patients with high-grade brain tumors are monitored with MRI every 6-8 weeks, this offer ing is not only critical to patient management but represents a market much larger than one based on brain tumor incidence alone. Moreover, what has been developed for primary brain tumors is now being translated for use to all patients with brain metastases. Lung and breast cancers, the two most common cancers that spread to the brain, can also benefit from the sophisticated analysis tools offered by Imaging Biometrics.

Imaging Biometrics is committed to providing proven, low-cost solutions to all patients who are suffering from brain cancer everywhere.

Dr. Schmainda is a Professor in the department of Biophysics at the Medical College of Wisconsin. Her research involves the advancement of MRI technologies to improve the diagnosis, monitoring, and development of new treatments for brain and other cancers. This research includes experience with software development, multi-center clinical trials, use of preclinical models, tissue banking, and clinical translation. Dr. Schmainda is an internationally invited speaker on these research topics and has served on numerous National Institutes of Health (NIH) grant review panels as well as several national advisory boards for clinical trials.

For more information about Imaging Biometrics, please visit: www.imagingbiometrics.com

DISCLAImER AND FORWARD-LOOKINg STATEmENTS NOTICE: This article is provided as a service of SNN inc. or an affiliate thereof (collectively “SNN”), and all information presented is for commercial and informational purposes only, is not investment advice, and should not be relied upon for any investment decisions. We are not recommending any securities, nor is this an offer or sale of any security. Neither SNN nor its representatives are licensed brokers, broker-dealers, market makers, investment bankers, investment advisers, analysts, or underwriters registered with the Securities and Exchange Commission (“SEC”) or with any state securities regulatory authority

SNN provides no assurances as to the accuracy or completeness of the information presented, including information regarding any specific company’s plans, or its ability to effectuate any plan, and possess no actual knowledge of any specific company’s operations, capabilities, intent, resources, or experience. any opinions expressed in this article are solely attributed to each individual asserting the same and do not reflect the opinion of SNN. information contained in this presentation may contain “forward-looking statements” as defined under Section 27a of the Securities act of 1933 and Section 21B of the Securities Exchange act of 1934. Forward-looking statements are based upon expectations, estimates, and projections at the time the statements are made and involve risks and uncertainties that could cause actual events to differ materially from those anticipated. Therefore, readers are cautioned against placing any undue reliance upon any forwardlooking statement that may be found in this article.

The company profiled has paid consideration to SNN or its affiliates for this article. SNN does not engage in providing advice, making recommendations, issuing reports, or furnishing analyses on any of the companies, securities, strategies, or information presented in this article. SNN recommends you consult a licensed investment adviser, broker, or legal counsel before purchasing or selling any securities referenced in this article. Furthermore, it is encouraged that you invest carefully and consult investment related informa tion available on the websites of the SEC at http://www.sec.gov and the Financial industry Regulatory authority (FiNRa) at http://finra.org.

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BEaR MaRkET BluES?

gET OuT aND TEll yOuR STORy!

A Q&A with PondelWilkinson’s Roger Pondel

Everygreat public company story deserves an engaged audience, regardless of market conditions. Particularly during bear markets, astute investors are listening. They have their anten nae up, looking for good companies whose share values may have dropped because of the market, but not because of company fundamentals and performance. Gaining the attention of microcap and smallcap investors while valuations are low is a strategy than works.

SNN’s Shelly Kraft recently sat down with veteran investor relations and public relations advisor Roger Pondel, CEO of PondelWilkinson Inc., to ask a few questions about what microcap and smallcap public companies should be doing to address the bear market blues:

SK: WHy IS IT ImPORTANT THAT PUBLIC COmPANIES SEEK ATTENTION IN THE INvESTmENT COmmUNITy DURINg A BEAR mARKET?

RP: For publicly traded companies, communicating with existing and prospective shareholders during bear markets may at first seem counterintuitive. Who is listening? But at a time when valuations have dropped precipitously, investors are eager to discover and invest in solid companies at perceived bargain prices. It is also a time to communicate and foster good relations with existing investors, providing confidence in the company’s future and encouragement to stay the course.

SK: CUTTINg TO THE CHASE, IS THERE ANy ONE BEST COURSE OF ACTION PUBLIC COmPANIES SHOULD TAKE DURINg BEAR mARKETS?

RP: While there is little companies can do to calm market forces, I will give you two courses of action

that I believe management teams of public com panies should take in a bear market: 1) Keep doing what you do best, namely, running the company to the best of your ability, with long-term performance in mind. 2) As difficult and painful as it may be, do not be defensive about a falling stock price, particu larly if the company is still performing well. Investors know the reason, and it is not the CEO. The rational investor will stay calm and even become excited by price declines, seeing opportunities rather than losses.

SK: HOW ‘BOUT SPECIFICALLy FROm A COmmUNICATIONS PERSPECTIvE… SHOULD mANAgEmENT TEAmS OF mICROCAP AND SmALLCAP COmPANIES jUST LAy LOW FOR A WHILE UNTIL mARKET CONDITIONS CLEARLy ImPROvE?

RP: Retreating or staying purposely quiet is not a strategy that works. Bear markets are principally reflections of investor sentiment, rather than com pany specifics. More than ever during bear markets, companies should communicate widely. In so many cases, the corporate story remains solid. And when there is bad news to convey, doing so in a transpar ent manner instills integrity, trust and respect. Businesses that go silent just because they are not seeing immediate valuation returns are essentially leaving it up to the court of public opinion to choose their fate—but taking a proactive approach by filling communications channels with the proper mes saging, including news content, will help overcome negativity stemming from a communication vacuum.

SK: IS THERE ANy DIFFERENCE IN BEAR mARKET COmmUNICATIONS TACTICS THAT mICROCAP AND SmALLCAP COmPANIES SHOULD PURSUE, vERSUS WHAT BIggER CAP COmPANIES DO?

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RP: Communications tactics remain essentially the same in bear or bull markets, but for the microcap and smallcap company, there needs to be more proactivity than for bigger companies, which typi cally garner greater attention by virtue of their size. Identifying and issuing real news helps, as long as that news has substance and is not being issued for the sake of “putting something on the wire.” Con tinuing to tell the corporate story through non-deal roadshows, conference presentations and social media is imperative.

SK: WHAT ATTRACTS INvESTORS THE mOST TO mICRO AND SmALLCAP COmPANIES DURINg BEAR mARKETS?

RP: Given current market conditions, investors focus on fundamentally sound assets to strengthen their portfolios. Most investors stick to the decisions that they already have made when they were in a calm and rational state, and they will not typically deviate from their portfolio mix and their views of management teams and their companies. If a public

company communicates well, it will attract new investors and retain current ones, helping them not to be overcome by emotion. Bear markets enable investors to buy great companies for far below their fundamental worth.

SK: WHAT SHOULD COmPANIES BE mESSAgINg TO THE INvESTmENT COmmUNITy DURINg THESE TImES?

RP: In my humble view, the fundamental corporate messages remain largely the same during bear or bull markets, and regardless of a company’s sector. The ones that immediately come to mind include:

Discussing the company’s underlying strengths: cash flow and balance sheet; debt management; client/ customer relationships; resilience and history in prior down markets.

Articulating if and how current economic conditions are creating change for the company, positive or negative, including decision-making.

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Giving existing investors reasons to hold your shares or buy more.

Showing empathy regarding the loss of valuation, but also exuding confidence in the company and offering assurance that the good times will be back.

Being certain that investors hear regularly from csuite executives - sometimes more than the CEO and CFO - on conference calls and non-deal roadshows and at conference presentations.

SK: IS IT REALLy POSSIBLE TO ENHANCE vALUATION DURINg A BEAR mARKET?

RP: A simple answer is yes. But it takes a strong dose of patience, as well as performance. As in virtu ally any market environment, it’s up to the company to perform financially and operationally - and tell its story - for enhanced valuation to occur. The “telling” part means proactively seeking to attract attention, getting in front of the right investors, communicating

Note: This article is

advice of

the company’s financial performance, participating in NDRs, presenting at conferences, issuing a steady flow of real news, seeking and accepting speaking opportunities, and judicious use of social media.

SK: I KNOW yOU DO NOT HAvE A CRySTAL BALL, BUT BASED ON yOUR ExPERIENCE, HOW LONg DO yOU THINK THE CURRENT BEAR mARKET WILL LAST?

RP: Most of us have been through bear markets before, and the good news is that it does not take a crystal ball to know that bear markets eventually end. But one thing is certain, there is no certainty of when that end will come. The last official bear market began in February of 2020, concurrent with the pandemic, and it ended about six months later. It was the 6th worst bear market since 1927, based on the S&P 500 Index and predecessor indices, drop ping nearly 40% at its lowest point. It was, however, the quickest bear market by far, followed by the S&P 500 attaining a new all-time high. During the dark months of the 2007-08 financial crisis, when the S&P sank nearly 52%, investors flocked to companies in all size ranges with solid financials, established track records and positive outlooks. The current bear market in the S&P 500 was confirmed on June 13, 2022, but the broader market began its slide on January 3, 2022. While the pandemic scare and supply-chain challenges are abating, inflation and interest rate hikes are still with us. But don’t take it from me, if history repeats itself, the average bear market since 1928 lasted 349 days. Most analysts and others we know confirm that bear markets typi cally last between nine months and a year. So while we all should settle in for some continued volatility, it bears repeating: Every great public company story deserves an engaged audience, regardless of market conditions. And investors are listening.

Roger Pondel is CEO of PondelWilkinson Inc., a full-service investor relations and strategic public relations firm that has earned a national reputation for innovative, aggressive, professional service. He can be reached at rpondel@pondel.com, or 310-279-5965.

For more information about PondelWilkinson, please visit: www.pondel.com

The

the

and

of a

be

investment professional.

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not an attempt to provide investment advice.
content is purely the author’s personal opinions
should not
considered
any kind. Investors are advised to conduct their own research or seek
advice
registered

Relationship Focused. Results Driven.

Planet MicroCap Review 105www.PlanetMicroCap.com
info@lucbro.com | www. lucbro.com Lucosky Brookman is a corporate law firm directly serving the small and middle markets. With offices in New York, New Jersey and Philadelphia, we represent domestic and international clients in a variety of sophisticated corporate and securities transactions, mergers and acquisitions, secured and unsecured lending transactions, PIPEs, SPACs, commercial and securities litigation, intellectual property, insurance coverage and defense, real estate and general corporate matters. NEW YORK OFFICE 111 Broadway, Suite 807, New York, NY 10060 Tel: (212) 417-8160, Fax: (212) 417-8161 NEW JERSEY OFFICE 101 Wood Avenue South, 5th Floor, Woodbridge, NJ 08830 Tel: (732) 395-4400, Fax: (732) 395-4401 •NYSE, NASDAQ and NYSE Amex Listings • Uplistings •Public Offerings •Private Placements / PIPEs •Recapitalizations (Reverse / Forward Splits) •Rule 144 Matters •Joint Ventures •SEC Compliance Matters • SPACs and De-SPACs • Mergers & Acquisitions •General Corporate Matters & Governance • Term and Revolving Lending transactions •Asset-based Lending transactions •Revolving Lines of Credit •Bridge Loans •Registration Statements (S-1, S-3, S-8, Form 10) •Commercial Litigation and Arbitration •Regulatory Investigations (SEC / FINRA)

iNvESTOR RElaTiONS FOR BEaR MaRkETS

For more than half a century, PLR has been committed to the art of investor relations and shareholder communications.

We craft informative releases that convey clients’ key messages with authority and clarity, and we distribute them to a unique distribution list we build and maintain for each client. We arrange media placements on behalf of our clients, including “print” interviews, podcasts and video interviews with management.

After more than five decades in the Investor Rela tions business and having lived through a number of bull and bear markets, I am often asked, “how should I spend my PR-IR budget in response to vary ing market conditions?” My response never varies: “be aggressive in bringing your company’s story to the investment community.”

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That said, any IR program must be credible, flexible and responsive enough to adjust to current market conditions. Above all, a company should communi cate and educate the market regardless of market conditions. This includes consistent distribution of press releases, which Wall Street will appreciate immensely – transparency is your best strategy and communicating significant corporate events and milestones will build your credibility.

In down markets, you need to keep investors in formed so they can make decisions based on mean ingful news; the same releases should of course be provided to shareholders. In both instances, research has shown individual investors, particularly retail, have the power to affect trading volume and share price.

Our philosophy has always been that an educated investor and/or shareholder will more than likely hold onto his position if he or she is kept informed. It is especially important to maintain consistent communication during bear markets, so as to demonstrate your responsiveness to adverse condi tions and to burnish your credibility. Today, thanks to the Web, there are myriad sources of up-to-the minute corporate and trading information – buy and/ or sell decisions often hinge on the full and timely disclosure of important corporate developments to regulatory agencies.

It’s beneficial for any company to learn not to make the mistake many companies make during down markets: by cutting budgets and taking a “passive” approach to your communications, this lack of information, especially from a small- or mid-cap stock, will cause selling. This is because the market can absorb good news and bad news, but a lack of news inspires selling, which results in a lower share price, and we can show you far too many examples of this phenomenon over the past half-century of market cycles.

In 90 percent of cases, companies that slash their investor relations budgets during down markets see a reduction in share price and a significant loss of value. We have always advised our clients to focus on performance; they are usually successful when they do, but as soon as they find themselves in a bear market, they forget the importance of this metric and, instead of staying a successful course, they try to “disappear.” Time and again it’s an

unwise decision, especially today, when the slightest tremor in the market is trending on social media before the ground, barely moving before the tremor, stops moving.

Don’t stop communicating in a bear market. The best thing you can do is work with an opportunistic IR agency that will help you remain consistent and transparent with your audience – one that will help you develop and implement a communications program and help you stay with it throughout down markets. There are many opportunities every quarter to reach out to shareholders and potential investors; you have a website, social media, podcast opportunities, byline opportunities…you can even shoot quality video of your corporate presentation, or host video conferences, so the market sees you continue to execute regardless of market turbulence. Whatever you do, you will drive more traffic to your site and increase your following.

A bear market is the perfect time to meet face to face with Wall Street, both your current sharehold ers and potential investors, who will hopefully gain confidence after meeting – hopefully, the former will enlarge their positions while the latter will be con vinced of the merit of your story and begin building positions in the stock. Zoom, MS Teams and similar applications are excellent tools for virtual meetings and immensely cost effective for your company, as are national investment conferences and trade shows. It is our experience that these sorts of activi ties always inspire new investment in a company while giving management the chance to interact with existing investors.

A consistent communications program will always be beneficial to a company, regardless of the vagaries of the market – the mistake is to reduce your com munication with investors during a down market. This is the perfect time to ramp up your efforts and bring your story far and wide.

For more information about Porter, LeVay & Rose, please visit: www.plrinvest.com

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

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iNFlaTiON, iNFlaTiON, iNFlaTiON. BuT WhaT’S gOiNg ON WiTh gOlD & SilvER?

Gold and silver have been around since the beginning of time. Gold is a noble metal, and silver is on the periodic chart of elements.

Both are extremely hard to obtain. Both have intrinsic value. This article aims to convey thoughts on how gold and silver perform in times of inflation.

The conventional wisdom is that gold and silver should be performing better. So what’s going on?

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// By David Morgan and Jon Little
g raphic from u nderground-Finance

gLOSSARy OF CONFUSINg TERmS

The “spot price” of gold and silver is a confusing concept. Let us call it the “spurious derivative price,” because a derivative sets the physical metal price.

A derivative is a financial instrument that derives value from an underlying asset. For example, when precious metals are valued, it is essential to remem ber that people are referring to the paper price.

PHySICAL SILvER mARKET 2021

According to the World Silver Survey 2022, around 823 million oz of silver were mined in 2021. At a spot price (19 USD,) this would value the physical silver market at approximately 16 billion USD.

PAPER SILvER mARKET

The COMEX and the LBMA are where “not actual physical silver” is traded, but a paper derivative product is exchanged instead. This allows parties to hedge against possible future price movement, i.e., betting silver prices will go higher or lower.

But these derivatives are abused. Hedging, deriva tives, leverage, and financial instruments are polite words. Unfortunately, what is happening is fraudu lent acts are becoming normalized.

It isn’t easy to find actual numbers for the value of the paper market. The only way to do so is to extrapolate or draw some inferences from clues.

The 2022 World Silver Survey mentions this:

“ ... annual turnover for the main COMEX contract fell below 100bn oz (-25% y/y) for the first time since 2016.”

For 2021 this was around 98 billion ounces. This means that the value of silver derivatives related to COMEX amounts to approximately 98 billion oz multiplied by the average silver price of 25 USD (in 2021).

This yields around 2.5 trillion USD, and then there’s the LBMA itself with 92 billion oz (almost another 2.5 trillion USD) and others like the Shanghai Futures Exchange.

So, being conservative, if we divide this 2.5 trillion USD by 16 billion USD (the value of all mined silver in 2021), we get 156. This means that for every ounce of physical silver, there’s an additional 156 paper oz for COMEX alone.

COvERAgE

If all these paper ounces needed to be covered with physical ounces, we would find it impossible. To mine 92 billion oz would take around 100 years.

INFLATION SHOULD BE CALLED DEBASEmENT.

Politicians employ economists. Together their narra tive is fed to the media. The media reports that infla tion is expected, or a natural market phenomenon. The truth is that inflation is entirely a political act. Inflation is not caused by the butcher, the baker, the farmer, or the energy producers. Foreign scapegoats like Putin do not cause inflation either. The govern ment is responsible for inflation with its monopoly over the currency. Governments borrow money from the Central Bank at interest on your behalf to “spend ourselves rich.”

Governments inflate the currency to generate more money than they could obtain through taxation. Infla tion is a covert and insidious “tax” that the govern ment takes from the citizens without their consent.

Inflation is nothing new. Even in ancient times, gov ernments would resort to debasing their currency by introducing copper to silver, or clipping coins. Un fortunately, modern central banks and governments perform the same deception on a much grander scale. From the founding of the U.S., it took over 227 years to print its first $26 trillion. But in just months, the U.S. Government printed more than $6 trillion.

WHy DID WE KEEP INTEREST RATES AT zERO WELL PAST THE gLOBAL FINANCIAL COLLAPSE OF 2008?

Because the banks needed easy money and a riskless trade.

Who gets to borrow at the Federal funds rate? Nobody but the banks. The U.S. Treasury, ECB, and Bank of Japan have an enormous problem: massive amounts of debt. They can’t restructure this debt quickly because no one wants to take the other side

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The market capitalization of Bitcoin (BTC) from april 2013 to august 8, 2022 (in billion u.S. dollars)

of the trade. The Japanese and Chinese are selling U.S. Treasuries.

The government can’t default on the debt or politicians would lose their jobs. So, the only choice remaining is to devalue the debt. The Fed only has the remaining tool to print money or downgrade the debt. At the same time, they kept interest rates ridiculously low for too long. This means the only buyers of debt have been the central banks.

Let’s look closely at this transaction. Banks have been borrowing at zero, then they buy Treasuries and lever them up 11 or 12 times. This is a riskless trade. JP Morgan had zero negative trading days last year. Think of that—an entire year of perfect trading!

They are not trading; they arbitrage by borrowing near zero and buying Treasuries.

Banks have been refortifying their balance sheets after being rescued. The Fed was happy with the

banks, and the banks were handing out bonuses to managers who went on this miraculous run of NO NEGATIVE TRADING DAYS.

Meanwhile, the mega-corporations entered another sweetheart deal. They were the beneficiary of crazy and unfair tax legislation. The scheme went, “We will cut your taxes, and you can then buy back your stocks” (which increased the price of the stock even though their earnings were flat).

This has led to all sorts of distortions. This has turned the stock market into a derivative of the global debt market. Where does the money go? Mainly in these five areas:

1. Equities, Taking a beating

2. Currency, Inflated

3. Real Estate, Beginning to tumble

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4. Bonds, Unsafe

And the emergence of domino #5, Crypto

Bitcoin is one of 20,000 crypto products on the market. Crypto is a new phenomenon since the last time we saw record inflation (45 years ago).

The value of the global crypto market cap on Janu ary 1, 2022, was $2.188 trillion, but since that date, it has lost more than 60% of its value. Many precious metals analysts believe that a healthy part of these 2 trillion dollars would have resulted in bidding up the price of precious metals.

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Housing, food, and energy are the three most critical parts of the everyday consumer’s diet. Now let’s look at a few of these priced in gold.

In 1971 the average home price could be purchased with 997 ounces of gold.

Nine years later, that same home could be pur chased with only 115 ounces of gold.

Today, homes are relatively “cheap” when priced in gold. That sounds insane, but it makes sense upon closer inspection. On this Shiller Index shown above, there is no dollar component in the ratio itself. As a result, inflation drops out of the picture, so we are left with the value of two of the most popular tangible investments relative to each other.

A gram or an ounce of gold buys essentially the same crude oil today as it has over the past seven decades. I have chosen oil because the energy it provides is essential to our standard of living, but other commodities have a similar result.

CONCLUSIONS

We have been told that gold and silver should do well in inflationary environments, and no one dis putes that we live in inflationary times. Unfortunately, this last round of money printing (justified by the Covid War) has unleashed the inflation beast.

However, we want to make the case that gold has preserved wealth, which is the mantra of the brutal money camp. The oil chart is an objective way to demonstrate this fact. In terms of performance, gold has had an annual compounded rate of return of ten percent since 2000. This outperforms both the U.S. stock and bond markets for the past 22 years.

Part of the problem is perception. Investors enjoyed a “forever” gold market for 11 straight years, from the year 2000-2011. The past ten years have seen the market wallow back and forth without a clear direction. However, we have reached an inflection point. Gold is currently undervalued and will surpass the price needed to accurately price it for the currency debasement of the past several years. What is that price? It would be $5000 minimum and $10,000 is not an unreasonable expectation.

The derivatives system is like a house of cards built

on a swimming pool of ignited gasoline. Six trillion in money printing is astronomical money creation. We have experienced these miraculous and riskless trades by banks, stock buybacks galore, and war profiteers in conspiracy with Congress to steal tax dollars. This level of corruption is unprecedented, plus we have the emergence of crypto.

Gold and silver are not reacting as expected for another reason—lack of education. The monetary system is a mystery better left to the banks, so most people alive today have no idea how devastating a high level of inflation is to the physical (real) econo my. A quick look at what has happened in Germany, Zimbabwe, or any of a thousand fiat currencies will prove they all fail. The U.S. dollar will die or get so close that a new monetary system will replace it.

Finally, I want to write something specific to the silver market. There have been multiple class-action suits against banks and financial institutions for charging storage fees on “phantom” silver. This means that silver was purchased, but it never made it to the vault; it was merely a bookkeeping entry. How big could the silver market be if this was the case?

A suit was filed in 2007 against Morgan Stanley. In that case, investors were frauded into an unal located metals storage program. The bank defended itself and stated it was simply following standard industry practices. What if this bank was telling the truth? Morgan Stanley did settle by paying a fee. The silver was not delivered to the silver investors.

This dirty secret is seldom mentioned, and specific banks and investment houses play by the rules, but some do not.

If you are looking for a safe storage facility, send an email to our company, support@themorganreport. com, and put STORAGE in the subject line.

David Morgan is the publisher of the Morgan Report, found at www. TheMorganReport.com. This website offers three levels of service for investors in the resource sector. Although considered a leading voice in the silver industry, TMR focuses on the entire sector having been first in rare earths, cobalt, and cyanide free recycling. Visit the About tab on the website and view The Four Horsemen film for free. This documentary is must viewing for people during these fast changing times.

Jon Forrest Little resides in Pittsburgh PA. He is the publisher of The PickAxe and a market strategist for The Morgan Report. His professional background is in clay mining and architectural sales. He studied anthropol ogy at the University of New Mexico and economics at Georgetown University. Jon is also a contributor on Palisades Gold Radio, Arcadia Economics and writes for Money Metals.

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.

David Morgan does not own any of the stocks mentioned in this article.

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T H E K N O W L E D G E Y O U N E E D T O B U I L D A N D P R E S E R V E / J O I N Y E S , Y O U C A N C O N T I N U E T O G R O W Y O U R W E A L T H R E G A R D L E S S O F T H E E C O N O M Y A N D T H E F I N A N C I A L M A R K E T S . J O I N T O D A Y J! O I N T O D A Y ! G E T A F R E E 1 5 - M I N U T GE E T A F R E E 1 5 - M I N U T E C O N S U L T W I T H M E A N D G E CT O N S U L T W I T H M E A N D G E T 1 0 % O F F T H E N E W S L E T T E R . . 1. 0 % O F F T H E N E W S L E T T E R . . . U S UE S E D I S C O U N T C O D E D: I S C O U N T C O D E : S N N W I R SE N N W I R ET H E M O R G A N R E P O R T Delivering World Class Analysts and Financial Research to Over 100,000 Members Since 1999
MICRO-CAP IPO & UPLISTING MARKET UPDATE Q3

L U C O S K Y B R O O K M A N L L P

Lucosky Brookman is the industry leader in micro cap IPOs and in uplisting domestic or foreign quoted OTC companies and foreign exchange listed companies to the Nasdaq or NYSE.

Each month, Lucosky Brookman publishes The Uplisting Report and The Micro Cap IPO Report the most comprehensive resources dedicated to the Uplist, cross list and micro cap IPO marketplaces. The reports bring powerful and in depth market data and analytics to help issuers, management teams, boards of directors, consultants and others involved in the IPO, uplisting and cross-listing processes make better decisions.

Placing a particular emphasis on issuers operating in the micro cap space (issuers with up to $300 million market cap), the following is a synopsis of our Uplisting and Micro IPO Reports for the third quarter of 2022 (Q3).

To view current monthly and archived Reports, please visit: https://www.lucbro.com/our firm/uplisting monthly https://www lucbro com/our firm/micro cap ipo

Please contact us at uplist@lucbro.com if you would like to discuss your company ' s IPO, uplisting or cross listing prospects, if you would like to better understand the IPO, uplisting and cross listing marketplace, or if you would like to receive a comprehensive 7 8 page listing Analysis of your company.

Lucosky Brookman LLP www lucbro com uplist@lucbro.com

M M A R Y

While the larger capital markets continued to slow, the micro cap marketplace remained active during the third quarter of 2022 (Q3) Micro cap uplisted and cross listed companies raised approximately $222 million in Q3, while companies completing micro cap IPOs raised approximately $423 million

U P L I S T I N G / C R O S S L I S T I N G

A total of 21 micro cap companies which operate in 10 different sectors made up the 2 022 Q3 class of uplisted and cross listed companies. Five (5) of the newly exchange traded companies were listed o r g a n i c a l l y , meaning they did not require a simultaneous underwritten public offering in order to consummate the uplisting or cross listing to a Senior U.S. Exchange. Sixteen (16) of the uplists and cross lists included simultaneous underwritten public offerings, ranging from approximately $ 3,300,000 to $40,000,000.

M I C R O C A P I P O s

A total of 25 micro cap issuers, operating in 8 different sectors completed their IPOs in Q3, with offerings ranging from approximately $6,000,000 to $89,000,000. Ten (10) micro cap foreign private issuers (FPIs) from 4 different jurisdictions completed their IPOs in the U S during Q3

M I C R O - C A P 2 0 2 2 Q 3 S U
21 M I C R O C A P I S S U E R S U P L I S T I N G A N D C R O S S L I S T I N G I N Q 3 16 U P L I S T S A N D C R O S S L I S T S A S S I S T E D B Y I N V E S T M E N T B A N K E R S 4 F O R E I G N P R I V A T E I S S U E R S C R O S S L I S T I N G I N Q 3 5 I S S U E R S L I S T E D O N A S E N I O R U S E X C H A N G E O R G A N I C A L L Y U P L I S T S & C R O S S L I S T S M I C R O C A P I P O s $222M R A I S E D B Y U P L I S T I N G A N D C R O S S L I S T I N G M I C R O C A P I S S U E R S I N Q 3 $13.9M A V E R A G E O F F E R I N G S I Z E F O R U P L I S T I N G A N D C R O S S L I S T I N G M I C R O C A P I S S U E R S 25 M I C R O C A P I P O s C O M P L E T E D I N Q 3 10 M I C R O C A P I P O s C O M P L E T E D B Y F O R E I G N P R I V A T E I S S U E R S I N Q 3 I S S U E R S F R O M F O U R J U R I S D I C T I O N S C O M P L E T E D M I C R O C A P I P O s I N Q 3 O F I S S U E R S C O M P L E T I N G M I C R O C A P I P O s I N Q 3 L I S T E D O N N A S D A Q 4 95% R A I S E D I N M I C R O C A P I P O s D U R I N G Q 3 M E D I A N O F F E R I N G S I Z E F O R M I C R O C A P I P O s I N Q 3 $423M $13.6M

During Q3, 21 micro cap uplisting and cross listing issuers listed on a Senior U S Exchange, a decrease of 22 issuers compared to the same period in 2021

Micro cap uplisting and cross listing issuers raised, in a total of 16 offerings, a combined $222 million, representing a decrease of $238 million from the combined $460 million raised in a total of 43 offerings during Q3 of 2021.

The average offering size in Q3 was $13 9 million, a decrease of $3 4 million from the $17.3 million average offering size in Q3 2021.

A total of 5 issuers listed organically during Q3, a decrease of 6 issuers when compared to the same period in 2021

In Q3, 25 micro cap issuers completed their IPOs, a decrease of 3 issuers compared to the same period in 2021.

Such issuers raised a total of $423 million, representing a decrease of $440 million from the combined $863 million raised during Q3 of 2021

The median capital raise in Q3 was $13 6 million, a decrease of $11 4 million from the $25 million median offering size in Q3 of 2021

Ten (10) of the offerings in Q3 came from foreign private issuers, an increase of 5 when compared to the same period in 2021.

25 20 15 10 5 0 50 40 30 20 10 0 Jul Aug Sep $250M $200M $150M $100M $50M $0M Jul Aug Sep 20 15 10 5 0 Q 3 2 0 2 2 Jul Aug Sep $600M $400M $200M $0M Jul Aug Sep 20 15 10 5 0 Q 3 2 0 2 2 O r g a n i c L i s t i n g s O f f e r i n g s T o t a l L i s t i n g s C r o s s L i s t i n g S 2022 21 16 5 4 Q3
2021 43 32 11 5 Q3 U P L I S T S & C R O S S L I S T S Q 3 2 0 2 1
M
I C R O C A P I P O s
Q 3 2 0 2 1 $423M Raised Q3 IPOs FPIs $13 6M Median 2022 $863M RaisedQ3 IPOs FPIs $25M Median 2021 D o l l a r s R a i s e d D o l l a r s R a i s e d U p l i s t s & C r o s s L i s t s M i c r o C a p I P O s

M A R K E T U P D A T E S

Nasdaq Imposes a Temporary Pause on All Micro-Cap IPOs:

On September 20, 2022, a temporary pause was imposed by Nasdaq on all Micro Cap IPOs.

The pause appeared to be tied to the recent trading of certain IPOs with extreme high and low post listing trading swings. Nasdaq was reviewing certain deals in the interest of “market integrity” and will be implementing new rules related to vetting the actual offerings and its participants. Like many of you, we have recently seen an uptick in comments from Nasdaq during the listing process related to road show meetings, syndicate members and shareholder lists etc.

The definition of Micro Cap was also unclear in this regard. It appeared that the larger the amount of capital raised by an issuer, the more amenable Nasdaq was to approving the deal on a case by case basis.

This temporary pause on microcap IPOs should not affect issuers looking to Uplist from the OTC or cross-list from a foreign exchange so long as the issuer is trading with “reasonable volume”.

Lucosky Brookman Prices First Fully Syndicated and Widely Distributed Micro-Cap IPO Since the Pause:

On September 30, 2022, our client, Laser Photonics Corporation, (Nasdaq: LASE) received approval from Nasdaq and priced its IPO on the Exchange in what was the first widely syndicated micro cap IPO to gain approval from the Exchange following the adoption of the new rules

For a more in depth discussion and analysis on this topic, please feel free to reach out to Lucosky Brookman at info@lucbro.com.

Note: This article is not an attempt to provide investment advice. The content is purely the author’s personal opinions and should not be considered advice of any kind. Investors are advised to conduct their own research or seek the advice of a registered investment professional.
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