Pacific Sands Inc. (OTCMKTS: PFSD), which used to be located in Racine, was notified by the Securities and Exchange Commission that it will delist the cleaning products company because it failed to file financial reports since Dec. 31, 2015.
Now — after losing thousands of dollars — a number of investors question whether the company operated in good faith as its CEO Michael Michie indicated he wants to continue operating privately.
If the company gets delisted it will no longer be a public company and cannot be traded on the open market. However, the stock ticker may continue to ‘trade’ on the grey market but it may not even actually be transferred. As of May, the company had 400,000,000 shares of stock authorized. Of those, 399,050,050 are outstanding, according to InvestorHub.com.
“The Company expects that the outcome of this review will be to finalize the revocation of the Company’s status as a public company,” according to a press release by Pacific Sands. “Immediately thereafter, the Company will be operated as a private entity for the benefit of the existing shareholders.”
The company operated in Racine from 2004 to 2012, but then it moved to Kenosha.
Taking the company private is a sore subject among a number of investors, including former Mayor John Dickert and Alan Green, of New York, who lost thousands of dollars. Dickert said he invested about $7,000 about 10 years ago when the stock traded at 7 cents per share. When he cashed out, he got $67 back. Now the company’s stock price is listed as .0001.
“In the press releases they sent out, they kept telling us sales were good, but that was never reflected in the stock price,” Dickert said.
Green lost about $90,000. For years he has tried to communicate with officials at Pacific Sands after the stock price tanked, but he never got a phone call back, he said.
“We believe there is very strong evidence to suggest that… the current CEO (Michael Michie), The Board of Directors, select investors and Terry Haggerty, a local FINRA-barred financial advisor, have colluded to transfer the assets and ownership of the company from the shareholders who had invested more than $5,000,000 directly into the hands of the insiders and their friends,” he said.
According to the company’s financial statements, some of the proceeds from the stock in 2015 paid for an employee’s compensation, compensation for an officer of the company, and numerous convertible notes. It also had a shareholder equity deficit of $1.2 million and a working capital deficit of $1.3 million.
Haggerty had been a long-term shareholder of Pacific Sands and was appointed to the board of directors in January 2016. He resigned from the company on May 27, 2016.
Banned for life by the Financial Industry Regulatory Authority (FINRA) for manipulating Pacific Sands stock. FINRA officials found that Haggerty “engaged in manipulative trading activity in the shares of a penny stock traded in the over-the-counter market.”
The investors have not filed a formal lawsuit, but one may be on the horizon, Green said.
“They think by going private they can steal the company away from investors,” Green said. “But they are sending out the product and making money. Where is the money going from everything they are selling?”
Racine County Eye reached out to Michie, but he did not return a phone call.
The company said it intends to “make a timely dissemination to shareholders of financial statements, compiled by a CPA, together with an overview of current operations,” the press release reads. “Until then, applicable restrictions relating to communications with shareholders remain in effect.”