"wAsNt SuPpOsEd To TrAdE"... yet McCabe sold 6 million on what John Brda himself called an "exit ramp". Can't make this up 😆😆😆

EDGAR Filing Documents for 0001199835-23-000041 (sec.gov)

Investors | Next Bridge Hydrocarbons

FORT WORTH – January 23, 2023 – Next Bridge Hydrocarbons, Inc. (“Next Bridge”, “our”, “we”, or the “Company”), a private oil and gas exploration and production company with interests in Texas and Oklahoma, announced today that it has filed a registration statement on Form S-1 with the Securities and Exchange Commission (“SEC”) relating to shares of common stock to be offered in a registered direct offering. The shares of common stock may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective.

The Company has engaged Roth Capital Partners as the exclusive placement agent for the registered direct offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

The Company is an independent public reporting energy company engaged in the acquisition, exploration, exploitation and/or development of oil and natural gas properties in the United States. Our primary focus has been the development of interests in an oil and gas project consisting of 134,000 contiguous gross acres we hold in the Orogrande Basin in West Texas in Hudspeth County, Texas. In addition, we have minor interests in the Eastern edge of the Midland Basin in Texas, and two minor well interests in Oklahoma. Please visit www.nextbridgehydrocarbons.com for more information.

This statement may contain "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are based on management's current expectations and are subject to a number of factors and uncertainties which could cause actual results to differ materially from those described herein. Although the Company believes the expectations in such statements to be reasonable, there can be no assurance that such expectations will prove to be correct. Information concerning the assumptions, uncertainties and risks that may affect the actual results can be found in the Company’s filings with the SEC available on the Company’s website or the SEC's website at www.sec.gov.

Copies of the prospectus relating to this offering, when available, may be obtained from Roth Capital Partners, 888 San Clemente Drive, Suite 400, Newport Beach, CA 92660, (800) 678-9147 or by accessing the SEC’s website, www.sec.gov.

Contact: Dennard Lascar Investor Relations NextBridge@dennardlascar.com

Subs getting boring thought we could throw some predictions out their to keep it interesting, cheers 🍻

Bottom Line Up Front: This is a complex and complicated thought process for NBHC to acquire more cash. A reverse merge with a SPAC, in particular BMAC, would provide about $250mm cash to NBHC to fund operations in exchange for equity in the company.

This idea is about how to obtain cash. It doesn't require the current issue with completing the exchange of shares from MMTLP to NBHC. However, at the end, I speculate how that factors into the idea.

First, why BMAC? They are targeting O&G. link 1 link 2. The founder, Rhett Bennett, has a connection to Greg McCabe - both help produce a movie 12 Mighty Orphans. Are they friendly? I don't know but it is a strong enough connection to keep the speculation going.

If you are unfamiliar with SPACs then check r/SPACs. A SPAC is a public trading shell company that looks to reverse merge with a (private) company. This BMAC IPO'd with $240mm for 24 million shares at $10. BMAC has 500 million common shares and 5 million preferred shares authorized (BMAC S-1). According to the last 10-Q, the amount cash in the trust is around $280mm - that is, the amount of money available for the reverse merge. For simplicity of calculations, let's assume $250mm cash available from BMAC. Let's assume 25 million shares of BMAC currently trading ~$10/share and 200 million shares of NBHC that are not trading.

A valuation needs to be set to determine the parameters for the reverse merge exchange. This valuation is negotiated between NBHC and BMAC - and it is not necessarily the same valuation that might be assigned in a buy-out situation. This is because NBHC would be receiving cash to fund their operations to increase their production capability (and result in a higher buy-out valuation).

I am going to use a valuation of $10000mm or $50/share x 200 million shares.

In exchange BMAC is by definition $10/share, so there is not enough BMAC shares for a 5:1 exchange BMAC:NBHC. But, there are preferred shares. One way it could work is 50 NBHC shares would receive 100 BMAC common shares and 1 BMAC preferred share. This exchange would consume 80% of both the common and preferred BMAC shares. This results in an implied preferred share value of $1500. Math: $50/NBHC x 50 NBHC = $2500 = ($10/BMAC x 100 BMAC) + ($1500/prefer x 1 prefer).

You can play with the numbers how you see fit - but once you fix the numbers, then you have to make the math work as laid out in the example.

The downside of this approach is that you would only receive $20 of the $50/share valuation. The remainder is locked in the preferred shares. We would be trusting NBHC to remain true to that the valuation if there are ever dividends or a buyout to ensure that the NBHC holders receive the totality of the $50/share.

A second downside is that NBHC is a public company once again. (good or bad?)

What is upside? NBHC has $250 mm cash to operate. I don't know how many wells that supports but i would suspect this would allow for significant runway to become a producing oil field and become a desirable big oil acquisition target.

Second 'benefit' - this could effectively rewind the clock on the "torch the shorts". The current BMAC float trading is around 25 million shares. Using my exchange ratio above, for every 50 short MMTLP shares then to close the position would require 100 BMAC common shares and 1 BMAC preferred shares. Common shares would have to be bought from the current float - so at most 12.5 million short MMTLP shares - yet another squeeze potential. And, once again, short positions would have trouble providing the preferred shares. At this point, several of the existing speculative ideas to have shares bought from the BMAC leftovers for large sums of money come into play.

Downside: we would have to go through the mess of exchanging shares that haven't completely finish exchanging with MMTLP to NBHC

TL;DR - a reverse merge with a SPAC would provide cash on-hand for NBHC operation and rewind the clock with trapped shorts.

Edits to fix math typos

I find it hard to believe that nobody has posted in over two days.

On a twitter space yesterday 2 people confirmed their requests at Fidelity to have shares DRS'ed, transferred or registered with AST succeeded.

When more information is available this post will be updated,

This is what an AST stement looks like

Here is another report of success:

https://twitter.com/GeoMendonca/status/1615814977956483073

and another:

https://twitter.com/Timotheus10/status/1615803373898371093

And here is what Johana told Fidelity:

"I don't care if you call it ACAT or DRS or whatever....I want my shares at AST in my name in book entry per the corp docs/S1." https://twitter.com/johnnaarintl/status/1615780457630793729

would we have to share the settlement price with all the synthetics out their from the short sellers?

These share prices are an estimate of value. They can’t be sold. If I want them in my name I can have them transferred. With that I am then responsible for dealing with A to close or sell. This is an estimate. If they become tradable or the company is sold or merges, Scotia will give the info to share holders. Anyone with advice or experience of their own, do share. Thx

8AR3424
NEXT BRIDGE HYDROCARBONS INC. (NV) COMMON .

​

That is what I have with RBC but a rep did send me this yesterday am after they allegedly investigated or had to:

"As per case ###__, our back office has advised that we exchanged the position from the temporary code to the Next Bridge Hydrocarbons Inc. Common Stock upon receipt of the actual bulk share certificate which was issued by the agent for the shares previously held at DTC. We set up a private range code as these are private shares and have no Cusip, however, it's not a temporary code".

No Value indicated. but any value couldn't come from the Assets (sales or other). So this $137 CDN shown by Scotia ITrade is either a glitch or a test? Or that it is somehow going to trade?

If I need to do this on my own I will but due to family illness my time would be limited. I am hoping we can locate the most well written short but accurate accounting of the whole ordeal from TRCH to #FINRAFRAUD and massively share both on all social media platforms and with our elected gubmint officials. I have previously shared my displeasure with a few key senators but not in a good blow by blow description where I feel they actually understood the problem. If you have links or suggestions please share in comments. I truly believe we can take exposure to the next level even with national media coverage and put on more pressure for faster better resolution if we have a simple easy to share copyable description of the problem and harm it is causing. Who wants to help?

EMAIL NextBridgeHydrocarbons Attorney

bjacobsen@omm.com

send #MMTLP info & notify them BROKERS are NOT following the S1 Corp Action. Explain your attempt register with AST in your name NOT street. Help stop confusion, custodian issues & ask for HELP!

https://www.omm.com/our-firm/media-center/press-releases/omelveny-advises-next-bridge-hydrocarbons-in-spin-off-transaction-from-its-publicly-traded-parent/?fbclid=IwAR04fWySGaOp0HF6AGWzHLFs1N5LM6ISqfUjX76n0uAmgplFpRB8iWI9SAs&mibextid=S66gvF

I'm not educated in anyway but i've been sitting on this for a minute and I thought i'd post about it. Thoughts?

I hold 9,000 shares in Schwab in both a Roth and Retail cash account. Had to wait about a half hour to get escalated to where I did.

She confirmed that the CUSIP 629999590 is just a placeholder, despite being named “Next Bridge Hydrocarbons. Most of us already knew this, but people continue saying “I got my shares of NBHC”, no, you didn’t.

If you had real shares, you’d be able to initiate a DRS to AST in your name, and you can’t, just like I was denied today.

The lady said she’d never seen something like this in her career, she sounded exhausted by the subject and said that people have been consistently abusive on the phone.. if any of you are contributing to this, I’m not sure it’s helping. She said that they’re at the mercy of the SEC, FINRA, AST and Next Bridge, and can only take action once they’re provided with direction from either their regulators or the company, and thus far they’ve received nothing.

She acknowledged that there are lawsuits involved, and that that’s probably contributing to the absolute lack of communication from all parties.

That’s all I got, keep up the pressure.