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TPGY Stock: The Best Way To Test Your Patience Level - YouTube
Channel: Nesami – Smart Investing
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Do you know that feeling when you're watching
a very boring movie for like two hours and
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you finally think it's going to end soon and
then you check the time and you realize you're
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only halfway through the entire freaking movie?
Welcome to the story of TPGY merging with evbox.
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Today we're going to talk about the new sec
filing, we're going to talk about the reasons for
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the delay and then i'm going to give you my
opinion about the future of the stock price
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so let's go. Because your patience has been tested
so much and will continue to be tested for a few
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months probably i'm going to add some pictures
of cute kittens every now and then this is the
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first one of a kitten that just read through
the new SEC filing and discovered the deadline
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has been extended again because yes the outside
day the deadline for this merger between TPGY
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and EVbox has been extended from august 6 until
december 31st of 2021. This is way more than i
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anticipated. I thought this might take a few weeks
more or potentially one month more but definitely
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not like four months more and in the sec filing we
notice that it might take even a little bit longer
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because here we can read that TPGY and Engie
seller which is the parent company of evbox expect
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to work toward completing the business combination
in late 2021 or during the first half of 2022. So
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why do we need this extension? Well we are seeing
a continued delay in the delivery of the audited
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financial statements for evbox group and with
regards to those financial statements we're not
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just talking any more about only the year 2020
but right now we apparently also need the interim
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unaudited financial statements for the first half
of this year 2021 so the six months ended june
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30th of 2021 and to top it off we might also need
to restate the financial statements for EVbox for
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the year 2019 because right here it says that the
existing audited financial statements of evbox for
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the year ended december 31st of 2019 might require
restatement before they can actually complete the
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audited financial statements for the year 2020.
So it's quite insane the things we need. We need
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maybe a restatement of 2019 we need the full
year of 2020 and we need the first half of 2021
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and because of this entire horror show what we are
seeing right now is that TPGY does not consider
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the previously released financial and operating
guidance for EVbox group for future periods to
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be reliable indicators of evbox groups expected
future financial performance so basically that
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means that because of all those restatements and
maybe all of those audits need to be restated.
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We don't really know if the guidance that we
received in investor presentations for example
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is actually correct or not. It could be entirely
different and we might even be looking at a
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revised business plan and a revised financial
forecast for ev box group so what are some of
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the potential reasons for this delay? Well first
of all according to Vihar which had a pretty solid
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comment one day ago Engie has a new ceo since
the beginning of this year. Engie is the parent
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company of evbox so Engie is going to sell evbox
to TPGY hopefully at some point in the future
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if we still are alive and yeah that could be
the case that the new ceo of Engie wants a
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better deal for selling ev box. It could
also be the case that well the French
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government has a stake in Engie and there
might be some regulation issues over here
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and of course keep in mind that Engie is a
european company, TPGY is an american company.
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American companies need to comply with certain
regulations for example GAAP accounting principles
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and Engie isn't really used to complying to these
with these GAAP accounting principles so that
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could be quite difficult for sure and of course
keep in mind again evbox is a part of Engie.
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It might be a little bit difficult to carve out
... to carve out evbox out of Engie of course but
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yeah are these solid reasons for this taking
so so long. I'm not entirely sure about that.
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It just looks like someone is royally screwing
things up. Now hopefully i'm going to be able
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to get an interview with the ceo of evbox in a
couple of years and we can just laugh about the
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entire situation. Now what might happen if the
deal is not going to go through? Well one of
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the things that is going to happen is that evbox
or actually Engie will need to pay quite a bit
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of money 12 million euros if there is no deal for
any reason by any party so also if TPGY says we're
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not going to have this deal anymore then evbox or
actually Engie is going to have to pay 12 million
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euros. Now this could be even increased to
15 million euros so 3 million euros extra
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if the company Engie of course evbox is not going
to be able to deliver their financial statements
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before october 22nd and that combined with no
deal at the end. To soften the blow a little
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bit here's a kitten that's representing the TPGY
investors feeling a little bit stuck right now
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or at least the retail investors like you and me
because it looks like the institutional investors
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are getting the opportunity to abandon the ship
because in one of the sec filings we can also read
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that the investors in the private placements are
going to be released from their obligations. Now
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my interpretation of this is as follows that the
institutional investors or the PIPE investors
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don't really need to keep their shares in lock-up
anymore and they can sell their shares whenever
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they want. Now the question is whether they are
going to do so or not. Apart from that these
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institutional investors bought their shares for
$10 per share. Now i'm not entirely sure if they
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can now sell their shares for $11 which is more
or less the price of TPGY right now or just for
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$10. Now it's probably going to be the latter
so i think that if the PIPE investors if the
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institutional investors want to sell their shares
then they probably will have to do so for $10
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per share. Now in total we're talking about quite
a bit of money 325 million dollars actually that
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could be potentially sold by these institutional
investors by these PIPE investors so you have 100
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million from forward purchase agreements
and also 225 million from PIPE investors
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so if that happens if all of the institutions
are going to sell their shares then i believe
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TPGY can look for new institutional investors that
want to invest up to 325 million dollars in total.
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Now i believe the worst worst worst case scenario
is that everyone sells their shares so 325 million
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dollars in shares, TPGY cannot find any new
institutional investors and then they potentially
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would have 325 million dollars less in cash. Now
i'm not entirely sure what TPGY would do in that
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case. Maybe they're going to sell more shares to
retail investors like you and me but honestly i
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don't really have any idea what would happen in
such a situation. So just like many many people
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in the comment section and my email inbox actually
you might wonder okay this is all very confusing.
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What should i do right now? Am i just going
to jump ship just like this cute kitten wants
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to do and just sell my shares for a loss? Well of
course i can't decide for you. You always need to
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make your own decision based on the information
that you have but i am going to tell you what i
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am going to do. So what am i going to do exactly?
Well i kind of agree with this comment over here
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that if they were not aiming to close the deal why
would they actually postpone because rationality
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says they would have cut of a deal by now if
they didn't think it was actually feasible and
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i would want to add to that yeah why would they
extend the deadline again? Why would they invest
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more time and more money in the next couple of
months? Why would they offer new PIPE investment
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opportunities? It really looks like both parties
still really want to close the deal so that is why
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i still believe that it is more likely that we
are going to see a merger than that we are not
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going to see a merger. If i would have to put
a percentage on that i think it's about like 75
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percent likely that we will still see a merger
whether it's going to be in december or like
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the first half of 2022 and like 25% that we're
not going to see a merger. Now of course there
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is an opportunity cost right now because i could
of course sell my shares and use the money for
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something else during the next couple of months
because i think that the stock is likely going
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to stay trading because between $10 and $11 per
share for the next couple of months. It's likely
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going to take a few months before we're actually
going to get definitive news about the merger
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but personally i'm not going to do so. I'm not
going to sell my shares. I've been waiting this
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long and i'm just going to wait a few more months
but i can definitely understand if you would sell
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your shares right now and put the money somewhere
else for just a little while for a few weeks or a
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few months. It's just yeah super annoying and
they are really really testing our patience so
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that's the latest update about TPGY. Now if you
haven't watched my latest video about TPGY which
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i released last week definitely do so. It's right
over here. It contains a little bit of additional
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fundamental analysis about evbox so definitely
check it out of course and if you have already
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done so then maybe check out my mission which is
right over here and with that being said thank
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you very much for taking the time to watch this
video and i hope to see you in the next one. Bye!
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