” Only for education purpose. I am not an investment professional nor am I affiliated with a research company or investment firm. Do your own due diligence.”
Note: I have developed an analytical process that aim at quickly uncovering the catalysts that radically point unto the ” fair Value” of a security irregardless of its current market price. I deem that Value and Price do not equate but rather merge over time. Valuation is subjective while Price is a variable that is influenced by many externalities and forces. Only Time may effectively clear the fog about the Price Value margin scale of a security. Unfortunately, within the current FIAT driven monetary standard, excesses and ” errors” in valuation thrive much longer than necessary.
Patience and Resilience is therefore necessary for any VALUE DRIVEN ANALYST!
REGENCELL BIOSCIENCE HOLDING is a Hong Kong based TCM ( Traditional Chinese Medicine) company purporting to cure neurocognitive disorders and degeneration, primarily attention deficit hyperactivity disorder and autism spectrum disorder. The CEO's father is the ” scientific grand wizard” claiming to have formulated a cure for all types of ailment ranging from ADHD to the COVID.
The company has never produced $1 in revenue and its stock price is still hovering near its all time high. the CEO own 80% of the shares and has been supporting the security price by consistently buying up its tiny trading float in order to prevent a collapse.
This is effectively my second analysis on the stock as I had recently put out a post on the fraudulent Nature of the stock.
But today, I would like to pinpoint an abhorrent scheme that I have uncovered behind this stock that makes my stomach churn and highlights the deficiency of our financial markets that effectively allows schemers, fraudsters, and opportunists to exploit our capital market for self enrichment.
This Amendment No. 3 to Schedule 13D (this “Amendment No. 3”) amends and supplements the Schedule 13D (the “Schedule 13D”) filed with the Securities and Exchange Commission (the “SEC”) on July 27, 2021 (as amended to date, the “Schedule 13D”) by Mr. Yat-Gai Au, a Hong Kong citizen, and Regencell (BVI) Limited., a limited liability company organized in British Virgin Islands (“Regencell (BVI) Limited,” and together with Mr. Yat-Gai Au, the “Reporting Persons”), with respect to the ordinary shares of Regencell Bioscience Holdings Limited (the “Company” or “Issuer”), with par value $0.00001 per share (the “Ordinary Shares”). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.
” On October 30, 2014, Mr. Yat-Gai Au acquired 10,000 Ordinary Shares of the Issuer in a private transaction pursuant to the exemption from registration available under Section 4(a)(2) of the Securities Act and Regulation S promulgated thereunder. On September 28, 2020, Mr. Yat-Gai Au transferred the 10,000 Ordinary Shares to Regencell (BVI) Limited, which is wholly owned by Mr. Yat-Gai Au. On March 18, 2021, the Issuer issued a convertible note to Mr. Yat-Gai Au in the principal amount of $3,250,000 (the “Note”), pursuant to the exemption from registration available under Section 4(a)(2) of the Securities Act and Regulation S promulgated thereunder, automatically convertible into Ordinary Shares, upon the completion of the Company’s initial public offering, at the same price as the offering price per Ordinary Shares to be issued in the initial public offering to Mr. Yat-Gai Au or his designees.
On May 31, 2021, the Company effectuated a forward split at a ratio of 1,000-for-1 to increase its authorized capital shares from 100,000,000 Ordinary Shares with a par value of $0.01 per share to 100,000,000,000 Ordinary Shares with a par value of $0.00001 per share (the “2021 Forward Split”).
On July 20, 2021, the Issuer issued 342,105 Ordinary Shares to Regencell (BVI) Limited, designee of Mr. Yat-Gai Au, pursuant to the Note. As a result of the 2021 Forward Split and conversion of the Note, Mr. Yat-Gai Au indirectly owns and controls 10,342,105 Ordinary Shares of the Issuer through his 100% ownership of Regencell (BVI) Limited.
Between the filing of Schedule 13D on July 27, 2021 and November 19, 2021, Regencell (BVI) Limited acquired a total of 50,479 Ordinary shares from open market purchases at an aggregate price of $1,125,807. Between the filing of Schedule 13D Amendment No. 1 on November 22, 2021 and December 29, 2021, Regencell (BVI) Limited acquired a total of another 35,381 Ordinary Shares from open market purchases at an aggregate price of $946,044. Between the filing of Schedule 13D Amendment No. 2 on December 30, 2021 and March 31, 2022, Regencell (BVI) Limited acquired a total of another 62,184 Ordinary Shares from open market purchases at an aggregate price of $1,821,204. Regencell (BVI) Limited used Mr. Yat-Gai Au’s personal funds to effect these purchases of Ordinary Shares.”
Essentially, from the comfort of his office, mr YAT-GAI AU has been able to transform a 3.25M investment scheme into 80% of a company valued recently at close to 500M while never having brought a product to market, made a sale, let alone earn a profit. Essentially, the entire undertaking was aimed at pirating the USA capital markets from the onset.
RGC ( Regencell biotech holdings) is a TOTAL, SHAMELESS, AND ABHORRENT FRAUD WORTH $0!!
https://www.sec.gov/Archives/edgar/data/1829667/000121390022017660/ea157937-13da3regen_regen.htm
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