THE PAPER GAME
By George Chelekis
The most important characteristic about the stock market is the paper itself. By paper, I am using a slang term, specialized for the financial markets and referring to the share certificates of publicly traded companies. So innocent sounding, and mostly ignored by the amateurs, the very word, paper, means absolutely nothing to the average investor. Yet, it is the paper which makes the markets move. And, if you own and run those printing presses, as many small cap insiders often do, you will find that the value of that paper is arbitrarily assigned and confidently controlled through the dynamic presence or the vapid absence of promotions.
If you do not understand how paper and share structure impact upon your investment or speculation, you never will succeed consistently in the small cap stock markets. Instead, you will lose big-time or go broke in trying to "learn about how the market works". Well, it's time you learned the lesson of how these markets work. THIS is the absolute gospel that separates the professional from the ignorant.
Cheap paper fuels the small cap stock market. Cheap paper is also what blows up any stock and explodes the shareholders who dare attempt to profit in such speculations. If you never comprehend anything else about these markets, understand just this one point: The inherent value of any company's shares lies primarily within the range of what the insiders, as well as what the sponsoring brokers, paid for that stock.
If you have a company insider promoting his stock to you, it is a simple exercise to merely ask him, "And what did you pay for your stock?" Quite often, we are invited to speculate in a stock, where the insiders paid around $100,000 to $200,000 for nearly all of the company's paper. Pull out your calculator and run that stock through its paces. If a company has 8 million shares out and is trading for $1/share, when the insiders only paid a few hundred thousand for 40 percent of that stock, where does that leave you? On the short end of the stick, that's where. The insider is holding six-cent paper (shares which are really worth six cents per share), while you are being asked to pay $1 or $2 for that same share!
And what about the "leading" brokerage firms that insist on getting cheap stock or discounted paper? Many small cap US marketmakers demand and get a 50-percent discount on the paper. Vancouver brokerage firms demand and get ten- and twenty-cent paper, when they finance. Don't think the Toronto brokerage firms are any fairer! Brokerage firms are in the business of marketing paper to their clients. The less they pay for it, the more they profit during the analyst's "recommendation" or by the stock promoter's runup. They wouldn't do, and don't do, business any other way.
The illusion of "VALUE" is created by the market professional by vending an "asset" into the company and confidently appraising that asset at whatever he thinks it is worth....or at whatever price he thinks he can get away with. The asset may be an old mined-out gold mine, which once produced 1/2 million ounces of gold at $35/ounce, but now that gold is $350/ounce, can economically produce more gold. In fact, the "potential" reserves could run as high as 1 million ounces of gold. And since gold can be economically produced at $200/ounce, then this asset should be "appraised" at $15 million or more. Especially, and most often, you hear the "more, more, more" or a higher price than that mine is "really" worth. And that is what causes a runup in the stock.....
The brokerage firms chime in, not because they really believe in the story, but because others are likely to swallow the story. And because the retail public will buy this "science fiction," then they can unload their dirt-cheap paper at quite profitable levels. And they, too, strongly contribute to the run-up in any stock which they get behind. Oh sure, they'll attack the insider's reputation or the stock promoter's claims... but, later, much later, after they've dumped all their paper into the market and accumulated a hefty SHORT position. Before that, they'll keep their lips sealed.
The problem, you face, is that the insider is only going to sink enough drill holes into the ground to stir up a frenzy among his current and future shareholders. He then can sell off his six-cent paper to a more gullible, yet otherwise intelligent, speculator at $1, $3 or $5/share. Unfortunately, the drill program won't be sufficient to prove up a gold mine. Something will go askew in the storyline at some point down the road. And that will keep the insider from being crucified by the securities regulators. And the brokerage firms will be long gone from their paper, because they've been following the mining game since it began and know that, maybe just maybe, there are about one or two world-class mining discoveries every decade and perhaps five to ten really good mining stories, every year, that can play out with any degree of longevity. After all, you know, the junior exploration game is very risky. You've heard the story before. You know the drill, because you've heard the same lines more often than a sixteen-year old virgin.
It doesn't have to be a gold mine. It can be a wildcat exploration play. Or a "star wars" widget. A new computer chip. A Year 2000 play. The play depends mostly on how well the insider can tell his story. His first stop is to the newsletter crowd. From what I've observed, newsletter writers are probably the most gullible folks on the face of the earth, aside from their subscribers. A good deal of the newsletter editors have no clue as to how they would properly appraise a gold mine. Most are asking each other or checking with their own geological consultant. And most of them are hardly worth a bucket of spit. They are more interested in how much stock they can get crossed, and at what price, than how well the story plays. Heck, if it was all so wonderful, then there would never be any private businesses that failed, let alone publicly traded companies (which are essentially broke to begin with) that took the swan dive to Hell.
Why do you think the company went "public" to begin with? Only so that the company insiders could distribute the majority of their paper holdings to a wide audience. From what I can gather, there are only three basic reasons why any private company would want to go public: (a) because it is in financial trouble and can't otherwise raise money from more traditional sources (like family/friends or a bank); (b) because the insiders of a private company would like to get their "cash out" when they retire or get tired of running their operation and want to move on to greener or more promising pastures; (c) when some ambitious soul has a bee-in-his-bonnet kind of idea to manufacture the Big Widget or to rush off to some exotic land and discover the world's next big diamond/gold/base metal (insert one or all or another) mine. Occasionally, those in the (c) category actually have a great idea and will persist through thin and thinner times to make their business work. Those are truly the exceptions to the rule.
With the odds very much against any small cap venture, the professional's SUPREME MOTTO for successful investing in the financial markets becomes this: GO SHORT! You want to be a winner in about 95% of your small cap stock investments? Then, play it like the professionals: BET against the company's odds for success. That's what the professionals DO! In the mining game, the odds are, at their rosiest, about one in 100; more cynically, about 1 in 10,000. In the business world, more than 80 percent of all businesses fail within five years or less. Add the "excitement" of running an investor relations department to the thrill of keeping your operation in the black.... and I'm sure you can see why the market professionals are eager to hear about any strongly promoted small cap stock. Because the word, SHORTSALE, is stamped on that company's business plan in letters you can see from ten miles away. While the retail investor sees that small cap stock as the next IBM or the next Placer Dome, the professional sees the company as the next scuzz-ball deal that is guaranteed to rape every investor who touches it. He is no dummy. The professional shortseller allows enough promotion to come into the deal only to create enough trading liquidity and upticks so that he can amass a large enough short position to slam that "next success story" into an early grave. By pre-selling the shares, he can then buy all the stock back for a tiny fraction of what you paid for it.
No matter how you cut it, the financial markets are a "paper game." Just like the game of hot potato, most insiders and professionals are eager to bat away any paper that comes their way. Of course, they MUST maintain the pretense of legitimacy or otherwise they wouldn't have such lucrative jobs. Being on the professional side of the market is far easier than stealing candy from a baby. And the candy they steal from the retail investor (their clients and shareholders) is a heck of lot sweeter.
I've spoken with far too many newsletter editors, promoters, insiders and other market professionals, over the past few years. What separates the REAL professional from the amateur investor is their understanding of the company's share structure. Few amateurs ever research this area. The sharks ALWAYS check that out, as the first item of their due diligence. Paper, paper, who's got the paper? What did they pay for that paper? Simple little questions that must ALWAYS be asked if you are to be successful in playing the small cap stock market.
Failing to understand "share structure," is the most common and devastating error which has victimized every investor who has ever gotten the short end of the stick. No, it is not only the dishonest promoter who is at fault when a stock collapses. (Though he is ALWAYS the scapegoat. How convenient!) The guilty ones are the brokerage firms and their brokers and the insiders who dumped their entire positions into the strength of the trading volume which the stock promoter has created... and then went short on the stock all the way back down the stock chart.
If you don't understand the share structure of any company you are about to invest in, you are about as safe as walking a tightrope stretched across the Grand Canyon, blindfolded and wearing leg irons! Believe me, I know from experience. It is NO virtue to be stupid.
Share Structure
What is share structure? What does it mean to YOU, the innocent investor who is tired of getting fleeced? Knowing the share structure of the company, and understanding how paper is locked up or not, can spell the difference between S-U-C-C-E-S-S and R-O-L-A-I-D-S.
During the fourth quarter of 1996, I began a diligent study of what was lacking in my education of the financial markets. After all, I came into these markets as naive as many as you. My essays have been a journey into the heart of darkness to understand just how these financial markets tick. What you read, in these essays, is a journal of what I have discovered. What was missing in my essays was this: share structure.
Imagine watching a street hustler run his three-card monte operation or shell game on a crowd of unsuspecting gamblers. He's got the full set-up. A shill is there to "lose" or "win" money from him, which draws the crowd to his table. He knows which cards are losers or winners, or under which shell he is hiding the little ball. But, he's got his routine down pat. And you don't. So, he wins and you lose.
It's the same way in the financial markets. The insider and professionals know what their paper cost them and what it is really worth, They really only have ONE problem: How can they dump the majority of their position at a sufficiently profitable level? Far too many take short-cuts and dump vast amounts far too quickly. That is where small cap stock speculation gets a bad name. His paper cost him six cents/share. He's worked hard, probably over a few years, accumulating this position, paying the company's bills (through the buying and selling of his stock) and finding the right asset for the company. In truth, the "sweat equity" he's put into this company could even propel the shares to a value of (oh heck) ten cents per share. He's probably been paying his employees with paper, paying his consultants with paper, paying his landlord and vendors with paper. Paying everyone with paper. It's like being in the printing business. All one needs is blank share certificates and a numbering kit... and he's off to the races.
Now, some of those people, which the insider pays with paper, also like to eat, pay their rent or mortgage and heck even invest in a company that actually produces something. They're either patiently (and grudgingly) holding this paper or they are dumping at the first chance they get. The solution, as always, is to hire some stock promoter -- and pay him in paper, too -- to create some excitement and volume and the inevitable share runup...so that everyone with cheap or "free" paper can bail out.
The sponsoring brokerage firm, backing this deal, has less loyalty than a Las Vegas lap dancer on a busy night. The brokerage firm will put up the money, to move the company SLIGHTLY along in their exploration program or their business plan, and will create enough "jump out" clauses and possibilities, via options and warrants, to ensure that the paper they buy is heavily discounted. RARELY will you find any brokerage firm married to a story or willing to pay more than 50% of what the paper currently trades for. Their job is to finance deals, under the most profitable arrangement for themselves, and to explode their brokers, who bring in clients to buy the deal, as they blow out their cheap paper. Believe me, there is no scarcity of those wanting stock brokerage jobs or suckers looking for a quick buck. And none in the financial markets would DARE call this fraud! Or they would soon end up out of the loop. Promoters, insiders and brokers would just shake their heads in scorn anytime someone brought up that guy's name -- for he committed the deadliest of sins: EDUCATING THE SMALL INVESTOR!
Unfortunately, that is how the little guy gets burned, for he is very much out of the loop. Enough times, that is also where the big guys and institutions can get stung. It is all too glorious to hold 100,000 shares in "the best thing since sliced bread," even if the shares cost the promoter nothing. However, paper is just paper -- absolutely worthless, unless someone gives it life, whether a real life or an artificial one. If the share structure is shaky, and the insiders/management are desperate to build a new wing onto their house or to splurge on a new Ferrari, then the whole play can easily come tumbling down. That's why many of these plays have a two-month (or less) cycle of runup, stagger and collapse. Look at most stock charts and you'll see that cycle: (a) Runup, (b) Stagger and (c) Collapse. (Of course, after the parade has died down, and the small investors are squeezed out of the play, through attrition, THEN a new deal and a new promoter comes along and spits in everyone's face with the "brand new success story".)
You see, I have come to realize that Distribution only gets a BAD name because too many promotions are being run by short-term thinkers: unscrupulous stockbrokers, airhead stock promoters and drunken or heavily sedated insiders. Distribution, by its very nature, defines the financial markets. All trading in a stock really is, is distribution: moving stock from one individual's hands into another's. What is so bad about that... IF it is done smoothly?
Good Plays
The safest safety net is to only speculate in good plays. The single factor which determines a good play is the management or the individual who OWNS the deal. In the small cap stock markets, there may be the official face of the company, known as the management and the names with whom you are most familiar...and then, the guy who owns the deal. He may be a little harder to find. There may also be a more hidden individual -- the one who owned the shell OR even the prospector, from whom the company got the asset, etc. When analyzing share structure, it is important to uncover all of these people, as any one of them can potentially cause a stock runup to collapse. (Find out and assess who the share dumpers will be and determine how big or small their position is, so that you can more cleverly analyze where the resistance levels are likely to be.)
NOTHING replaces good management, as they not only own the deal, but also negotiate the best terms for the property vend-in. (Historically, the worst deals are owned by the prospector who vended in his own asset and probably believes that only he should make money on the deal -- sounds like the best candidate, but experience tells us that it is not). Good management will have a "back-up play" in case the first one doesn't work out and will also quickly stake up all the surrounding property, when there is a discovery and before the discovery is announced.
With good management, the company will have few obstacles toward raising sufficient exploration or research/development money and will be a welcome breath to the marketplace. Insiders with good reputations will attract truckloads of institutional money, which will stabilize the share price at higher levels. While such management will also assert they are "non-promotional," they will discreetly spend fortunes on promotion and be among the first to test-market any new promotional vehicle appearing on the scene. (Amazing how the same insiders who repeatedly insist that they only put their "shareholder money" into the ground, also pay out tens of thousands of dollars to appear at four or more "gold shows" every year.) Believe me, EVERYONE in the small cap stock market is promotional, unless they are the ones with stocks trading at 10 to 25 cents.
THIS OBSERVATION ALONE is what separates good management from the sewer rats: Good management will pay cash for their stock promotions; bad management will try to run some short-term ropey-dope, financed on the fumes of stock options, warrants and (occasionally) free-trading shares. The losers don't have any money to make their play work and will always be struggling. Good management will have plenty of cash in the till, have the provident nature to realize they should raise bucks when the till starts drying up, and believe their paper is VALUABLE. The sewer rats, down deep, believe they are pulling the sheets over everyone's eyes, believe their deal is a scam, and look down upon their paper as worthless.
Invariably, good management will also have a "street smart" sense as to what promo will work and what won't. Bad management, when they finally DO pay cash for their promo, will buy into the worst rip-offs on the face of the earth.
It is not unbelievable when I tell you how to spot good management from bad management. Good management has GOOD MANNERS. They behave with civility, are polite, well-spoken and pleasant to deal with. Not surprisingly, they are also clean and presentable and polished. One does not have to be a rocket scientist to figure out what bad management looks like. The head guy generally looks dirty, smells and dresses badly, tells tasteless and rude jokes, and so forth. Bad Management has BAD MANNERS. There will appear to be no rhyme or reason as to why their company does badly or their stock performs poorly for their shareholders. Stop trying to figure out their "share price." Simply open your eyes and look at them. Visit their offices and see what the whole place looks like. Listen to how they sound and what their spiel sounds like. Failing all else, use your nose when you meet them. If the smell of booze doesn't knock you over, or ungodly sounds don't emanate from their body, then they may just pass muster.
Please, though, don't confuse good manners with SLICK. The slick can also fool you by acting "sugary" and sounding syrupy. Their "good manners" are actually caricatures or parodies of such manners and their behavior can leave you with that "greasy feeling." Believe me, if it sounds oily, smells oily and feels oily, you are dealing with a SLICK insider. Meet a few, as I'm sure you have already done, and you'll be able to tell the difference in a flash. They smile, tell jokes, but they are not sincere.
Conclusion
If you are ever to become successful in any future small cap speculation, your first mission is to get the insider to provide you with an honest analysis of the share structure. One must be resolute in pursuit of such a secret. Most insiders will not part with anything more than a glib response, like: "Oh, our float is only 600,000 shares." Yeah, right! (Ha!) Any paper that isn't locked up in somebody else's safe is free-trading. Don't let yourself get misled into believing anything less. The usual responses run something like this, "We really don't know" OR "We are so widely distributed that we don't know" OR "Our stock has changed so many times that we really ARE distributed." Bull with a Capital B. Any insider can pretty much figure out who is holding their stock, if he really wants to. Even those, who have tens of millions of shares outstanding can roughly determine where the majority of those shares lie. There are such things as "Transfer Houses" and those transfer houses keep records, available to the insiders who really want to know how broad their distribution is or is not. Yes, it does take some hard work to dig up this data. No, it does not fall out of the sky and into your lap.
While you are playing detective, forget about this famous line, "Our Public Float has XX number of shares." That is just a "Promo Line" fed to the gullible. There are enough loopholes that professionals can use to get around "legend stock" or restricted stock to boggle the minds of most amateurs. Securities regulators have a hard enough time tracking down such distribution (and imagine the width and breadth of their contacts and surveillance equipment!). Any stock that isn't nailed down during a huge runup will find its way into the market. Count on it. Expect it. Even 144 stock, which is supposedly "impossible to sell" before a 2-year hold, can be sold. All one needs to do is find a way to "qualify" that stock and it can be sold. Some will even short against a position and find ways to indefinitely rollout that short position until they can get their hands on the paper. Just as marketmakers can use "rolling shortsales" to string out the time of delivery for 45 days or longer, insiders and promoters can short their own paper, nearly indefinitely, by switching brokers and even going offshore, in order to blow out their paper. Like a kite, their paper blows out into the four winds.
To be safe, you should stick to the RULES. Your first premise, when approaching any small cap stock play, should be: "This company is a shell company which finances itself only by selling paper into the trading volume." Every play should be approached as a pure paper play until proven otherwise. And rarely will you be proven wrong. Share price appreciations are meticulously designed, carefully manufactured and aggressively promoted. To think otherwise, is to be caught wearing a strait jacket in a lunatic asylum! (Not a very profitable fashion statement, eh?) Be proven wrong rather than risk losing a fortune in such speculations. Never allow any insider or promoter to pause, hesitate, or become reluctant in laying out the current share structure of his company. If the insider, promoter or your broker do not know the share structure of the play they are recommending to you, shame on them. If you buy into the deal without knowing the share structure, shame on YOU! Do not play their game if they insist you play it blindfolded. Not knowing the share structure IS going it blind. (And the inevitable future share dilution just adds salt to your gaping wounds!)
What I prefer is that an insider lay out the whole share structure for me, letting me know where all of the six-cent paper, the ten-cent paper, the twenty-cent paper, etc. is being held. Who holds it? What are their intentions? How badly do they need the money? And so forth. If they won't tell me? Well, there are thousands of other companies out there. I have no great urge to jump off any steep cliff anytime soon. I've been burned enough times not to "just trust them" again.
Promotion is what brings the UPTICKS. (And badly run promotion is what causes the offers to briefly evaporate and then return with a vengeance.) Professionals know that any insider or promoter has only X-amount of bullets in their arsenal and eventually every promo runs out of steam. Having studied these manipulative tricks, in depth and from both ends of the market, I can assure you of this: What DRIVES the professionals OUT of a stock play is both (a) LACK OF VOLATILITY and (b) THE ABSENCE OF ENORMOUS TRADING VOLUME. Eliminate those two elements and you have closed the door on virtually every trader and marketmaker. (From an investor viewpoint, IGNORE any promoter who promises HUGE trading volume and you will generally succeed.) During the distribution, by steadily bringing in new buying to replace the old buyers (who now become sellers) a stock can make a gradual, low-profile climb up the stock chart. While some speculators want lots of fanfare, they only desire this so they can quickly hop in and out of the stock, playing the volatility to their advantage. I'm sure there are plenty of opportunities elsewhere, but you will no longer associate me with such plays. (High trading volume, over a 3-5 day period, generally KILLS a play with a stock zooming up and then crashing. I'm staying away from them and you should, too.)
Lacking an actual PROGRAM or the skill with which to properly conduct an orchestrated PR campaign, most insiders and promoters go for the "BIG EFFECT." The result does more harm than good. Such contemptuous activities are the sign of a desperate promoter, someone whose idea of fun is probably chug-a-lugging a keg of beer or touring the town's strip joints. These are the acts of the desperate, the mad and the naive. Avoid such PR activity as the fatalities are abundant. And they DO whine, later on, when the promo machine has ground to a halt.
The best way to proceed is to sign on with someone who does have a strategy, has gotten the insiders to agree to a long-term growth program and tells the story honestly to a widening circle of influence. Such stocks do NOT run up and die within the week. Instead, such plays gradually increase a few pennies each day, with only the rare outburst of greatly increased trading volume. Shortsellers avoid such plays, as there is little opportunity for them to quickly build a large short position. Time works against the professionals, in favor of the small investor. Professionals have a big dinosaur in their front yard to feed, and it has a big appetite. They want a profit fast and they want it NOW. If you avoid such temptations, and search out the carefully orchestrated plays, you can avoid becoming another statistic in the small cap graveyard.
The SOLE obstacle you will have to overcome, when taking this approach, is in disciplining yourself. You must continue to overcome every temptation of the "quick buck." That alone -- the vicious greed for the quick buck -- is what will prevent you from acting sanely and rationally. Unless you can also overcome that urge, you will never persist in analyzing the share structure of the play to which you've been invited to invest in. Avoid the quickie, stickie paper plays and concentrate on the real companies which intend to persist through the rigors of an orderly and prolonged distribution cycle. That is what growth is all about. (Your body didn't just grow from 2 feet to 5 feet in three weeks, did it?) Growth takes time, not necessarily measured in minutes or hours. Heck, it may even take more than a few months for a good company to mature and for the distribution phase to fully wring out all of the very cheap paper. Knowing this should save you from foolhardiness in the future. I only wish I had known this earlier, as I am sure you feel the same way. However, you know it now. So USE it in all future speculations.
What you don't know will cause you to lose money. What you DO know will protect you. If you never ask, you will mainly lose. If you always ask and always demand and always GET straight answers, you will have minimized your risk far greater than any insurance policy you can ever buy. If this essay doesn't completely turn you off to speculating in the stock markets, you will then learn to invest with wide-open eyes and with a mind like a steel trap. Or you will become a shortseller.
And, by insisting that these players start running legit plays, you help simplify the madness into which these small cap markets have degenerated. It has to start somewhere.
Why not with you? As the Japanese poet, Basho, once said, "The journey of 1000 miles begins with the first step."
Copyright 1997 by George Chelekis. All rights reserved. |