From what's tradeable today to what's realistically coming. Bigger = more selling pressure ahead.
Pending share supply of ~26.0 million equals 385% of the ~6.75 million share float, and that figure conservatively excludes the full ELOC capacity — the Company's own estimate of maximum shares issuable under the C/M equity line is 43,750,000, or 6.5x the entire current float, against $30.8 million of remaining undrawn capacity versus a ~$2.8 million market cap at $0.41. Three mechanisms are live and firing right now: (1) the C/M ELOC, drawn continuously — 2,616,448 shares for $2.95M in H1 2026, 2,308,012 shares for $1.27M from 7/1 to 8/18, and 510,951 shares on 8/25 at $0.2106, with each draw priced at 95% of the LOWER of the 5-day VWAP and the lowest trading price of the day, plus a downward purchase-price reset to any lower New Issuance Price within three business days; (2) $2.7 million of floating-rate convertible notes convertible at the lower of $7.00 and $0.04 above the closing price — a formula with no meaningful floor that mechanically issues more shares as the price falls, and the Company itself now discloses 3,899,658 shares underlying converts; (3) preferred conversion overhang of 10.6–11.3 million shares plus 1,021,745 shares of stock-payable dividends, including the new Series D ($5.5M stated value, $1.00 conversion with a full-ratchet reset to a $0.60 floor = up to 9,166,667 shares). Add a 2,093,250-share Strategic Transformation RSU plan (20% of fully diluted) and fresh 431,250-option grants to the new interim CEO/COO. The only component that is NOT dangerous is the warrant book: 1,875,384 warrants at a $41.20 weighted-average strike are ~100x out of the money with no disclosed reset, contributing essentially zero. Score is 9 rather than 10 solely on that dead warrant overhang; every other component is maxed.
Share Structure
Float to Fully Diluted Breakdown
Reported float from Insight Sentry (AMEX:SBEV) returned null for reported_float, stock_price, shares_outstanding and market_cap — no usable market-data baseline; fell back to full reconstruction from XBRL and cover pages. Adjusted based on SEC filing analysis.
Baseline: cover-page shares outstanding, post 1-for-4 reverse split effective 2026-07-24
Source: XBRL EntityCommonStockSharesOutstanding; 10-Q filed 2026-08-19; 424B3 filed 2026-08-28
510,951 shares sold and issued to C/M Capital Master Fund under the ELOC on 2026-08-25 at ~$0.2106/share for $107,610.62 gross — after the 8/19 cover date; resale registered on S-1 333-298112 effective 2026-08-24, therefore immediately free-trading
Source: 8-K filed 2026-08-28
Less officer/director common holdings (split-adjusted; group holds ~1,875 pre-split common, balance is options)
Source: 10-K/A filed 2026-04-30, Item 12
Less Series B preferred conversion shares issued unregistered under Section 4(a)(2)/Rule 506(b) on 2026-04-16 (418,720) and 2026-06-19 (259,680), split-adjusted to 169,600 — still inside Rule 144 seasoning unless covered by the 1,941,310-share RRA resale registration
Source: 10-Q filed 2026-08-19, unregistered issuances
Reported float + filing adjustments
MEDIUM confidence
Registered and convertible shares that could enter the float relative to current float size.
Share estimates are approximate. Convertible share counts based on current price. Review SEC filings for exact terms.
See the full breakdown
Red flags, financing counterparties, the deal timeline, and every SEC filing — free with an account.
Sign in to continue- 1-for-40·Mar 27, 2025~1 yr ago
- 1-for-4·Jul 24, 2026~2 mo ago
- ▸C/M Capital Master Fund $35,000,000 equity line of credit — $4,217,207 drawn via 4,924,459 shares, $30,782,793 remaining, Company-estimated maximum 43,750,000 issuable shares
- ▸ELOC pricing at 95% of the LOWER of the 5-day VWAP and the lowest trading price on the purchase date, with a downward reset to any New Issuance Price within three business days of a Purchase Date
- ▸ELOC Exchange Cap of 19.99% already voted away by stockholders at the 2025-10-31 meeting — no percentage ceiling on issuance
- ▸$2.7 million of 0% notes convertible at the lower of $7.00 and $0.04 above the closing price (floating, effectively floorless at current prices)
- ▸Series B Preferred (87,999 shares) actively converting into common — 24,252 preferred became 1,940,120 common in Q1 2026 alone
- ▸Series A-1 Preferred (1,300 shares) convertible at 80% of VWAP
- ▸Series D Preferred ($5.5M stated value) with a full-ratchet conversion reset to a $0.60 floor, opening after 2026-12-31
- ▸12% preferred dividends payable in common stock in lieu of cash (~1,021,745 shares plus future accruals)
- ▸Strategic Transformation RSU Plan — 2,093,250 shares (20% of fully diluted), pending stockholder approval
- ▸2025 Equity Incentive Plan evergreen: automatic 5% of fully diluted shares added every January 1 through 2032
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