Okay, how many of us remember the following:
Trump Steaks
Trump Water
Trump Wine
Trump University
Trump Hotels and Casinos
Trump Style
Trump Magazine
Trump Vodka
Trump Burger
Donald Trump, The Fragrance
Trump Shuttle
Trump Steakhouse
The list can go on ad nauseum. Failed businesses, attracted investors, many of these ended up in lawsuits between the investors and the “Orange Jesus” himself…..Donald J. Trump.
So, this got me to thinking now that Trump’s Truth Social has gotten approval to merge with Digital World Acquisition Corporation word on the ground says that Donald is going to get a huge payout….perhaps up to $3 billion dollars. I got curious.
Truth Social says they have fifteen million users. However, social media research firms like “SimilarWeb” say monthly users are in the five million user range (their last count in February). Trump Media the “owner” of Truth Social lost over FORTY-NINE million dollars through the first 9 months of 2023, having only brought in $3.4 million dollars of revenue. Trump owns seventy-nine million shares of Truth Social – which has no real value, is not a publicly traded company.
So where is the value coming from if Trump is supposed to gain over $3 billion dollars in the merger?
Digital World Acquisition Corporation was formed as a “shell company”. It was really positioned from its formation to provide Trump Media with a vehicle to go public. Its stock is listed at $36.94 (as of 3/24, down 13.71% in the last trading day) a share. That is the basis for these estimates. When first formed in September of 2021 the stock went to $100 a share but has fallen and had a price generally around $12-17 a share until just in the last few weeks when news that the merger was to be allowed broke and the price went up to $42 a share, but in the last two days has been drifting lower.
About DWAC financial performance and I am not making this up. The company has listed no income, NONE, since 2021. It lost over FIFTEEN MILLION DOLLARS IN 2023. So, how in the hell can its stock be worth anything? Speculation, pure and simple. Some say investing in stocks is gambling, and in the case of DWAC gambling in a house made from a deck of cards. Here is another interesting issue with DWAC. Where did this company get interested buyers in its stock when it formed? Who were they? Hope you are sitting down, this is not being made up, this is not some conspiracy theory. These are facts revealed through DWAC’s financial statements and disclosures to the Security Exchange Commission – SEC.
This house of cards has been financed through the Chinese….and in all cities, Wuhan (ironic, huh?)
On September 3, 2021, DWAC commenced trading on the Nasdaq, after selling twenty-five million shares in its IPO.
On October 20, 2021, DWAC and Trump Media & Technology Group (TMTG) announced that they had entered into a definitive merger agreement that would combine the two entities, allowing TMTG to become a publicly traded company. DWAC was created with the help of ARC Capital, a Shanghai-based firm specializing in listing Chinese companies on American stock markets that has been a target of U.S. Securities and Exchange Commission (SEC) investigations for misrepresenting shell corporations. Some investors were surprised to learn that their investment money was being used to finance a Trump company. In 2021, the DWAC Trump venture was linked with another company, China Yunhong Holdings, based in Wuhan, Hubei, until its lead banker who was running the merger promised to sever ties with China in December 2021, stating that Yunhong was to “dissolve and liquidate”. In February 2022, Reuters reported that the connection between Shanghai-based ARC Capital and Digital World was more extensive than thought, with ARC having offered money to get the SPAC off the ground.
In August 2022, DWAC secured shareholder approval for four three-month extensions to close the deal, deferring shareholder meetings until September 8, 2023. The firm needed to close the deal by that date, or have 65% of shareholders approve another extension, or face liquidation. Shareholders approved a one-year extension on September 5, 2023.
In March 2023, Digital World Acquisition fired its CEO Patrick Orlando. And all the current directors of DWAC are Trump loyalists – including Trump’s sone Donald Trump Jr.
DWAC disclosed in an October 2023 regulatory filing that after investors had canceled $467 million of their commitments, the firm would return the remaining $533 million of the $1 billion it had raised.
On March 22, 2024, DWAC shareholders approved a deal to merge with TMTG. Following the vote, the share price closed the day at $36.94 following an open value of $43.92 and a high of $46.70, just prior to the vote.
So, no sales, no profit, huge loses, but an influx of investment facilitated through Chinese investment companies. Stock value, none based on assets – of any kind – stock value is pure speculation.
One other note on DWAC.
On June 29, 2023, three people were arrested on charges that they had illegally traded DWAC based on nonpublic knowledge before the proposed merger was announced in 2021.
The founder of the DWAC SPAC, Miami banker Patrick Orlando, had been discussing the deal with Trump since at least March 2021, as The New York Times reported days after the TMTG deal was announced. This may have skirted securities laws and stock exchange rules since SPACs are not allowed to have a target company in mind prior to going public. The formation of the SPAC was announced in May 2021, and it was taken public that September. By mid-2021, people affiliated with TMTG were telling Wall Street investors that the company was nearing a deal to merge with a SPAC. Trump and Orlando had initially discussed a deal through another of Orlando’s SPACs that was already publicly traded, but it was deemed too small for the Trump deal. Deal discussions could have been proper when the first SPAC was being considered but improper after the SPAC was formed. DWAC stated in three prospectuses that it had not had “any substantive discussions, directly or indirectly, with any business combination target.”
Orlando’s stake in DWAC increased by $420 million from the original $3 million he invested.
In late 2021, the SEC and the Financial Industry Regulatory Authority asked DWAC for information about stock trading and communications with TMTG prior to their deal being announced. (DWAC disclosed this request in a December 2021 regulatory filing.) The company disclosed in June 2022 that the SEC was expanding its inquiry, and days later said a grand jury seated by the U.S. Attorney for the Southern District of New York (SDNY) had subpoenaed DWAC and each member of its board, as well as documents.
On July 3, 2023, DWAC announced its intent to settle by paying an $18 million fine to the SEC and revising some of its filings. On July 20, the SEC announced the settlement.
One of the notable early investors – In October 2021 it was reported, based on information provided by congresstrading.com, that House representative Marjorie Taylor Greene (R-GA) had purchased between $15,000 and $50,000 DWAC shares after the Trump merger was announced. Interesting, huh?
So, you have a shell company created for the purpose of benefiting Trump Media, you have illegal discussions taking place in its formation between its CEO Patrick Orlando and Donald Trump (for which the SEC fined DWAC eighteen million dollars). You have a failure of the initiative to raise money and it turns to Chinese investment companies that fronted DWAC up to three hundred million dollars. You have Federal criminal investigations of several of the founders of DWAC. You have DWAC with no sales, no income, huge loses, but a listing on the NASDQ which will give Trump Media access to investment markets and the ability to sell stock. You have Trump media with less than five million users, losing tens of millions of dollars a year. Who would like to invest in this scenario? Only the gullible, only those who have placed blind fealty to Donald Trump. Every single investment analysis of DWAC gives it an “-F” or “overvalued” rating. Normally I would feel sorry for these individuals, but in this case with these facts so easy to find…. once this “business” goes bankrupt, Trump will have once again successfully “grifted” and “conned” from those who really cannot afford to lose their money. No, I will not feel sorry for them.
None of this associated with Donald J. Trump surprises me. Just look at the lengthy list of failed businesses, “smoke and mirrors” that he has used for decades. But what does surprise me is that our news organizations – large and small – seem to have ignored what seems to be an especially important news story. One that involves Donald J. Trump, his family, and associates that factually through SEC required financials and documents show what the House Judiciary Committee accuses Joe Biden and his family of doing (setting up shell companies, using their political influence, accepting foreign money, etc.) – Trump and his family are actually doing, factually doing to the tune of millions, hundreds of millions of dollars.