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On September 9 a company called AI OKTO Corp. filed a registration statement to list on Nasdaq. It owns two gas carriers of roughly 5,000 cubic metres each, both built in Japan in 2015. It has no employees at all. Its chief executive will give it, in the filing’s own words, “approximately 20-30% of his business time with our company over time, and less during certain periods.” The parent, Toro Corp., is contributing $45 million in cash, which is more than the two vessels are worth on the open market. The name is the first thing anyone notices, and the filing never explains it. Okto is Greek for eight, and holders of Toro stock receive one AI OKTO share for every eight they own, but no document makes that link. What the document does make explicit, twice, is that the artificial intelligence has not been implemented. There is no AI budget anywhere in it. No named vendor. No timetable. No staff, because there is no staff of any kind. The strategy runs to licensing software the filing describes as “primarily consisting of commercially available tools,” which is what most managers already buy. The only artificial intelligence credential disclosed in the entire document belongs to a non-executive director who completed an MIT Sloan executive education programme, and whose day job is running a distributor of medical products. None of that is the story. The story is that this registration statement has been filed once already. In March the same company, carrying the same name, filed to list as a spin-off of a different parent holding an entirely different vessel, a tanker. That filing was withdrawn in July. The paragraph explaining why the company needed an artificial intelligence operating model is, word for word, the paragraph in the September filing. The parent changed. The asset class changed. The law firm changed. The share ratio changed. The reason for the name did not change, because it was never written about these vessels.
📋 In This Issue:
⚖️ The Story:
What is actually being listed, the paragraph that was written for different vessels, what the filing does and does not say about artificial intelligence, the structure underneath the name and what happened to the last company to come out of this machine
📊 By The Numbers:
The $45 million of cash against two vessels worth less, the 3.9 billion authorised shares against 4,319,916 to be issued, the management fee that triples, the $11.2 million termination fee and the 99.97 percent of the votes that never move
🌍 Why It Matters:
What it changes for the charterer fixing a two vessel counterparty, the lender behind a listed Greek owner, the owner weighing a listing of his own and anyone who reads a company name and assumes it describes the company
👀 What To Watch:
Whether the registration ever goes effective, whether the reverse split authority gets used, the two charter expiries that arrive first and the falsifier that would break this brief
🚨 Gosships Signal:
The market paid nothing for the letters, which is the only encouraging fact in the file
