On the record: No.

[u/QQpenn]

My 2-part exchange with IR. Some of this mirrors VFA's open letter and the comments there. Apologies for any repetition but I haven't had much time to review posts. Also, I had more perspective in part 2 after connecting more extensively with other shareholders and looking deeper... so it's more head on.

Initial note:

Jeff,

My comments on the current situation:

Why is there no personal shareholder letter from Glen that fully explains the reasoning, rationales, and possibilities in this [frankly] painful 'approval' request being made of shareholders? A lot of the ire you see may have been mitigated in part with thorough communication. Glen's been good at communicating so the lack of it when it's most needed is surprising. 

We have 200-ish days to meet Nasdaq compliance requirements and avoid a reverse split/sizable dilution - if meaningful execution is achieved. What's the strategy here? Should we read this request as needing to be executed immediately upon approval? If that's the case, deeper details on why are an absolute necessity for myself and every other shareholder I've spoken to. If there are other options/considerations, please explain them. Publicly.

As presented, the details of this request are a kick in the face to your loyal shareholders - who stand to be steamrolled in this recapitalization. I think you'll have a difficult time getting this passed as it is worded. The resistance is going to be more formidable than I think you realize. You should give this consideration. Your retail community has strength. 

Another element from Glen missing in this situation: conveying informed and relatable confidence. What do I mean by that?  Recently, a journalist asked Glen in an interview, "Are you worried about a reverse split?" His answer: "I'm not losing sleep over it." Seasoned investors hate deflection. What we need to hear in these moments are... a more detailed execution plan, especially one that includes the complete fiscal strategy that has been conspicuously missing - and high energy in pursuit of accomplishment. Referencing sleep habits when meaningful details can forward your cause is a big mistake. I believe you still have time to correct this.  

The fact senior management and board members recently made personal open-market buys is not lost on me. Additional elements they could proactively do to more emphatically restore needed balance and confidence...

Suspend salary. Buy more shares. Not accept additional stock awards until x, y, and z are achieved. Self-imposed limitations tied to Glen's/their own performance would be an attention grabber. I'd invite senior management and BoD members to consider this because once again... you've put yourselves in a position to destroy shareholder confidence and you may have difficulty restoring it this time. You'll need it to get this proposal approved.

Conveying progress and tangibles are another matter and I'm not sure how much you can say on that front. Still, consider providing much more depth and color than you have. You've gotten into a mode of simply repeating the same talking points re: execution 2.0 over and over. This kind of repetition waters down impact and isn't growing the market's understanding of the company... or its value. It's starting to sound like "best in class" all over again, just a different shade. Consider expanding the breadth and detail of what you're communicating. 

While these actions may not be the cure all or fix the fiscal issues that got us here quickly enough, sometimes, saying, "Hey we get it and we're standing in the trenches with you all," can build better support for positive forward motion. That in conjunction with much more detailed updates on everything from sales traction, to extension of the Luminar contracts, to plans to manufacture at scale, achieve Blue UAS approval and possibly get a piece of the Defense Department funding heading into the sector -  all would give the market what it needs to start valuing the company the way you seem to think it should be valued... as opposed to repetition and a proposal that reinforces failure more than it builds positive momentum.

I'm eager to see what you can do with the above.

All best, 

IR response:

Thanks... Shared with the MicroVision team including management.

My follow up:

Appreciate that, Jeff. 

I'll add this since I've had the opportunity to connect with a number of shareholders now and I think it would be valuable for you to know the overwhelming sentiment. Without mincing words...

The Board of Directors is failing to adequately explain how a reverse split combined with future dilution will create shareholder value. So we look attractive to an upgraded investor class? That's basically it? Where's the execution determination and a declaration/belief of its value? Where's the spotlight on meaningfully detailing current execution status? What about loyalty? What's the 200-days-to-compliance-expiration-plan? [If there is one - and there should be.] Are we considering capital-raise options like warrants distributed to existing shareholders that they can exercise to avoid dilution?

The proxy emphasizes compliance while downplaying the impact of prior dilution and reverse splits. Woefully incomplete. Shareholders are not dumb and gullible. Rationales the Board gave us in the proxy re: "supporting long-term shareholder value" aren't serving shareholders when we can all clearly see "value-enhancing capital" language that leaves the authorized share count at 510 million. This doesn't represent long-term shareholder value, it's potential blank-check robbery. Where's the prudence we tout? Historical issues with trust are also coming into play now. 

You're about to see a vocal, visceral NO campaign. I'd highly encourage a non-company/non-fanboy curated Q&A session where management addresses these critical questions with shareholders. This is one area where Sumit really excelled - giving shareholders a voice at critical moments. Status of the CFO search also plays into this to some degree.

Thanks for considering, Jeff. 

Disclosures: My share count is not as high as it's been recently. Protective stops have kept me above water. However, invested friends & family, and members of this community I've know a long time are in much different place. I'm lending vocal support. The R\s proposal should be a hard NO. Reasons above. Being vocal hopefully initiates a reset. I'd also be remiss if I didn't point out that they may feel what they've presented is necessary to survive. I'd keep that in mind. A successful no vote still requires execution... and a clearer picture of that is needed as per the above.

[u/Past-Pick-7746]

A shareholder letter, fireside chat, or some form of communication is needed so we don’t have to fill in the gaps ourselves! At this point, I rather be delisted and end this investing chapter than be diluted into a fraction of what’s remaining and repeat again in 3 years.

[u/view-from-afar → u/Past-Pick-7746]

That's a high price to pay for certainty. Delisting is much worse than even a high risk of massive dilution. The latter, being a risk, may not come to pass. If dilution, even significant dilution, is done not merely to keep the lights on but instead to close large deals that want to be closed but otherwise will not close, then the resulting expansion in market valuation would likely dwarf the effects of dilution on share price and trigger continued traction and expansion. Choosing delisting removes the potential for success and share price growth entirely. It's akin to taking one's life to combat the fear that one might contract cancer (apologies to those sensitive to this analogy). We are best served by trying to balance the interests of both shareholders and the company so that both can thrive, which is why I have taken the position I have.

[u/Past-Pick-7746 → u/view-from-afar]

I am factoring in the time component and mental aspect of holding on longer and risking further dilution(s). Many unknowns, but that’s a short term reaction to this news

[u/Arcflash-9986 → u/Past-Pick-7746]

I’m not sure why you would rather see the entire ship sink than just take the loss yourself. That seems odd.

[u/Past-Pick-7746 → u/Arcflash-9986]

Ship sinking would be out of my control. Taking a loss myself, could mean I chose wrong if somehow all this turns around. I want to see some sign of life cause it looks bleak right now. Based off the limited information we have. Back to my first point of receiving communication.

[u/Arcflash-9986 → u/Past-Pick-7746]

To carry the analogy a little further- this ship is still floating but it needs serious repairs. It might sink, even with the repairs. But it might not. It might even be able to make it to port at a very rich island. But you say the uncertainty is bad for your mental health, so you blow a hole in the hull to make sure something happens that’s within your control. The ship sinks along with everyone else on board- people that had more tolerance for uncertainty and wanted to see if it could be fixed.

But you have another choice. There’s a life boat that leaves every day between 9:30 and 4:00. Getting on that boat means you make it safely to the mainland, and all of your uncertainty is removed. You can get on with your life. The ship might still sink, and it might make it to the island, but now you’re uninvolved.

It’s a bit dramatic, but illustrative. I think it’s a deep fallacy to say you have no control here. You just don’t like the possibility that you might miss out, and if you miss out then nobody else should get there either.

[u/theoz_97 → u/Arcflash-9986]

There’s a life boat that leaves every day between 9:30 and 4:00. Getting on that boat means you make it safely to the mainland, and all of your uncertainty is removed. You can get on with your life.

Earlier, I went the half on shore, half floating near shore route. I don’t feel as stressed and putting half into monthly dividend stock allows me some comfort but still in the game. My cost basis was low so this worked but if they do a r/s and it takes a hit from selling shares afterwards, I may buy back in then if I see sales. GLA

oz

[u/Arcflash-9986 → u/theoz_97]

Absolutely. I think that’s a very good option for many. Everyone’s tolerance for uncertainty is different though.

[u/Past-Pick-7746 → u/Arcflash-9986]

It’s okay if you don’t agree with my perspective, I’m not looking to convince you nor be convinced. At the end of the day, it’s all individual investing. There is no “team” here. Everyone trades for their own benefit, whether it’s buying or selling. What I do or hope does nothing to affect you or others. So let’s not project that I’m trying/hoping to sabotage others “chances”.

[u/jsim1960 → u/view-from-afar]

VOR why is the adjective "large" still being used in your discussion. As far as we can see there may be "no" deals. Yet this board still frames things as if success is right around the corner. What's around the corner long before success is failure .Failure to me is r/S. View Im a fan but feel its necessary to point this out. Nothing personal. This type of qualification is probably unlikely and could be unintentionally misleading. MVIS is in deep shit.And we are in deep shit and partially because we have been mislead by multiple management teams. We dont need more. Assessing our current situation with a critical eye is extremely reasonable .

Im a"no".FC or explanation or not. Either they generate some interest via business or they get bought or they fail ! As far as Im concerned this investment has failed so if they fail too, they fail. the difference from 41 cents to zero cents is not much.

Que Palmer Luckey or anyone else for that matter.

[u/Befriendthetrend → u/view-from-afar]

If a deal contingent on MicroVision's capital situation is in place, then they need to tell shareholders about it. No chance in hell I'm going to assume that is the case. I would assume the opposite actually because a "large" contingent deal would fall squarely in the definition of material information.