Vilacto Bio (VIBI) Landing page stock promotion

I had seen the chart but it wasn’t until I was castigated on Twitter for not blogging about Vilacto Bio (VIBI) that I bothered to look into the promotion pushing it up. As is usual with promoted garbage stocks, the company has little in the way of assets ($135,000 per most recent 10-Q), no revenues, and negative book value.

There is a landing page promoting VIBI at: http://dailystocktraders.com/VIBI/

Disclosed budget: $2,000,000
Promoter: Dheise Oliveira / DailyStockTraders.com
Paying party: not mentioned
Shares outstanding: 90.000.000
Previous closing price: $1.67
Market capitalization: $150 million

Disclaimer from the landing page (emphasis mine):

Disclaimer: Information about many publicly traded companies, including Vilacto Bio Inc. and other investor resources can be found directly from the Securities and Exchange Commission as well as from its website, www.sec.gov. It is recommended that any investment in any security should be made only after consulting with your registered investment advisor and only after reviewing all publicly available information, including the statements of the company. Do not base any investment decisions upon any material found in this advertisement. The information contained herein has been prepared for informational purposes only and is not intended in any way to be used as a complete source of information on any particular company, including Vilacto Bio Inc. This publication does not purport to provide a full analysis of any company’s financial position. Any public company’s financial position and all other information regarding the company should be verified directly with the company and its regulatory disclosures. Dheise Oliveira has been paid $4,000 to be a spokesperson in this advertisement. An individual should not invest in the securities of Vilacto Bio Inc. based solely on information contained in this advertisement. Investing in securities is speculative and carries significant risk, including the total loss of principal. This advertisement is not intended to be, nor should it be construed as, an offer to buy or sell nor a solicitation to buy or sell securities, nor should it be construed as the provision of any investment related advice nor services tailored to any particular individual’s financial situation or investment objective(s). The publisher distributes general content offering impersonalized entertainment to readers and/or prospective readers and is not an investment advisor or broker-dealer registered with either the U.S Securities and Exchange Commission nor with any state securities regulatory authorities. The publisher is neither licensed nor qualified to provide financial advice. As such, the publisher rely upon the “publisher’s exclusion” as provided under Section 202(a)(11) of the Investment Advisors Act of 1940 and its corresponding state securities laws. Do not invest in this company unless you can afford to possibly lose your entire investment. The company featured herein appears as paid advertising, paid by a third party to provide public awareness for Vilacto Bio Inc. The publisher understands that in an effort to enhance public awareness of Vilacto Bio Inc. and its securities through the distribution of this online advertisement, if successful, the advertisement will increase investor and market awareness, which could result in increased numbers of shareholders owning and trading the common stock of Vilacto Bio Inc., and/or increase trading volumes, and/or possibly increased share price of the common stock of Vilacto Bio Inc. The publisher and marketing vendors will be managing a total budget of two million dollars, provided for all online advertising and marketing efforts; and will retain any amounts over and above the cost of production, advertising, copywriting services, mailing and other distribution expenses, as a fee for their services. The publisher has not undertaken to determine if paying parties are, or intend to be, directly or indirectly, a shareholder of Vilacto Bio Inc. This publication is based exclusively on information generally available to the public and does not contain any material, non-public information. The information on which it is based is believed to be reliable; nevertheless, the publisher cannot guarantee the accuracy or completeness of the information. The information contained herein contain forward-looking information within the meaning of section 27a of the Securities Act and section 21e of the Securities Exchange Act including statements regarding expected growth of Vilacto Bio Inc. In accordance with the safe harbor provisions of the Private Securities Litigation Reform Act, the publisher notes that statements contained herein that look forward in time, which include everything other than historical information, involve risks and uncertainties that may affect the Company’s actual results of operations. Factors that could cause actual results to differ include, but are not limited to, the size and growth of the market for the company’s products and services, the company’s ability to fund its capital requirements in the near and long term, pricing pressures and other risks detailed in the company’s filed reports with SEC. To the fullest extent of the law, we will not be liable to any person or entity for the accuracy, quality, completeness, reliability, or timeliness of the information provided herein, nor for any direct, indirect, consequential, incidental special or punitive damages that may arise out of the use of information we provide to any person or entity (including, but not limited to, lost profits, loss of opportunities, trading losses, and damages that may result from any inaccuracy or incompleteness of this information).

PDF copy of landing page

 

 

Disclaimer. No position in any stock mentioned and I have no relationship with anyone mentioned in this post. This blog has a terms of use that is incorporated by reference into this post; you can find all my disclaimers and disclosures there as well.

Tactical Services (TTSI) Stock promotion: emails and boiler room

Note: When I published this on 11/15/2017 Tactical Services was trading as LUADD. It is now trading as TTSI. 

The new stock promotion on the block is Tactical Services (LUADD). It isn’t completely new — it has been going on since October 26th. However, while I tweeted about it, I didn’t blog about it because volume was low and it looked like it was failing quickly. Also, I couldn’t sign up for the promoter’s email list. However, with the recovery in the stock price and hearing that there is a boiler room promoting the stock I decided to blog about it. Keep in mind that boiler room pumps usually result in the biggest dumps. The last big boiler room pump and dump was Homie Recipes (HOMR; now trading as STVA Stevva Corp), which quickly dropped from $1.80 to $0.20 in two days. I traded it horribly (shorting at $1.90 and covering my short at $0.80) and still made decent money. It now trades at $.002.

Here is the STVA daily candlestick chart — trading in it was suspended for two weeks by the SEC on October 5th.

The LUADD stock chart does not appear nearly as well controlled / manipulated as STVA/HOMR did, but it has been slowly upticking on pretty decent volume for the last 7 days.

Below is a screenshot of an email promoting LUADD. Thanks to @TheReal666 for posting this on Twitter. Unfortunately the disclaimer is too small for me to read.

Other reliable sources have confirmed the Stock Callers promotion of LUADD:

I tweeted about the LUADD stock promotion on October 31, pointing out that the number of shares outstanding was a lot higher than many thought:

According to TheOTC.today, the StockCallers promotion group is comprised of the following websites:

ActiveWallStreet.com
EquityResearchDaily.com
GlobalStockAdvantage.com
Stock-Callers.com

The top three of those websites no longer exist and I cannot sign up for the Stock-Callers.com email list.

As of 11/17/2017 Tactical Services has begun trading as TTSI.

Disclaimer. I am currently short LUADD and may add to my short or cover it at any time. No position in any other stock mentioned and I have no relationship with anyone mentioned in this post. This blog has a terms of use that is incorporated by reference into this post; you can find all my disclaimers and disclosures there as well.

Lexington Biosciences Landing page stock promotion

Starting sometime in October (volume started on October 2nd), TechStockInsider.com started promoting Lexington Biosciences (LXGTF) at the landing page: http://techstockinsider.com/the-wearable-tech-thats-disrupting-an-industry-worth-billions/

TechStockInsider is owned by Midam Ventures LLC which is also behind the promotion of Liberty One Lithium (LRTTF).

Disclosed budget: $100,000
Promoter: TechStockInsider.com / Midam Ventures LLC / Midam Investor Relations
Paying party: Ellis Stewart, LLC
Shares outstanding: 30,745,901
Previous closing price: $0.42
Market capitalization: $12.9 million

Short disclaimer (shown on the landing page):

TechStockInsider.com is owned by Midam Ventures, LLC has been compensated $100,000.00 by Ellis Stewart, LLC for a period beginning October 1, 2017 and ending November. 1, 2017 & Midam Ventures, LLC has been compensated an additional $150,000.00 by Ellis Stewart, LLC for a period beginning November 1, 2017 and ending December. 1, 2017 to publicly disseminate information about (LXGTF). We may buy or sell additional shares of (LXGTF) in the open market at any time, including before, during or after the Website and Information, provide public dissemination of favorable Information. We own zero shares. Click Here For Full Disclaimer.

Full disclaimer:

Who owns and controls the website located at http://TechStockInsider.com

The website located at http//www.techstockinsider.com (the Website) is owned by MIDAM Ventures LLC., a Florida corporation. The Website, its owner, affiliates, control persons, directors, officers, employees and agents are hereafter collectively referred to as the “Publisher”, “we”, “us” or “ours”.

What do we do?

We are paid advertisers, also known as stock touts or stock promoters who disseminate favorable information (the “Information”) about publicly traded companies (the “Profiled Issuers”).

How is the Information published?

We publish the Information on the Website, in newsletters, audio, and live interviews featured reports message boards and email communications for specific time periods that are agreed upon between us and the Profiled Issuer. Our publication of the Information is known as a “Campaign”.

Will everyone receive the Information at the same time?

No. The Information may be sent to potential investors at different times that are minutes, hours, days or even weeks apart.

How is a potential investor impacted if they receive the Information later than other investors?

If the trading volume and price of a Profile Issuer’s securities increases after the Information is provided to an earlier group of investors, then subsequent investors will pay inflated prices for any securities of the Profiled Issuers that they purchase. This will likely result in the Profiled Issuers having trading losses.

What will happen when the Campaign ends?

Most, if not, all of the Profiled Issuers are penny stocks that are illiquid and whose securities are subject to wide variations in trading price and volume. During the Campaign the trading volume and price of the securities of each Profile Issuer will likely increase significantly. When the Campaign ends, the volume and price of the Profiled Issuer will likely decrease dramatically. As a result, investors who purchase during the Campaign and hold shares of the Profiled Issuer when the Campaign ends will likely lose most, if not, all of their investment.

Why do we publish only favorable Information?

We only publish favorable information because we are compensated to only publish favorable information.

Why don’t we publish negative information?

We don’t publish negative information because we are not paid to publish negative information. We are paid to publish only favorable information.

Is the Information complete, accurate, truthful or reliable?

The Information is a snapshot that provides only positive information about the Profiled Issuers. The Information consists of only positive content. We do not and will not publish any negative information about the Profiled Issuers; accordingly, investors should consider the Information to be one sided and not balanced, complete, accurate, truthful or reliable.

What we do not do.

We do not publish negative information about the Profiled Issuers. We do not verify or confirm any portion of the Information. We do not conduct any due diligence or research any aspect of the Information including the completeness, accuracy, truthfulness or reliability of the Information. We do not review the Profiled Issuers’ financial condition, operations, business model, management or risks involved in the Profiled Issuer’s business or an investment in a Profiled Issuer’s securities.

Where does the Information come from?

The Information is provided to us by the Profiled Issuers and/or the person who hires us. We may also obtain the Information from publicly available sources such as the OTC Markets, Google, NASDAQ, NYSE, the Securities and Exchange Commission’s Edgar database or other available public sources.

What will happen if an investor relies on the Information?

The Information is neither a solicitation to buy nor an offer to sell securities. The Information should not be used to make an investment decision or for trading or investment purposes. If an investor relies on the Information in making an investment decision it is highly probable that the investor will lose most, if not, all of his or her investment.

Who pays us to publish the Information?

The source of our compensation varies depending upon the particular circumstances of the Campaign. We are compensated by the Profiled Issuers, third party shareholders and other parties related to the Profiled Issuers such as officers and/or directors who will derive a financial or other benefit from an increase in the trading price and/or volume of a Profiled Issuer’s securities.

The nature and amount of compensation we receive for publishing the Information about each Profiled Issuer and our ownership of each Profiled Issuer is set forth below under the heading captioned, “What we are compensated”.

What warranties do we make about the Information?

None. We make no warranty or representation about the Information including its completeness, accuracy, truthfulness or reliability and we disclaim, expressly and impliedly, all warranties of any kind, including whether the Information is complete, accurate, truthful, or reliable and as such, your use of the Information is at your own risk. The Information is provided as is without limitation.

Who is responsible if an investor relies on the Information?

The investor. We are not responsible or liable for any person’s use of the Information or any success or failure that is directly or indirectly related to such person’s use of the Information. A person’s review and/or reliance upon the Information is at their own risk. We are not responsible for omissions or errors in the Information. We will not update the Information and we are not responsible for actions taken by any person who relies upon the Information.

What do we urge potential investors to do?

Investors should conduct their own in-depth investigation of the Profiled Issuers with the assistance of his or her legal, tax and investment advisors. An investor’s review of the Information should include but not be limited to the Profiled Issuer’s financial condition, operations, management, products or services, trends in the industry and risks that may be material to the profiled Issuer’s business and other information you and your advisors deem material to an investment decision. An investor’s review should include, but not be limited to a review of available public sources and information you receive directly from the Profiled Issuers or from websites such as Google, OTC Markets, NASDAQ, NYSE, www.sec.gov or other available public sources.

Why is this Disclaimer being provided?

We are providing you with this disclaimer because we are publishing advertisements about penny stocks. Because we are paid to disseminate the Information to the public about securities, we are required by the securities laws including Section 10(b) of the Securities Exchange Act of 1934 ( the “Exchange Act”) and Rule 10b-5 thereunder, and Section 17(b) of the Securities Act of 1933, as amended (“the “Securities Act”), to specifically disclose our compensation to you as well as other information including that we may hold, as well as purchase and sell the securities of a Profiled Issuer before, during and after we publish the Information about the Profiled Issuer. We may instruct investors to purchase the securities of a Profiled Issuer during the same time that we sell.

The anti-fraud provisions of state and federal securities laws require us to inform you that we will engage in buying and selling of Profiled Issuer’s securities before, during and after the Campaigns.

What we are not.

We are not and do not act in the capacity of any of the following; as such, you should not construe our activities as involving any of the following:

An independent advisor or consultant;
Providing investment advice;
Acting in the capacity of an investment adviser or engaging in activities that would be deemed to be providing investment advice that requires registration either at the federal or state level;
Broker-dealer activities or acting in the capacity of a registered representative or broker;
Stock picker;
Securities trading expert;
Securities researcher or analyst;
Financial planner or financial planning;
Provider of stock recommendations;
Provider of advice about buy and sell or hold recommendations as to specific securities; or
Making an offer or sale of securities or solicitation to purchase securities.
What conflicts of interest do we have in publishing the Information?

We are not objective or independent and have multiple conflicts of interest. The Profiled Issuers and parties hiring us have conflicts of interest.

Our publication of the Information involves actual and material conflicts of interest including but not limited to the following:

We receive monetary and/or securities compensation in exchange for publishing the (favorable) Information about the Profiled Issuers;
We do not publish any negative information whatsoever about the Profiled Issuers;
We may own a Profiled Issuer’s securities that we acquired from the Profiled Issuer, third parties or from our own open market purchases before, during or after the Campaign and we may sell these securities during the Campaign while publishing the (favorable) information that instructs investors to purchase. Our selling of a Profiled Issuer’s securities will likely cause investors to suffer losses;
A short time after we acquire a Profiled Issuer’s securities, we may publish the (favorable) Information about the Profiled Issuer advising others, including you, to purchase; and while doing so, we may sell the Profiled Issuer’s securities we acquired during our public dissemination of the Information causing us to profit while you suffer a loss;
Parties holding a Profiled Issuer’s securities including those who engage our services and/or compensate us will sell their shares of the Profiled Issuer while we are publishing the (favorable) Information.
What are some of the risks that investors should be aware of?

Any investment in the Profiled Issuers involves a high degree of risk and uncertainties and may be subject to extreme volume and price volatility, especially during the Campaigns. Favorable past performance of a Profiled Issuer does not guarantee future results. If you purchase the securities of the Profiled Issuers, you should be prepared to lose your entire investment. Some of the risks involved in purchasing securities of the Profiled Issuers includes, but is not limited to the risks stated below.

The Information is not a solicitation or recommendation to buy, sell or hold securities and we do not endorse, independently verify or assert the truthfulness, completeness, accuracy or reliability of the Information. We conduct no due diligence or investigation whatsoever of the Information or the Profiled Issuers and we do not receive any verification from the Profiled Issuer regarding the Information we disseminate.
If we publish any percentage gain of a Profiled Issuer from the previous day close in the Information, it is not and should not be construed as an indication that the future stock price or future operational results will reflect gains or otherwise prove to be advantageous to your investment.
The Information may contain statements that a Profiled Issuer’s stock price has increased over a certain period of time which may reflect an arbitrary period of time, and is not predictive or of any analytical quality; as such, you should not rely upon the (favorable) Information in your analysis of the present or future potential of a Profiled Issuer or its securities.
The Information should not be interpreted in any way, shape, form or manner whatsoever as an indication of the Profiled Issuer’s future stock price or future financial performance.
You may encounter difficulties determining what, if any, portions of the Information is material or non-material making it all the more imperative that you conduct your own independent investigation of the Profiled Issuer and its securities with the assistance of your legal, tax and financial advisor.
When the Campaign ends, the securities of a Profiled Issuer will decline dramatically.
If the Information states that a Profiled Issuer’s securities are consistent with the future economic trends or even if your independent research indicates as such, you should be aware that economic trends have their own limitations, including: (a) that economic trends or predictions may be speculative ; (b) consumers, producers, investors, borrowers, lenders and government may react in unforeseen ways and be affected by behavioral biases that we are unable to predict; (c) human and social factors may outweigh future economic trends that we state may or will occur; (d) clear cut economic predictions have their limitations in that they do not account for the fundamental uncertainty in economic life, as well as ordinary life; (e) economic trends may be disrupted by sudden jumps, disruptions or other factors that are not accounted for in such economic trends analysis; in other words, past or present data predicting future economic trends may become irrelevant in light of fully new circumstances and situations in which uncertainty becomes reality rather than of predictive economic quality; or (f) if the trends involve a single result, it ignores other scenarios that may be crucial to make a decision in the event of unknown contingencies.
The Information contains forward looking statements, i.e. statements or discussions that constitute predictions, expectations, beliefs, plans, estimates, or projections as indicated by such words as expects, will, anticipates, and estimates; therefore, you should proceed with extreme caution in relying upon such statements and conduct a full investigation of the Information and the Profiled Issuer as well as any such forward looking statements. Any forward looking statements we make in the Information are limited to the time period in which they are made and we do not undertake to update forward looking statements that may change at any time.
The Information is presented only as a brief snapshot of the Profiled Issuer and should only be used, at most, and if at all, as a starting point for you to conduct a thorough investigation of the Profiled Issuer and its securities and to consult your financial, legal or other advisor(s) and avail yourself of the filings and information that may be accessed at www.sec.gov, www.otcmarkets.com or other electronic medium, including: (a) reviewing SEC periodic reports (Forms 10-Q and 10-K), reports of material events (Form 8-K), insider reports (Forms 3, 4, 5 and Schedule 13D); (b) reviewing Information and Disclosure Statements and unaudited financial reports filed with the Pink Sheets or otcmarkets.com; (c) obtaining and reviewing publicly available information contained in commonly known search engines such as Google; and (d) consulting investment guides at www.sec.gov and www.finra.org. You should always be cognizant the Profiled Issuers may not be current in their reporting obligations with the SEC and the OTC Markets and/or have negative signs at otcmarkets.com (See section below titled Risks Related to the Profiled Issuers, which provides additional information pertaining thereto).
We may hire third party service providers and stock promoters to electronically disseminate live news regarding the Profiled Issuers, yet we have no control over the content of and do not verify the information that the Profiled Issuers and/or third party service providers publish. These third party service providers are likely compensated for providing positive information about the Issuer even where such compensation is not disclosed by them.
By reading the Information you agree to indemnify and hold us harmless from any liability for any claimed direct, indirect, incidental, punitive, or consequential damages pertaining to your receipt of the Information.
Risks Related to the Profiled Issuers

We do not provide you with all of the risks related to the Profiled Issuers and to understand such risks you must conduct your own due diligence with the assistance of your legal, tax and investment advisor.
Any investment in a Profiled Issuer’s securities is high risk. If you invest in the securities of a Profiled Issuer you could lose your entire investment.
The continued operations and future prospects of a Profiled Issuer may be dependent upon receiving adequate financing which they may be unable to obtain.
If a Profiled Issuer is an SEC reporting company, it could be delinquent (not current) in its periodic reporting obligations (i.e., in its quarterly and annual reports) or OTC Market’s Pink Sheet quoted company may be delinquent in its Pink Sheet reporting obligations as reported by the OTC Markets News Service’s or OTC Markets posting a negative sign pertaining to the Profiled Issuer at www.pinksheets.com, as follows: (i) Limited Information for companies with financial reporting problems, economic distress, or that are unwilling to file required reports with the Pink Sheets; (ii) Pink Sheets – No Information, which indicates companies that are unable or unwilling to provide disclosure to the public markets, to the SEC or the Pink Sheets; and (iii) Caveat Emptor, signifying Buyer Beware that there is a public interest concern associated with a company’s illegal spam campaign, questionable stock promotion, known investigation of a company’s fraudulent activity or its insiders, regulatory suspensions or disruptive corporate actions.
Often the Profiled Issuers are development stage companies with little or no operations, and their securities should be considered extremely speculative for investment purposes.
The Profiled Issuers are negatively affected by the current economic downturn and may have a lack of adequate financing to meet their operating expenses, operational goals and expansion plans.
The Profiled Issuers may have inadequate financing to pursue their operational plans and support their ongoing operations.
Risks Related to buying the securities of the Profiled Issuers

The Information may recommend that investors purchase a Profiled Issuer’s shares while we sell securities of the same Profiled Issuer which will likely cause investors to suffer losses.
We may receive free trading shares as compensation or we may acquire such shares in open market transactions before and during the Campaigns, and we may sell the shares we acquire at any time, even during the Campaigns while publishing the Favorable Information. When we sell the shares of the Profiled Issuers that we hold, the price at which investors can sell their shares will dramatically decrease and will likely cause investors to suffer trading losses.
We may sell securities of the Profiled Issuers for less than target prices set forth in the Information, and we may profit by selling our securities during the Campaigns while investors encounter losses.
The Information may instruct investors to buy a Profiled Issuer’s securities so that the person who hires and compensates us can sell their own shares which may cause you to suffer a loss of part or all of your investment.
When we acquire, purchase or sell the securities of the Profiled Issuers, it may (a) cause significant volatility in the Profiled Issuer’s securities; (b) cause temporary but unrealistic increases in volume and price of the Profiled Issuer’s securities; (c) if selling, cause the Profiled Issuer’s stock price to decline dramatically; and (d) permit us to make substantial profits while investors who purchase during the Campaign experience significant losses.
The securities of the Profiled Issuers are high risk, unstable, unpredictable and illiquid which may make it difficult for investors to sell their securities of the Profiled Issuers.
If we are compensated in improperly free trading securities of the Profiled Issuers, either directly or indirectly from persons who claim to be non-affiliates of such Profiled Issuer, we and the Profiled Issuer or third party could be subject to SEC Enforcement action, including allegations of an illegal distribution in violation of Section 5(a) and 5(c) of the Securities Act.
Are risks in this disclaimer the only risks investors should be aware of?

No. There are numerous risks associated with each Profiled Issuer and investors should undertake a full review of each Profiled Issuer with the assistance of their financial, legal, and tax adviser prior to purchasing the securities of any Profiled Issuer.

What we were paid.

2017
TechStockInsider.com is owned by Midam Ventures, LLC has been compensated $100,000.00 by Ellis Stewart, LLC for a period beginning October 1, 2017 and ending November. 1, 2017 & Midam Ventures, LLC has been compensated an additional $150,000.00 by Ellis Stewart, LLC for a period beginning November 1, 2017 and ending December. 1, 2017 to publicly disseminate information about (LXGTF). We may buy or sell additional shares of (LXGTF) in the open market at any time, including before, during or after the Website and Information, provide public dissemination of favorable Information. We own zero shares.

2016
MIDAM VENTURES, LLC owner and operator of TechStockInsider.com was paid an advertising fee of $225,000 cash & ZERO Restricted Common shares by Life Clips, Inc. (LCLP) for visual sponsorship of TechStockInsider.com and for visual placement Life Clips, Inc. (LCLP) within written materials. FOR A DURATION OF 120 DAYS Beginning 5/4/2016. & ending 8/1/2016

MIDAM VENTURES, LLC owner and operator of TechStockInsider.com was paid an advertising fee of 0 (zero) cash & 500,000 Restricted Common shares by Life Clips, Inc. (LCLP) for visual sponsorship of TechStockInsider.com and for visual placement Life Clips, Inc. (LCLP) within written materials. FOR A DURATION OF 90 DAYS Beginning 8/9/2016. & ending 11/9/2016

MIDAM VENTURES, LLC owner and operator of TechStockInsider.com was paid an advertising fee of $75,000 cash & ZERO Restricted Common shares by iDdriven Inc. (IDDR) for visual sponsorship of TechStockInsider.com and for visual placement iDdriven Inc. (IDDR) within written materials. FOR A DURATION OF 60 DAYS Beginning 6/8/2016. & ending 8/8/2016

PDF copy of landing page

OTCMarkets must have become aware of the stock promotion and asked the company about it because on November 1, 2017 the company put out the following press release (emphasis mine):

Nov 01, 2017
OTC Disclosure & News Service

Lexington Biosciences Comments on Recent Trading Activity

VANCOUVER, BC–(Marketwired – Nov 1, 2017) – Lexington Biosciences, Inc. (CSE: LNB) (CSE: LNB.CN) (CNSX: LNB) (OTCQB: LXGTF) (the “Company” or “Lexington”) is issuing this press release at the request of the OTC Markets Group Inc.

On October 17, 2017, the Company’s management became aware of certain promotional materials that were published by Techstock Insider that were purportedly paid for by Ellis Stewart LLC. The Company wishes to advise investors that they should only rely on information provided to the market by the Company and does not support or endorse the information in the materials published on this website. For information about the Company investors should go to the Company’s website at www.lexingtonbiosciences.com or review the Company’s public disclosure record available at www.sedar.com. Lexington did not pay for or review the materials published by Techstock Insider and does not have any relationship with Ellis Stewart LLC. The Company notes that the materials are inaccurate in a number of places including describing the Company’s principal product, HeartSentry, as “biometric” and “wearable.” HeartSentry is best described as a “cardiovascular diagnostic medical device.”

The Company has engaged the following groups to provide investor relation and marketing services: Renmark Financial Communications Inc., Hybrid Financial Ltd and Audience Marketing (the “Third Party Service Providers”).

The Company further notes that none of the Company’s management, directors or Third Party Service Providers has sold any shares of the Company in the last 90 days.

At the request of OTC Markets Group the Company confirms that in the last 12 months it has issued the following securities at the following prices: (a) 6,250,000 units (consisting of a share plus one half warrant) at $0.20 per unit; and (b) 2,530,000 units (consisting of a share plus a whole warrant) at $0.25 per unit.

Disclaimer. No position in any stock mentioned and I have no relationship with anyone mentioned in this post. This blog has a terms of use that is incorporated by reference into this post; you can find all my disclaimers and disclosures there as well.

 

Reconsidering George Sharp: An Enigmatic penny stock crusader

Motivation is everything. In the penny stock world, most participants’ motivation is plain: greed. The stock manipulators and promoters do what they do so they can get rich quickly. For the most part, their choices are risky and unethical but smart: only some of them pay the ultimate price of going to prison. Many end up paying settlements on only a portion of their fraudulent activity and still end up with a nice profit and a retirement in some sunny locale. On the other hand, the buyers of penny stocks are stupid and greedy: the vast majority will lose most of their money. A few will make nice profits but only those who are cynical, smart, and a little lucky. There are also the regulators: they are motivated by a combination of trying to achieve justice and trying to make themselves look good and advance their careers.

But there is another group involved in penny stocks that many ignore. These are the amateur sleuths, the gadflies, the crusaders against fraud. Some of them are traders, although they are motivated not just by profits — they put effort into research and whistleblower tips to the SEC even when they have no position. But some of the most prolific anti-fraud crusaders don’t even trade penny stocks. There are just a handful of whom I’m aware although I am sure there are others who submit whistleblower complaints to the SEC and never mention things publicly. The most famous is Yolanda Holtzee, who has been doing this for over a decade and seemingly knows every single SEC enforcement agent of note as well as FBI agents and US Attorneys. Janice Shell is also quite well known and she has been posting on investorsHub (primarily on the DD Support Board and Fraud Research Team) for longer than I can remember. The WSJ wrote about her in 2000. Another researcher, known only as ‘nodummy’, has posted on InvestorsHub and then when he saw his research on pump and dumps being used by others to profit from trading those stocks, started a service offering his research (Promotion Stock Secrets, now known as Pennystocks.buzz). I have repeatedly linked to his research, particularly on AwesomePennystocks.

But writing about penny stock frauds and informing regulators about them is one thing. It would be quite another thing to actually do something to directly impede the fraud. That brings me to the most enigmatic penny stock crusader I’ve encountered: George Sharp. The reason to bring him up now is that I just recently came across the news from last June 13th that he had been retained by OTCMarkets.com as a consultant. Before getting into that, I should review what I have previously written about Sharp.

I first became aware of George Sharp (or at least his actions) back in 2011 because of his legal battle with Michael Osborn, a convicted felon at the time who was later convicted of another felony and lost a libel suit brought by Sharp. Also, on May 17th, 2011 George Sharp filed a lawsuit against Writers Film Group (WRIT), an AwesomePennyStocks promotion. This wasn’t even his first lawsuit against a public company. It appears that his first lawsuit was on September 24th, 2010 against Yasheng Eco-Trade Corporation (that suit was filed on 10/19/2009 as 37-2009-00100574-CU-MC-CTL in the Superior Court of California, County of San Diego ). He also acquired some attention by suing Arena Pharmaceuticals (a real biotech; not just a pure pump & dump scam).

If you search for Sharp, George on the Superior Court of California, County of San Diego case locator (in San Diego city only to exclude a few cases that involve a different George Sharp), you can see just how litigious Sharp has been (while I am sure that most of the suits below were filed by Sharp, I have not examined every one and it is possible that one or two of them were filed by a different George Sharp). In chronological order, the public companies that Sharp sued were Yasheng Eco-Trade Corporation (10/19/2009), Arena Pharmaceuticals (ARNA; 9/27/2010), Cuba Beverage Company (CUBV; 4/22/2011), Forex International Trading Corp (FXIT and FXITE; 6/13/2011), IDO Security Inc (IDOI; 7/23/2012), Citadel EFT Inc (CDFT; 2/13/2013), USA Graphite Inc (USGT; 2/20/2013), Xumanii Inc (XUII; 5/13/2013), 3D Eye Solutions Inc (TDEY; 6/24/2013), Clean Enviro Tech Corp (CETC; 6/26/2013), Avis Rent a Car System Inc (this was just a consumer complaint in small claims court; 4/22/2014), America Exploration Resources Inc (AREN; 8/20/2015), and Writ Media Group Inc (WRIT; 7/27/2016). In addition to these lawsuits against public companies (all but Avis and Arena Pharmaceuticals traded over the counter and were allegedly pump and dump scams), Sharp sued LKP Global Law LLP (2/10/2015), which had represented penny stock companies, and Stocktips.com (3/11/2015), a stock promoter. This list is not even exhaustive because Sharp filed other lawsuits in other jurisdictions, including a lawsuit against Writers’ Film Group (WRIT) filed on 9/4/2011 (Los Angeles County Division of California Superior Court Case No. BC461550).

Details on a few of the lawsuits

Note: Most of all of these suits were filed with numerous John Doe defendants whose names were added to the lawsuit once their names became known to Sharp. Rather than show only the names listed in the original complaint for each of the lawsuits I have shown every name listed as a defendant on the list of parties to the lawsuits. In parentheses after each company that was a public company I have included its ticker at the time of the lawsuit.

George Sharp v. Writers’ Film Group (WRIT), Armada International Inc, Christina Kueber, John Diaz, Front Row Networks Inc, Ariella Kapelner, Tal Kapelner, Michael Sullivan, Philip Kueber 

Writers’ Film Group (WRIT) was promoted by Crazypennystocks.com and related websites (a predecessor to AwesomePennyStocks) back in 2011. This is the first lawsuit of Sharp’s I remember seeing. Sharp filed his lawsuit against the company on 9/4/2011 (Los Angeles County Division of California Superior Court Case No. BC461550) and put out a press release about the lawsuit. Defendants Philip Kueber, Christina Kueber, Michael Sullivan, and Armada International were all added as Doe defendants after the suit was filed. Sharp filed for dismissal against defendants Tal Kapelner, Ariella Kapelner, and John Diaz on 2/8/2012. A press release by Writers’ Film Group in 2013 referring to the Kapelners and Diaz states “the settlement stated that they did not engage in any wrongdoing.” Sharp filed for the case against Writers’ Film Group and the remaining defendants to be dismissed on 2/24/2012. In both cases the dismissals were with prejudice (meaning that Sharp could not re-file the suit later). This is one of the most common endings for civil suits and is usually indicative of a settlement of some kind. Unfortunately for bystanders like us, there is no way to know details of such a settlement most of the time — a settlement could be big or small and could favor either side. Sharp litigated the whole case in propria persona (without an attorney). Among Sharp’s suits, this was one of the shortest (lasting about six months).

(Note: the register of parties incorrectly spells the last names of Christina and Philip Kueber as ‘Keuber’. Philip Kueber is best known for pleading guilty to conspiracy to commit stock fraud in the case of Cynk Technology).


However, the settlement was actually made public in George Sharp’s subsequent lawsuit against WRIT Media Group (slightly different name, same corporate shell, same ticker). From that complaint:

On or about February 16, 2012, the remaining parties in the 2011 case
entered into a Settlement Agreement whereby SHARP was to receive $10,000 in cash and ten million free-trading shares of WRIT stock. SHARP received the settlement payment and stock as agreed, thus making SHARP a shareholder of WRIT and entitling him to all the rights and protections afford any shareholder. SHARP remains a shareholder of WRIT to this day.

Perhaps most notable about that settlement is that Sharp did not ever sell those shares. Obviously Sharp is not an idiot and knows how penny stocks work — if he were only in this for the money then the obvious thing to do would be to sell the shares right away. Even for someone who is not just in it for the money, the smart thing to do is sell. But for some reason Sharp did not sell those shares and he was eventually diluted to almost nothing. That brings me to his follow-up suit against the successor company to Writers’ Film Group.

George Sharp v. Writ Media Group (WRIT), Inc & Eric Mitchell

On 7/27/2016 George Sharp filed suit against Writ Media Group, Inc and Eric Mitchell (President & CEO of the company). The case is 37-2016-00025434-CU-FR-CTL in the Superior Court of California, County of San Diego. See the original complaint. Here are a couple excerpts from the complaint (emphasis added by me):

7. On or about May 16, 2011, the Plaintiff filed litigation (“the 2011
case”) against Defendant WRIT and other defendants for Fraud, Negligent Misrepresentation, Violation of California Corporations Code Section 25400 et seq; Violation of California Unfair Business Practices Act – Business & Professions Code Section 17200; and Violation of California Unfair Business Practices Act – Business & Professions Code Section 17500 (LA Superior Court Case No. BC461550).
8. On or about February 16, 2012, the remaining parties in the 2011 case entered into a Settlement Agreement whereby SHARP was to receive $10,000 in cash and ten million free-trading shares of WRIT stock. SHARP received the settlement payment and stock as agreed, thus making SHARP a shareholder of WRIT and entitling him to all the rights and protections afford any shareholder. SHARP remains a shareholder of WRIT to this day.

14. On February 4, 2014 the Defendants executed a one for one thousand reverse split of stock reducing the number of shares outstanding in WRIT from at approximately 5.7 billion shares to approximately 5.7 million shares, effectively wiping out the holdings of small shareholders.
15. From February 4, 2014 to July 24, 2015, the Defendants issued
approximately 455.5 million shares of WRIT.
16. From June 11, 2014 to June 13, 2014 WRIT stock was promoted by various known stock touts who specialize in creating hype for intrinsically worthless penny stocks in order to enable certain insiders to divest themselves of shares. The promotion created an increase in share price and trading volume of WRIT stock. The stock touts usually included a disclaimer within their emails identifying their compensation for services rendered.
17. On July 24, 2015 the Defendants executed a one for five hundred
reverse split of stock reducing the number of shares outstanding in WRIT from at approximately 461.2 million shares to 2,306,061 shares, once again effectively wiping out the holdings of small shareholders

Of the causes of action listed in the complaint, the most interesting to me is the third cause of action, “breach of fiduciary duty”. That cause of action was only asserted because Sharp was a shareholder at the time of the suit. If he had sold his shares after the earlier settlement he would not have been able to assert this cause of action.

On February 28, 2017, Mitchell and Writ Media Group offered to accept judgments of $10,000 each payable to Sharp, with each party paying their own legal costs. These offers were accepted by George Sharp. Those two judgments were quickly paid.

George Sharp v. IDO Security Inc (IDOI), Benchmark Email, Blue House Works Inc, Peter Dunn, Eco-Trade Corporation (BOPT), Emailvision Inc, Empire Post Media Inc (EMPM), EMPRT Group Ltd, Fidelity Ltd, Flaster Knol Ltd, Michael Goldberg, Internacional Publizierende Gruppe Limitada, Lyris Inc, Mendel Mochkin, Mustang Alliances Inc (MSTG), Natti Reach Ltd, Premier Brands Inc (BRND), Promo Kombo Ltd, Irit Pnina Reiner, Henry Shabat, Stand Online Ltd, Leonard Sternheim, Wild Craze Inc (WILD), & Zegal & Ross Capital LLC

This is one of the more interesting and complicated of the suits filed by Sharp. It was also briefly mentioned in a Wall Street Journal article in 2015. This was against a large number of defendants, many of which likely never existed (they were made up companies), promoted by, employed by the promoted companies, or connected to the spam stock promoter that was known most commonly as StockCastle (though they had many names with at least dozens of different websites). See my blog post on some of their pumps. On July 24th, 2012 George Sharp filed a press release about the lawsuit he had just filed. See the complaint. The case lasted for just under two years (until April 8th, 2014 when Sharp requested dismissal). The case was 37-2012-00101057-CU-NP-CTL in the Superior Court of California, County of San Diego. You can find the court documents by searching that case number here. With 377 actions recorded in the case I will not attempt to reproduce the full list here. Below is the list of defendants:

The two causes of action listed in the complaint were “Violations of California Restrictions on Unsolicited Commercial E-mail Advertisers (Cal. Bus. & Prof. Code § 17529.5)”, which is a law prohibiting spam email, and “Violations of Consumers Legal Remedies Act (Cal. Civ. Code§ 1750 et seq.)”. The Consumers Legal Remedies Act (CLRA) “applies to deceptive acts intended to result in the sale or lease of goods or services as well as acts that actually result in the sale or lease of goods or services”.

On January 17th, 2013, Sharp filed a press release announcing that he had subpoenaed Luke Zouvas, an attorney who had “contacted him [Sharp] on behalf of a client, in order to settle in advance any future claims that Mr. Sharp may have against that client.” (Luke Zouvas was sued on April 26, 2016 by the SEC for an unrelated “pump and dump scheme”). Unfortunately, I found no mention of Zouvas in the court documents from around January 17, 2013 or in any of the other court documents I read.

Of all the parties named in the suit, most of the presumed promoters (the various names they used in their spam emails) were dismissed from the case presumably because they did not actually exist. IDO Security and Mustang Alliances Inc litigated the case and Sharp did not win judgments against them (he likely settled with them — he filed to have both dismissed from the case with prejudice and the dismissal minute order states “Attorney David Harter notifies the Court, case has settled except as to defaulted defendants“).

Empire Post Media litigated and lost. Premier Brands Inc and Wild Craze Inc did not litigate and Sharp won default judgements against them. George Sharp apparently reached a settlement with defendant Blue House Works Inc (see Blue House Works’ earlier first amended answer to the complaint). Blue House Works Inc “provided the MyNewsletterBuilder email marketing service platform from which Plaintiff alleges that he received unsolicited emails.”

On April 8th, 2014 Sharp was awarded a judgment for $30,000 against Empire Post Media (EMPM, one of the promoted companies).

On April 11th, 2014 Sharp was awarded a judgment for $36,080 against Premier Brands Inc (BRND) and $11,300 against Wild Craze Inc (WILD; both companies promoted by the spammers).

Both of these were judgments by default:

Perhaps the most interesting thing I found in all the filings from this case is the following declaration of David J. Harter, George Sharp’s attorney, from a motion to compel IDO Security to produce a PMK (primary most knowledgeable person) to depose. That link also contains the full deposition of Michael Goldberg of IDO Security.

In January 2000, I formed the Law Offices of David J. Harter, APC. My standard hourly rate for litigation cases is between $400.00 and $450.00 per hour depending on the nature of the case. I am billing
Mr. Sharp based on my lowest standard hourly rate for my services in connection with this action.

Hence, the total legal time expended with respect to this motion to compel the deposition totals 10 hours. Based on my lowest standard
hourly rate the reasonable attorney’s fees incurred total $4,000.00.

That is certainly a reasonable rate for an experienced litigator. The point is, with that kind of work required by his lawyer, a not insignificant portion of the settlements Sharp received and judgments he was awarded and able to collect on must have gone to his lawyer. In this case, while Sharp “filed this action in propria persona, he substituted in counsel [David J. Harter] on December 30, 2013 ” (that is from this minute order).

George Sharp filed on 3/24/2014 for dismissal with prejudice of the lawsuit against IDO Security et al (and his attorney notified the court that the case had settled except for the defendants that defaulted). On 4/3/2104 Sharp was awarded a judgment by stipulation in the amount of $30,000 ($25,000 in damages plus $5,000 in attorney fees) against Empire Post Media, Inc (EMPM). The case was dismissed without prejudice.

George Sharp v. LKP Global Law LLP, Ahmad Ashari, Deelaw Ashari, Waleed Ashari, Albert T Liou, and Luan K Phan

George Sharp filed a suit against LKP Global Law LLP and some of the lawyers there on 2/10/2015. Below is the list of parties in the suit:

Unlike some of his other suits, Sharp did not file this pro se / in propria persona but was represented by his long-time lawyer David Harter. The case was 37-2015-00004673-CU-NP-CTL in the Superior Court of California, County of San Diego. At the end of 2016 the case was transferred from San Diego to Los Angeles. See the original complaint (pdf). This lawsuit was a complaint for “1) MALICIOUS PROSECUTION 2) ABUSE OF PROCESS” against the law firm representing pump and dump Xumanii (XUII), which had sued Sharp for exposing Xumanii. To quote from Sharp’s complaint:

9. This action arises out of the Ashari Class Action wherein Ashari, LKP, Phan and Liou filed a frivolous class action complaint against Plaintiff alleging that Plaintiff engaged in market manipulation and fraud concerning the stock of Xumanii, Inc. (“XUII”) in violation of
Corporations Code sections 25400(d) and 25500. The class action was filed in retaliation, among other things, for SHARP’s exposure of the XUII stock manipulation and for his own action against XUII alleging violations of California’s anti-SPAM email statute.
10. In response to the Ashari Class Action, Plaintiff filed a motion to strike the complaint pursuant to Code of Civil Procedure section 425.16, known as the Anti-SLAPP Statute. The Court granted the Anti-SLAPP motion and dismissed the Ashari Class Action with prejudice finding, among other things, that Ashari and his attorneys had failed to present evidence to establish any element of Ashari’s one and only cause of action. The Court also awarded Plaintiff his fees and costs in the Ashari Class Action in excess of $33,000. True and correct copies of the Notice of Ruling granting the Anti-SLAPP motion and the Notice of Entry of Judgment are attached hereto respectively as Exhibits A & B. The Ashari Class Action was frivolous and filed without probable cause because Ashari and his attorneys had failed to present evidence to establish any element of Ashari’s one and only cause of action and because LPK, Phan and Liou admitted to the Court that they had no evidence to establish any element of Ashari’s one and only cause of action.

Prior to that lawsuit against Sharp, LKP had litigated another lawsuit by a penny stock company against Sharp. That suit was:

known as  Forex International Trading Corp. v. George Sharp, San Diego Superior Court Case No. 37-2011-00092840 (the “Forex Action”). That suit was also dismissed as frivolous pursuant to Plaintiff’s Anti-SLAPP motion. The Court also awarded Plaintiff his fees and costs in the Forex Action in excess of $12,000.

The quote above is again from the complaint against LKP Global Law LLP.

See the San Diego register of actions (click to enlarge):

The case in the Superior Court of California, Los Angeles County, is Case Number: BC583586 GEORGE SHARP VS LKP GLOBAL LAW LLP ET AL. Filing Date: 06/02/2015. See the summary here by searching the case number. The case was dismissed on 6/15/2017. See Sharp’s motions to compel from 4/22/2016, 4/26/2016, and 4/26/2016. There was a settlement conference scheduled for May 10, 2017 and with the case having not gone to trial and being dismissed with prejudice I believe the parties settled (although there is no way for me to know what any settlement entailed).

Below is the register of actions:

06/15/2017 Request and Entry of Dismissal (W/PREJUDICE AND AS TO THE ENTIRE ACTION OF ALL PARTIES AND ALL CAUSES OF ACTION )
Filed by Attorney for Plaintiff/Petitioner

05/22/2017 Notice of Change of Address
Filed by Attorney for Plaintiff/Petitioner

02/21/2017 Notice-Change of Address
Filed by Attorney for Plaintiff/Petitioner

01/19/2017 Stipulation and Order (STIPULATION AND ORDER CONTINUING TRIAL AND RELATED DATES: MSC c.f. 5-10-17 to 9-12-17; FSC c.f. 5-19-17 to 9-21-17; J.T. c.f. 5-30-17 to 10-2-17 )
Filed by Attorney for Deft/Respnt

12/19/2016 Notice of Continuance
Filed by Clerk

11/23/2016 Notice (OF DISASSOCIATION OF COUNSEL )
Filed by Attorney for Pltf/Petnr

10/21/2016 Declaration (SUPPLEMENTAL DECLARATION OF JODY BORRELLI IN SUPPORT OF DEF MOTION TO COMPEL )
Filed by Attorney for Deft/Respnt

10/19/2016 Opposition Document (TO MOTION TO COMPEL FURTHER RESPONSES TO FORM INTERR HRG: 11/1/16 )
Filed by Attorney for Deft/Respnt

10/19/2016 Statement of Facts (SEPARATE STATEMENT IN SUPPORT OF OPPO TO MTN TO COMPEL FURTHER )
Filed by Attorney for Deft/Respnt

10/18/2016 Opposition Document (TO MOTION TO COMPEL FURTHER HRG: 10/31/16 )
Filed by Attorney for Deft/Respnt

10/18/2016 Statement of Facts (SEPARATE STATEMENT IN SUPPORT OF OPPOSITION TO MOTION TO COMPEL HRG: 10/31/16 )
Filed by Attorney for Deft/Respnt

10/17/2016 Reply/Response
Filed by Attorney for Pltf/Petnr

10/13/2016 Opposition Document (CORRECTED OPPOSITION TO PLTF MOTION TO COMPEL FURTHER RESPON TO REQUEST FOR PROD OF DOCU/ DECL OF JODY BRRELLI )
Filed by Attorney for Deft/Respnt

10/13/2016 Opposition Document (NOTICE OF ERRATA RE: OPPOSTION TO PLT’S MOTION TO COMPEL FURTHER RESPONSES/SEPARATE STATEMENT )
Filed by Attorney for Deft/Respnt

10/13/2016 Statement of Facts (CORRECTED SEPARATE STATEMENT IN SUPPORT OF OPPO TO PLTF MTN TO COMPEL FURTHER HRG: 10/24/16 )
Filed by Attorney for Deft/Respnt

10/11/2016 Opposition Document (TO PLAINTIFF MOTION TO COMPEL FURTHER RES TO PROD OF DOC )
Filed by Attorney for Deft/Respnt

10/11/2016 Opposition Document (TO MTN TO COMPEL FURTHER RESP TO REQ FOR PRODU DECL OF J. BORRELLI/SEP STATE IN OPPO )
Filed by Attorney for Deft/Respnt

09/27/2016 Notice of Association of Attorneys
Filed by Attorney for Pltf/Petnr

09/26/2016 Stipulation and Order (STIPULATION AND ORDER CONTINUING MANDATORY SETTLEMENT CONFERENCE FROM 4-13-17 TO 4-20-17; [NOTE: MSC WAS CONTINUED PREVIOUSLY FROM 10-5-16 TO 4-13-17 PER STIP. AND ORDER OF 6-23-16])
Filed by Attorney for Pltf/Petnr

06/23/2016 Stipulation and Order (STIPULATION AND ORDER CONTINUING TRIAL AND FINAL STATUS CONFERENCE FROM 11-14-16 AND 11-4-16, RESPEC- TIVELY, TO 5-30-17 AND 5-19-17, RESPECTIVELY; MSC SET FOR 4-13-17; DISCOVERY/MOT. CUT-OFFS EXTENDED)
Filed by Attorney for Pltf/Petnr

06/10/2016 Response (TO DEFEF’S NOTICE OF RELATED CASES )
Filed by Attorney for Pltf/Petnr

06/03/2016 Notice-Related Cases
Filed by Attorney for Deft/Respnt

04/26/2016 Motion to Compel (FURTHER RESPONSES HRG 10/31/16 )
Filed by Attorney for Pltf/Petnr

04/26/2016 Statement of Facts (SEPARATE STATEMENT OF ITEMS IN DISPUTE RE: FORM INTERROGATORIES )
Filed by Attorney for Pltf/Petnr

04/26/2016 Motion to Compel (FURTHER RESPONSES HRG: 11/1/16 )
Filed by Attorney for Pltf/Petnr

04/26/2016 Statement of Facts (SEPARATE STATEMENT OF ITEMS IN DISPUTE RE REQUESTS FRO ADMISIONS, SET ONE, )
Filed by Attorney for Pltf/Petnr

04/22/2016 Motion to Compel (FURTHER RESPONSES )
Filed by Attorney for Pltf/Petnr

04/22/2016 Statement of Facts (separate statement in dispute )
Filed by Attorney for Pltf/Petnr

04/22/2016 Motion to Compel (FURTHER RESPONSES HRG: 10/24/16 )
Filed by Attorney for Pltf/Petnr

04/18/2016 Notice (OF WITHDRAWAL OF MOTION TO COMPEL )
Filed by Attorney for Deft/Respnt

04/18/2016 Declaration (NOTICE OF TERMNATION OR MODIFICATION OF STAY )
Filed by Attorney for Pltf/Petnr

04/18/2016 Request to Enter Default (IS REJECTED AS ASHARI #28. )
Filed by Attorney for Pltf/Petnr

04/13/2016 Opposition Document (TO MOTION TO COMPEL RESPONSES )
Filed by Attorney for Pltf/Petnr

04/13/2016 Statement of Facts (SEPARATE STATEMENT IN SUPPORT OF OPPOSITION TO MOTION TO COMPEL )
Filed by Attorney for Pltf/Petnr

04/04/2016 Statement-Case Management (HRG: 3/29/16 )
Filed by Attorney for Pltf/Petnr

03/21/2016 Statement-Case Management
Filed by Attorney for Defendant/Respondent

03/15/2016 Statement-Case Management
Filed by Attorney for Deft/Respnt

01/26/2016 Statement of Facts (SEPARATE STATEMENT IN SUPPORT OF MOTION TO COMPEL HRG: 4/22/16 )
Filed by Attorney for Deft/Respnt

01/26/2016 Motion to Compel (FURTHER RESPONSES TO REQUEST FOR ADMISSIONS )
Filed by Attorney for Deft/Respnt

01/12/2016 Statement-Case Management
Filed by Attorney for Pltf/Petnr

01/08/2016 Statement-Case Management
Filed by Attorney for Deft/Respnt

01/04/2016 Statement-Case Management
Filed by Attorney for Deft/Respnt

10/09/2015 Notice (OF ERRATA RE NTC OF CMC )
Filed by Attorney for Pltf/Petnr

10/09/2015 Statement-Case Management
Filed by Attorney for Pltf/Petnr

10/09/2015 Proof-Service/Summons
Filed by Attorney for Pltf/Petnr

09/14/2015 Statement-Case Management
Filed by Attorney for Deft/Respnt

09/08/2015 Notice (TAKING MOTION TO QUASH OFF CALENDAR 2/8/16 )
Filed by Attorney for Pltf/Petnr

09/08/2015 Notice (OF WITHDRAWAL OF MOTION TO STAY AND QUASH DEPOSTITION SUBPOENA FOR THE PRODUCTION OF BUSINESS RECORDS )
Filed by Attorney for Deft/Respnt

09/04/2015 Answer to Complaint
Filed by Attorney for Deft/Respnt

09/03/2015 Answer to Complaint
Filed by Attorney for Deft/Respnt

07/27/2015 Joinder (TO NONPARY TO MOTION TO STAY )
Filed by Attorney for Pltf/Petnr

07/24/2015 Statement of Facts (for pumpsanddumps. com )
Filed by Attorney for Real Pty in Interest

07/24/2015 Motion to Quash
Filed by Attorney for Real Pty in Int

07/21/2015 Motion to Quash (DEPOSITION )
Filed by Attorney for Pltf/Petnr

07/21/2015 Statement of Facts
Filed by Attorney for Pltf/Petnr

07/20/2015 Objection Document (TO DEPOSITION SUBPOENA (ISSUED TO SCOTTRADE, INC.) )
Filed by Attorney for Pltf/Petnr

07/20/2015 Objection Document (TO DEPOSITION SUBPOENA )
Filed by Attorney for Pltf/Petnr

07/20/2015 Objection Document (TO DEPOSITION SUBPOENA/ (ISSUE TO FMR, LLC) )
Filed by Attorney for Pltf/Petnr

07/20/2015 Objection Document (TO DEPOSITION/ ISSUED TO TRADEKING GROUP, )
Filed by Attorney for Pltf/Petnr

07/20/2015 Objection Document (TO DEPOSITION SUBPOENA (ISSUED TO THE CHARLES SCHWAB CORP.) )
Filed by Attorney for Pltf/Petnr

07/20/2015 Objection Document (TO DEPOSITION SUBPOENA (ISSUED TO OMGEO, LLC) )
Filed by Attorney for Pltf/Petnr

07/20/2015 Objection Document (TO DEPOSITION SUBPOENA (ISSUED TO THE DEPOSITORY TRUST & CLEARING CORP.) )
Filed by Attorney for Pltf/Petnr

07/20/2015 Objection Document (TO DEPOSITION SUBPOENA (ISSUED TO PROFESSIONAL TRADING SOLUTIONS, INC.) )
Filed by Attorney for Pltf/Petnr

07/20/2015 Objection Document (TO DEPOSITION SUBPOENA (ISSUED TO SCOTTSDALE CAPITAL ADVISORS CORP) )
Filed by Attorney for Pltf/Petnr

07/20/2015 Objection Document (TO DEPOSITION SUBPOENA (ISSUED TO TD AMERITRADE, INC. )
Filed by Attorney for Pltf/Petnr

07/20/2015 Objection Document (TO DEPOSITION SUBPOENA (ISSUED TO TRADE STATION GROUP, INC.) )
Filed by Attorney for Pltf/Petnr

07/06/2015 Amendment to Complaint (DOE 1, 2,3,4,5,6,7,8,9 )
Filed by Attorney for Pltf/Petnr

06/30/2015 Substitution of Attorney
Filed by Attorney for Deft/Respnt

06/23/2015 Notice
Filed by Attorney for Pltf/Petnr

06/18/2015 Notice (of cmc )
Filed by Attorney for Pltf/Petnr

06/12/2015 Notice-Case Management Conference
Filed by Clerk

06/09/2015 Notice-Case Management Conference
Filed by Court Attendant

06/08/2015 Affidavit of Prejudice–Peremptory (DEFT LUAN K PHAN’S MTN FOR PEREMPTORY CHALLENGE AND DECL OF JANET LY IN SUPP THEREOF )
Filed by Attorney for Defendant/Respondent

06/02/2015 Complaint

06/02/2015 Summons Filed
Filed by Attorney for Plaintiff/Petitioner

06/02/2015 Notice-Stay (AUTMOATIC STAY CAUSED BY A FILING IN ANOTHER COURT FILED 4/7/15 )
Filed by Attorney for Plaintiff/Petitioner

06/02/2015 Proof of Service
Filed by Attorney for Plaintiff/Petitioner

06/02/2015 Notice of Incoming Case Transfer
Filed by Clerk

Proceedings Held (Proceeding dates listed in descending order)

06/15/2017 at 09:45 am in Department 74, Joseph R. Kalin, Presiding
Court Order – Case Dismissed/Disposed

05/01/2017 at 08:30 am in Department 74, Teresa Sanchez-Gordon, Presiding
Order Re: Related Cases – Completed

10/24/2016 at 09:00 am in Department 74, Kevin C. Brazile, Presiding
Motion to Compel – Motion Denied

10/05/2016 at 09:30 am in Department 74, Teresa Sanchez-Gordon, Presiding
Mandatory Settlement Conference ([c.t. 4-13-17 per stip. and orderof 6-23-16]) – Matter continued

04/22/2016 at 09:00 am in Department 74, Teresa Sanchez-Gordon, Presiding
Motion to Compel – Off Calendar

03/29/2016 at 01:30 pm in Department 74, Teresa Sanchez-Gordon, Presiding
Conference-Case Management ((c.f. 1-14-16)) – Trial Date Set

01/14/2016 at 09:00 am in Department 74, Teresa Sanchez-Gordon, Presiding
Conference-Case Management ((c.f. 9-29-15)) – Matter continued

09/29/2015 at 01:30 pm in Department 74, Teresa Sanchez-Gordon, Presiding
Conference-Case Management – Matter continued

06/11/2015 at 08:30 am in Department 34, Michael P. Linfield, Presiding
Affidavit of Prejudice – Granted

 

The Other Side: Leslie Howard & First Microcap Report

Back in early 2012 I started noticing ads on Pumpsanddumps.com for FirstMicrocapReport.com which was run by Leslie Howard. The service started out free and purported to identify stocks that were likely to undergo promotion. I wasn’t a huge fan of the service because by its very nature trying to identify and buy stocks pre-pump will lead to trading illiquid stocks and if the pump doesn’t happen then the stock can drop big. (That being said, I did trade a number of the picks, buying quickly and selling to slower traders for over $1500 in total profits.) FirstMicrocapReport acquired a bit of a following and then in late May 2012 Leslie Howard released a paid stock promotion of the Biostem US Corporation (ticker:HAIR and unrelated to current ticker HAIR, Restoration Robotics). For this promotion, Leslie disclosed payment of $15,000 and ownership of the stock. After this stock promotion was over, Leslie Howard continued to release uncompensated picks and did not promote any other stocks for money.

Here is the disclaimer from the first email I received (May 24, 2012) promoting Biostem US Corporation (HAIR):

After this I gave little thought to ‘Leslie Howard’. It wasn’t until October 2013 that I came across a lawsuit George Sharp had filed against Biostem US Corporation (HAIR). It became clear reading the lawsuit that Leslie Howard was the alter ego of George Sharp. I was a bit puzzled about the lawsuit and why Sharp had promoted a company like Biostem US Corp but I really didn’t give it any further thought. I finally have reason to revisit this case (as I will get into below) so I looked back into it and it still doesn’t make a lot of sense to me.

See the first complaint by George Sharp (and his company Market Broadcast, LLC) against Biostem et al. Below are a series of allegations from Sharp’s third amended complaint (emphasis added by me):

32. On or about May 9, 2012, Defendants ELCO, LONDON and MAZUR, with the consent and participation of BIOSTEM entered into a contract with the Plaintiff MARKET,
entitled “Engagement Agreement for Marketing Services” (“AGREEMENT”). A true and correct copy of that agreement is attached hereto as Exhibit “A,” and incorporated herein by
reference. The AGREEMENT required the Plaintiff MARKET to be provided 300,000 freetrading shares at the time that the investor awareness program began. The AGREEMENT
further provided that Defendants to disclose all known material facts to the Plaintiff MARKET regarding BIOSTEM. The AGREEMENT required Plaintiff MARKET to be kept informed of key developments regarding BIOSTEM.

34. On or about May 24, 2012, Defendants breached the AGREEMENT by failing to provide the stock when required under the AGREEMENT.
35. Defendants further breached the AGREEMENT by failing to inform the Plaintiff of all known facts and failing to keep Plaintiff informed of key developments as required under the AGREEMENT, including but not limited to failing to inform Plaintiff that the equity financing agreement between Defendants BIOSTEM and ELCO that was announced on May 24, had not been consummated and would not be consummated

41. In that April 12, 2012 meeting Defendants MAZUR and Ari Kaplan made the following false statements to Plaintiffs: (1) that BIOSTEM was a reputable and viable business in the hair restoration industry, (2) that BIOSTEM had reached and consummated an equity financing agreement for $5,000,000 with Defendant ELCO, (3) that BIOSTEM had entered into
a medical affiliate agreement with Pizarro Hair Restoration Clinics, and (4) that there was an increasing market demand for BIOSTEM shares.

45. The facts were that BIOSTEM was a sham business and it had no equity financing agreement for $5,000,000 or any other amount and had no medical affiliate agreement with Pizarro Hair Restoration Clinics which was in fact an actual reputable company in the hair restoration industry.

71. As a further result of this fraud, most subscribers to the newsletters retained by MARKET to bring investor awareness to BIOSTEM and who purchased the common stock of
BIOSTEM, lost a significant portion, if not all of their investment, and MARKET has since been unable to retain additional paying clients for investor awareness programs.
72. SHARP was further damaged in reliance on these false statements in that he was induced to purchase additional shares of BIOSTEM stock on the open market. Sharp made 23 separate purchases of BIOSTEM stock during the relevant period all to his damage in an amount to be proven at the time of trial

73. As a further result of this fraud, the reputation of SHARP as a forthright and credible source of information and as a crusader against stock fraud was compromised, causing damages in an amount to be proven at the time of trial

A few things from the above allegations strike me as odd. First, it seems odd that a stock promoter would specify in his contract that his client “disclose all known material facts” about the company and “be kept informed of key developments.” The typical promoter just parrots whatever the pump and dump mastermind wants him to say or makes up his own puffery. He does his sales job and doesn’t worry about the details of the company. Second, Sharp made 23 open market purchases of Biostem stock — again I have only rarely heard of a stock promoter buying stock in the open market in an ongoing paid pump & dump scheme. Also odd was that Sharp filed the suit seven months after the arrest of most of the participants in the pump and dump scheme — obviously he wouldn’t have a chance of collecting any damages from any of the defendants except maybe Crocs (yes, that Crocs — the executives of Biostem had come from Crocs), and Crocs as a defendant seems to me a very long-shot.

Sharp and his company dropped the suit on October 1st, 2014 after filing a notice on September 22nd, 2014 stating that the case had been settled. Crocs had filed a demurrer that was then sustained by the court on August 7th, 2014 so it was not part of the settlement. The order sustaining the demurrer essentially stated that Sharp had failed to prove that Crocs was sufficiently involved in the alleged conspiracy.

Even among promoted stocks, Biostem US Corp was a total disaster — in early 2013 the FBI arrested fourteen people for market manipulation in Biostem and four other companies. The case was USA v. Sherman Mazur et al and is Case 2:13-cr-00062-SVW in the US District Court, Central District of California, Western Division. Read the indictment. I have not had time to read through everything in the case but it looks like the FBI messed up in a very big way. See the transcript of the proceedings in the application by Sherman Mazur’s lawyer for review/reconsideration of order setting conditions of release/detention (docket 460 from 4/16/2014). The charges against Mazur and the other defendants were dropped in late March, 2014 “because of problems with a wiretap application”.

What does this all mean? Was it just a coincidence that the first (and only) stock George Sharp promoted later resulted in a number of arrests and criminal prosecutions (criminal prosecutions of pump and dump schemes are rare). Did he get involved to try to assist the already ongoing investigation? I really don’t know but that wouldn’t surprise me.

George Sharp, helping to put promoter scum in prison?

Sharp took partial credit for the indictment of Jamie Boye and Eric Cusimano. See update on Cusimano’s guilty plea. Presumably that is because he obtained information relevant to the prosecution and sent it to the authorities, but of course there is no way to confirm or disprove this with access only to public records.

George Sharp working for OTC Markets

For the following few years George Sharp continued to periodically sue penny stock companies and promoters. Other than that, I paid him little thought. I figured that he had just gotten greedy and that in his lawsuits he was looking for quick settlements. In the case of a promoted stock, many of which have management in on the scam, it is good business to settle quickly to get someone like Sharp to go away rather than risk going to discovery and having the whole scheme revealed. Despite that logic, many of Sharp’s lawsuits were long and drawn-out affairs.

I did not reconsider any of this until I saw the news this summer that Sharp had been hired by OTCMarkets.com as a consultant. Below is the full text of the press release:

OTC Markets Group Inc. (OTCQX: OTCM), operator of financial markets for 10,000 U.S. and global securities, today announced it has retained well known, market analyst George Sharp, as a consultant. Mr. Sharp will assist OTC Markets as we develop compliance processes to bring more timely and actionable data to the OTC market.

“George’s expertise in tracking small and microcap market activity makes him a valuable asset as we improve market transparency.” said Matthew Fuchs, Executive Vice President of Market Data and Strategy at OTC Markets Group. “Our goal is to use data to bring greater transparency to the market, arming investors, issuers and market participants with information they need to make informed decisions and identify unusual activity.”

“I am pleased to work with OTC Markets Group as they take a proactive approach to improve the small and microcap market by providing more information to investors,” stated George Sharp. “Information availability and investor education are key elements of a trusted, efficient markets.”

Obviously I had to reconsider my earlier opinion that Sharp was mostly in it for the money. I can’t imagine that OTC Markets Group pays fabulously well and if Cromwell Coulson considered Sharp to be just a pro-se ambulance chaser and stock promoter then he would not have hired Sharp. I do believe that Coulson is a man of good faith and has worked to reduce the prevalence of scams that trade on OTC Markets (although I don’t think he has done nearly enough). At the end of the day, of course Sharp likes the money he wins in his lawsuits. But he is suing many bad people (although I’m sure at least some of the CEOs of promoted companies in his suits were not involved in any promotion) and I no longer doubt that he does consider himself a crusader against penny stock fraud. Maybe he uses his lawsuits to gather useful information (during discovery) about penny stock companies that he then uses in other ways. I can’t know for sure. Two things are certain: George Sharp will keep suing people and the world is a better place as a result of his lawsuits. I can only hope that his anti-scam fervor spreads throughout the OTC Markets organization and that he really does as much behind the scenes to inform regulators as he has claimed (such as in his tweets about Cusimano).

 

 

 

Appendix: George Sharp’s lawsuits against other penny stock companies

In the near future I aim to add a brief description of all the lawsuits mentioned above including the outcome of each suit. This post is being published before this is complete because frankly this is an exhausting task. I may never get around to posting all the lawsuits.

George Sharp v. Stocktips.com, Alkame Holdings Inc (ALKM), Amerada Corp, Aweber Communications, Aweber Systems Inc, Robert Bandfield, Coastal Integrated Services Inc (COLV), Ecrypt Technologies Inc (ECRY), Empire Stock Transfer Inc, Harold Gewerter, Laluna Services Inc, Quicksilver Stock Transfer LLC, Telupay International Inc, Adrian Herman Thomas, Tiger Oil and Energy Inc (TGRO), & Well Power Inc (WPWR)

George Sharp filed case 37-2015-00008210-CU-NP-CTL in the Superior Court of California, County of San Diego on 3/11/2015 and dismissed on August 15, 2017. (Read the first amended complaint filed May 27, 2016.) I cannot find any evidence of the case being settled and Sharp requested dismissal of the case a few days before a hearing on an order to show cause (OSC).

Following are some of the documents from the case:

37-2015-00008210-CU-NP-CTL_ROA-110_08-05-16_Minute_Order_1509378411802
37-2015-00008210-CU-NP-CTL_ROA-137_10-07-16_Minute_Order_1509378411880
37-2015-00008210-CU-NP-CTL_ROA-142_10-06-16_Request_for_Dismissal_with_Prejudice_Party_1509378411974
37-2015-00008210-CU-NP-CTL_ROA-147_10-27-16_Request_for_Dismissal_with_Prejudice_Party_1509378412083
37-2015-00008210-CU-NP-CTL_ROA-162_11-04-16_Minute_Order_1509378412161
37-2015-00008210-CU-NP-CTL_ROA-169_12-02-16_Minute_Order_1509378412224
37-2015-00008210-CU-NP-CTL_ROA-180_08-04-17_Notice_of_Hearing_SD_1509405496917
37-2015-00008210-CU-NP-CTL_ROA-181_08-15-17_Request_for_Dismissal_with_Prejudice_Entire_Acti_1509378412333
37-2015-00008210-CU-NP-CTL_ROA-179_08-04-17_Minute_Order_1509405496839 37-2015-00008210-CU-NP-CTL_ROA-44_01-08-16_Minute_Order_1509378410708 37-2015-00008210-CU-NP-CTL_ROA-45_01-19-16_Order_to_Show_Cause_Sanctions_SD_1509378410817 37-2015-00008210-CU-NP-CTL_ROA-53_01-29-16_Minute_Order_1509378410911
37-2015-00008210-CU-NP-CTL_ROA-55_01-29-16_Minute_Order_1509378410989
37-2015-00008210-CU-NP-CTL_ROA-65_03-26-16_Order_Other_1509378411098
37-2015-00008210-CU-NP-CTL_ROA-91_05-27-16_Amended_Complaint_1509378411208
37-2015-00008210-CU-NP-CTL_ROA-92_05-20-16_Amendment_to_Complaint_Cross_Complaint_naming_Doe_1509378411333

37-2015-00008210-CU-NP-CTL_ROA-99_06-20-16_General_Denial_1509378411458
37-2015-00008210-CU-NP-CTL_ROA-101_06-20-16_General_Denial_1509378411552
37-2015-00008210-CU-NP-CTL_ROA-106_08-09-16_Demurrer_1509378411630
37-2015-00008210-CU-NP-CTL ROA -89 05-25-16 Motion to Compel Discovery from COLV
37-2015-00008210-CU-NP-CTL — Subpoena to Aweber (dated 8-31-2015)

George Sharp v Xumanii (XUII), African Copper Corporation (ACCS), Amwest Imaging Inc (AMWI), John Babikian, De Groupa Tenner Morales Media Corp, Goff Corporation (GOFF), Harbor Island Development Corp (HIDC), Intertech Solutions Inc (ITEC), Pacific Clean Water Technologies Inc (PCWT), Pacwest Equities Inc (PWEI), Pharmagen Inc (PHRX), Pub Crawl Holdings Inc (PBCW), Red Giant Ventures Inc (REDG), Swing Plane Ventures Inc (SWVI), Taglikeme Corp (TAGG), Victory Mark Corp Ltd, Vumee Inc (VUME), & World Moto Inc (FARE)

George Sharp filed suit against Xumanii and other companies promoted by Awesomepennystocks and Victory Mark Corp on 5/13/2013. The case is 37-2013-00048310-CU-MC-CTL, in the Superior Court of California, County of San Diego.

See the judgment won by Sharp. All the judgments in this case were default judgments. I know at least in the case of his judgment against Goff the judgment has not been collected.

Default judgment is entered in favor of Plaintiff George Sharp and against Defendants Vumee, Inc., Intertech Solutions, Inc. fka Amwest Imaging, Inc , Goff Corporation, and Excelsis Investments, Inc..
Plaintiff George Sharp to recover from Defendant Vumee, Inc. the total amount of$19,700, consisting of statutory damages in the amount of $18,000 and attorney’s fees in the amount of $1,700.
Plaintiff George Sharp to recover from Defendant Intertech Solutions, Inc. fka Amwest Imaging, Inc. the total amount of $43,220, consisting of statutory damages in the amount of$41,000 and attorney’s fees in the amount of $2,220.
Plaintiff George Sharp to recover from Goff Corporation the total amount of $57,450, consisting of statutory damages in the amount of $55,000 and attorney’s fees in the amount of $2,450.
Plaintiff George Sharp to recover from Defendant Excelsis Investments, Inc. the total amount of $19,700, consisting of statutory damages in the amount of $18,000 and attorney’s fees in the amount of $1,700.

George Sharp v America Exploration Resources Inc (AREN), Agrieuro Corp (EURI), Aweber Systems, & iContact LLC

George Sharp filed suit against America Exploration Resources on 8/20/2015. The case is 37-2015-00028270-CU-BT-CTL in the Superior Court of California, County of San Diego. Sharp posted the original complaint to Scribd. See his subpoena to iContact from 8/31/2015.

George Sharp v. Citadel EFT (CDFT), Buzzbahn LLC, Diane Dalmy, Gary Deroos, & Nancy Figueiredo

See George Sharp’s press release about his lawsuit against Citadel EFT. The case (37-2013-00034768-CU-FR-CTL) was filed on February 13, 2013 in the Superior Court of California, County of San Diego.

Appendix 2: Further Info

George Sharp’s Scribd profile
George Sharp’s blog

Disclaimer: No position in any stocks mentioned and other than being a subscriber to Pennystocks.buzz and having interacted with all of the anti-fraud crusaders mentioned above I have no business or close relationship with anyone mentioned in this post. This blog has a terms of use that is incorporated by reference into this post; you can find all my disclaimers and disclosures there as well.

Return of the Lithium pumps & dumps: Liberty One Lithium (LRTTF)

The last few days there has been a huge spike in price and volume in Liberty One Lithium Corp (LRTTF) and oddly enough, it is related to an ongoing stock promotion campaign (that has been going on for many months already). There is a promotion landing page at http://stock.report/LRTTF_LANDING/index.html

As is usual with promoted stocks, the company has little in the way of assets (Canadian $1.96 million in assets) and no revenues as of the end of Q1 2017 (the most recent quarterly report).

Here is the stock chart:

Disclosed budget: $400,000 ($150,000 + $150,000 + $50,000 + $50,000)
Promoter: Stock.Report / Midam Ventures LLC / Midam Investor Relations
Paying party: Pyronix Media
Shares outstanding: 44,664,800
Previous closing price: $1.893
Market capitalization: $84.6 million

Short disclaimer (shown on the landing page):

Pursuant to an agreement between us and Pyronix Media we have been hired for a period beginning 4/10/2017 and ending 5/10/2017 our agreement has been extended an additional 30 days ending June 11, 2017, and expects to be compensated up to an additional $150,000 cash. to publicly disseminate information about Liberty One Lithium Corp. (LRTTF) including on the Website and other media including Facebook and Twitter. We are being paid $150,000.00 (CASH) for or were paid “ZERO” shares of restricted or un-restricted common stock. We own zero additional shares of (LRTTF), which we purchased in the open market. We plan to sell the “ZERO” shares of (LRTTF) that we hold during the time the Website and/or Facebook and Twitter Information recommends that investors or visitors to the website purchase without further notice to you. We may buy or sell additional shares of (LRTTF) in the open market at any time, including before, during or after the Website and Information, provide public dissemination of favorable Information

Full disclaimer (from http://stock.report/disclaimer/):

Who owns and controls the website located at http://Stock.Report

The website located at http://Stock.Report (the Website) is owned by MAD MEDIA PUBLISHING LLC., a Nevada corporation. The Website, its owner, affiliates, control persons, directors, officers, employees and agents are hereafter collectively referred to as the “Publisher”, “we”, “us” or “ours”.

What do we do?

We are paid advertisers, also known as stock touts or stock promoters who disseminate favorable information (the “Information”) about publicly traded companies (the “Profiled Issuers”).

How is the Information published?

We publish the Information on the Website, in newsletters, audio, and live interviews featured reports message boards and email communications for specific time periods that are agreed upon between us and the Profiled Issuer. Our publication of the Information is known as a “Campaign”.

Will everyone receive the Information at the same time?

No. The Information may be sent to potential investors at different times that are minutes, hours, days or even weeks apart.

How is a potential investor impacted if they receive the Information later than other investors?

If the trading volume and price of a Profile Issuer’s securities increases after the Information is provided to an earlier group of investors, then subsequent investors will pay inflated prices for any securities of the Profiled Issuers that they purchase. This will likely result in the Profiled Issuers having trading losses.

What will happen when the Campaign ends?

Most, if not, all of the Profiled Issuers are penny stocks that are illiquid and whose securities are subject to wide variations in trading price and volume. During the Campaign the trading volume and price of the securities of each Profile Issuer will likely increase significantly. When the Campaign ends, the volume and price of the Profiled Issuer will likely decrease dramatically. As a result, investors who purchase during the Campaign and hold shares of the Profiled Issuer when the Campaign ends will likely lose most, if not, all of their investment.

Why do we publish only favorable Information?

We only publish favorable information because we are compensated to only publish favorable information.

Why don’t we publish negative information?

We don’t publish negative information because we are not paid to publish negative information. We are paid to publish only favorable information.

Is the Information complete, accurate, truthful or reliable?

The Information is a snapshot that provides only positive information about the Profiled Issuers. The Information consists of only positive content. We do not and will not publish any negative information about the Profiled Issuers; accordingly, investors should consider the Information to be one sided and not balanced, complete, accurate, truthful or reliable.

What we do not do.

We do not publish negative information about the Profiled Issuers. We do not verify or confirm any portion of the Information. We do not conduct any due diligence or research any aspect of the Information including the completeness, accuracy, truthfulness or reliability of the Information. We do not review the Profiled Issuers’ financial condition, operations, business model, management or risks involved in the Profiled Issuer’s business or an investment in a Profiled Issuer’s securities.

Where does the Information come from?

The Information is provided to us by the Profiled Issuers and/or the person who hires us. We may also obtain the Information from publicly available sources such as the OTC Markets, Google, NASDAQ, NYSE, the Securities and Exchange Commission’s Edgar database or other available public sources.

What will happen if an investor relies on the Information?

The Information is neither a solicitation to buy nor an offer to sell securities. The Information should not be used to make an investment decision or for trading or investment purposes. If an investor relies on the Information in making an investment decision it is highly probable that the investor will lose most, if not, all of his or her investment.

Who pays us to publish the Information?

The source of our compensation varies depending upon the particular circumstances of the Campaign. We are compensated by the Profiled Issuers, third party shareholders and other parties related to the Profiled Issuers such as officers and/or directors who will derive a financial or other benefit from an increase in the trading price and/or volume of a Profiled Issuer’s securities.

The nature and amount of compensation we receive for publishing the Information about each Profiled Issuer and our ownership of each Profiled Issuer is set forth below under the heading captioned, “What we are compensated”.

What warranties do we make about the Information?

None. We make no warranty or representation about the Information including its completeness, accuracy, truthfulness or reliability and we disclaim, expressly and impliedly, all warranties of any kind, including whether the Information is complete, accurate, truthful, or reliable and as such, your use of the Information is at your own risk. The Information is provided as is without limitation.

Who is responsible if an investor relies on the Information?

The investor. We are not responsible or liable for any person’s use of the Information or any success or failure that is directly or indirectly related to such person’s use of the Information. A person’s review and/or reliance upon the Information is at their own risk. We are not responsible for omissions or errors in the Information. We will not update the Information and we are not responsible for actions taken by any person who relies upon the Information.

What do we urge potential investors to do?

Investors should conduct their own in-depth investigation of the Profiled Issuers with the assistance of his or her legal, tax and investment advisors. An investor’s review of the Information should include but not be limited to the Profiled Issuer’s financial condition, operations, management, products or services, trends in the industry and risks that may be material to the profiled Issuer’s business and other information you and your advisors deem material to an investment decision. An investor’s review should include, but not be limited to a review of available public sources and information you receive directly from the Profiled Issuers or from websites such as Google, OTC Markets, NASDAQ, NYSE, www.sec.gov or other available public sources.

Why is this Disclaimer being provided?

We are providing you with this disclaimer because we are publishing advertisements about penny stocks. Because we are paid to disseminate the Information to the public about securities, we are required by the securities laws including Section 10(b) of the Securities Exchange Act of 1934 ( the “Exchange Act”) and Rule 10b-5 thereunder, and Section 17(b) of the Securities Act of 1933, as amended (“the “Securities Act”), to specifically disclose our compensation to you as well as other information including that we may hold, as well as purchase and sell the securities of a Profiled Issuer before, during and after we publish the Information about the Profiled Issuer. We may instruct investors to purchase the securities of a Profiled Issuer during the same time that we sell.

The anti-fraud provisions of state and federal securities laws require us to inform you that we will engage in buying and selling of Profiled Issuer’s securities before, during and after the Campaigns.

What we are not.

We are not and do not act in the capacity of any of the following; as such, you should not construe our activities as involving any of the following:

  • An independent advisor or consultant;
  • Providing investment advice;
  • Acting in the capacity of an investment adviser or engaging in activities that would be deemed to be providing investment advice that requires registration either at the federal or state level;
  • Broker-dealer activities or acting in the capacity of a registered representative or broker;
  • Stock picker;
  • Securities trading expert;
  • Securities researcher or analyst;
  • Financial planner or financial planning;
  • Provider of stock recommendations;
  • Provider of advice about buy and sell or hold recommendations as to specific securities; or
  • Making an offer or sale of securities or solicitation to purchase securities.

What conflicts of interest do we have in publishing the Information?

We are not objective or independent and have multiple conflicts of interest. The Profiled Issuers and parties hiring us have conflicts of interest.

Our publication of the Information involves actual and material conflicts of interest including but not limited to the following:

  • We receive monetary and/or securities compensation in exchange for publishing the (favorable) Information about the Profiled Issuers;
  • We do not publish any negative information whatsoever about the Profiled Issuers;
  • We may own a Profiled Issuer’s securities that we acquired from the Profiled Issuer, third parties or from our own open market purchases before, during or after the Campaign and we may sell these securities during the Campaign while publishing the (favorable) information that instructs investors to purchase. Our selling of a Profiled Issuer’s securities will likely cause investors to suffer losses;
  • A short time after we acquire a Profiled Issuer’s securities, we may publish the (favorable) Information about the Profiled Issuer advising others, including you, to purchase; and while doing so, we may sell the Profiled Issuer’s securities we acquired during our public dissemination of the Information causing us to profit while you suffer a loss;
  • Parties holding a Profiled Issuer’s securities including those who engage our services and/or compensate us will sell their shares of the Profiled Issuer while we are publishing the (favorable) Information.

What are some of the risks that investors should be aware of?

Any investment in the Profiled Issuers involves a high degree of risk and uncertainties and may be subject to extreme volume and price volatility, especially during the Campaigns. Favorable past performance of a Profiled Issuer does not guarantee future results. If you purchase the securities of the Profiled Issuers, you should be prepared to lose your entire investment. Some of the risks involved in purchasing securities of the Profiled Issuers includes, but is not limited to the risks stated below.

  • The Information is not a solicitation or recommendation to buy, sell or hold securities and we do not endorse, independently verify or assert the truthfulness, completeness, accuracy or reliability of the Information. We conduct no due diligence or investigation whatsoever of the Information or the Profiled Issuers and we do not receive any verification from the Profiled Issuer regarding the Information we disseminate.
  • If we publish any percentage gain of a Profiled Issuer from the previous day close in the Information, it is not and should not be construed as an indication that the future stock price or future operational results will reflect gains or otherwise prove to be advantageous to your investment.
  • The Information may contain statements that a Profiled Issuer’s stock price has increased over a certain period of time which may reflect an arbitrary period of time, and is not predictive or of any analytical quality; as such, you should not rely upon the (favorable) Information in your analysis of the present or future potential of a Profiled Issuer or its securities.
  • The Information should not be interpreted in any way, shape, form or manner whatsoever as an indication of the Profiled Issuer’s future stock price or future financial performance.
  • You may encounter difficulties determining what, if any, portions of the Information is material or non-material making it all the more imperative that you conduct your own independent investigation of the Profiled Issuer and its securities with the assistance of your legal, tax and financial advisor.
  • When the Campaign ends, the securities of a Profiled Issuer will decline dramatically.
  • If the Information states that a Profiled Issuer’s securities are consistent with the future economic trends or even if your independent research indicates as such, you should be aware that economic trends have their own limitations, including: (a) that economic trends or predictions may be speculative ; (b) consumers, producers, investors, borrowers, lenders and government may react in unforeseen ways and be affected by behavioral biases that we are unable to predict; (c) human and social factors may outweigh future economic trends that we state may or will occur; (d) clear cut economic predictions have their limitations in that they do not account for the fundamental uncertainty in economic life, as well as ordinary life; (e) economic trends may be disrupted by sudden jumps, disruptions or other factors that are not accounted for in such economic trends analysis; in other words, past or present data predicting future economic trends may become irrelevant in light of fully new circumstances and situations in which uncertainty becomes reality rather than of predictive economic quality; or (f) if the trends involve a single result, it ignores other scenarios that may be crucial to make a decision in the event of unknown contingencies.
  • The Information contains forward looking statements, i.e. statements or discussions that constitute predictions, expectations, beliefs, plans, estimates, or projections as indicated by such words as expects, will, anticipates, and estimates; therefore, you should proceed with extreme caution in relying upon such statements and conduct a full investigation of the Information and the Profiled Issuer as well as any such forward looking statements. Any forward looking statements we make in the Information are limited to the time period in which they are made and we do not undertake to update forward looking statements that may change at any time.
  • The Information is presented only as a brief snapshot of the Profiled Issuer and should only be used, at most, and if at all, as a starting point for you to conduct a thorough investigation of the Profiled Issuer and its securities and to consult your financial, legal or other advisor(s) and avail yourself of the filings and information that may be accessed at www.sec.gov, www.otcmarkets.com or other electronic medium, including: (a) reviewing SEC periodic reports (Forms 10-Q and 10-K), reports of material events (Form 8-K), insider reports (Forms 3, 4, 5 and Schedule 13D); (b) reviewing Information and Disclosure Statements and unaudited financial reports filed with the Pink Sheets or otcmarkets.com; (c) obtaining and reviewing publicly available information contained in commonly known search engines such as Google; and (d) consulting investment guides at www.sec.gov and www.finra.org. You should always be cognizant the Profiled Issuers may not be current in their reporting obligations with the SEC and the OTC Markets and/or have negative signs at otcmarkets.com (See section below titled Risks Related to the Profiled Issuers, which provides additional information pertaining thereto).
  • We may hire third party service providers and stock promoters to electronically disseminate live news regarding the Profiled Issuers, yet we have no control over the content of and do not verify the information that the Profiled Issuers and/or third party service providers publish. These third party service providers are likely compensated for providing positive information about the Issuer even where such compensation is not disclosed by them.
  • By reading the Information you agree to indemnify and hold us harmless from any liability for any claimed direct, indirect, incidental, punitive, or consequential damages pertaining to your receipt of the Information.

Risks Related to the Profiled Issuers

  • We do not provide you with all of the risks related to the Profiled Issuers and to understand such risks you must conduct your own due diligence with the assistance of your legal, tax and investment advisor.
  • Any investment in a Profiled Issuer’s securities is high risk. If you invest in the securities of a Profiled Issuer you could lose your entire investment.
  • The continued operations and future prospects of a Profiled Issuer may be dependent upon receiving adequate financing which they may be unable to obtain.
  • If a Profiled Issuer is an SEC reporting company, it could be delinquent (not current) in its periodic reporting obligations (i.e., in its quarterly and annual reports) or OTC Market’s Pink Sheet quoted company may be delinquent in its Pink Sheet reporting obligations as reported by the OTC Markets News Service’s or OTC Markets posting a negative sign pertaining to the Profiled Issuer at www.pinksheets.com, as follows: (i) Limited Information for companies with financial reporting problems, economic distress, or that are unwilling to file required reports with the Pink Sheets; (ii) Pink Sheets – No Information, which indicates companies that are unable or unwilling to provide disclosure to the public markets, to the SEC or the Pink Sheets; and (iii) Caveat Emptor, signifying Buyer Beware that there is a public interest concern associated with a company’s illegal spam campaign, questionable stock promotion, known investigation of a company’s fraudulent activity or its insiders, regulatory suspensions or disruptive corporate actions.
  • Often the Profiled Issuers are development stage companies with little or no operations, and their securities should be considered extremely speculative for investment purposes.
  • The Profiled Issuers are negatively affected by the current economic downturn and may have a lack of adequate financing to meet their operating expenses, operational goals and expansion plans.
  • The Profiled Issuers may have inadequate financing to pursue their operational plans and support their ongoing operations.

Risks Related to buying the securities of the Profiled Issuers

  • The Information may recommend that investors purchase a Profiled Issuer’s shares while we sell securities of the same Profiled Issuer which will likely cause investors to suffer losses.
  • We may receive free trading shares as compensation or we may acquire such shares in open market transactions before and during the Campaigns, and we may sell the shares we acquire at any time, even during the Campaigns while publishing the Favorable Information. When we sell the shares of the Profiled Issuers that we hold, the price at which investors can sell their shares will dramatically decrease and will likely cause investors to suffer trading losses.
  • We may sell securities of the Profiled Issuers for less than target prices set forth in the Information, and we may profit by selling our securities during the Campaigns while investors encounter losses.
  • The Information may instruct investors to buy a Profiled Issuer’s securities so that the person who hires and compensates us can sell their own shares which may cause you to suffer a loss of part or all of your investment.
  • When we acquire, purchase or sell the securities of the Profiled Issuers, it may (a) cause significant volatility in the Profiled Issuer’s securities; (b) cause temporary but unrealistic increases in volume and price of the Profiled Issuer’s securities; (c) if selling, cause the Profiled Issuer’s stock price to decline dramatically; and (d) permit us to make substantial profits while investors who purchase during the Campaign experience significant losses.
  • The securities of the Profiled Issuers are high risk, unstable, unpredictable and illiquid which may make it difficult for investors to sell their securities of the Profiled Issuers.
  • If we are compensated in improperly free trading securities of the Profiled Issuers, either directly or indirectly from persons who claim to be non-affiliates of such Profiled Issuer, we and the Profiled Issuer or third party could be subject to SEC Enforcement action, including allegations of an illegal distribution in violation of Section 5(a) and 5(c) of the Securities Act.

Are risks in this disclaimer the only risks investors should be aware of?

No. There are numerous risks associated with each Profiled Issuer and investors should undertake a full review of each Profiled Issuer with the assistance of their financial, legal, and tax adviser prior to purchasing the securities of any Profiled Issuer.

COMPENSATION DISCLAIMER

Pursuant to an agreement between us and Pyronix Media we have been hired for a period beginning 4/10/2017 and ending 5/10/2017 our agreement has been extended an additional 30 days ending June 11, 2017, and expects to be compensated up to an additional $150,000 cash. to publicly disseminate information about Liberty One Lithium Corp. (LRTTF) including on the Website and other media including Facebook and Twitter. We are being paid $150,000.00 (CASH) for or were paid “ZERO” shares of restricted or un-restricted common stock. We own zero additional shares of (LRTTF), which we purchased in the open market. We plan to sell the “ZERO” shares of (LRTTF) that we hold during the time the Website and/or Facebook and Twitter Information recommends that investors or visitors to the website purchase without further notice to you. We may buy or sell additional shares of (LRTTF) in the open market at any time, including before, during or after the Website and Information, provide public dissemination of favorable Information. Pursuant to an agreement between us and Pyronix Media we have been hired for a an additional period beginning 6/20/2017 and ending 7/20/2017 we’ve been compensated an additional $50,000 cash. Pursuant to an agreement between us and Pyronix Media we have been hired for a an additional period beginning 7/20/2017 and ending 8/20/2017 we’ve been compensated an additional $50,000 cash.

Luckily for us, the full disclaimer stated that Stock.Report is owned by Mad Media Publishing LLC, “A Nevada corporation” (which is not quite true — an LLC is a company not a corporation). I looked up the company at the Nevada Secretary of State’s office and found the following info. The company was registered on February 22, 2017 and its list of officers was due March 31, 2017. The company was dissolved on September 29, 2017.

So unfortunately I can’t link a real name to the company. But a quick Google search finds me another website owned by Mad Media Publishing LLC, HeraldFinance.com. Under this name Mad Media Publishing LLC promoted stocks over the summer, sending out press releases using Accesswire and other newswires to promote stocks . One promoted company was Joey New York (JOEY), which was promoted from July 31 to August 31. Some of the press releases only mention HeraldFinance.com while others mention Stock.Report. Since the start of the promotion on July 31, JOEY is down over 70%.

Here is the disclaimer from the August 18 JOEY press release:

HeraldFinance.com (“HF”) is owned by MAD Media Publishing LLC, a Nevada corporation. HF produces regular sponsored and non-sponsored reports, articles, stock market blogs, and popular investment newsletters covering equities listed on NYSE and NASDAQ and micro-cap stocks. HF has not been compensated: an affiliate company of HR, MIDAM VENTURES LLC, has been compensated $65,000 by JOEY New York (“JOEY”), for a period beginning July 31, 2017 and ending August 31, 2017, to publicly disseminate information about JOEY. We own zero shares.

And here is the disclaimer from the July 31 JOEY press release:

About Stock.Report

Stock.Report is owned by MAD Media Publishing LLC., a Nevada corporation. (“SR”) produces regular sponsored and non-sponsored reports, articles, stock market blogs, and popular investment newsletters covering equities listed on NYSE and NASDAQ and micro-cap stocks. (SR) has not been compensated: an affiliate company of (SR) MIDAM VENTURES LLC has been compensated $65,000 by JOEY New York (JOEY) for a period beginning July 31, 2017 and ending August 31, 2017 to publicly disseminate information about JOEY New York (JOEY). We own zero shares.

NOT AN OFFERING

This document is not intended as an offering, recommendation, or a solicitation of an offer to buy or sell the securities mentioned or discussed, and is to be used for informational purposes only. Please read all associated disclosures and disclaimers in full before investing. Neither SR nor any party affiliated with us is a registered investment adviser or broker-dealer with any agency or in any jurisdiction whatsoever. To download our report(s), read our disclosures, or for more information, visit http://www.stock.report/.

NO WARRANTY

SR, the Author and the Reviewer (collectively referred to as the “Publishers”) are not responsible for any error which may be occasioned at the time of printing of this document or any error, mistake or shortcoming. No liability is accepted by the Publishers whatsoever for any direct, indirect or consequential loss arising from the use of this document. The Publishers expressly disclaim any fiduciary responsibility or liability for any consequences, financial or otherwise arising from any reliance placed on the information in this document. Additionally, the Publishers do not (1) guarantee the accuracy, timeliness, completeness or correct sequencing of the information, or (2) warrant any results from use of the information. The included information is subject to change without notice.

Contact:

[email protected]

SOURCE: Stock.Report

The full HeraldFinance.com disclaimer is here:

Disclaimer

INVESTORS SHOULD READ THIS DISCLAIMER

Who owns and controls the website located at http://HeraldFinance.com

The website located at http://HeraldFinance.com (the Website) is owned by MAD MEDIA PUBLISHING LLC., a Nevada corporation. The Website, its owner, affiliates, control persons, directors, officers, employees and agents are hereafter collectively referred to as the “Publisher”, “we”, “us” or “ours”.

What do we do?

We are paid advertisers, also known as stock touts or stock promoters who disseminate favorable information (the “Information”) about publicly traded companies (the “Profiled Issuers”).

How is the Information published?

We publish the Information on the Website, in newsletters, audio, and live interviews featured reports message boards and email communications for specific time periods that are agreed upon between us and the Profiled Issuer. Our publication of the Information is known as a “Campaign”.

Will everyone receive the Information at the same time?

No. The Information may be sent to potential investors at different times that are minutes, hours, days or even weeks apart.

How is a potential investor impacted if they receive the Information later than other investors?

If the trading volume and price of a Profile Issuer’s securities increases after the Information is provided to an earlier group of investors, then subsequent investors will pay inflated prices for any securities of the Profiled Issuers that they purchase. This will likely result in the Profiled Issuers having trading losses.

What will happen when the Campaign ends?

Most, if not, all of the Profiled Issuers are penny stocks that are illiquid and whose securities are subject to wide variations in trading price and volume. During the Campaign the trading volume and price of the securities of each Profile Issuer will likely increase significantly. When the Campaign ends, the volume and price of the Profiled Issuer will likely decrease dramatically. As a result, investors who purchase during the Campaign and hold shares of the Profiled Issuer when the Campaign ends will likely lose most, if not, all of their investment.

Why do we publish only favorable Information?

We only publish favorable information because we are compensated to only publish favorable information.

Why don’t we publish negative information?

We don’t publish negative information because we are not paid to publish negative information. We are paid to publish only favorable information.

Is the Information complete, accurate, truthful or reliable?

The Information is a snapshot that provides only positive information about the Profiled Issuers. The Information consists of only positive content. We do not and will not publish any negative information about the Profiled Issuers; accordingly, investors should consider the Information to be one sided and not balanced, complete, accurate, truthful or reliable.

What we do not do.

We do not publish negative information about the Profiled Issuers. We do not verify or confirm any portion of the Information. We do not conduct any due diligence or research any aspect of the Information including the completeness, accuracy, truthfulness or reliability of the Information. We do not review the Profiled Issuers’ financial condition, operations, business model, management or risks involved in the Profiled Issuer’s business or an investment in a Profiled Issuer’s securities.

Where does the Information come from?

The Information is provided to us by the Profiled Issuers and/or the person who hires us. We may also obtain the Information from publicly available sources such as the OTC Markets, Google, NASDAQ, NYSE, the Securities and Exchange Commission’s Edgar database or other available public sources.

What will happen if an investor relies on the Information?

The Information is neither a solicitation to buy nor an offer to sell securities. The Information should not be used to make an investment decision or for trading or investment purposes. If an investor relies on the Information in making an investment decision it is highly probable that the investor will lose most, if not, all of his or her investment.

Who pays us to publish the Information?

The source of our compensation varies depending upon the particular circumstances of the Campaign. We are compensated by the Profiled Issuers, third party shareholders and other parties related to the Profiled Issuers such as officers and/or directors who will derive a financial or other benefit from an increase in the trading price and/or volume of a Profiled Issuer’s securities.

The nature and amount of compensation we receive for publishing the Information about each Profiled Issuer and our ownership of each Profiled Issuer is set forth below under the heading captioned, “What we are compensated”.

What warranties do we make about the Information?

None. We make no warranty or representation about the Information including its completeness, accuracy, truthfulness or reliability and we disclaim, expressly and impliedly, all warranties of any kind, including whether the Information is complete, accurate, truthful, or reliable and as such, your use of the Information is at your own risk. The Information is provided as is without limitation.

Who is responsible if an investor relies on the Information?

The investor. We are not responsible or liable for any person’s use of the Information or any success or failure that is directly or indirectly related to such person’s use of the Information. A person’s review and/or reliance upon the Information is at their own risk. We are not responsible for omissions or errors in the Information. We will not update the Information and we are not responsible for actions taken by any person who relies upon the Information.

What do we urge potential investors to do?

Investors should conduct their own in-depth investigation of the Profiled Issuers with the assistance of his or her legal, tax and investment advisors. An investor’s review of the Information should include but not be limited to the Profiled Issuer’s financial condition, operations, management, products or services, trends in the industry and risks that may be material to the profiled Issuer’s business and other information you and your advisors deem material to an investment decision. An investor’s review should include, but not be limited to a review of available public sources and information you receive directly from the Profiled Issuers or from websites such as Google, OTC Markets, NASDAQ, NYSE, www.sec.gov or other available public sources.

Why is this Disclaimer being provided?

We are providing you with this disclaimer because we are publishing advertisements about penny stocks. Because we are paid to disseminate the Information to the public about securities, we are required by the securities laws including Section 10(b) of the Securities Exchange Act of 1934 ( the “Exchange Act”) and Rule 10b-5 thereunder, and Section 17(b) of the Securities Act of 1933, as amended (“the “Securities Act”), to specifically disclose our compensation to you as well as other information including that we may hold, as well as purchase and sell the securities of a Profiled Issuer before, during and after we publish the Information about the Profiled Issuer. We may instruct investors to purchase the securities of a Profiled Issuer during the same time that we sell.

The anti-fraud provisions of state and federal securities laws require us to inform you that we will engage in buying and selling of Profiled Issuer’s securities before, during and after the Campaigns.

What we are not.

We are not and do not act in the capacity of any of the following; as such, you should not construe our activities as involving any of the following:

  • An independent advisor or consultant;
  • Providing investment advice;
  • Acting in the capacity of an investment adviser or engaging in activities that would be deemed to be providing investment advice that requires registration either at the federal or state level;
  • Broker-dealer activities or acting in the capacity of a registered representative or broker;
  • Stock picker;
  • Securities trading expert;
  • Securities researcher or analyst;
  • Financial planner or financial planning;
  • Provider of stock recommendations;
  • Provider of advice about buy and sell or hold recommendations as to specific securities; or
  • Making an offer or sale of securities or solicitation to purchase securities.

What conflicts of interest do we have in publishing the Information?

We are not objective or independent and have multiple conflicts of interest. The Profiled Issuers and parties hiring us have conflicts of interest.

Our publication of the Information involves actual and material conflicts of interest including but not limited to the following:

  • We receive monetary and/or securities compensation in exchange for publishing the (favorable) Information about the Profiled Issuers;
  • We do not publish any negative information whatsoever about the Profiled Issuers;
  • We may own a Profiled Issuer’s securities that we acquired from the Profiled Issuer, third parties or from our own open market purchases before, during or after the Campaign and we may sell these securities during the Campaign while publishing the (favorable) information that instructs investors to purchase. Our selling of a Profiled Issuer’s securities will likely cause investors to suffer losses;
  • A short time after we acquire a Profiled Issuer’s securities, we may publish the (favorable) Information about the Profiled Issuer advising others, including you, to purchase; and while doing so, we may sell the Profiled Issuer’s securities we acquired during our public dissemination of the Information causing us to profit while you suffer a loss;
  • Parties holding a Profiled Issuer’s securities including those who engage our services and/or compensate us will sell their shares of the Profiled Issuer while we are publishing the (favorable) Information.

What are some of the risks that investors should be aware of?

Any investment in the Profiled Issuers involves a high degree of risk and uncertainties and may be subject to extreme volume and price volatility, especially during the Campaigns. Favorable past performance of a Profiled Issuer does not guarantee future results. If you purchase the securities of the Profiled Issuers, you should be prepared to lose your entire investment. Some of the risks involved in purchasing securities of the Profiled Issuers includes, but is not limited to the risks stated below.

  • The Information is not a solicitation or recommendation to buy, sell or hold securities and we do not endorse, independently verify or assert the truthfulness, completeness, accuracy or reliability of the Information. We conduct no due diligence or investigation whatsoever of the Information or the Profiled Issuers and we do not receive any verification from the Profiled Issuer regarding the Information we disseminate.
  • If we publish any percentage gain of a Profiled Issuer from the previous day close in the Information, it is not and should not be construed as an indication that the future stock price or future operational results will reflect gains or otherwise prove to be advantageous to your investment.
  • The Information may contain statements that a Profiled Issuer’s stock price has increased over a certain period of time which may reflect an arbitrary period of time, and is not predictive or of any analytical quality; as such, you should not rely upon the (favorable) Information in your analysis of the present or future potential of a Profiled Issuer or its securities.
  • The Information should not be interpreted in any way, shape, form or manner whatsoever as an indication of the Profiled Issuer’s future stock price or future financial performance.
  • You may encounter difficulties determining what, if any, portions of the Information is material or non-material making it all the more imperative that you conduct your own independent investigation of the Profiled Issuer and its securities with the assistance of your legal, tax and financial advisor.
  • When the Campaign ends, the securities of a Profiled Issuer will decline dramatically.
  • If the Information states that a Profiled Issuer’s securities are consistent with the future economic trends or even if your independent research indicates as such, you should be aware that economic trends have their own limitations, including: (a) that economic trends or predictions may be speculative ; (b) consumers, producers, investors, borrowers, lenders and government may react in unforeseen ways and be affected by behavioral biases that we are unable to predict; (c) human and social factors may outweigh future economic trends that we state may or will occur; (d) clear cut economic predictions have their limitations in that they do not account for the fundamental uncertainty in economic life, as well as ordinary life; (e) economic trends may be disrupted by sudden jumps, disruptions or other factors that are not accounted for in such economic trends analysis; in other words, past or present data predicting future economic trends may become irrelevant in light of fully new circumstances and situations in which uncertainty becomes reality rather than of predictive economic quality; or (f) if the trends involve a single result, it ignores other scenarios that may be crucial to make a decision in the event of unknown contingencies.
  • The Information contains forward looking statements, i.e. statements or discussions that constitute predictions, expectations, beliefs, plans, estimates, or projections as indicated by such words as expects, will, anticipates, and estimates; therefore, you should proceed with extreme caution in relying upon such statements and conduct a full investigation of the Information and the Profiled Issuer as well as any such forward looking statements. Any forward looking statements we make in the Information are limited to the time period in which they are made and we do not undertake to update forward looking statements that may change at any time.
  • The Information is presented only as a brief snapshot of the Profiled Issuer and should only be used, at most, and if at all, as a starting point for you to conduct a thorough investigation of the Profiled Issuer and its securities and to consult your financial, legal or other advisor(s) and avail yourself of the filings and information that may be accessed at www.sec.gov, www.otcmarkets.com or other electronic medium, including: (a) reviewing SEC periodic reports (Forms 10-Q and 10-K), reports of material events (Form 8-K), insider reports (Forms 3, 4, 5 and Schedule 13D); (b) reviewing Information and Disclosure Statements and unaudited financial reports filed with the Pink Sheets or otcmarkets.com; (c) obtaining and reviewing publicly available information contained in commonly known search engines such as Google; and (d) consulting investment guides at www.sec.gov and www.finra.org. You should always be cognizant the Profiled Issuers may not be current in their reporting obligations with the SEC and the OTC Markets and/or have negative signs at otcmarkets.com (See section below titled Risks Related to the Profiled Issuers, which provides additional information pertaining thereto).
  • We may hire third party service providers and stock promoters to electronically disseminate live news regarding the Profiled Issuers, yet we have no control over the content of and do not verify the information that the Profiled Issuers and/or third party service providers publish. These third party service providers are likely compensated for providing positive information about the Issuer even where such compensation is not disclosed by them.
  • By reading the Information you agree to indemnify and hold us harmless from any liability for any claimed direct, indirect, incidental, punitive, or consequential damages pertaining to your receipt of the Information.

Risks Related to the Profiled Issuers

  • We do not provide you with all of the risks related to the Profiled Issuers and to understand such risks you must conduct your own due diligence with the assistance of your legal, tax and investment advisor.
  • Any investment in a Profiled Issuer’s securities is high risk. If you invest in the securities of a Profiled Issuer you could lose your entire investment.
  • The continued operations and future prospects of a Profiled Issuer may be dependent upon receiving adequate financing which they may be unable to obtain.
  • If a Profiled Issuer is an SEC reporting company, it could be delinquent (not current) in its periodic reporting obligations (i.e., in its quarterly and annual reports) or OTC Market’s Pink Sheet quoted company may be delinquent in its Pink Sheet reporting obligations as reported by the OTC Markets News Service’s or OTC Markets posting a negative sign pertaining to the Profiled Issuer at www.pinksheets.com, as follows: (i) Limited Information for companies with financial reporting problems, economic distress, or that are unwilling to file required reports with the Pink Sheets; (ii) Pink Sheets – No Information, which indicates companies that are unable or unwilling to provide disclosure to the public markets, to the SEC or the Pink Sheets; and (iii) Caveat Emptor, signifying Buyer Beware that there is a public interest concern associated with a company’s illegal spam campaign, questionable stock promotion, known investigation of a company’s fraudulent activity or its insiders, regulatory suspensions or disruptive corporate actions.
  • Often the Profiled Issuers are development stage companies with little or no operations, and their securities should be considered extremely speculative for investment purposes.
  • The Profiled Issuers are negatively affected by the current economic downturn and may have a lack of adequate financing to meet their operating expenses, operational goals and expansion plans.
  • The Profiled Issuers may have inadequate financing to pursue their operational plans and support their ongoing operations.

Risks Related to buying the securities of the Profiled Issuers

  • The Information may recommend that investors purchase a Profiled Issuer’s shares while we sell securities of the same Profiled Issuer which will likely cause investors to suffer losses.
  • We may receive free trading shares as compensation or we may acquire such shares in open market transactions before and during the Campaigns, and we may sell the shares we acquire at any time, even during the Campaigns while publishing the Favorable Information. When we sell the shares of the Profiled Issuers that we hold, the price at which investors can sell their shares will dramatically decrease and will likely cause investors to suffer trading losses.
  • We may sell securities of the Profiled Issuers for less than target prices set forth in the Information, and we may profit by selling our securities during the Campaigns while investors encounter losses.
  • The Information may instruct investors to buy a Profiled Issuer’s securities so that the person who hires and compensates us can sell their own shares which may cause you to suffer a loss of part or all of your investment.
  • When we acquire, purchase or sell the securities of the Profiled Issuers, it may (a) cause significant volatility in the Profiled Issuer’s securities; (b) cause temporary but unrealistic increases in volume and price of the Profiled Issuer’s securities; (c) if selling, cause the Profiled Issuer’s stock price to decline dramatically; and (d) permit us to make substantial profits while investors who purchase during the Campaign experience significant losses.
  • The securities of the Profiled Issuers are high risk, unstable, unpredictable and illiquid which may make it difficult for investors to sell their securities of the Profiled Issuers.
  • If we are compensated in improperly free trading securities of the Profiled Issuers, either directly or indirectly from persons who claim to be non-affiliates of such Profiled Issuer, we and the Profiled Issuer or third party could be subject to SEC Enforcement action, including allegations of an illegal distribution in violation of Section 5(a) and 5(c) of the Securities Act.

Are risks in this disclaimer the only risks investors should be aware of?

No. There are numerous risks associated with each Profiled Issuer and investors should undertake a full review of each Profiled Issuer with the assistance of their financial, legal, and tax adviser prior to purchasing the securities of any Profiled Issuer.

COMPENSATION DISCLAIMER

HeraldFinance.com is owned by MAD Media Publishing LLC., a Nevada corporation. (“HF”) produces regular sponsored and non-sponsored reports, articles, stock market blogs, and popular investment newsletters covering equities listed on NYSE and NASDAQ and micro-cap stocks. (“HF”) has not been compensated: an affiliate company of (“HF”) MIDAM VENTURES LLC has been compensated $65,000 by JOEY New York (JOEY) for a period beginning July 31, 2017 and ending August 31, 2017 to publicly disseminate information about JOEY New York (JOEY). We own zero shares. MIDAM’s FULL DISCLAIMER HERE

This gives us another company to look up, Midam Ventures LLC. Midam Ventures LLC is an investor relations firm. See their page on OTCMarkets.com, their corporate snapshot on Bloomberg (which shows they are based in Florida), their LinkedIn profile, and their website.

Midam Ventures LLC’s LinkedIn employee page shows five employees, three of which are interns, one person who doesn’t list Midam Ventures on his own page, and the President, Adam Heimann.

Of course, I expected to find this, because somebody had already pointed Heimann’s relationship to Stock.Report:

The Florida Secretary of State shows that Midam Ventures LLC was first registered in 2015. Adam Heimann is listed as the registered agent and as an authorized person. A second man, Michael Perinotti, is also listed as an authorized person. Both men are listed as authorized persons in the company’s initial registration (PDF) from February 25, 2015.

Midam Ventures LLC (Midam Investor Relations) is kind enough to have a comprehensive disclaimer on their website. Rather than post the whole thing, here is the list of all the stocks they have been compensated to promote:

COMPENSATION DISCLAIMER

MIDAM Ventures, LLC was paid an advertising fee of $60,000 cash & 10 Million Restricted Common shares by FBEC Worldwide Inc. (FBEC) for visual sponsorship of and for visual placement FBEC Worldwide Inc. (FBEC) within written materials. FOR A DURATION OF 1 YEAR BEGINNING JUNE 2015 ending JUNE 2016

MIDAM VENTURES, LLC was paid an advertising fee of $225,000 cash & ZERO Restricted Common shares by Life Clips, Inc. (LCLP) for visual sponsorship of TechStockInsider.com and for visual placement Life Clips, Inc. (LCLP) within written materials. FOR A DURATION OF 120 DAYS Beginning 5/4/2016. & ending 8/1/2016

MIDAM VENTURES, LLC was paid an advertising fee of 0 (zero) cash & 500,000 Restricted Common shares by Life Clips, Inc. (LCLP) for visual sponsorship of TechStockInsider.com and for visual placement Life Clips, Inc. (LCLP) within written materials. FOR A DURATION OF 90 DAYS Beginning 8/9/2016. & ending 11/9/2016

MIDAM VENTURES, LLC was paid an advertising fee of $105,000 cash & 21,125,000 Restricted Common shares by Progressive Care, Inc (RXMD) of which 10,000,000 are freely trade-able as of 7/18/2016  for marketing & awareness within written, social & display materials for Progressive Care, Inc (RXMD). FOR A DURATION OF 1 year and 6 months DAYS Beginning 6/11/2015. & ending 10/1/2016.

MIDAM VENTURES, LLC  was paid an advertising fee of $75,000 cash & ZERO Restricted Common shares by iDdriven Inc. (IDDR) for visual sponsorship of TechStockInsider.com and for visual placement iDdriven Inc. (IDDR) within written materials. FOR A DURATION OF 60 DAYS Beginning 6/8/2016. & ending 8/8/2016

MIDAM VENTURES, LLC was paid an advertising fee of $150,000 cash & ZERO Restricted Common shares by EXOLifestyle, Inc. (EXOL) for visual sponsorship and for visual placement EXOLifestyle, Inc. (EXOL) within written materials. FOR A DURATION OF 30 DAYS Beginning 10/17/2016 & ending 11/17/2016.

MIDAM VENTURES, LLC was paid an advertising fee of $150,000 cash & ZERO Restricted Common shares by Heritage Printing, Corp. (HAGE) for visual sponsorship and for visual placement Heritage Printing, Corp. (HAGE) within written materials. FOR A DURATION OF 30 DAYS Beginning 11/15/2016 & ending 12/15/2016.

MIDAM VENTURES, LLC was paid an advertising fee of $50,000 cash & ZERO Restricted Common shares by HLT Products an affiliate company of Ubiquitech Software Corp. for visual sponsorship and for visual placement of Ubiqutech Software Corp (UBQU) within written materials. FOR A Period Beginning 02/21/2017 & ending 03/24/2017.

MIDAM VENTURES LLC was paid an advertising fee of $65,000 cash & ZERO Restricted Common shares by JOEY New York (JOEY). For visual sponsorship and for visual placement of JOEY New York (JOEY) within written materials. FOR A Period Beginning 07/31/2017 & ending 08/31/2017.

MIDAM VENTURES LLC was paid an advertising fee of $150,000 cash & ZERO Restricted Common shares by A NON-AFFILIATE 3RD PARTY. For visual sponsorship and for visual placement of (MEDD) within written materials. FOR A Period Beginning 08/8/2017 & ending 09/7/2017.

Midam Ventures, LLC has been compensated $100,000.00 by Ellis Stewart, LLC for a period beginning October 1, 2017 and ending November. 1, 2017 to publicly disseminate information about (LXGTF). We may buy or sell additional shares of (LXGTF) in the open market at any time, including before, during or after the Website and Information, provide public dissemination of favorable Information. We own zero shares.

What about Pyronix Media, that paid for the stock promotion? A Google search revealed no obvious companies. It is not uncommon for people to set up shell companies in jurisdictions with a lot of privacy to pay for promotions so even if I could find the company it would likely not tell me anything.

Disclaimer. No position in any stock mentioned and I have no relationship with anyone mentioned in this post. This blog has a terms of use that is incorporated by reference into this post; you can find all my disclaimers and disclosures there as well.

Build your own pretty awesome trading computer

As I have talked about building my own computer before I thought I’d put together a sample of a nice trading computer I would buy right now if I weren’t so much into overkill. It continues to get cheaper to get great performance. Building your own computer used to be fairly difficult but gets easier every year — just make sure you discharge static before touching components and then it is mostly just plug and play. Even a complete novice should be able to watch a few Youtube videos and then put together a computer in an afternoon (if everything goes right). Figure an extra day if you wind up with a bad component (like a bad stick of RAM). This has happened to me once before and for this reason I recommend buying such components from Newegg.com — they aren’t always the cheapest but they have great service and a good return policy. I almost always buy my RAM, motherboards, and CPUs from Newegg.

If you have not yet read it, take a look at my post from a year ago on my current trading computer. The most important things when building a trading computer (as opposed to a gaming computer) are that you want more CPU cores (clock speed doesn’t matter much) and you want plenty of RAM and a good video card with lots of video outputs (to support multiple monitors). There is no point in overclocking or liquid cooling — overclocking can be great for games but not trading or general use and liquid cooling is unnecessary without overclocking.

As for monitors, I have eight. However, I gradually added monitors over time. If I were starting from scratch I would likely get just a couple really big monitors.

Without further ado, here is my example build. You can find all the components on a public wishlist at Newegg.

Monitor

The monitor is the Dell 43″ multi-client monitor that has 4 video inputs; each quarter of the monitor is treated like a separate monitor. This is what my friend Tim Bohen uses and recommends. It is expensive but the nice thing is you don’t have to deal with bezels of multiple monitors wasting space. If you want to save money, just buy a couple 22″ monitors for about $100 each. This Dell monitor can currently be found for sale at Amazon for $902.

CPU

With the new line of Ryzen CPUs AMD is finally competitive with Intel again. While the Ryzen CPUs underperform compared to similar Intel CPUs at the same clock speed and number of cores, the Ryzen CPUs give you more cores for your money and for a trader that is what is important. The AMD Ryzen 7 1700 8-core CPU will outperform any quad-core Intel CPU that is not overclocked. Anything more than this would be overkill.

Motherboard

If you aren’t going to overclock or do anything fancy, the motherboard doesn’t matter that much. You just want a reliable motherboard that has a good feature set. There is no point to spending lots of money on a fancier one. Don’t worry about integrated graphics because you will need a separate graphics card.

Memory

More memory is better but unless you are paranoid or believe in overkill or are running way more apps than any reasonable person, 16GB is enough. Make sure that your memory is on the list of qualified / tested memory for the motherboard you buy (that means you will get more and better support if there is a problem and there is less likely to be a problem). The above memory is on the supported/tested list for the above motherboard.

Hard Drive

I highly recommend buying a solid state hard drive (SSD) and they are now cheap enough that you don’t need to get a magnetic hard drive as well. In this case, $150 buys a 500GB SSD from the most respected brand. Although if you have a huge video/music collection, it is easy enough to find a quality 2 terabyte or larger hard drive for $100. The reason I recommend an SSD is because they are much faster and will make for a much faster boot up and faster program load times. If you really want fast performance, get an M.2 NVME SSD hard drive (like I have), which is even faster.

Graphics Card

The graphics card is not a place to skimp. You do not need a top of the line card but a medium high end card will give plenty of performance and have plenty of video outputs. This Radeon 580 card has four DisplayPort outputs and one DVI output and 4GB of RAM.

Case and Power Supply

The case is not that important although you will want to pay more attention and read reviews and maybe spend a little more if having a very quiet computer is important. A power supply is important but they are mostly commoditized. Just buy one from a major manufacturer and I recommend 80+ Gold — they are more energy efficient and will save you money in the long run. An 80+ Platinum power supply is likely not worth the extra cost for a tiny additional gain in efficiency. For this computer, a 550 watt power supply is overkill but that gives you the room to add a second graphics card without any problems if you want 8 monitors (or two of those monster Dell monitors).

DVD writer

  These are commoditized. Pay $20 or less for one with good reviews.

Other things

You will also need to buy a copy of Windows 10, a mouse, and a keyboard. Of course most people will already have a mouse and keyboard in which case there is no need to buy new ones.

All told, the above computer costs $1115 without the monitor or $2020 with the monitor (if you purchase it from Amazon). Not bad at all and a good deal cheaper than most “trading computers”.

 

Disclaimer. No position in any stocks mentioned and I have no relationship with anyone mentioned in this post (except that I shop at Amazon and Newegg). This blog has a terms of use that is incorporated by reference into this post; you can find all my disclaimers and disclosures there as well.

Never ever trust online reviews of mattresses or trading services

I just read this excellent story on Casper and the world of online mattress review websites and that made me of course think of stock trading services and what happens if you try to find reviews of them. Unlike with mattresses, where a $50 affiliate commission is quite common on sales, with stock trading services commissions of 25% to 33% are common and they can go much, much higher. Also, with mattresses, even if you end up not particularly happy (as I am not that happy with my Helix Sleep mattress) at least you end up with a functional, new mattress. If you sign up for many trading services you will end up trying to learn to trade from somebody who fakes their own trades or lied about their own trading record. Even if you find a trading service that has a good track record and the person running it knows how to trade successfully, the odds still favor you losing money — because trading successfully is very hard.

Did you read the article on Casper and Sleepopolis at Fast Company yet? If not, do so now. The problem with the mattress review world (and I think this is a general problem for any product where online reviews can make or break them) is that the incentive for mattress companies is to do whatever is necessary to get to the top of rankings, no matter how. They can do that by incentivizing the reviewer with higher affiliate payouts or by giving the reviewer extra payments, such as a consulting agreement or some other payment scheme. The reviewer is incentivized to direct more people to the company giving him or her the highest payouts. The result is that the reviews for mattresses become completely untrustworthy — some review sites might be slightly biased, others might be totally biased, but it is hard to tell the difference. Of course the solution to this is to get a subscription to Consumer Reports which doesn’t have these conflicts of interest (I’m a happy subscriber and have been for a decade). Here are their mattress recommendations.

Unfortunately, Consumer Reports does not rate trading services or Twitter traders. Tim Sykes started Investimonials.com for the purpose of getting traders’ reviews of trading services but really that site never took off and never got much beyond the penny stock niche. And of course user reviews can be gamed, most obviously on Amazon.com. Even without monetary payments, a service provider can urge satisfied users to write reviews and thus increase their rating. Still, there is useful information in user reviews sites like Investimonials (or Yelp) — the user just needs to expect a positive bias and seek out both positive and negative reviews and read them in detail. If there are no negative reviews then that is a red flag — even the best businesses leave some customers unhappy.

And of course, this is just talking about half the problem — service providers offering reviewers inducements for positive reviews. They can also threaten libel lawsuits to eliminate negative reviews. Or they can pay the review website to remove negative reviews. This is quite possibly a worse problem and will cause the most negative reviews to tend to disappear from the internet. It is impossible to know how big of a problem this is.

Of course, one way to get around the problem of fake or gamed user reviews and the threat of lawsuits is to have a convicted felon with a huge judgment hanging over his head that he can never hope to pay write trading website reviews. But such a site (which exists, but I won’t link to it for reasons I explain below) can still suffer from the tendency to give positive reviews to services that then advertise with it. And the specific website I’m thinking of, while doing a pretty good job of identifying many frauds, seems to think that some legitimate (in my eyes) services are complete frauds. For that reason I won’t link to or even name Emmett’s website.

Why don’t I write reviews of various trading services? I learned a bunch from Tim Sykes and a couple other trading services and I obviously wouldn’t be able to be bias free. That is why I have not reviewed trading services that I have tried; the only times I have written about trading services is when I recommended them (at some point), or had some other reason to write about them (such as when a trading service was owned by stock promoters).

What can you, an aspiring trader, do? First, never trust claims of good performance. Anybody can claim that they turned $3,000 into $10 million. Ask to see some sort of real proof. Even more, look at a person’s trades and verify that they were possible and weren’t in illiquid stocks. No matter how positive your initial impression of a trading service, search out negative opinions (luckily, there are plenty of those on Twitter about everyone) and weigh those against the positive opinions you see. There are plenty of invalid criticisms as well as valid criticisms out there.

Unfortunately, there are so many people looking to get rich through trading that you likely will have no luck if you ask for account statements or tax returns to prove a guru’s performance (but I have some). Even after looking at a number of trades, it can be hard to tell if someone is a good trader — particularly over a short period of time a trader can be successful just because of the niche they are in. In a crazy bull market most swing traders will look great. Caveat emptor and do your own research. Most importantly, never blindly follow another trader — no matter what guru you follow, even if he or she is talented, you are likely to lose money just due to slippage.

Unfortunately, the only way to decide with high confidence if a trading service is worthwhile is to subscribe to it for months and assiduously track the trades of the guru to confirm that they are realistic and that they are consistently profitable. I even subscribed to Anthony Davian’s trading service for two months before concluding that he likely knew less than I did. In addition to that, you need to analyze their trading strategy to determine that it makes sense and that you could conceivably implement it yourself.

 

Disclaimer: I have a long and deep business relationship with Tim Sykes; see my full disclosure. I own a Helix Sleep mattress and subscribe to Consumer Reports. I have left a number of reviews on Investimonials but haven’t written any in years. No position in any stock mentioned and I have no relationship with anyone else mentioned in this post. This blog has a terms of use that is incorporated by reference into this post; you can find all my disclaimers and disclosures there as well.

 

Rainmaker Worldwide (RAKR): Low volume landing page stock promotion

Is anyone thirsty for another stock promotion? The new stock promotion website AmericanWaterBaron.com (first registered 16 August 2017) is promoting Rainmaker Worldwide (RAKR). As is usual with promoted companies, Rainmaker Worldwide has a large market cap ($100 million) and very little in the way of assets. In fact, its most recent quarterly report (to OTCMarkets.com — it is not an SEC filer) shows exactly zero in assets.

Unfortunately for the shareholders who paid for the pump and are dumping shares into it (and also unfortunately for short sellers like myself), RAKR is very illiquid, averaging maybe 100,000 shares a day since it first started trading with volume back on September 25th.

Kudos to OTCMarkets.com for tagging RAKR with the skull and crossbones (caveat emptor designation) back on October 11th, presumably because of the stock promotion.

Below is a screenshot of the top of the AmericanWaterBaron.com promotion website:

Disclosed budget: $500,000
Promoter: American Water Baron (Public Ventures Of America Corp)
Paying party: Timmer a.s.
Shares outstanding: 81,320,379
Previous closing price: $1.23
Market capitalization: $100.0 million

Make sure to check out George Sharp’s excellent investigation into the people controlling RAKR and likely dumping shares into the promotion.

Excerpt from disclaimer:

American Water Baron has been hired by a third party, Timmer a.s., for a period beginning on September 25th 2017 and is scheduled to end on November 30th 2017 to publicly disseminate information about (RAKR) via website and email. We expect to be paid five hundred thousand dollars via a series of bank wire transfers over this period. We will update any changes to our compensation. We own zero shares of (RAKR). Third Parties paying us to market the Profiled Issuer intend to sell their shares they hold while we tell investors to purchase during the Campaign.

Another excerpt from the disclaimer (quite honest!):

Rainmaker Worldwide Inc. is a penny stock that was illiquid (little to no trading volume) prior to our Campaign, and therefore these securities are subject to wide fluctuations in trading price and volume. During the Campaign the trading volume and price of the securities of each Profile Issuer will likely increase significantly because of the media exposure. When the Campaign ends, the volume and price of the Profiled Issuer will likely decrease dramatically. As a result, investors who purchase during the Campaign and hold shares of the Profiled Issuer when the Campaign ends will probably lose most, if not all, of their investment. The Information we publish in the Campaign is only a snapshot that provides only positive information about the Profiled Issuers. The Information consists of only positive content. We do not and will not publish any negative information about the Profiled Issuers; accordingly, investors should consider the Information to be one-sided and not balanced, complete, accurate, truthful and / or reliable.

Disclaimer:

This is a paid advertisement and all individuals should verify all claims and perform their own due diligence on RAKR (and / or any other mentioned companies and / or securities), and read this disclaimer in its entirety. American Water Baron profiles are not a solicitation or recommendation to buy, sell or hold securities. American Water Baron is a paid advertiser and is not offering securities for sale. Neither American Water Baron nor its owners, operators, affiliates or anyone disseminating information on its behalf is registered as an Investment Advisor under any federal or state law and none of the information provided by American Water Baron, its owners, operators, affiliates or anyone disseminating information on its behalf should be construed as investment advice or investment recommendations. American Water Baron does not recommend that the securities profiled should be purchased, sold or held and is not liable for any investment decisions by its readers or subscribers. Information presented by American Water Baron may contain “forward-looking statements ” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, goals, assumptions, or future events or performance, are not statements of historical fact and may be “forward-looking statements.” Forward-looking statements are based on expectations, estimates and projections at the time the statements are made that involve a number of risks and uncertainties which could cause actual results or events to differ materially from those presently anticipated. Forward-looking statements may be identified through the use of words such as “expects, ” “will, ” “anticipates,” “estimates,” “believes,” “may,” or by statements indicating that certain actions “may,” “could,” or “might” occur. 

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By using American Water Baron, you agree, without limitation or qualification, to be bound by, and to comply with, these Terms of Use and any other posted guidelines or rules applicable. The website contains links to other related World Wide Web Internet sites and resources. American Water Baron is not responsible for the availability of these outside resources, or their contents, nor does American Water Baron endorse nor is American Water Baron responsible for any of the contents, advertising, products or other materials on such sites. Under no circumstances shall American Water Baron be held responsible or liable, directly or indirectly, for any loss or damages caused or alleged to have been caused by use of or reliance on any content, goods or services available on such sites. Any concerns regarding any external link should be directed to its respective site administrator or webmaster. You agree to indemnify and hold American Water Baron, its officers, directors, owners, agents and employees, harmless from any claim or demand, including reasonable attorneys fees, made by any third party due to or arising out of your use of the website, the violation of these Terms of Use by you, or the infringement by you, or other user of the website using your computer, of any intellectual property or other right of any person or entity. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification. 

American Water Baron is owned and operated by Public Ventures Of America Corp. We are paid advertisers, also known as stock touts or stock promoters, who disseminate favorable information (the “Information”) about publicly traded companies (the “Profiled Issuers”). We publish the Information on our website, americanwaterbaron.com and in newsletters, text message alerts, audio services, live interviews, featured “research” reports, on message boards and in email communications for specific time periods that are agreed upon between us and the Profiled Issuer and / or third party paying us. Our publication of the Information is known as a “Campaign”. This information may be sent to potential investors at different times that are minutes, hours, days or even weeks apart. Typically, the trading volume and price of a Profiled Issuer’s securities increases after the information is provided to the first group of investors. Therefore, the later an investor receives the Information, the more likely it is that he will suffer trading losses if they purchase the securities of a Profiled Issuer late in a Campaign. We are paid to advertise the Profiled Issuers Rainmaker Worldwide Inc. American Water Baron has been hired by a third party, Timmer a.s., for a period beginning on September 25th 2017 and is scheduled to end on November 30th 2017 to publicly disseminate information about (RAKR) via website and email. We expect to be paid five hundred thousand dollars via a series of bank wire transfers over this period. We will update any changes to our compensation. We own zero shares of (RAKR). Third Parties paying us to market the Profiled Issuer intend to sell their shares they hold while we tell investors to purchase during the Campaign. 

Rainmaker Worldwide Inc. is a penny stock that was illiquid (little to no trading volume) prior to our Campaign, and therefore these securities are subject to wide fluctuations in trading price and volume. During the Campaign the trading volume and price of the securities of each Profile Issuer will likely increase significantly because of the media exposure. When the Campaign ends, the volume and price of the Profiled Issuer will likely decrease dramatically. As a result, investors who purchase during the Campaign and hold shares of the Profiled Issuer when the Campaign ends will probably lose most, if not all, of their investment. The Information we publish in the Campaign is only a snapshot that provides only positive information about the Profiled Issuers. The Information consists of only positive content. We do not and will not publish any negative information about the Profiled Issuers; accordingly, investors should consider the Information to be one-sided and not balanced, complete, accurate, truthful and / or reliable. We do not verify or confirm any portion of the Information. We do not conduct any due diligence, nor do we research any aspect of the Information including the completeness, accuracy, truthfulness and / or reliability of the Information. We do not review the Profiled Issuers’ financial condition, operations, business model, management or risks involved in the Profiled Issuer’s business or an investment in a Profiled Issuer’s securities. All information in our Campaign is publically available information from 3rd party sources and / or the Profiled Issuers and/or the 3rd parties that hire us. We may also obtain the Information from publicly available sources such as the OTC Markets, Google, NASDAQ, NYSE, Yahoo, Bing, the Securities and Exchange Commission’s Edgar database or other available public sources. We select the stocks we profile and / or pick as we are compensated to advertise them. If an investor relies solely on the Information in making an investment decision it is highly probable that the investor will lose most, if not all, of his or her investment. Investors should not rely on the Information to make an investment decision. The source of our compensation varies depending upon the particular circumstances of the Campaign. In certain cases, we are compensated by the Profiled Issuers, third party shareholders, and / or other parties related to the Profiled Issuers such as officers and/or directors who will derive a financial or other benefit from an increase in the trading price and/or volume of a Profiled Issuer’s securities. 

We make no warranty and / or representation about the Information, including its completeness, accuracy, truthfulness or reliability and we disclaim, expressly and implicitly, all warranties of any kind, including whether the Information is complete, accurate, truthful, or reliable and as such, your use of the Information is at your own risk. The Information is provided as is without limitation. We are not, and do not act in the capacity of any of the following; as such, you should not construe our activities as involving any of the following: 

• An independent adviser or consultant; 

• A fortune teller; 

• An investment adviser or an entity engaging in activities that would be deemed to be providing investment advice that requires registration either at the federal and / or state level; 

• A broker-dealer or an individual acting in the capacity of a registered representative or broker; 

• A stock picker; 

• A securities trading expert; 

• A securities researcher or analyst; 

• A financial planner or one who engages in financial planning; 

• A provider of stock recommendations; 

• A provider of advice about buy, sell or hold recommendations as to specific securities; or 

• An agent offering or securities for sale or soliciting their purchase. 

There are numerous risks associated with each Profiled Issuer and investors should undertake a full review of each Profiled Issuer with the assistance of their financial, legal, and tax advisers prior to purchasing the securities of any Profiled Issuer. We are not objective or independent and have multiple conflicts of interest. The Profiled Issuers and parties hiring us have conflicts of interest. Third parties that have hired us and own shares will sell these shares while we tell investors to purchase, and this selling of the Profiled Issuer’s securities will likely cause investors to suffer losses. Our publication of the Information involves actual and material conflicts of interest including but not limited to the fact that we receive monetary compensation in exchange for publishing the (favorable) Information about the Profiled Issuers; and we do not publish any negative information, whatsoever, about the Profiled Issuers; in addition to the fact that while we do not own the Profiled Issuer’s securities, the third parties that hired us do, and intend to sell all of these securities during the Campaign while we publish favorable information that instructs investors to purchase, and this selling of the Profiled Issuer’s securities will likely cause investors to suffer losses. We are not responsible or liable for any person’s use of the Information or any success or failure that is directly or indirectly related to such person’s use of the Information because we have specifically stated that the information is not reliable and should not be relied upon for any purpose. We are not responsible for omissions and / or errors in the Information and we are not responsible for actions taken by any person who relies upon the Information. We urge Investors to conduct their own in-depth investigation of the Profiled Issuers with the assistance of their legal, tax and / or investment adviser(s). An investor’s review of the Information should include but not be limited to the Profiled Issuer’s financial condition, operations, management, products and / or services, trends in the industry and risks that may be material to the profiled Issuer’s business and other information he and his advisers deem material to an investment decision. An investor’s review should include, but not be limited to a review of available public sources and information received directly from the Profiled Issuers or from websites such as Google, Yahoo, Bing, OTC Markets, NASDAQ, NYSE, www.sec.gov or other available public sources. We are providing you with this disclaimer because we are publishing advertisements about penny stocks. Because we are paid to disseminate the Information to the public about securities, we are required by the securities laws including Section 10(b) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 thereunder, and Section 17(b) of the Securities Act of 1933, as amended (the “Securities Act”), to specifically disclose my compensation as well as other important information, This information includes that we may hold, as well as purchase and sell, the securities of a Profiled Issuer before, during and after we publish favorable Information about the Profiled Issuer. We may urge investors to purchase the securities of a Profiled Issuer while we sell my own shares. The anti-fraud provisions of federal and state securities laws require us to inform you that we may engage in buying and selling of Profiled Issuer’s securities before, during and after the Campaigns. Any investment in the Profiled Issuers involves a high degree of risk and uncertainty. 

The securities may be subject to extreme volume and price volatility, especially during the Campaigns. Favorable past performance of a Profiled Issuer does not guarantee future results. If you purchase the securities of the Profiled Issuers, you should be prepared to lose your entire investment. Some of the risks involved in purchasing securities of the Profiled Issuers include, but are not limited to the risks stated below. We do not endorse, independently verify or assert the truthfulness, completeness, accuracy or reliability of the Information. We conduct no due diligence or investigation whatsoever of the Information or the Profiled Issuers and we do not receive any verification from the Profiled Issuer regarding the Information we disseminate. If we publish any percentage gain of a Profiled Issuer from the previous day close in the Information, it is not and should not be construed as an indication that the future stock price or future operational results will reflect gains or otherwise prove to be advantageous to your investment. The Information may contain statements asserting that a Profiled Issuer’s stock price has increased over a certain period of time which may reflect an arbitrary period of time, and is not predictive or of any analytical quality; as such, you should not rely upon the (favorable) Information in your analysis of the present or future potential of a Profiled Issuer or its securities. The Information should not be interpreted in any way, shape, form or manner whatsoever as an indication of the Profiled Issuer’s future stock price or future financial performance. You may encounter difficulties determining what, if any, portions of the Information are material or non-material, making it all the more imperative that you conduct your own independent investigation of the Profiled Issuer and its securities with the assistance of your legal, tax and financial advisor. When 3rd parties that hire us acquire, purchase and / or sell the securities of the Profiled Issuers, it may (a) cause significant volatility in the Profiled Issuer’s securities; (b) cause temporary but unrealistic increases in volume and price of the Profiled Issuer’s securities; (c) if selling, cause the Profiled Issuer’s stock price to decline dramatically; and (d) permit themselves to make substantial profits while investors who purchase during the Campaign experience significant losses. The securities of the Profiled Issuers are high risk, unstable, unpredictable and illiquid which may make it difficult for investors to sell their securities of the Profiled Issuers. We may hire third party service providers and stock promoters to electronically disseminate live news regarding the Profiled Issuers, yet we have no control over the content of and do not verify the information that the Profiled Issuers and/or third party service providers publish. These third party service providers are likely compensated for providing positive information about the Issuer and may fail to disclose their compensation to you. If a Profiled Issuer is an SEC reporting company, it could be delinquent (not current) in its periodic reporting obligations (i.e., in its quarterly and annual reports), or if it is an OTC Markets Pink Sheet quoted company, it may be delinquent in its Pink Sheet reporting obligations, which may result in OTC Markets posting a negative legend pertaining to the Profiled Issuer at www.otcmarkets.com, as follows: (i) “Limited Information” for companies with financial reporting problems, economic distress, or that are unwilling to file required reports with the Pink Sheets; (ii) “No Information,” which characterizes companies that are unable or unwilling to provide any disclosure to the public markets, to the SEC or the Pink Sheets; and (iii) “Caveat Emptor,” signifying buyers should be aware that there is a public interest concern associated with a company’s illegal spam campaign, questionable stock promotion, known investigation of a company’s fraudulent activity or its insiders, regulatory suspensions or disruptive corporate actions. If the Information states that a Profiled Issuer’s securities are consistent with the future economic trends or even if your independent research indicates that, you should be aware that economic trends have their own limitations, including: (a) that economic trends or predictions may be speculative; (b) consumers, producers, investors, borrowers, lenders and/or government may react in unforeseen ways and be affected by behavioral biases that we are unable to predict; (c) human and social factors may outweigh future economic trends that we state may or will occur; (d) clear cut economic predictions have their limitations in that they do not account for the fundamental uncertainty in economic life, as well as ordinary life; (e) economic trends may be disrupted by sudden jumps, disruptions or other factors that are not accounted for in economic trends analysis; in other words, past or present data predicting future economic trends may become irrelevant in light of new circumstances and situations in which uncertainty becomes reality rather than predicted economic outcome; or (f) if the trend predicted involves a single result, it ignores other scenarios that may be crucial to make a decision in the event of unknown contingencies. The Information is presented only as a brief snapshot of the Profiled Issuer and should only be used, at most, and if at all, as a starting point for you to conduct a thorough investigation of the Profiled Issuer and its securities. You should consult your financial, legal or other adviser(s) and avail yourself of the filings and information that may be accessed at www.sec.gov, www.otcmarkets.com or other electronic media, including: (a) reviewing SEC periodic reports (Forms 10-Q and 10-K), reports of material events (Form 8-K), insider reports (Forms 3, 4, 5 and Schedule 13D); (b) reviewing Information and Disclosure Statements and unaudited financial reports filed with the OTCMarkets.com; (c) obtaining and reviewing publicly available information contained in commonly known search engines such as Google; and (d) consulting investment guides at www.sec.gov and www.finra.org. You should always be cognizant that the Profiled Issuers may not be current in their reporting obligations with the SEC and the OTC Markets and/or have negative legends and designations at otcmarkets.com. American Water Baron, reserves the right, at its sole discretion, to change, modify, add and/ or remove all or part of this Disclaimer and / or Terms of Use at any time

PDF copy of promotion page

Public Ventures Of America Corp, might be a Belize corporation, and it also promoted AMLH this last summer.

 

Disclaimer. I am short RAKR and I may add to or close this position at any time. No position in any other stock mentioned and I have no relationship with anyone mentioned in this post. This blog has a terms of use that is incorporated by reference into this post; you can find all my disclaimers and disclosures there as well.

Leafbuyer Technologies (LBUY) Stock promotion continues

In a world where stock promotions rarely last more than a few weeks before fizzling out, whether because the stock is hit with a Caveat Emptor designation at OTCMarkets.com or because of an SEC trading suspension, one stock promotion just keeps going since starting in earnest in late July. That promotion is of the marijuana-related company Leafbuyer Technologies (LBUY). Despite a market cap of $70 million, as of the company’s most recent form 10-KT it has reported assets of only $197,000 and a book value of only $97,000.

Leafbuyer Technologies has been promoted by a landing page found at http://wallst-news.com/priceline-pot-game-changer-marijuana-industry-smart-investors-seeing-green/

Disclosed budget: $813,000
Promoter:  WallSt-News.com
Paying party: Bonita Equity Inc
Shares outstanding: 38,380,663
Previous closing price: $1.84
Market capitalization: $70 million

 

Disclaimer:

Disclaimer: This release/advertorial (“Advertorial”) is a paid commercial advertisement and is for general information purposes only. WallSt-News.com makes no recommendation that the securities of the companies profiled or discussed on this website should be purchased, sold or held by viewers that learn of the profiled companies through our website. This Advertorial was paid for by Bonita Equity Inc, a non-issuer third party (“Third Party”) in an effort to enhance public awareness of Leafbuyer Technologies, Inc and its securities. Though WallStreet-News.com has not been compensated for this creation of this article, as the owner of this publication, it has received compensation up to $813,000 USD as today’s date in connection with the effort of raising awareness of LeafBuyer Technologies, Inc. Neither WallSt-News.com nor its controlling person or owner currently holds the securities of Leafbuyer Technologies, Inc. and does not currently intend to purchase such securities. Third Party is not responsible for the endorsement or contents of the statements contained in this Advertorial, which are the sole responsibilities of WallSt-News.com. Third Party did not draft, edit, approve, or exert any ultimate authority over the endorsement or contents of the statements contained in this Advertorial. Third Party is not responsible for and performed no due diligence in connection with Leafbuyer Technologies, Inc. or its securities and makes no warranties as to the accuracy of the information contained in this Advertorial. This Advertorial is based exclusively on information generally available to the public and does not contain any material, non-public information. WallSt-News.com does not warrant the accuracy of such information. Certain statements contained in this Advertorial may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and 21E of the Exchange Act of 1934. Statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, goals, assumptions, or future events or performance are not statements of historical fact. Forward looking statements may be identified through the use of such words as “projects,” “foresees,” “expects,” “will,” “anticipates,” “estimates,” “believes,” and “understands,” or by statements indicating certain actions “may,” “could,” or “might” occur. Forward-looking statements are based on expectations, estimates, and projections at the time the statements are made and involve a number of risks and uncertainties which could cause actual results or events to differ materially from those presently anticipated. There is no guarantee that past performance will be indicative of future results. Differences in results can be caused by various factors including, but not limited to, the featured company’s ability to successfully complete planned funding agreements, successfully market its products in competitive industries, or effectively implement its business plan or strategies. Readers can review all public SEC filings made by the featured company at https://www.sec.gov/edgar/searchedgar/companysearch.html.LBUY 2017-10-16

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PDF copy of promotion page

LBUY has also been promoted via emails such as by Marijuanastocks.com (which disclosed compensation of $20,000 in this September 26th email:

Disclaimer. I am short LBUY and I may add to or close this position at any time. No position in any other stock mentioned and I have no relationship with anyone mentioned in this post. This blog has a terms of use that is incorporated by reference into this post; you can find all my disclaimers and disclosures there as well.

 

 

SEC Sues Micheal A. Skerry for allegedly pumping and dumping and scalping shares of Success Holding Group International

On September 29, 2017 the SEC filed suit against Michael A. Skerry of British Columbia for “an alleged scheme to manipulate the shares of a penny stock.” The penny stock in question was Success Holding Group International Inc. (SHGT).

This appears to be a standard scalping case: Skerry allegedly bought shares from Success Holding Group International and then allegedly sold those shares at the same time he was was promoting the stock (without disclosing his ownership or share sales). This kind of case has been rare for over a decade — many stock promoters switched to being paid in cash to reduce the risk of getting sued for this. Of course the most famous case of scalping was Tokyo Joe back in 2001.

From the SEC press release:

The SEC’s complaint alleges that Micheal A. Skerry, of New Westminster, British Columbia, Canada, illegally profited by manipulating the price and demand of Success Holding Group International, Inc., a penny stock whose securities were quoted on OTC Link, through a practice known as “scalping.” The SEC alleges that he entered into agreements with Success Holdings to provide investor relations services and to purchase shares of Success Holdings stock at a discount. Skerry allegedly paid $36,000 to Success Holding in exchange for 360,000 shares of Success Holding stock and immediately began taking steps to generate interest in the company through a fraudulent campaign to drive up public demand for Success Holding stock. Among other things, the SEC’s complaint alleges that Skerry posted misleading messages on public websites and sent blast emails to potential investors urging them to buy Success Holding stock without telling them that he owned the stock and intended to sell it at the earliest opportunity. The SEC alleges that Skerry sold all his shares of Success Holding stock to the public for a profit of over $950,000. Skerry’s sales allegedly made up more than 60% of the trading volume during the period, including 100% of the trading volume on certain days.

The SEC’s complaint charges Skerry with violating Sections 5 and 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder. The SEC seeks a permanent injunction, a penny stock bar, disgorgement, pre- and post-judgment interest, and a civil penalty.

See also SEC Complaint.

Related to this complaint, Success Holding Group International Inc agreed to settle with the SEC for a total of $139,737, without admitting or denying the allegations that it “sold shares of its stock in an unregistered transaction to Skerry while knowing that he planned to immediately resell the shares to the public, and with failing to file Forms 10-Q or Forms 10-K for any periods since the period ended June 30, 2015”

 

Disclaimer. No position in any stocks mentioned and I have no relationship with anyone mentioned in this post. This blog has a terms of use that is incorporated by reference into this post; you can find all my disclaimers and disclosures there as well.