Sunday, December 26, 2010 7:40:01 PM
Kensington Leasing Ltd (KNSL)
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Some research into Kenneth G. Eade brought me here.
I noticed the same two people involved in Lenco Mobile Inc (LNCM) basically run this company:
Angelique de Maison
Zirk Engelbrecht
Throw Kenneth G. Eade in there and that's a bad mix in my opinion
Read more about Lenco Mobile Inc here:
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=58117604
Other former Angelique de Maison companies - CIC Holding Company, Inc.
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Some basic details about this company:
Contact Info
1005 S. Center Street
REDLANDS., CA , 92373
Phone: 909-708-4303
Officers listed on the pink sheets:
Angelique de Maison CEO
Charlotte Hopkins President
Trisha Malone CFO, Secretary
Gregory Goldstein (former CFO)
June 4, 2010 Kensington Leasing Ltd acquired Allianex Corp
Kensington Leasing Ltd Nevada Business Entity:
http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=1w2N4lbcuj8bA07KciaLpA%253d%253d
Business entity is in DEFAULT
President - ANGELIQUE DE MAISON
Secretary - LANDRE MALONE
Treasurer - MICHAEL RYAN
Allianex Corp is a Nevada Business Entity:
http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=tPM2jtemQTmdtjXNgJLtzg%253d%253d&nt7=0
Director - ANGELIQUE DE MAISON
Director - MICHAEL HILL
Secretary/Treasurer - TRISHA MALONE
President - KENNETH ROTMAN
Director - MICHAEL RYAN
Transfer Agent
Continental Stock Transfer & Trust Company
Auditor/Accountant
E. Randell Gruber LLC (was also the Lenco Mobile Accountant)
Legal Counsel:
Kenneth G. Eade (huge red flag)
6399 Wilshire Blvd.
Los Angeles, CA, 90048
United States
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COMPANY EVENTS:
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On June 27, 2008 Kensington Leasing Ltd was incorporated as a business entity in Nevada
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On June 27, 2008 the first shares (20,000 shares) of common stock were issued to officer and director Angelique de Maison
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September 30, 2008 financials show $0 cash, $0 assets, and $5000 in debt due to Angelique de Maison for legal fees she paid
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On Jan 15, 2009 Kensington Leasing Ltd became a publicly trading company
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Effective May 1, 2009 the Company effected a 40-1 forward split of its common share capital
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On June 19, 2009 Michael T. Ryan was appointed Chief Financial Officer of the company
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On November 29, 2009 the Company agreed to purchase the URL www.sendaprayer.com from CEO, Angelique de Maison for 3,000,000 shares of the Company’s stock. The purchase of this URL will allow the Company to potentially expand the business into online greeting and gift cards (some filings mistakenly say she gifted the URL)
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During the year ended December 31, 2009 Ms. de Maison loaned the Company a total of $14,250 for operating expenses at an interest rate of 10% per year
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Balance sheet for year ending December 31, 2009 shows $0 cash, $5,000 in assets, and and overall deficit of $10,000
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During the past sixty days, on March 16, 2010 Ms. de Maison gifted 362,250 shares to four individuals for no consideration
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On March 31, 2010 the Company issued 6,000,000 shares of its common stock to Ms. de Maison, in a transaction not involving a public offering, in reliance on the exemption from registration contained in Section 4(2) of the Securities Act of 1933. The shares were sold to Ms. de Maison at the price of $0.08 per share, for a total of $480,000 in cash. In addition, under the Agreement, Ms. de Maison agreed to purchase from the issuer, subject to certain conditions, upon the issuer’s demand at any time on or prior to March 31, 2011, a note in the amount $520,000. The note would be unsecured, would not be convertible, would bear interest at the rate of 10% per annum, payable quarterly, and would be due and payable on March 31, 2012. Subsequent to the issuance of the Shares herein described, she is the owner of 6,173,750 shares of the issuer, representing approximately 84.42% of the outstanding shares of the issuer
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On April 9, 2010 the Company entered into an Option Purchase Agreement with Merrimen Investments, Inc. (Zirk Engelbrecht) pursuant to which the Company concurrently sold to Merrimen for $200,000 an option to purchase up to 24,000,000 shares of our common stock. The option has an exercise price of $0.08 per share, expires on April 8, 2011, and may be exercised on or after October 1, 2010
Merrimen Investments, Inc.
6399 Wilshire Blvd., Suite 507
Los Angeles, CA 90048
Fax: (310) 861-0620
**** Same Address as Kenneth G. Eade
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7187448
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On May 1, 2010 the Reporting Person (beneficially owns 8,820,997 shares of Common Stock, representing 61.3% of the Common Stock of the Issuer) gave 220,000 shares of Common Stock to a third party as a gift
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On May 7, 2010 the Company purchased the rights to 66,000 shares of stock in Lenco Mobile, Inc. (LNCM.PK) held as security on a note payable from Kensington & Royce, Ltd. for $137,500. The value of these shares on the date of purchase at the closing price of $5.99 per share was $395,340
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On May 14, 2010 Kensington Leasing, Ltd. (“Kensington”) and its newly formed subsidiary Allianex Corp. (“New Allianex” and with Kensington, the “Company” or “we”) entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with Allianex, LLC, a California limited liability company (“Allianex”), and Kenneth Rotman, its sole member.
Pursuant to the Asset Purchase Agreement, we agreed to purchase substantially all of the assets of Allianex for $75,000 in cash, 575,000 shares of Kensington common stock and our assumption of Allianex’s trade payables. In addition, we agreed to pay Allianex 25% of the earnings before interest, taxes, depreciation and amortization, of New Allianex from July 1, 2010 through June 30, 2013, payable quarterly but calculated on a cumulative basis. The earn out payments will be made 25% in cash and 75% in Kensington common stock valued at the market price of the common stock on the last day of the quarter, provided that we may elect to pay in cash instead of common stock if the market price is less than $2.00 per share and Allianex may elect to receive cash instead of common stock if the market price is greater than $4.00 per share.
Under the Asset Purchase Agreement, Kensington agreed to make available to New Allianex, either through capital contributions or loans, an aggregate amount of $1,100,000, payable at least $350,000 by the closing, $250,000 on or before August 31, 2010, and $500,000 on or before February 28, 2011. Upon signing of the Asset Purchase Agreement, we advanced Allianex $100,000 as working capital to finance operating costs and expenses between the date of the Asset Purchase Agreement and the closing. Any of the funds not used by Allianex are to be repaid to New Allianex at the closing. If the transaction is not completed however, all amounts will be due within three business days of the termination of the Asset Purchase Agreement.
In addition, in connection with the Allianex Acquisition, Kenneth Rotman became the Chief Executive Officer of New Allianex
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7271341
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On June 23, 2010 Michael T. Ryan resigned as Chief Financial Officer of Kensington Leasing, Ltd. (the “Company”). Mr. Ryan will remain a Director of the Company.
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On June 23, 2010 Landre Malone resigned as Corporate Secretary of the Company.
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On June 23, 2010 Charlotte Hopkins was appointed as President of the Company and Trisha Malone was appointed as Chief Financial Officer and Corporate Secretary of the Company
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In June of 2010 we issued 575,000 restricted shares of our common stock to Sumercom, LLC (formerly Allianex LLC) at a third party valuation of $.08 per share and $75,000 in cash for a total consideration paid of $121,000. The assets we acquired from Allianex included principally: fixed assets (recorded at net book value of $37,423); intangible assets consisting of contracts and relationships with a network of retail aggregator partners, affinity groups and direct selling companies, and a call center; as well as a worldwide license to use, exploit, market, sell and distribute certain software products to the purchasers of prepaid cards (recorded at a value of $183,577) and liabilities assumed consisting of accounts payable of $100,000
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On August 4, 2010 the Reporting Person (who beneficially owns 8,820,997 shares of Common Stock, representing 61.3% of the Common Stock of the Issuer) gave 1,000,000 shares of Common Stock to a third party as a gift
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On August 17, 2010 the Company signed a non-binding letter of intent with WealthMakers, Ltd. to acquire 100% of their outstanding shares in a stock transaction in which the Company shall issue 3,838,500 shares of its common stock in exchange for 100% of the issued and outstanding capital shares of WealthMakers. The value of the Company’s common stock exchanged is based on the closing price reported on the over-the-counter bulletin board as of August 13, 2010. The closing of the transaction is subject to a number of conditions, and is anticipated to occur in late September or early October
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On August 26, 2010 the Reporting Person (who beneficially owns 8,820,997 shares of Common Stock, representing 61.3% of the Common Stock of the Issuer) gave 161,881 shares of Common Stock to a third parties as a gifts
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On October 4, 2010 the company voted to change its name from “Kensington Leasing Ltd.” to “Wealthmakers Corp.”
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On November 9, 2010 the Company entered into a Termination Agreement (the “Rescission Agreement”) with WealthMakers, Ltd. whereby the Company and WealthMakers terminated that certain Share Exchange Agreement, dated August 27, 2010
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On November 9, 2010 Merrimen Investments, Inc. (“Merrimen”) elected to exercise part of its option granted pursuant to the Option Purchase Agreement, dated April 9, 2010, between Merrimen and the Company, to purchase 2,500,000 shares of the Company’s common stock. The exercise price for the shares of common stock was $.08 per share, for an aggregate exercise price of $200,000. Zirk Engelbrecht, who is the sole officer, director and shareholder of Merrimen, may also be considered a related party to Angelique de Maison, Chief Executive Officer, Chairman of the Board of Directors and majority shareholder of Kensington, under the rules of the Securities Exchange Act of 1934, as amended
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On December 1, 2010 Kensington Leasing, Ltd. (the “Company”) and Angelique de Maison entered into a Notice of Exercise and Cancellation of Option, whereby the Company agreed to permit Ms. de Maison to apply the $319,850.21 of principal and accrued interest owed to Ms. de Maison pursuant to that certain promissory note, dated March 31, 2010 (the “ Note ”), to the partial exercise of the option to purchase common stock, date April 9, 2010 (“Option”), issued by the Company to Merrimen Investments, Inc. (“Merrimen”). Ms. de Maison had purchased the Option from Merrimen on December 1, 2010. Concurrently, the Company and Ms. de Maison agreed to terminate the remaining unexercised portion of the Option.
The Note had been issued by the Company to Ms. de Maison pursuant to the commitment made by Ms. de Maison to purchase from the Company, subject to certain conditions, upon the Company’s demand at any time on or prior to March 31, 2011, a note in the amount of $520,000. The Company may borrow up to an additional $217,662.50 from Ms. de Maison pursuant to this commitment.
Pursuant to the exercise of the Option, Ms. de Maison was issued 3,998,128 shares at an exercise price of $.08 a share
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7604439
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Merrimen Investments, Inc
Wyoming Business Entity
Date of Incorporation 3/30/10
Incorporator - Kenneth G. Eade
10409 Strathmore Dr
Santee, CA 92071 USA
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Some research into Kenneth G. Eade brought me here.
I noticed the same two people involved in Lenco Mobile Inc (LNCM) basically run this company:
Angelique de Maison
Zirk Engelbrecht
Throw Kenneth G. Eade in there and that's a bad mix in my opinion
Read more about Lenco Mobile Inc here:
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=58117604
Other former Angelique de Maison companies - CIC Holding Company, Inc.
----------------------------------------------------------------------------------------------------------------------------------------
Some basic details about this company:
Contact Info
1005 S. Center Street
REDLANDS., CA , 92373
Phone: 909-708-4303
Officers listed on the pink sheets:
Angelique de Maison CEO
Charlotte Hopkins President
Trisha Malone CFO, Secretary
Gregory Goldstein (former CFO)
June 4, 2010 Kensington Leasing Ltd acquired Allianex Corp
Kensington Leasing Ltd Nevada Business Entity:
http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=1w2N4lbcuj8bA07KciaLpA%253d%253d
Business entity is in DEFAULT
President - ANGELIQUE DE MAISON
Secretary - LANDRE MALONE
Treasurer - MICHAEL RYAN
Allianex Corp is a Nevada Business Entity:
http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=tPM2jtemQTmdtjXNgJLtzg%253d%253d&nt7=0
Director - ANGELIQUE DE MAISON
Director - MICHAEL HILL
Secretary/Treasurer - TRISHA MALONE
President - KENNETH ROTMAN
Director - MICHAEL RYAN
Transfer Agent
Continental Stock Transfer & Trust Company
Auditor/Accountant
E. Randell Gruber LLC (was also the Lenco Mobile Accountant)
Legal Counsel:
Kenneth G. Eade (huge red flag)
6399 Wilshire Blvd.
Los Angeles, CA, 90048
United States
--------------------------------------------------------------------
--------------------------------------------------------------------
COMPANY EVENTS:
--------------------------------------------------------------------
On June 27, 2008 Kensington Leasing Ltd was incorporated as a business entity in Nevada
--------------------------------------------------------------------
On June 27, 2008 the first shares (20,000 shares) of common stock were issued to officer and director Angelique de Maison
--------------------------------------------------------------------
September 30, 2008 financials show $0 cash, $0 assets, and $5000 in debt due to Angelique de Maison for legal fees she paid
--------------------------------------------------------------------
On Jan 15, 2009 Kensington Leasing Ltd became a publicly trading company
--------------------------------------------------------------------
Effective May 1, 2009 the Company effected a 40-1 forward split of its common share capital
--------------------------------------------------------------------
On June 19, 2009 Michael T. Ryan was appointed Chief Financial Officer of the company
--------------------------------------------------------------------
On November 29, 2009 the Company agreed to purchase the URL www.sendaprayer.com from CEO, Angelique de Maison for 3,000,000 shares of the Company’s stock. The purchase of this URL will allow the Company to potentially expand the business into online greeting and gift cards (some filings mistakenly say she gifted the URL)
--------------------------------------------------------------------
During the year ended December 31, 2009 Ms. de Maison loaned the Company a total of $14,250 for operating expenses at an interest rate of 10% per year
--------------------------------------------------------------------
Balance sheet for year ending December 31, 2009 shows $0 cash, $5,000 in assets, and and overall deficit of $10,000
--------------------------------------------------------------------
During the past sixty days, on March 16, 2010 Ms. de Maison gifted 362,250 shares to four individuals for no consideration
--------------------------------------------------------------------
On March 31, 2010 the Company issued 6,000,000 shares of its common stock to Ms. de Maison, in a transaction not involving a public offering, in reliance on the exemption from registration contained in Section 4(2) of the Securities Act of 1933. The shares were sold to Ms. de Maison at the price of $0.08 per share, for a total of $480,000 in cash. In addition, under the Agreement, Ms. de Maison agreed to purchase from the issuer, subject to certain conditions, upon the issuer’s demand at any time on or prior to March 31, 2011, a note in the amount $520,000. The note would be unsecured, would not be convertible, would bear interest at the rate of 10% per annum, payable quarterly, and would be due and payable on March 31, 2012. Subsequent to the issuance of the Shares herein described, she is the owner of 6,173,750 shares of the issuer, representing approximately 84.42% of the outstanding shares of the issuer
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On April 9, 2010 the Company entered into an Option Purchase Agreement with Merrimen Investments, Inc. (Zirk Engelbrecht) pursuant to which the Company concurrently sold to Merrimen for $200,000 an option to purchase up to 24,000,000 shares of our common stock. The option has an exercise price of $0.08 per share, expires on April 8, 2011, and may be exercised on or after October 1, 2010
Merrimen Investments, Inc.
6399 Wilshire Blvd., Suite 507
Los Angeles, CA 90048
Fax: (310) 861-0620
**** Same Address as Kenneth G. Eade
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7187448
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On May 1, 2010 the Reporting Person (beneficially owns 8,820,997 shares of Common Stock, representing 61.3% of the Common Stock of the Issuer) gave 220,000 shares of Common Stock to a third party as a gift
--------------------------------------------------------------------
On May 7, 2010 the Company purchased the rights to 66,000 shares of stock in Lenco Mobile, Inc. (LNCM.PK) held as security on a note payable from Kensington & Royce, Ltd. for $137,500. The value of these shares on the date of purchase at the closing price of $5.99 per share was $395,340
--------------------------------------------------------------------
On May 14, 2010 Kensington Leasing, Ltd. (“Kensington”) and its newly formed subsidiary Allianex Corp. (“New Allianex” and with Kensington, the “Company” or “we”) entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with Allianex, LLC, a California limited liability company (“Allianex”), and Kenneth Rotman, its sole member.
Pursuant to the Asset Purchase Agreement, we agreed to purchase substantially all of the assets of Allianex for $75,000 in cash, 575,000 shares of Kensington common stock and our assumption of Allianex’s trade payables. In addition, we agreed to pay Allianex 25% of the earnings before interest, taxes, depreciation and amortization, of New Allianex from July 1, 2010 through June 30, 2013, payable quarterly but calculated on a cumulative basis. The earn out payments will be made 25% in cash and 75% in Kensington common stock valued at the market price of the common stock on the last day of the quarter, provided that we may elect to pay in cash instead of common stock if the market price is less than $2.00 per share and Allianex may elect to receive cash instead of common stock if the market price is greater than $4.00 per share.
Under the Asset Purchase Agreement, Kensington agreed to make available to New Allianex, either through capital contributions or loans, an aggregate amount of $1,100,000, payable at least $350,000 by the closing, $250,000 on or before August 31, 2010, and $500,000 on or before February 28, 2011. Upon signing of the Asset Purchase Agreement, we advanced Allianex $100,000 as working capital to finance operating costs and expenses between the date of the Asset Purchase Agreement and the closing. Any of the funds not used by Allianex are to be repaid to New Allianex at the closing. If the transaction is not completed however, all amounts will be due within three business days of the termination of the Asset Purchase Agreement.
In addition, in connection with the Allianex Acquisition, Kenneth Rotman became the Chief Executive Officer of New Allianex
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7271341
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On June 23, 2010 Michael T. Ryan resigned as Chief Financial Officer of Kensington Leasing, Ltd. (the “Company”). Mr. Ryan will remain a Director of the Company.
--------------------------------------------------------------------
On June 23, 2010 Landre Malone resigned as Corporate Secretary of the Company.
--------------------------------------------------------------------
On June 23, 2010 Charlotte Hopkins was appointed as President of the Company and Trisha Malone was appointed as Chief Financial Officer and Corporate Secretary of the Company
--------------------------------------------------------------------
In June of 2010 we issued 575,000 restricted shares of our common stock to Sumercom, LLC (formerly Allianex LLC) at a third party valuation of $.08 per share and $75,000 in cash for a total consideration paid of $121,000. The assets we acquired from Allianex included principally: fixed assets (recorded at net book value of $37,423); intangible assets consisting of contracts and relationships with a network of retail aggregator partners, affinity groups and direct selling companies, and a call center; as well as a worldwide license to use, exploit, market, sell and distribute certain software products to the purchasers of prepaid cards (recorded at a value of $183,577) and liabilities assumed consisting of accounts payable of $100,000
--------------------------------------------------------------------
On August 4, 2010 the Reporting Person (who beneficially owns 8,820,997 shares of Common Stock, representing 61.3% of the Common Stock of the Issuer) gave 1,000,000 shares of Common Stock to a third party as a gift
--------------------------------------------------------------------
On August 17, 2010 the Company signed a non-binding letter of intent with WealthMakers, Ltd. to acquire 100% of their outstanding shares in a stock transaction in which the Company shall issue 3,838,500 shares of its common stock in exchange for 100% of the issued and outstanding capital shares of WealthMakers. The value of the Company’s common stock exchanged is based on the closing price reported on the over-the-counter bulletin board as of August 13, 2010. The closing of the transaction is subject to a number of conditions, and is anticipated to occur in late September or early October
--------------------------------------------------------------------
On August 26, 2010 the Reporting Person (who beneficially owns 8,820,997 shares of Common Stock, representing 61.3% of the Common Stock of the Issuer) gave 161,881 shares of Common Stock to a third parties as a gifts
--------------------------------------------------------------------
On October 4, 2010 the company voted to change its name from “Kensington Leasing Ltd.” to “Wealthmakers Corp.”
--------------------------------------------------------------------
On November 9, 2010 the Company entered into a Termination Agreement (the “Rescission Agreement”) with WealthMakers, Ltd. whereby the Company and WealthMakers terminated that certain Share Exchange Agreement, dated August 27, 2010
--------------------------------------------------------------------
On November 9, 2010 Merrimen Investments, Inc. (“Merrimen”) elected to exercise part of its option granted pursuant to the Option Purchase Agreement, dated April 9, 2010, between Merrimen and the Company, to purchase 2,500,000 shares of the Company’s common stock. The exercise price for the shares of common stock was $.08 per share, for an aggregate exercise price of $200,000. Zirk Engelbrecht, who is the sole officer, director and shareholder of Merrimen, may also be considered a related party to Angelique de Maison, Chief Executive Officer, Chairman of the Board of Directors and majority shareholder of Kensington, under the rules of the Securities Exchange Act of 1934, as amended
--------------------------------------------------------------------
On December 1, 2010 Kensington Leasing, Ltd. (the “Company”) and Angelique de Maison entered into a Notice of Exercise and Cancellation of Option, whereby the Company agreed to permit Ms. de Maison to apply the $319,850.21 of principal and accrued interest owed to Ms. de Maison pursuant to that certain promissory note, dated March 31, 2010 (the “ Note ”), to the partial exercise of the option to purchase common stock, date April 9, 2010 (“Option”), issued by the Company to Merrimen Investments, Inc. (“Merrimen”). Ms. de Maison had purchased the Option from Merrimen on December 1, 2010. Concurrently, the Company and Ms. de Maison agreed to terminate the remaining unexercised portion of the Option.
The Note had been issued by the Company to Ms. de Maison pursuant to the commitment made by Ms. de Maison to purchase from the Company, subject to certain conditions, upon the Company’s demand at any time on or prior to March 31, 2011, a note in the amount of $520,000. The Company may borrow up to an additional $217,662.50 from Ms. de Maison pursuant to this commitment.
Pursuant to the exercise of the Option, Ms. de Maison was issued 3,998,128 shares at an exercise price of $.08 a share
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7604439
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Merrimen Investments, Inc
Wyoming Business Entity
Date of Incorporation 3/30/10
Incorporator - Kenneth G. Eade
10409 Strathmore Dr
Santee, CA 92071 USA
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