RAYS - just some very brief observations because my time is very limited at the moment.
Raystream Inc was incorporated in Nevada under the name Interdom Corp on December 8, 2009 with an authorized share count of 75,000,000 by Igor Rumiantsev
The stock began trading on the OTCBB under the symbol ITRD around November 5, 2010.
On April 14, 2010, Igor Rumiantsev, who incorporated the entity and at this point in time was the sole officer and director, purchased 3,500,000 shares of common stock for $3,500. (In some parts of the filings they put 2009 instead of 2010 which is incorrect).
ITRD also issued 400,000 shares at $.03/share in November of 2010, December of 2010, and January of 2011 for proceeds of $12,000 to a group of various individuals.
ITRD also issued 275,000 shares at $.03/share in February of 2011 for proceeds of $8,250 again to a group of various individuals.
The beneficial ownership list on April 30, 2011:
On June 14, 2011, Igor Rumiantsev sold all of his 3,500,000 common shares in a private share purchase transaction to Unlimited Trade Inc. for $200,000 giving Unlimited Trade Inc. voting control of 83.8% of the Company’s outstanding and issued common stock.
We are not told who owns Unlimited Trade Inc, but in later filings we find out that Unlimited Trade Inc is a related party and Unlimited Trade Inc is a foreign entity.
After Unlimited Trade Inc gained control of the shell, Igor Rumiantsev resigned and Roman Rumpf was assigned as the sole officer and director of the entity.
On July 12, 2011, Roman Rumpf resigned from all the officer positions (remaining on as a Director) and Brian Petersen took over as the sole officer of the entity.
On July 18, 2011 ITRD signed a financing agreement with Unlimited Trade Inc. Unlimited Trade Inc. provided ITRD with $2,000,000 in financing which became a convertible debt Note.
On August 22, 2011 Interdom Corp (ITRD) did a name and symbol chase to Raystream Inc (ITRD) and executed a 37:1 forward split.
Unlimited Trade Inc's 3,500,000 shares became 129,500,000.
The 675,000 shares issued at $.03/share became 24,975,000.
Now here is where we run into an issue with the authorized share count.
Raystream Inc is still only authorized to issue 75,000,000 shares. No amendment has ever been filed with the Nevada SOS to raise the authorized share count to 200,000,000 yet in the 10Q for the period ending August 31, 2011 RAYS says they have 200,000,000 authorized shares.
On September 19, 2011 a bunch of stuff happened
Unlimited Trade Inc canceled their 129,500,000 shares.
Unlimited Trade Inc converted its $2,000,000 convertible Debt Note into 5,000,000 common shares (a price of $.40/share).
The shares were exempt from registration under regulation S "offshore transaction".
Also Raystream Inc purchased Raystream GmbH for 20,000,000 shares of RAYS stock making Raystream GmbH a wholly owned subsidiary.
This made the new share count on September 19, 2011 - 49,975,000
24,975,000 free trading
5,000,000 shares owned by Unlimited Trade Inc
20,000,000 shares owned by the shareholders of Raystream GmbH
Raystream GmbH is a German entity that was only just created on July 21, 2011.
The person that created Raystream GmbH is Roman Rumpf.
On August 25, 2011 Rumpf stepped down as an officer of the foreign entity and Thomas Friedli became the sole officer
On October 3, 2011 FINRA approved a symbol change to RAYS
Now suddenly we have a $3,250,000 promotion being done on the stock by the same promotional company that helped run a pump and dump with LEXG.
And the promotion is being paid for by Unlimited Trade Inc the entity with 5,000,000 shares that the filings allege canceled 129,500,000 previously owned shares.
IMPORTANT NOTICE AND DISCLAIMER: This featured company sponsored advertising issue of Stock Market Authority (SMA) does not purport to provide an analysis of any company's financial position, operations or prospects and this is not to be construed as a recommendation by SMA or an offer or solicitation to buy or sell any security. Raystream, (RAYS), the company featured in this issue, appears as paid advertising, paid by Unlimited Trade to provide public awareness for RAYS. Unlimited Trade holds restricted shares of common stock of RAYS, *More information can be received from Raystream's investor relations firm, or at Raystream's website www.raystream.com. Unlimited Trade has approved and signed off as “approved for public dissemination” all statements made herein regarding Raystream’s history, assets, technologies, current as well as prospective business operations and industry information. SMA and Foresight Media (FM) have used outside research and writers using public information to create the advertisement coming from SMA about RAYS. Although the information contained in this advertisement is believed to be reliable, SMA and FM makes no warranties as to the accuracy of any of the content herein and accepts no liability for how readers may choose to utilize the content. Readers should perform their own due-diligence, including consulting with a licensed, qualified investment professional or analyst. Further, readers are strongly urged to independently verify all statements made in this advertisement and perform extensive due diligence on this or any other advertised company. SMA and FM is not offering securities for sale nor does it hold any stock positions of RAYS. An offer to buy or sell can be made only with accompanying disclosure documents and only in the states and provinces for which they are approved. Many states have established rules requiring the approval of a security by a state security administrator. Check with http://www.nasaa.org or call your state security administrator to determine whether a particular security is licensed for sale in your state. Many companies have information filed with state securities regulators and many will supply investors with additional information on request. FM has received and managed a total production budget of $3,250,000 for this advertising effort and will retain any amounts over and above the cost of production, copywriting services, mailing and other distribution expenses, as a fee for its services. SMA is paid $150,000 as an editorial fee from FM and also expects to receive new subscribers as a result of this advertising effort. *More information can be received from Raystream's investor relations firm, or at Raystream's website www.raystream.com. Further, specific financial information, filings and disclosures as well as general investor information about publicly traded companies like Raystream, advice to investors and other investor resources are available at the Securities and Exchange Commission website www.sec.gov and www.finra.org. Any investment should be made only after consulting with a qualified investment advisor and after reviewing the publicly available financial statements of and other information about the company and verifying that the investment is appropriate and suitable. Investing in securities is highly speculative and carries a great deal of risk especially as to new companies with limited operations and no history of earnings. The information contained herein contains forward-looking information within the meaning of section 27a of the Securities Act of 1993, as amended, and section 21e of the Securities Exchange Act of 1934, as amended, including statements regarding expected growth of the featured company. In accordance with the safe harbor provisions of the Private Securities Litigation Reform Act, SMA 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 the size and growth of the market, the Company's ability to fund its capital requirements in the near term and in the long term; pricing pressures, technology issues etc.
I have a sneaky suspicion that Unlimited Trade Inc is connected to Roman Rumpf.
Makes me wonder if those 129,500,000 shares really got canceled especially since RAYS was never authorized to issued the stock in the first place with an A/S of only 75,000,000.