Emperial Americas, Inc. (fka TEXX)

[hedge_fun]

Huffman/Klein ~ The Smoking Gun(s)

Why would Craig Huffman submit this on behalf of Bruce Klein?

http://www.scribd.com/doc/206991953/Complaint-Victory-Partners-v-Team-Nation

Especially after they submitted Pena's letter to ClearTrust (below), who rejected it, and then to Olde Monmouth so Bruce could convert and dump TEXX shares based on the same debt.

From the Pena opinion letter. Special thanks to Matt at Olde Monmouth for providing this info, as well as other block buster information. I know Craig is still pissed about it.

The purchase of such debt was perfected by Victory Partners upon the exchange of consideration with Emperial Americas under the September 2011 agreement. At that point VP delivered all rights to such securities as it had of Team Nation to EA. In exchange EA became indebted to Victory Partners for the obligations on the notes that Victory had purchased from the Team Entities. This was a purchase of debt by Victory Partners, and therefore, is the only subject of this opinion; although the exchange between Victory and Emperial is relevant for purposes of consideration having been made and exchanged to some degree. Legally, EA assumed the debt obligation.

Having established that such debt was purchased through examination of the transaction with the four Team Entities, the next relevant matter is that the debt was acquired by EA when it was a private corporation. This transaction, between EA and VP
was executed on September 20, 2011. The consideration for this transaction included certain shares and interests received by Victory Partners, of Team Nation.

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=95350411

Question: Why would Huffman show the court only the amended SPA, and not the original agreement, as well as the agreement between VP and Alonzo's private company?

Answer: Because those 1B shares, along with the 60 Preferred shares that were never filed in NV, and those agreements represent the fraud Huffman executed against Victory Partners.

TEXX was Huffman's way out of keeping Klein from suing him and the former Directors of TEMN. Kara at ClearTrust was apparently willing to take her chances of a lawsuit by not approving the TEXX issuances by accepting the Pena Letter. She still has to explain why ClearTrust issued CERTS to TEMN directors without proper resolutions and with no consideration given to the company. Se knows better than this......surely.

After ClearTrust rejected the Pena Letter, Huffman/Klein went to Olde Monmouth, who accepted the opinion letter and began issuing Klein, as well as Huffman, free trading shares in April 2012.

And people thought this was simply a pump and dump. This may become a NY Times best seller.