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The transaction of questionable legality involves REVO, Wilma.
The Rainco-GEG-Metwood transaction is not illegal. That transaction involved Metwood buying the debt of UBRG. And, as you say, Metwood is a 'third-party' buying UBRG debt. The deal could be presented as being an arm's length transaction.
By comparison, my scenario is that the Rainco-Greenwood-REVO transaction involved REVO buying its own debt when it bought Greenwood. If that scenario is correct then there is no third-party involved. And the deal is of questionable legality.
The parties involved in the REVO deal are all linked by their direct connection to Solomon Ali. He is a director of REVO; he remains connected to Rainco; and Greenwood is a Rainco spin-off.
The idea that Solomon Ali no longer directs the activities of Rainco is absurd, particularly when various SEC filings show that he and Nicole Singletary share the same residential address in North Carolina. Ms Singletary, you will recall, is reported as the key executive in Rainco, Greenwood and GEG.
krysti, I agree with everything in your other post except that I believe the document that Linc found was instrumental in revealing Rainco and not my findings. It pointed to Earnest Delong and the previous deal with Greenwood Financial and is what forced them to reveal Rainco's part in all of this.
I have said the same thing as to why Revo would buy a financial company when they had 8mil in losses as of Dec 2012 and absolutely no money to lend anyone.
If Shawn knew about GEG then why cancel the deal now. I understand they wanted to use it to uplist but they are no closer to uplisting now than they were before this was revealed. What's the difference...especially if it blows apart the deal...that they were aware of in the first place. Seems ridiculous.
In terms of it being illegal, Rainco provided them the means to remove 3.2mil in notes from the financials which could have been done by any other financing company who could have then converted them to the same amount of shares. Why would what they did be illegal when it could have happened with a financing firm?
Rainco wanted to stay out of the picture.
The problem for Rainco was that GEG is an LLC. Therefore, the deal between GEG and Metwood had to be concluded with the LLC Members.
Ali was forced to reveal Rainco's role, wilma.
The pressure came on three fronts:
1. Your discovery of the Metwood filing.
2. Linc's discovery that DeLong had incorporated GEG in Georgia.
3. The fact that, despite Ali issuing misleading PRs, DeLong has ensured that UBRG always files accurate statements in the 10-Q
The GEG (UK) Ruse
I don't think it was ever intended to develop a ruse that GEG was the company in Inverness. The clues given about GEG (being a London-based holding/investment company) didn't point to the GEG of Inverness, Scotland.
The fiction of the Scottish company only developed because you put it to Shawn, and he went along with it.
The original intention was merely to leave the company's identity obscured. And leave shareholders guessing.
Why would Metwod buy GEG (UK)
There never was a valid reason why Metwood would buy GEG (UK) for its fabrication business. Similarly, there was no commercial reason why GEG would buy Metwood for its patents.
Why would Metwood buy UBRG
There is no commercial reason for Metwood acquiring UBRG. Neither company benefits from the deal. Metwood doesn't have the money that UBRG needs to finance operations. And UBRG doesn't have the profits that Metwood needs to uplist.
When you have a hammer everything resembles a nail
Ali and DeLong are repeating what they've done before.
When they did this scheme previously they had REVO become the 'parent' of Greenwood. That was a financial holding company that they spun off from Rainco. There's no reason why a patent and technology company would buy a financial company.
They repeated this with Metwood becoming the 'parent' of GEG (a financial holding company). UBRG was acquired as collateral baggage held by GEG. There's no reason why a residential construction company would buy an energy marketing company.
krysti, another question, when we found out Metwood was the majority shareholder in your scenario, don't you think ppl would have questioned how and why a company that does residential construction would be beneficial to UBRG? Do you think they were planning to continue the ruse that GEG was in the UK?
Why did they have to reveal Rainco because of what I found...I am not sure I get where you are going with that.
krysti, Did you mean Rainco here?
Your discovery of the 8-K caused problems, Wilma.
Without it UBRG could have shown Metwood, and not GEG, as the majority shareholder. They could then have avoided having to give any details of GEG to shareholders (when asked about GEG they would have said that Metwood, as parent company was now the relevant shareholder).
When you started digging about GEG the gig was up.
Now they dare not continue with the ruse that rhe DeLong GEG has anything to do with the GEG in Inverness.
Amended 8-K
My guess is that the missing 8-K will not be filed with the accounts of GEG. They will file a notice that the transaction was cancelled after discoveries made during due diligence.
Missing 10-K
I have no idea why they wouldn't file the 10-K.
They should file what they have, and amend it at a later date to reflect that the deal with GEG has unraveled.
There's probably some heated arguments going on at this time between the auditor, Rainco and Metwood. With Metwood feeling that their company has been draged into a quagmire created by UBRG, with the assistance of the auditor.
was now Metwood,as the parent company).put them in a hole
krysti, what is your opinion on the missing 10k and Amended 8k with the GEG financials?
Shawn at Metwood isn't to be trusted, Wilma.
The deal spells it out:
1. The buyer (Metwood) is restricted by covenants given to the holder of preference shares (Rainco)
2. The seller (Rainco) can take a controlling stake in the buyer (Metwood) on conversion of preference shares.
3. Metwood 'owns' GEG but Rainco has effective control over Metwood.
Rainco did precisely that with the REVO purchase of Greenwood.
Greenwood, like GEG, was a spin-off from Rainco.
Here's a likely scenario, drawn from the REVO transaction.
1. Rainco held a fistful of promissory notes from REVO. Those notes had a paper value, but were not receiving the interest payments due.
2. Rainco packaged those notes into a new company (Greenwood)
3. REVO then bought Greenwood (for $18m) by issuing REVO preference shares to Rainco.
The effects were:
1. A circular transaction in which REVO bought back its own promissory notes; and
2. A PR (which, as a fact) was supported by paid promotions
3. A jump in the REVO share price, because of their 'purchase' of Greenwood
4. An increase in REVO volume, which enabled shares to be dumped.
The problem with that scheme is that it is borders on the illegal. And may cross that border.
So with UBRG they changed it. Instead of having UBRG buy back their own debt they introduced a third party. That's where Metwood comes into the picture. Metwood was sufficiently at arm's length to be a buyer of UBRG debt.
So, instead of selling UBRG debt back to UBRG they sold it to Metwood. A perfectly legal transaction.
krysti, Shawn at Metwood said it was not a reverse merger. I told him about the article I saw and he said it was someones opinion of what happened but its not the case. Wonder if he was wrong on that too.
Rainco did the same thing with REVO, Bgallatin.
They 'sold' a newly created spin-off company, in return for preference shares. Holders of the preference shares were granted covenants which gives them effective control of the so-called 'buyer' and its Board.
The issue of Metwood preference shares shows that Rainco is repeating the scheme used with Rainco.
By holding the preference shares Rainco has completed what is, in effect, a reverse take-over of Metwood.
Bgall, Yeah, have to agree on that.
The whole situation and relationship between Metwood, GEG/Rainco, and UBRG makes a person feel like they've processed a sausage for lunch in reverse.
Ok it does me anyway.
2 days late now I wonder how long they'll go
Metwood was going to file on the due date of 9/30 but decided for some reason to hold off. My thought is that it was pressure from Ali who didn't want it revealed who GEG was before their filing came out. Shawn said the filing was ready and would be filed on time and then didn't do it. When I talked to him he said how important it is to file on time and they were just delisted from the OTC and it was a pain. But then when it was time to file he made up some bs about needing info from a third party. When someone called him last week he was on vacation. Must have been visiting the third party that was holding up the filing...or not.
A company that's trying to uplist should not start deceiving investors this early in the game...also, you need a period of ontime filings in order to do that. They need to get it together or give up.
I was wondering the same thing. It must be bad news.
Why in the heck havent these people filed their 10k? It was due by yesterday wasnt it?
LMAO!!!!! ANY TIME NO SHAREHOLDER APPROVAL of dilution
dont pay attention to the flashing red light screaming scam Bgall..
just look at the pretty PR's.. wouldnt it be great if it was the GEG from Europe lets daydream on that..
ill pass.. MTWD BROKE AND DILUTING ALREADY RIGHT ON CUE
MTWD THE NEW SHORTERS PARADISE...
BGall, per the agreement with GEG, MTWD issued 20mil shares of preferred stock in order to complete the agreement with GEG.
This is nothing more than an FYI and yes they can now increase shares w/o shareholder approval but if the GEG is the one in the UK...I would be excited. IMO
Did you see my post on the GEG Financials. Let me know what you think. I know you had checked them out once upon a time. Do you remember the financials saying 2010 and 2011 previously?
Metwood can change its share structure at any time without the approval of shareholders.
A Dilution Scam on the horizon.
jmo
Check out this link wilma.. not exactly sure what this means for MTWD since im not really following it http://www.sec.gov/Archives/edgar/data/32567/000126493113000536/0001264931-13-000536-index.htm
$250 in gross trades is Pathetic actually.
lololol
jmo
I'd say they are worth less than worthless because they are losing money. makes sense to me..
good job ERNEST.. keepin it real.
hate to see someone get duped into buying this junk when they add the additional cash losses due to the newly acquired junk companies.
Meatwood is just a front to dump stock. look for forward split soon to "add shareholder liquidity and value"... too funny.
Earnest, abt 99 pct of shares are owned by two people.
earnest, why is it a worthless scam?
Do you have something to support your opinion?
No one wants to buy the worthless MTWD Scam.
jmo
Earnest, do you have proof its a scam?
What do you mean by wash.
A worthless Scam??? As a shell it has value. The business is a wash.
jmo
Earnest, how do you know they didn't dare to put a value on the patents? They said the fair value could not be determined. What do you mean they didn't dare to do it. Does that make them a worthless scam?
MTWD didn't even dare put a value on the patents. They are that worthless.
jmo
earnest, That didn't say there was not value.
The fair value has not been determined.
Do you know if the fair value was zero? You said they were worthless and the company was a scam. Can you provide some backup for that?
"Patents - We have been assigned several key product patents developed by certain company officers. No value has been
recorded in our financial statements because the fair value of the patents was not determinable within reasonable limits
at the date of assignment."
Patents still carried at NO Value on the financials.
jmo
Earnest, how are they a failure?
How are the patents a failure. I was just wondering if you knew something. Thank you for your input.
MTWD is a failure. as are its patents
jmo
Earnest, but how do you know. Are you familiar with fabricating services? Summarize their patents for me so I know how they are worthless.
Pathetic Sales. Obviously the patents have little to no value.
jmo
Earnest, How do you know the patents are worthless? To say they are is not proof. Are you familiar with this company or with this industry?
Financials are pathetic. Patents obviously have no value as they generate little to no sales.
jmo
Earnest, In what way do they appear worthless!
They appear to have consistent revenues and have nine patents. What proof do you have they are worthless?
MTWD appears worthless.
jmo
What proof do you have its a scam?
I'd be interested to know because Metwood appears legitimate to me.
Ya better load up or.... somthing..
theres gonna be a rush of people buying... hmmm no..
at least Meatwood is a cool name...oh its metwood :(
i got nothing
hold your horses.. a whopping 4500 shares traded today...the interest is clearly mounting.
see how far down they bleed it before the campaign starts.
go MEATWOOD!!!
99% of Nothing is .... still NOTHING.
jmo
Three empty, worthless companies combining???
lolol
jmo
The 10k Will HAve nothing but losses tied to it. no different than the others they put off..
i was reading about layoffs. also looks like they just bought a company that produces negative cash flow..
doesnt look like anyone is really interested in the stock.. no volume.
recently tanked 30%
Both of those are very likely. Should be interesting.
Just two weeks until the 10K. Should have big news that makes this thing move up.
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