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Looks like Jerry is cleaning up the stratus house... all law suits settled, accounting being cleaned up and a focussed plan moving forward with pele as the business focus... raise some $$ and away they go
Subject to the availability of capital, our plan is to grow rapidly.
We plan to hold numerous live events each year
Subject to the availability of sufficient capital, our business plan is to capitalize on the popularity and growth of MMA by rebuilding ProElite MMA as a global brand
We plan to run multiple events in 2013
In May 2012, the Company entered into a month-to-month lease for office space for three people in Los Angeles, California. Rent for this facility is approximately $2,300 per month.
We believe our existing facilities are adequate for our current needs and suitable additional or substitute space will be available as needed to accommodate expansion of our operations.
We had net losses for 2012 and 2011 of $13,846,229 and $15,927,846, respectively. As of December 31, 2012, we had negative working capital of $10,001,391 and an accumulated deficit of $56,027,608.
RISKS RELATING TO OUR COMMON STOCK
The price of our common stock has fluctuated in the past and the stock is thinly traded. If trading volume increases in the future, the fluctuations in price could be greater than those experienced in the past.
From March 28, 2011 to March 28, 2013, the average price of our common stock was $ 0.48 per share, with a low of $0.08 and a high of $ 1.00, on an average trading volume per day of 29,467 shares. The closing price of our common stock on March 28, 2013 was $0.15. As noted below, it is possible that trading volumes could increase significantly and such increased volume could lead to significant fluctuations in the price of our stock.
The company is the result of a “reverse merger” with a shell entity, resulting in a limitation on shareholder’s use of Rule 144 exemptions for resale.
Since the Company had a “reverse merger” with a shell entity, resale of your shares under Rule 144 may be limited. The use of Rule 144 is the most common method of selling restricted shares. Rule 144(i) pertains to shares issued by a former shell company that executed a reverse merger. Under Rule 144(i), sales of shares may only be made under certain conditions, including a sale or intended sale of the stock and if we have filed all Annual and Quarterly reports required under the securities laws. Therefore permission may be granted to remove the restrictive legend on stock certificates only for a specified sale of securities and not as a “blanket” removal of the restrictive legend.
We have significant amounts of stock eligible for resale under a Rule 144(i) exemption. Sales of such stock could depress the stock price significantly.
As of December 31, 2012 we had 89,083,677 shares of common stock outstanding, of which approximately 7,013,401 shares are freely-trading and 81,284,157 shares are, under certain conditions and restrictions, eligible for resale under Rule 144(i) or will be covered by a post-effective registration statement upon effectiveness. We plan to file the post-effective registration statement shortly after filing this Annual Report on Form 10-K. Of such 81,284,157 shares, 26,416,341 shares are held by our former Chairman and CEO that have significant limitations on resale and 9,405,000 shares are held by an affiliate with volume restrictions on resale, leaving 45,462,816 shares eligible for resale under Rule 144(i) with less difficult restrictions.
If these security holders sell a large number of shares of our common stock, or the public market perceives that these sales may occur, the market price of our common stock could decline significantly.
The Series E Preferred Stock contains a full ratchet-down provision that has significantly increased the number of common shares that could be issued in the future and could do so again if triggered without a waiver.
This full ratchet-down provision provides that if the Company issues securities for less than the existing conversion price for the Series E Preferred Stock or the strike price of the Series E warrants, then the conversion price for Series E Preferred Stock will be lowered to that lower price. Also, the strike price for Series E warrants will be decreased to that lower price and the number of Series E warrants will be increased such that the product of the original strike price times the original quantity equals the lower strike price times the higher quantity.
In April 2012, this full ratchet-down provision was triggered when $249,999 of notes were issued on April 4, 2012 that contained a $0.30 conversion feature. Accordingly, the conversion price went from $0.40 to $0.30 cents, resulting in the number of conversion shares increasing from 21,125,000 to 28,166,667 and resulting in the strike price of the warrants to drop from $0.65 to $1.00 to $0.30 and the number of warrants increasing from 37,975,000 to 94,966,667. In pursuing future financings, the Company intends to have the holders of the Series E Preferred to waive this provision, but there is no certainty that the Company will be successful and any future financings of less than $0.30 a shares could result in a significant increase in the number of shares that may be issued in the future.
The Company’s Series E Preferred Stock are considered to have “embedded derivative securities” under U.S GAAP, which means that the Company’s net income/(loss) is subject to significant variations unrelated to its operating income or cash flow generated from operations.
As noted elsewhere in this Report, the full ratchet-down provision in the Company’s Series E Preferred Stock provides that if the Company issues securities for less than the existing conversion price for the Series E Preferred Stock or the strike price of the Series E warrants, then the conversion price for Series E Preferred Stock will be lowered to that lower price.
Subsequent to the issuance of this Series E, the Company has determined that the warrants for these financings included certain embedded derivative features as set forth in ASC 815, “Derivatives and Hedging,” (“ASC 815”) and that this conversion feature of the Series E was not an embedded derivative because this feature was clearly and closely related to the host (Series E) as defined in ASC 815.
These derivative liabilities were initially recorded at their estimated fair value on the date of issuance and are subsequently adjusted each quarter to reflect the estimated fair value at the end of each period, with any decrease or increase in the estimated fair value of the derivative liability for each period being recorded as other income or expense. Since the value of the embedded derivative feature for the related warrants was higher than the value of both Series E transactions, there was no beneficial conversion feature recorded for either transaction, and the excess of the value of the embedded derivative feature over the value of the transaction was recorded in each year on the Statement of Operations as a separate line item for each year presented.
The fair value of these derivative liabilities is calculated using the commonly-accepted Black Scholes pricing model that is based on the following as of the date of calculation: the closing price of the common stock, the strike price of the underlying instrument, the risk-free interest rate for the applicable remaining life of the underlying instrument (i.e., the U.S. treasury rate for that period) and the historical volatility of the Company’s common stock. These fair value results are extremely sensitive to all these input variables, particularly the closing price of the company’s common stock and the volatility of the Company’s common stock.
Accordingly, the fair value of these derivative liabilities are subject to significant changes, which means that the reported net gain or loss of the Company is subject to significant changes unrelated to its operating income or cash flow generated by operations, which could have a significant impact on the price of our common stock.
As of December 31, 2012, Paul Feller, Dr. Ralph Feller, and certain holders of our Series E Preferred Stock have voting control of Stratus.
Paul Feller, our founder and former Chief Executive Officer, currently owns 26,416,341 shares of our Common Stock. The shares are subject to the grant of voting rights in favor of the Company until June 28,2013. Dr. Ralph Feller, Mr. Feller’s father, owns 9,405,000 shares. Additionally, under the terms of our Series E Preferred Stock, the holders have voting rights on an as converted basis. Certain trusts affiliated with Isaac Blech and Mr. Blech’s wife own shares of Series E Preferred Stock equivalent to 23,333,334 shares of Common Stock. Assuming no additional shares are issued and after expiration of the voting agreement, Mr. Feller will have voting power as to approximately 22% of our shares, Dr. Feller as to approximately 8% of our shares and the foregoing Series E holders as to approximately 19% of our shares. Holders of Series E Preferred Stock as a group have approximately 26% of total voting rights.
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As a result, these shareholders, if they act together, will be able to influence our management and affairs and all matters requiring shareholder approval, including the election of directors and approval of significant corporate transactions. This concentration of ownership may have the effect of delaying or preventing a change in control of the Company and might adversely affect the market price of our Common Stock.
We do not foresee paying cash dividends on common stock in the foreseeable future.
We have not paid cash dividends on our common stock and do not plan to pay cash dividends on our common stock in the foreseeable future.
THE FOREGOING IS A SUMMARY OF SOME OF THE MORE SIGNIFICANT RISKS RELATING TO INVESTMENT IN STRATUS MEDIA GROUP. THE FOREGOING SHOULD NOT BE INTERPRETED AS A REPRESENTATION THAT THE MATTERS REFERRED TO HEREIN ARE THE ONLY RISKS INVOLVED IN THIS INVESTMENT, NEITHER THE REFERENCE TO THE RISKS INVOLVED IN THIS INVESTMENT, NOR THE REFERENCE TO THE RISKS HEREIN SHOULD BE DEEMED A REPRESENTATION THAT SUCH RISKS ARE OF EQUAL MAGNITUDE. PROSPECTIVE INVESTORS ARE URGED TO CONSULT THEIR OWN ADVISORS AS TO THE INVESTMENT AND ANY TAX CONSEQUENCES OF AN INVESTMENT IN THE COMPANY.
Item 1B. UNRESOLVED STAFF COMMENTS
Not applicable for smaller reporting companies.
Item 2. PROPERTIES
On May 1, 2009, we entered into a lease for approximately 1,800 square feet of office space in Santa Barbara, California for use as our executive offices. This lease was amended on July 21, 2009 and expires on December 31, 2013 with a three-year renewal term available at an initial rent plus common area charges of $5,767 per month. This property was vacated in August 2012. As of December 31, 2012 the Company has recorded a liability of approximately $139,000 to cover unpaid rent and the present value of rents due for the remainder of the lease term. The Company is in active negotiations to settle the unpaid rent for a lower amount, but there can be no assurance of success in doing so.
On August 1, 2011, we entered into a lease agreement for approximately 7,000 square feet of office space in Los Angeles, California. The lease continues through November 30, 2014 and has a fixed monthly rent of $19,326 subject to annual increases of 3% per year. The Company was not required to pay a fixed monthly rent for months two through five. Prior to this, the Company was leasing the same office space on a month-to-month basis. This property was vacated in April 2012. As of December 31, 2012 the Company has recorded a liability of approximately $892,000 to cover unpaid rent and the present value of rents due for the remainder of the lease term. The Company is in active negotiations to settle the unpaid rent for a lower amount, but there can be no assurance of success in doing so.
On November 1, 2011, we entered into a lease agreement for approximately 3,000 square feet of office space in Santa Barbara, California for use by our operating units. This lease expires on October 31, 2014 with two additional three-year renewal terms available. The initial rent plus common area charges are $7,157 per month. This property was vacated in June 2012. As of December 31, 2012 the Company has recorded a liability of approximately $229,000 to cover unpaid rent and the present value of rents due for the remainder of the lease term. In January 2013, the landlord for this property obtained a judgment against the Company for $74,486. The Company is in active negotiations to settle the unpaid rent for a lower amount, but there can be no assurance of success in doing so.
In May 2012, the Company entered into a month-to-month lease for office space for three people in Los Angeles, California. Rent for this facility is approximately $2,300 per month.
We believe our existing facilities are adequate for our current needs and suitable additional or substitute space will be available as needed to accommodate expansion of our operations.
Results of Operations for the Year Ended December 31, 2012
Revenues
Revenues for 2012 were $374,542, a decrease of $195,934 from $570,476 in 2011. Event revenues were $89,542 in the 2012, a decrease of $37,934 from $127,476 in 2011. ProElite conducted one MMA event in each year, but the event in 2012 was of a smaller scale than the event in 2011. Licensing revenues in 2012 were $285,000, a decrease of $158,000 from $443,000 in 2011, resulting from a fewer number of events conducted by Strikeforce in 2012 than 2011. The Company received license payments for each event conducted by Strikeforce. One payment of approximately $72,000 was received in January 2013, but Strikeforce is not planning on any additional events and these license payments will not be a source of revenue past that point.
Operating Expenses
Overall operating expenses for 2012 were $11,930,608, a decrease of $2,760,602 from $14,691,210 in 2011. General and administrative expenses in 2012 of $4,570,162 decreased by $2,128,956 from $6,699,118 in 2011. This decrease is related to a reduction in employees from 40 to 13 in February 2012, a $630,000 reduction in travel expenses and the suspension of events during 2012.
Impairment of Intangible Expenses was $1,423,844 in 2012, a decrease of $435,934 from $1,859,778 in 2011. The amount of Expense in both years was based on the Company’s annual review for impairment.
Legal and professional services were $2,258,898 in 2012, a decrease of $1,046,994 from $3,305,892 in 2011. Legal expenses declined by $379,000 in 2012 because of reduced legal expenses related to litigation and consulting fees and payments related to the Perugia International Film Festival declined by $814,000 since that event was canceled in 2012.
Interest Expense
Interest expense was $665,061 in 2012, an increase of $244,328 from $420,733, primarily related to dividend payments on Series E Preferred Stock for the full year in 2012 and for seven months in 2011, plus the issuance of an additional $1,000,000 of Series E Preferred Stock in October 2012. The Series E Preferred Stock has a 5% dividend and $8.7 million of Series E Preferred Stock was issued in May 2011.
Cash and equivalents $ 312,093
Given the Company’s current financial status, the Company plans to focus its current efforts on its MMA business and suspend development of its other businesses. Accordingly, the Company determined the total impairment charge of $1,423,884 as of December 31, 2012. The $53,000 of value assigned to Santa Barbara Concours was considered to be impaired in full and the Company reduced the carrying value to $0. The $100,000 value assigned to Core Tour was considered to be impaired in full and the Company reduced the carrying value to $0. The $1,073,345 of goodwill assigned to Stratus White was considered to be impaired in full and the Company reduced the Stratus White goodwill to $0.
Office space rental
On May 1, 2009, we entered into a lease agreement for approximately 1,800 square feet of office space in Santa Barbara, California for use as our executive offices. This lease was amended on July 21, 2009 and expires on December 31, 2013 with a three-year renewal term available at an initial rent plus common area charges of $5,767 per month. This property was vacated in August 2012 and the Company has recorded a liability of approximately $139,000 to cover unpaid rent and the present value of rents due for the remainder of the lease term. The Company is in active negotiations to settle the unpaid rent for a lower amount, but there can be no assurance of success in doing so.
On August 1, 2011, we entered into a lease agreement for approximately 7,000 square feet of office space in Los Angeles, California. The lease continues through November 30, 2014. Initially, the lease has a fixed monthly rent of $19,326 and is subject to annual increases of 3% per year. The Company was not required to pay a fixed monthly rent for months two through five. Prior to this, the Company was leasing the same office space on a month-to-month basis. This property was vacated in April 2012 and the Company has recorded a liability of approximately $892,000 to cover unpaid rent and the present value of rents due for the remainder of the lease term. The Company is in active negotiations to settle the unpaid rent for a lower amount, but there can be no assurance of success in doing so.
On November 1, 2011, we entered into a lease agreement for approximately 3,000 square feet of office space in Santa Barbara, California for use by our operating units. This lease expires on October 31, 2014 with two additional three-year renewal terms available. The initial rent plus common area charges are $7,157 per month. This property was vacated in June 2012 and the Company has recorded a liability of approximately $229,000 to cover unpaid rent and the present value of rents due for the remainder of the lease term. In January 2013, the landlord for this property has obtained a judgment against the Company for $74,486. The Company is in active negotiations to settle the unpaid rent for a lower amount, but there can be no assurance of success in doing so
These Series E contain “full ratchet-down” liquidity protection that provides that if the Company issues securities for less than the existing conversion price for the Series E Preferred Stock or the strike price of the Series E warrants, then the conversion price for Series E Preferred Stock will be lowered to that lower price. Also, the strike price for Series E warrants will be decreased to that lower price and the number of Series E warrants will be increased such that the product of the original strike price times the original quantity equals the lower strike price times the higher quantity.
THe nerve of these Pigs!:
Employment Agreements
Effective June 28, 2012, Jerold Rubinstein was elected by the Company’s board of directors as Chairman of the Board, CEO and a director of the Company’s subsidiaries. The Board of Directors of PEI also elected him as Chairman of the Board and CEO. Under the terms of an employment agreement dated June 28, 2012, this CEO will receive an annual salary of $250,000 per year and will continue to serve on the Company’s board of directors and as Chairman of the Company’s Audit Committee and shall continue to receive his compensation for such services. The term of this agreement is six months with an automatic six month extension unless the Company provides written notice of non-renewal 30 days prior to the end of the initial six-month term. This executive has been granted options to purchase 2,300,000 shares of the Company’s common stock at $0.35 per share, which was the closing price of the Company’s common stock on the day of option grant. These options vest monthly over a 12-month period. In the event the Company does not renew the second six month period, the executive resigns or the Company terminates the executive’s employment without cause, all options will immediately vest and the executive will receive all unpaid salary for the full twelve month period.
On August 8, 2011, the Company entered into any employment contract with Timothy Boris as the Company’s General Counsel and Vice President of Legal Affairs at an annual salary of $180,000. In December 2011 received options to purchase 300,000 shares of common stock at $0.54 that had 100,000 shares vested upon grant, 100,000 shares vested at the end of year one and 100,000 shares vest at the end of year two. This contract expired on August 8, 2012 and was renewed under the same terms until August 8, 2013. In August 2012 Mr. Boris received options to purchase 300,000 shares of common stock at $0.38 that had 100,000 shares vest upon grant, 100,000 shares vest at the end of year one and 100,000 shares vest at the end of year two. Both of these option grants have a five-year life.
On February 22, 2010, the Company entered into an employment contract with William Kelly, the Company’s Senior Vice President and Chief Operating Officer of ProElite, and the Chief Operating Officer of the Company. This contract expired on February 22, 2012 and his employment with the Company was terminated on March 18, 2013. Under the agreement, Mr. Kelly was to receive an annual salary of $240,000 and shall be eligible for bonuses based on objectives established by the Company’s board of directors and Mr. Kelly’s performance against those objectives. The proposed agreement further provides that Mr. Kelly received a grant of options to purchase 1,200,000 shares of the Company’s common stock, with a five-year life, a strike price of $2.00 the following vesting schedule: 396,000 shares vest immediately, 396,000 shares vest on October 1, 2010 and 408,000 shares will vest on October 1, 2011. The strike price on these options was adjusted to $0.54 in December 2011 by the Company’s Board of Directors. Such options shall terminate forty-five (45) days after the Executive’s employment with the Company is terminated if such termination is for Cause or is the result of a resignation by Executive for reasons other than Good Reason, as that term is defined in the contract. Such options shall not be assignable by Executive. Each option described above is subject to customary anti-dilution provision with respect to any stock splits, mergers, reorganizations or other such events. In connection with Mr. Kelly’s employment, the Company assumed a promissory note of $231,525 formerly owed to Mr. Kelly by ProElite, Inc. and agreed to pay the promissory note with $121,525 payable to Mr. Kelly upon the closing of the acquisition of ProElite by the Company, $55,000 due 90 days after the closing of the acquisition, and $55,000 due 180 days after the closing of the acquisition. In 2011, $176,525 of these amounts were paid to Mr. Kelly. As of December 31, 2012, Mr. Kelly was owed $55,000 under this contract.
41
On November 1, 2010, the Company entered into an employment agreement with John Moynahan, who had been providing accounting and financial services to the Company as a consultant pursuant to a consulting agreement dated November 14, 2007. This agreement expired on August 1, 2012. Under the agreement, Mr. Moynahan is to receive an annual salary of $220,000 for the first year of the contract, subject to an annual increase of the Consumer Price Index plus 2%, and will be eligible for a $50,000 bonus in the first year of this contract, with bonuses thereafter based on objectives established by the Company’s board of directors and Mr. Moynahan’s performance against those objectives. Under this agreement, Mr. Moynahan received a grant of 300,000 shares and a five-year stock option grant to purchase 1,560,000 shares of common stock at $2.00 per share, with 1,040,000 shares that vested upon the signing of the agreement and 520,000 shares that will vest on September 1, 2011. The strike price on these options was adjusted to $0.54 in December 2011 by the Company’s Board of Directors. Such options shall terminate 45 days after the Executive’s employment with the Company is terminated if such termination is for Cause or is the result of a resignation by Executive for reasons other than Good Reason. Such options shall not be assignable by Executive. Each option described above is subject to customary anti-dilution provision with respect to any stock splits, mergers, reorganizations or other such events. After a review of this contract during 2012, the Company determined that the non-salary amounts due to Mr. Moynahan were $156,358 as of December 31, 2012. Mr. Moynahan received $77,126 in non-salary payments under this contract in 2011
that is nothing new. 1.1B shares though! HAVE YOU HEARD THE GREAT NEWS!!!! ROFL!!!!!
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=86919563
and that's before you get 5% of the pos SMDI! OMFG!! ROFLFLFLFL!!!! RUINAGE OF THIS JOKE AKA.......................................................................................
FELLERED
10K / Current Status
Stratus has no events currently scheduled pending receipt of sufficient funds from financings which it is currently pursuing. In the
absence of obtaining sufficient funds, Stratus will be unable to schedule or reschedule some or all of its events and implement its business plan.
Given the Company’s current financial status, the Company plans to focus its current efforts on its MMA business and temporarily suspend
development of its other businesses.
http://www.otcmarkets.com/edgar/GetFilingPdf?FilingID=9226129
may not be dead yet... from todays smdi annual...
Given the Company’s current financial status, the Company plans to focus its current efforts on its ProElite MMA business and suspend development of its other businesses
Have you heard the great news! SMDI filed their NT10K! Way to go team Geritol! Need some bios asap since this superb management team cannot even file a required filing on time. This still wreaks of Paul Feller.....
Update!
It is anticipated that the loss for the year ended December 31, 2012 will be approximately $13,000,000, compared with a loss for the year ended December 31, 2011 of $15,837,168.
2
Stratus Media Group, Inc.
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 29, 2013
By:
/s/ John Moynahan
John Moynahan, Chief Financial Officer
lawsuit updates? anything from this revoked fellered joke?
any bio pumps or Rich Chou news about other projects? Jerold hasn't resigned yet when he figured out scammers are manipping the stock (Fellered?) What a sad sad story this was. Close the door on the way out
true true, and gawd knows this has enough lawsuits....get in line
Lol... Class action...roflol... For what???? .... A penny stock not working out...??? Lol... Good luck
not sure. wait until the SMDI filing comes out and you can see how much money they talked people out of to pay worthless Fellerite salaries
could we get money in a class action lawsuit?
Have you heard the great news? PELE is known associated with an illegal trader that manipulated the price. Makes you wonder just who was/is involved with this revoked pos joke, huh?
only the common. The preferred will be ok. Everyone that can read a filing and that "works" for the company knows it
this whole thing is going to burn into ashes
are they still trying to raise nmoney for this revoked joke? Feller? anyone? WE all know what's going to happen to SMDI, right? ZEROED
you're correct as far as the listing aspect goes with this. However, stocks do not need to be listed to have shares outstanding. Don't worry , the common will never get anything in this joke. Jerold will resign as soon as his freebie paychecks stop , he's no dope.
this stock can only exist if it is registered with an exchange; however, it is not registered with an exchange and does not exist in any exchange in the world.
it is not on an exchange. call the sec, u cant find it. its not registered with the sec. it only exist in history.
it exists, it just cannot trade. And Blech owns rights to over 80% of it no matter how they restructure at .05 cents. He gave them a payday loan of 1m fyi. So that tells you what this pos is worth. 1.25m at best and that was pre Revoking. rofl at this Fellered pos. I wonder if Feller was dealing with the fraud trader........wouldn't surprise anyone
some dont understand what revoked means.. everyone the stock does not exist!
NOTICE THAT INITIAL DECISION HAS BECOME FINAL
The time for filing a petition for review of the initial decision in this proceeding has expired. No such petition has been filed by ProElite, Inc., and the Commission has not chosen to review the decision on its own initiative.
Accordingly, notice is hereby given, pursuant to Rule 360(d) of the Commission's Rules of Practice, 1/ that the initial decision of the administrative law judge 2/ has become the final decision of the Commission with respect to ProElite, Inc. The order contained in that decision is hereby declared effective. The initial decision ordered that, pursuant to Section 12(j) of the Securities Exchange Act of 1934, the registration of the registered securities of ProElite, Inc., is revoked.
For the Commission by the Office of the General Counsel, pursuant to delegated authority.
Elizabeth M. Murphy
Secretary
http://www.sec.gov/alj/aljdec/2012/34-67736.pdf
Old news but yet important, right?
kind of like what was attempted in smdi? Tons of cross trades there "wash trades", huh?
Pro Elite
Pro Elite Inc., an organizer and promoter of mixed martial arts matches, was one of the stocks prosecutors allege Homm manipulated. In September 2006, Homm had Absolute Capital funds buy $10 million worth of shares and warrants issued by the company in a private offering.
Pro Elite also issued shares to Hunter World that were later sold to Absolute Capital’s funds for inflated prices, according to the prosecutors.
That October, Pro Elite initially traded for 10 cents a share on the Pink Sheets. Through cross trading between Homm’s hedge funds, the price of the shares was driven to as high as $12 in April of 2007. Based on the inflated share price, one of Homm’s hedge funds reported an unrealized gain of $25 million from its investments in Pro Elite, according to prosecutors
http://www.bloomberg.com/news/2013-03-08/fugitive-hedge-fund-manager-homm-arrested-at-gallery.html
I wonder if the scam artist has/had anything to do with the current SMDI manipulation and tape painting?
Is Rich Chou currently under contract with the revoked company PELE?
to keep fraudsters from stealing more money
seem to be important enough for you to post it here being a REVOKED stock why was that ?
and still The Question is is this good news for the stock if it has any thing to do with it from the R/S in 07/08
any chance i get a dime in class action lawsuit?
The current ProElite/SMDI securities attorney, TroyGould's David Ficksman, was involved in most of Florian Homm and Hunter World Markets transactions with scam public companies and has yet to be charged. In fact even his son had a high level paying executive job at ProElite.
As I see it Pro-Elite was a collaborator, or the company at least knew of the illegal activities which minimally makes Pro-Elite complicit.
What "stock"?
The registration of ProElite's stock has been REVOKED by the SEC
The Question is is this good news for the stock
I think it is but this still could take months or years
That could be ! ,this has always had me wondering as I have posted in the past and I think is why in part with a few other things is why we are not trading ,lets hope it puts a end to all the questions soon
FBI link
http://www.fbi.gov/losangeles/press-releases/2013/fugitive-hedge-fund-manager-arrested-in-italy-in-u.s.-case-alleging-market-manipulation-scam-that-led-to-at-least-200-million-in-losses
As I see it Pro-Elite was a collaborator, or the company at least knew of the illegal activities which minimally makes Pro-Elite complicit.
The Question is is this good news for the stock
I think it is but this still could take months or years
Fugitive Hedge Fund Manager Homm Arrested at Gallery
http://www.bloomberg.com/news/2013-03-08/fugitive-hedge-fund-manager-homm-arrested-at-gallery.html
Florian Wilhelm Jurgen Homm, the German hedge-fund manager who has been a fugitive for more than five years, was arrested at the Uffizi Gallery in Florence on U.S. fraud charges.
Homm, 53, allegedly caused at least $200 million in losses to investors in hedge funds operated by Absolute Capital Management Holdings Ltd., according to a statement by the U.S. attorney’s office in Los Angeles. Homm was arrested yesterday by Italian authorities following a U.S. request, according to the statement.
Federal prosecutors in Los Angeles filed a criminal complaint March 6, charging Homm with conspiracy and fraud. The founder and former chief investment officer of Absolute Capital is accused of “cross trading” hundreds of millions of shares of penny stocks between the company’s funds to boost the value of the otherwise illiquid stocks.
The trades, through a Los Angeles-based broker-dealer that Homm co-owned, generated fees for Homm and Absolute Capital and also inflated the price of Absolute Capital on the London Stock Exchange, Alternative Investment Market, according to the statement. Homm “dumped” his shares and resigned from Absolute Capital on Sept. 18, 2007, “in the middle of the night,” according to the statement.
$53 Million
Homm and his co-conspirators made more than $53 million from the scheme, prosecutors said.
Adam Kravitz, a Miami lawyer who represents Homm in a civil lawsuit brought by the U.S. Securities and Exchange Commission, declined to comment on the criminal charges.
Absolute Capital managed as much as $2.1 billion in September 2007, when Homm quit the fund business he ran from Mallorca, Spain, leaving a portfolio of hard-to-trade assets.
Homm recently published a book in German called “Rogue Financier: The Adventures of an Estranged Capitalist,” according to an affidavit by a Federal Bureau of Investigation agent filed in support of the arrest warrant.
In the book, Homm, who is about 6 foot, 6 inches (2 meters) tall, wrote that he had “$500,000 stashed in my underwear, my briefcase and my cigar box,” when he left Palma de Mallorca on a private plane Sept. 18, 2007. His “mule and friend Giorgio” was carrying another $700,000, according to the translation in the affidavit.
‘Bimbos, Dogs’
“As the jet climbed I was profoundly unsettled, my mind in a dense fog,” Homm said in the book, according to the court filing. “I was breaking all connections to my former existence: colleagues, clients, acquaintances, friends, bimbos, dogs, family and children, and annihilating my fast fortune in the process.”
Chief U.S. District Judge George King in Los Angeles last month denied Homm’s request to dismiss the SEC’s claims against him. In his Dec. 19 request, Homm had argued that the SEC couldn’t sue him on basis of foreign transactions between foreign funds.
In a declaration filed with his request to dismiss the SEC’s claims, Homm said he lived in the U.S. for extended periods until the early 1990s and has only visited the U.S. sporadically since then.
“All of my activities were conducted in the good faith performance of my job, which was to increase the value of the relevant ACMH funds to the benefit of the ACMH funds’ investors,” Homm said in the declaration.
SEC Allegations
The SEC in February 2011 accused Homm and the other co- owner of Beverly Hills-based Hunter World Markets Inc., the broker-dealer through which the funds controlled by Homm bought the microcap companies’ shares, of “portfolio pumping.”
The SEC alleged Homm and his co-defendants in the lawsuit brought microcap companies public through reverse mergers and manipulated the companies’ share prices upward before selling the shares to eight Absolute Capital hedge funds. Homm ran the alleged scheme from September 2005 to September 2007, according to the SEC.
The case is U.S. v. Homm, U.S. District Court, Central District of California (Los Angeles). The SEC case is Securities and Exchange Commission v. Ficeto, 11-cv-01637, U.S. District Court, Central District of California (Los Angeles).
The SEC complaint is rife with illegal trades of PELE:
http://www.sec.gov/litigation/complaints/2011/comp21865.pdf
Fugitive Hedge Fund Manager Arrested in Italy in U.S. Case Alleging Market Manipulation Scam That Led to at Least $200 Million in Losses
http://www.fbi.gov/losangeles/press-releases/2013/fugitive-hedge-fund-manager-arrested-in-italy-in-u.s.-case-alleging-market-manipulation-scam-that-led-to-at-least-200-million-in-losses
Fugitive Hedge Fund Manager Arrested in Italy in U.S. Case Alleging Market Manipulation Scam That Led to at Least $200 Million in Losses
U.S. Attorney’s Office
March 08, 2013 Central District of California
(213) 894-2434
LOS ANGELES—Florian Wilhelm Jürgen Homm, a German hedge fund manager who was on the run for more than five years, has been arrested in Italy on federal fraud charges that accuse him of orchestrating a market manipulation scheme designed to artificially improve the performance of his funds, a fraud that led to at least $200 million in losses to investors around the world.
Homm, 53, was arrested at the Uffizi Gallery in Florence, Italy, at approximately 12:30 p.m. on Friday (local time). Federal prosecutors in Los Angeles obtained an arrest warrant on Wednesday, March 6, after filing a criminal complaint that charges Homm with four felony charges: conspiracy to commit wire fraud, wire fraud, conspiracy to commit securities fraud, and securities fraud. Homm was arrested by Italian authorities after the United States submitted a request for a provisional arrest with officials in Rome.
Homm was the founder and chief investment officer of Absolute Capital Management Holdings Limited, a Cayman Islands-based investment advisor that managed nine hedge funds from 2004 until September 2007. The criminal complaint filed in United States District Court in Los Angeles alleges that Homm directed the hedge funds to buy billions of shares of thinly traded, United States-based “penny stocks.” Homm caused many of the purchases of penny stocks to be made through Hunter World Markets Inc., a broker-dealer in Los Angeles that Homm co-owned. Homm also allegedly obtained shares of the penny stock companies through various businesses he controlled.
After the hedge funds invested hundreds of millions of dollars in the illiquid penny stocks, Homm caused the hedge funds to trade the stocks among themselves in “cross-trades” made through the Los Angeles-based broker dealer. As part of the stock manipulation scheme, Homm and others allegedly sold their own shares of the penny stocks to the hedge funds managed by Homm. The cross-trades served to increase the trading prices of the previously illiquid stocks and, in turn, to boost the net asset values and apparent performance of the hedge funds. This apparent performance improvement at the hedge funds generated additional fees for Homm and Absolute Capital, as well as boosting Absolute Capital’s stock price on the London Stock Exchange, Alternative Investment Market.
Folllowing allegations made by a “whistleblower” in 2006, Homm also dumped tens of millions of dollars’ worth of his own shares in Absolute Capital prior to resigning from the firm in the middle of the night on September 18, 2007. The allegedly fraudulent conduct caused at least $200 million in losses to investors in the hedge funds. The scheme allegedly netted Homm and his co-schemers more than $53 million via trades made through Hunter World Markets alone.
A complaint contains allegations that a defendant has committed a crime. Every defendant is presumed innocent until and unless proven guilty in court.
The wire fraud conspiracy charge carries a statutory maximum penalty of five years in federal prison. The wire fraud count carries a maximum penalty of 20 years in prison. The two charges related to securities fraud each carry a maximum penalty of 25 years in prison.
The case against Homm is the product of an ongoing investigation by the Federal Bureau of Investigation. Agents in the FBI’s Los Angeles Field Office worked with the FBI’s Legal Attaché Office in Rome and its sub-office in Milan, where agents worked collaboratively with Italian authorities to secure the apprehension of Homm. The U.S. Department of Justice Attaché in Rome provided substantial assistance.
The Securities and Exchange Commission provided assistance to the FBI’s investigation.
Two years ago, the United States Securities and Exchange Commission filed a civil lawsuit in Los Angeles federal court against Homm and four other defendants, alleging a microcap stock manipulation scheme as part of “portfolio pumping” plot to increase the value of Absolute Capital (see: http://www.sec.gov/litigation/litreleases/2011/lr21865.htm).
Homm recently published a book that was translated into English under the title, Rogue Financier: The Adventures of an Estranged Capitalist.
nice old news again.
the reality is, it can't go up, it's revoked; moreover, it may never trade again.!
ya, the news from rich chou; he does side work.
I do a lot of consulting work on the side with various companies who want to penetrate the MMA market
its so bad rich chow does side work to make money.
NEWS! Jan 14 / 2013 - Rich Chou "I’m currently the V.P. of Operations for ProElite and I do a lot of consulting work on the side with various companies who want to penetrate the MMA market whether it is clothing
rich needs to get paid someway and pro is not making money. so sad!
any news you guys can post yet other than back patting junk? Very interested to see how much % of SMDI after all the conversions of the 10 classes of preferred happen. Current value of smdi is about .10 before restructure. Current value of revoked PELE is zero. noted!
not a one of these are current nor does "PELE trade as a grey" PROELITE IS REVOKED AND ZEROED, CHECK IT OUT! ROFL at the LIES
ProElite Holds Another Successfull Show With Grove & McMann Picking Up Big Wins
investorshub.advfn.com/boards/read_msg.aspx?message_id=71165826
ProElite Announces Official Partnership With DREAM
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=70976986
ProElite Signs Multi-Year TV Deal With HDNet now AXS
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=70649021
ProElite DD & ProElite Big Guns Highlight
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=70644098
PELE trades as a Gray market for a restructuring
Q&A: RICH CHOU
We have a new CEO and a new board and we’re very optimistic and excited for 2013.
http://www.guamsportsnetwork.com/mmaboxing/qa-rich-chou/
STRATUS MEDIA GROUP, INC. NAMES JEROLD RUBINSTEIN,
FORMER CO-OWNER OF UNITED ARTISTS RECORDS,
AS CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER
SANTA BARBARA, CA (June 29, 2012) - Stratus Media Group, Inc. (OTCQB:SMDI) announced today that Jerold Rubinstein has been appointed CEO and Chairman of the Board of Stratus Media Group, Inc. and its subsidiary ProElite, Inc. (OTC Pink:PELE).
http://www.stratusmediagroup.com/index.php?option=com_content&view=article&catid=9&id=245
ProElite Holds Another Successfull Show With Grove & McMann Picking Up Big Wins
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=71165826
ProElite Announces Official Partnership With DREAM
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=70976986
ProElite Signs Multi-Year TV Deal With HDNet now AXS
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=70649021
ProElite DD & ProElite Big Guns Highlight
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=70644098
PELE trades as a Gray market for a restructuring
http://en.wikipedia.org/wiki/ProElite
Stratus stated in the filing that they are going to do 1 to 25 here (yet to be seen) on page 22 in the 10Q http://www.otcmarkets.com/edgar/GetFilingPdf?FilingID=8925457
In June 2011, the Company acquired 95% ownership in ProElite, Inc., a New Jersey corporation (“ProElite or “PEI”), that organizes
and promotes mixed martial arts (“MMA”) matches. PEI’s common stock is available on the OTC Market (“Pink Sheets”) under the symbol
PELE.PK. In June 2011, SMDI acquired Series A Convertible Preferred Stock of PEI which is convertible into shares of PEI’s Common Stock
equal to approximately 95% of PEI’s outstanding Common Stock. The Preferred Shares have voting rights on an as-converted basis. SMDI
intends to convert the Preferred Shares as soon as practicable after PEI effects a reverse split of 1:25. All Share information and the exercise
price of the PEI Warrant assumes the reverse split and is on a post-reverse split basis.
Go PRO
any news from Rich Chou or any of the board? Need a good self pump piece in lue of any events, etc to distract from the upcoming ruining of the common. "watch my hand as I do a reverse with the other and give you all 1% of the shell smdi"
Great point and example and as someone also with a holding in MusclePharm along with many many others, in the short term there are some expectations that we may see as much as $ 8.00 and maybe as much as $ 20.00 in the longer term.
So not bad for a stock that had traded in the sub penny amounts not that long ago which personally I had picked up more myself, so yes a great example.
And if people are that concerned in what things will look like if and when conversion might happen for PELE, buy some shares in SMDI and I guess you will own a 95% interest in Pro in addition to your PELE holdings, if and when converted. lol!
Go ProElite!
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