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There is no contact information on the mailer for Green Light Stocks. That is illegal.
Lemme guess, this research is so great, it's top secret. That's why you can't present it to the board.
That's the difference between pumpers and bashers. Pumpers just spew personal venom and make unsubstantiated claims. Bashers put it all out there for everyone to evaluate.
Bezos left a big career to start Amazon. He didn't have a string of highly questionable failures. Amazon did not fail to get on the pink sheets. Amazon didn't do a reverse merger to go public and was never listed on the otc. Amazon had an underwriter and didn't do a reset. Amazon actually funded its business plan. Amazon actually had products people could buy. It took Amazon several years to make money and even today has book value of only $383 million. That's less than Rufus booked with the first Venz bond. Boy, if he knew what Rufus has done, I'd bet he'd be pissed. Why sweat blood creating a retail juggernaut when you can just hypothecate some bonds?
But then he'd just be angry at himself? Ok, ok, it might not be Rufus. It could be Ben.
I guess you missed the part about BZCN acquiring what little they have from NAUC.
Have you looked at the 15c-11. This is directly from the company so if there is a credibility issue, it's with them. Consider these gems:
81 million shares outstanding as of 8/24
12 million preferred shares
The Series A Preferred stock is convertible at the option of the holder into common stock at the rate of 10 shares of common for every one share of Series A Preferred. Each share of Series A Preferred stock has voting rights equal to ten shares of common stock.
Shares fully diluted: 191 million
Market cap fully diluted: $200+ million even AFTER today's wicked selloff
Claims, Proceedings, Judgments. Years ago, prior to the issuer being controlled by current management and Net2Auction, operating as the predecessor, the issuer was subject to several claims, proceedings, and judgments regarding liabilities to various creditors. The details of these claims, proceedings, and judgments are unclear to current management. While management does not believe this to be the case, such claims, proceedings, and judgments could be detrimental to the issuer.
...
The total value of the acquisition of BizAuctions Corp. was $154,400. The allocation between the Series A Preferred stock and common stock resulted in approximately a 70.59% allocation of the total purchase price to the Series A Preferred stock, or $108,991 after giving effect to the 10 to one conversion privilege. The allocation of the purchase price to common stock was 29.41% or a total cost of $45,409.
...
Effective June 28, 2006, the Company obtained approval for a promissory note in the amount of $125,000. The note which bears interest at the rate of 10% is convertible into common stock of the Company at a ratio of $0.01 per share.
...
As shown in the financial statements during the 6 months ended June 30, 2006, and the year ended December 31, 2005, the Company incurred a loss from operations of ($104,218) and ($220,896) respectively, and has not obtained profitable operation under its current operating plan. This may indicate the Company will be unable to continue as a going concern for a reasonable period of time.
Pro-forma Financials
Assets:
Cash $440
Inventory $10,824
What no property, plant or equipment?
Negative working capital
Revenues (six months): $75K
Gross margin: $3K (Yes, you read that correctly)
Loss: $124K
(I've got a friend who sells computer peripherals from China out of her house on ebay, and her gross margin is several thousand a month working part-time. Maybe she should merge into BZCN. Then BZCN could put out another mailer talking up the wildly accretive acquisition they just made.)
Now, what do you see here that suggests BZCN should be valued at more than a penny a share? And that's being generous. This business went nowhere with AMRE. It went nowhere with NAUC. And it will go NOWHERE with BZCN. But then, that really isn't the point, is it? From Janovec's point of view, this company is already a wild success.
Tell that to everyone who bought and held on to this stock. Every single one of them is underwater.
You are being far too generous. If there was ever a case to be made for SEC intervention, this is it. If they were going to act, I think would have done so by now.
You have way too much faith in the SEC. In case you haven't noticed, SEC Enforcement has dramatically curtailed its intervention in the OTC universe. They haven't explicity said this and I don't know the reason for the change, but the empirical evidence is hard to ignore.
Oh really? So the TA just decided to stop releasing the share count all by itself? Riiiiiight.
Mr. Rufus made a big deal on subpennyradio about how investors will have online access to the internal reports of all the subsidiaries. I guess that spirit of openness does not extend to the share count. Typical Rufus. All talk, no substance.
Yeah, that's it in a nutshell. Sad but true.
Lol. Btw, I got the mailer. Never seen a target price calculated based on the moving averages of peer stocks. Neat trick. Anyway, the stock looks higher...for now. However, they ain't spending $975,000 to build "investor interest". This is NAUC part Deux and everyone knows how that one turned out.
Enjoy the ride.
0% of a quadrillion is 0. Rufus has completely lost it.
Excellent point, xienze.
Exactly.
The true believers here never miss an opportunity to impugn the motives of anyone who expresses skepticism about this company. But when Ben makes a ridiculous comment like that, he's the second coming of Mother Theresa.
Bosty,
At least you're giving some thought to this issue. A few points to consider.
1. Rufus has used the word "denominated" which to my mind implies par value.
2. Don't you find it curious that the CVSU's claimed investment in these bonds is *exactly* $500 million, the total issue size. Quite a coincidence, no?
3. The same logic applies to all the other holders of the bonds. And these are just the reporting entities. There are many institutional investors that aren't required to report their investments and can be assumed to hold some of these bonds.
4. Don't you find it strange that a giant like Fidelity holds a fraction of the total issue size yet tiny CVSU is able to acquire and hold more than two-thirds of the issue?
Even if this does explain the $500 million bonds, what do you have to say for the EUR700 million bond issue that Rufus says is worth EUR5 billion? Rufus seems to own that one several times over. Perhaps there is a very large naked short position in the bonds?
Hey Sammy,
Any thoughts on when the SEC might act? It's been almost three months now and frankly, if the SEC did any sort of monitoring, they would have halted it on the very day of the merger announcement based on the representations made by CVSU over the prior year. The thing that puzzles me is that the misrepresentations are so outrageous and easy to document. I really thought it was over when Rufus called out TD Ameritrade. I'd be shocked if they haven't filed a complaint and probably a lawsuit. Same thing with the European banks. The attorney I spoke with at one of the banks was very appreciative that I pointed out the press release and after checking around internally contacted the SEC. And those bonds...
Every day that this charade continues, there are new bagholders, especially now that the stock has broken out of that trading range. It would be better for the market if the SEC would simply announce that they are no longer enforcing regulations in the otc market. Perhaps then investors would gain a renewed sense of skepticism.
I think it's more like this.
If y'all want a 10k, ya better buy the cr_p out of this stock cause we ain't gonna do it until the price is higher.
I am not an auditor or even an accountant but with every audit I've witnessed, the auditor has spent considerable time at the client site. Real audits are time-consuming, rigorous and hands-on. A real audit is not a rubber stamp.
As to whether Thomas Benson is employed full-time, I have not verified this is true or not. There is a Thomas Benson, CPA listed on a MI government site in the same area code as the one listed in the 8K. Longs were quite excited about this when they discovered it. Of course it could be another Thomas Benson. Have you ever stopped to consider why CSHD, a Georgia company, hired an obscure auditor who works out of his house in MI? I can think of a couple reasons and neither are favorable to a long position in CSHD.
Yes, the 10k could theoretically come out at any time. However, it is unlikely any time soon because the auditor was only hired a couple weeks ago. As an aside, how can he audit companies in TX and GA while working a full-time job in MI?
As for your implication that shorts are taking a big risk gaming the 10k release, I think it's just the opposite. The stock will likely muddle along until the 10k. But if it is released and there is no reset, a lot of investors are going to realize that this whole scheme is just a figment of Rufus' overactive imagination. CSHD has a long, long way to fall.
Benson has been the "auditor" of the CVSU enterprise dating back prior to the merger announcement. It shouldn't be at all surprising that he was able to finish an "audit" on CVSU. FHAL, however, is another matter entirely. He was hired for the combined operation only a couple weeks ago and has a lot of work to do there.
And what happens if they do deliver the 10k? How are they going to explain why the reset didn't happen?
Maybe, maybe not. The fully completed merger where the completion is subject to closing conditions. Par for the course.
"On July 8, 2006, subsequent to our audit period and thus not included in the Company's financial statements, the Company, entered into an Agreement and Plan of Merger (the "Merger Agreement") with the FrontHaul Group, Inc., (FHAL). The Merger Agreement stipulates that, subject to the terms and conditions of the Merger Agreement, Conversion Solutions Holdings Corp. will be merged with and into FHAL, with the Company continuing after the merger as the surviving corporation. The Merger was fully completed on September 13, 2006 and FHAL will be reflected as a Discontinued Operations in the Company's financial statements in the next quarterly report.
Pursuant to the Merger Agreement, at the effective time of the Merger, each issued and outstanding share of common stock of Conversion Solutions Holdings Corp. will be converted into the right to receive one share of FHAL common stock, par value $0.001 per share (the "Exchange Ratio").
The Board of Directors (the "Board") and majority shareholders of both companies unanimously approved the Merger Agreement. FHAL and the Company have made customary representations, warranties and covenants in the Merger Agreement. FHAL's covenants include, among others, that (i) The Company will conduct its business in the ordinary course consistent with past practice during the interim period between the execution of the Merger Agreement and the effective time of the Merger; (ii) FHAL will not engage in any types of transactions during such interim period; (iii) FHAL and the Company will not solicit proposals relating to alternative business combination transactions, and; (iv) subject to certain exceptions, FHAL and the Company will not enter into discussions concerning or provide confidential information in connection with any proposals for alternative business combination transactions.
FHAL and the Company intend to file an S-4 registration statement/prospectus in connection with the proposed Merger for the registration of the Company shares pursuant to the Merger agreement. Completion of the Merger is subject to customary closing conditions, including, among other things, (i) absence of any order or injunction prohibiting the consummation of the Merger; (ii) the accuracy of the representations and warranties of the each party; and (iii) compliance of each party with its covenants.
The Merger Agreement contains certain termination rights for both the Company and FHAL."
Some thoughts on the "audit"
I am surprised that CSHD auditor, Benson, had the guts to sign off on the opinion letter in the 8K/A. That was a very, very bad career move. But in the short term, this is obviously good for the stock so score one for the longs.
However, here's the problem. The 10K is overdue and CSHD has only a couple weeks to get it in. Even if they do, and Benson signs off on another bogus audit, the next step in Rufus' master plan is the reset. If it doesn't happen, I think everyone will agree that the stock will completely fall apart. After the 8k/a "audit", I'm sure everyone here is feeling pretty confident that it will; afterall, Rufus delivered there, did he not? Well, the difference is that he and his "auditor" had control of the audit. The reset, however, is another matter entirely. To effect a reset, Rufus is going to have to convince all the market makers of this stock that it is suddenly worth much more than the recent price. Sorry, but it ain't gonna happen. They are completely outside his control. For this reason, I doubt we ever see a 10k and see a couple possible outcomes:
1. Rufus makes up some excuse about the FHAL shell. The stock slides to the pink sheets as the pr machine continues to pump away, but it isn't enough to sustain the stock. One by one, investors lose faith in Rufus and bail. A permanent paltalk room forms where diehards console themselves with speculation about the next shell CVSU tries to merge into...and about sticking it to the shorts.
2. The real masterminds of this scheme, the owners of FHAL stock, suddenly "discover" misrepresentations made by CVSU and cancel the merger. They, of course, have already liquidated huge amounts of stock. Rufus and his merry band of .... are made the scapegoats.
There will be no happy ending if you are long.
Bosty,
Others have already pointed out your error, but I will respond as well so that it is clear to you that I'm not ducking your attack.
Check your facts. CSHD has announced numerous bonds. The bond I posted about is the one CVSU first announced in a press release, the same one in the 8K/A just released yesterday. Here's a quote from that 8K/A.
On March 15, 2006, the Company acquired full ownership of Global Bonds issued through the Republic of Venezuela with an issuance date of July 31, 1998 and a maturity date of August 15, 2018. The principal amount of the bonds is $500,000,000 USD with a fixed interest rate of 13.625%, computed on a semi-annual basis. The applicable identification codes are as follows: Common Code - 008975540; CUSIP - 922646AT1; & ISIN Code - US922646AT10. The first interest payment is due on August 8, 2006, in which interest receivable and revenue have been properly accrued, to the holders of the bonds (the Company).
Now, let's look at the bloomberg summary:
http://www.stocklemon.com/files/THEBOND.pdf
Venz 13 5/8 08/18
Issued and outstanding: $500 million
CUSIP: 922646AT1
ISIN: US922646AT10
As you can see, the bond issue is $500 million, not EUR 700 million. But just to be sure, let's look at the bond in your link:
ISIN: DE0006106875
Sorry, wrong bond. But remember that ISIN code.
Let's look at the most recent bond announced in the 9/26 8K.
The Board of Directors has approved a contract extension with the Caracas Group and accepted into its Asset Management Portfolio an additional 5 Billion Euro denominated Global, Bonds on the Republic of Venezuela with an 11% annual coupon.
The bond has been loaded in the Euroclear system with the following codes:
ISIN: DE0006106875
Common Code: 012481241
Here's the bloomberg summary of this bond:
http://www.investorshub.com/boards/read_msg.asp?message_id=13606598
Venz 11 03/05/08
Amount Issued and Outstanding: EUR700 million
ISIN: DE0006106875
Common: 012481241
Now, can you explain to me how CSHD owns EUR5 billion of a bond issue that only has EUR700 million issued and outstanding?
Finally, I'd like to quote something from the stock lemon report back on August 11, almost two months ago.
<iSTOCKLEMON CHALLENGES RUFUS TO PROVE OWNERSHIP OF BONDS OR CASH. IF RUFUS CAN PROVE OWNERSHIP WE WILL MAKE A PUBLIC APOLOGY. STOCKLEMON IS CONFIDENT THAT RUFUS WILL BE QUIET ON THIS ISSUE.
Seems like a simple, reasonable challenge. If CSHD has the goods, why not prove it and discredit StockLemon? Wouldn't you like to see CSHD do this? Well, here we are almost two months later and nothing from CSHD.
I'm all for honest debate, but before you accuse someone of being dishonest, you'd better make sure you have your facts straight. Otherwise, it's YOU that is misleading people.
Charlie,
I've included an email address in my profile if you want to email me.
Bob,
Your post brings up an interesting point. The main point of securitization is to take non-trading assets (accounts receivables, CMOs etc), package them together, perhaps with a guarantee, and sell them to investors. What is the point of securitizing the public bonds of a sovereign issuer? They already trade in small increments, readily available to anyone who wants to buy them. I suppose one could argue that you could strip off the coupons and sell them separately from the principal (which would then be a zero). But is there any demand for a Venezuelan zero? I don't think so.
Another argument longs have made is that the bonds will be used as collateral. This too makes no sense. Let's say CVSU hypothecates the bonds and borrows from a bank using the bonds as collateral. They take this money and invest in their various ventures. These are startups which have a very high failure rate. If enough of these fail, or even fail to generate sufficient cash flow, how does CVSU repay the bank loan? If they fail to do so, the bank takes the collateral and the Caracas group is screwed. Why would Caracas Group take on this enormous credit risk, especially when they do not share in the upside if one of these ventures happens to take off. Like everything else with this company, it makes no sense.
Serfy,
I'm with you on this one as I posted earlier:
http://www.investorshub.com/boards/read_msg.asp?message_id=13683869
The statement of cash flows is supposed to show actual sources and uses of cash, not accruals. The statement in the 8k clearly implies that $500 million went out to buy the bond.
The source of that cash is a complete mystery and buried in Accumulated Other Comprehensive Income. Some thoughts on that here:
http://www.investorshub.com/boards/read_msg.asp?message_id=13684463
None of this makes sense, of course, but it doesn't have to. It just has to sound plausible to the HSM/Ihub crowd, a modest hurdle to say the least. On that score, Rufus has a real edge: if it makes sense to him, it probably makes sense to these people.
Serfy,
A few thoughts.
1. From today's 8K/A
On March 15, 2006, the Company acquired full ownership of Global Bonds issued through the Republic of Venezuela with an issuance date of July 31, 1998 and a maturity date of August 15, 2018. The principal amount of the bonds is $500,000,000 USD with a fixed interest rate of 13.625%, computed on a semi-annual basis. The applicable identification codes are as follows: Common Code - 008975540; CUSIP - 922646AT1; & ISIN Code - US922646AT10. The first interest payment is due on August 8, 2006, in which interest receivable and revenue have been properly accrued, to the holders of the bonds (the Company).
2. Look at the balance sheet in the "audited" financials of the same 8K/A. It shows $500 million as a "Long-term investment in bonds". Further, the statement of cash flows shows $500 million disbursement of cash for the bonds under Investing Activities.
3. Finally (and this is most important), from the very beginning, Rufus based his whole reset scheme on the premise that CVSU had $800 million of book value. Remember, 110 million shares, $7.21 book value per share. 2x that gets you to $15.
It doesn't matter how the press release might be interpreted. Rufus has clearly claimed to have all $500 million of the bond issue.
Income tax payable is only $101,060. Maybe someone should contact the IRS. How do you report interest income of almost $20 million, mysterious gains of almost $800 million and not owe taxes on it?
$1,560 in the checking/savings account. No other assets. Now we're getting close to the company's real value.
The authorized capital stock of the Company consists of 100,000,000 shares of common stock, $0.001 par value per share, of which 48,898,637 shares are issued and outstanding as of the date of this report. Of the 48,898,637 shares of common stock issued and outstanding, 23,290,000 shares were issued in exchange for start up costs at .0001 par value per share and the remaining 25,608,637 shares were issued at .001 par value per share.
48.9 million shares issued at between 0.0001 and 0.001 per share. And that's what they're worth, too.
CVSU recorded interest of $18,530,865 on bonds it hasn't paid for and is in fact late on the payments. Note that interest receivable ins $19,869,792 so they haven't collected on ANY of it. The company shows notes payable totalling $40,400,000, the price of the UCC notes. CVSU is recording tens of millions of interest on something it hasn't even paid for. Where do I sign up?
On March 15, 2006, the Company acquired full ownership of Global Bonds issued through the Republic of Venezuela with an issuance date of July 31, 1998 and a maturity date of August 15, 2018. The principal amount of the bonds is $500,000,000 USD with a fixed interest rate of 13.625%, computed on a semi-annual basis. The applicable identification codes are as follows: Common Code - 008975540; CUSIP - 922646AT1; & ISIN Code - US922646AT10.
Someone should contact the SEC about Fidelity because they claim to own $25+ million of this same bond issue that CVSU claims to own all of. Note the date above, the date of Fidelity's filing date on page 3 of the pdf, and the size of the bond issue on the first page.
http://www.stocklemon.com/files/THEBOND.pdf
The source of this document is Bloomberg.
CVSU recorded "Accumulated Other Comprehensive Income" of $770,949,489.
What is Accumulated Other Comprehensive Income?
http://en.wikipedia.org/wiki/Accumulated_other_comprehensive_income
Accumulated other comprehensive income is a subsection in equity where "other comprehensive income" is accumulated (summed).
Other comprehensive income is the difference between net income and comprehensive income and represents the unrealized gains and losses of the enterprise. In practice, it comprises four general items:
1. Gains and losses on available for sale securities
2. Gains and losses on derivatives held as cash flow hedges
3. Gains and losses resulting from converting foreign currency subsidiaries to the parent’s currency, and
4. Minimum pension liability adjustments.
Hard to see how any of this applies to CVSU.
1. CVSU didn't have any securities for sale at the beginning of the year from which to record a gain.
2. Cash flow hedges? Don't think so.
3. Foreign currency conversions? Nope
4. Pension liability adjustments? Does CVSU even have a pension plan? So what the heck is the source of this magical gain? Shouldn't this be explained in the notes?
Here's what the CPA Journal Online says of Accumulated Other Comprehensive Income:
http://www.nysscpa.org/cpajournal/1997/1097/features/F421097.htm
SFAS No. 130 uses the term "accumulated other comprehensive income" to refer to the aggregate amount of a company's other comprehensive income components and requires that amount be reported in the equity section of the balance sheet separately from retained earnings, paid-in capital, and other nonincome equity accounts. SFAS No. 130 also requires the individual components comprising accumulated other comprehensive income (for example, gains and losses on available-for-sale securities and foreign currency translation adjustments) to be disclosed either on the face of the balance sheet, in the statement of changes in equity, or in a note to the financial statements.
BOTTOM LINE: The explanatory note is REQUIRED. Sorry, Benson, your "audit" is not consistent with FASB accounting principles.
It's like this, Dim. $500 million dollars appeared magically out of nowhere (Happens all the time). Then they spent it on the bonds. The magic gain is recorded as "Accumulated Other Comprehensive Income". Got that?
I don't think "complete" means what he thinks its means.
KENNESAW, Ga., Sept 13, 2006 /PRNewswire-FirstCall via COMTEX/ -- "As of 4:00 p.m. EST time today (September 13, 2006), the much anticipated merger between Conversion Solutions Holdings Corp. and the Fronthaul Group has been completed.
Today's 8K/A
FHAL and the Company intend to file an S-4 registration statement/prospectus in connection with the proposed Merger for the registration of the Company shares pursuant to the Merger agreement. Completion of the Merger is subject to customary closing conditions, including, among other things, (i) absence of any order or injunction prohibiting the consummation of the Merger; (ii) the accuracy of the representations and warranties of the each party; and (iii) compliance of each party with its covenants.
The Company is the holder of a UCC Security Note (valued in excess of three hundred million USD), which was obtained as part of the merger with Waatle Holdings Corp. on June 17, 2005. The UCC Security Note was properly assigned to Waatle Holdings Corp. (assignee) on April 15, 2004 to be effective on May 27, 2004 from another company (assignor) in exchange for agreed upon consideration. The UCC Security Note is free and clear of all liens and encumbrances and the company has clear and marketable title to the assets securing the note. The assignor is a corporation organized and existing under the laws of the State of Washington and in good standing under the laws of such State.
...
In consideration for the assignment of the UCC Security Note, the assignee (Waatle) agreed to pay the assignor forty million USD in one or more payments, with the first payment to be made within sixty days of the execution of the agreement and its supporting documentation. The Company has recorded the forty million USD obligation on their financial statements as a long-term note, in the amount of $36 million, with a portion (10%) being recorded as a current note payable, in the amount of $4 million. Upon full payment of this obligation the Company is not required to account to the assignor for any profit generated or realized from the use of the assets securing the note.
The term of the assignment shall commence as of the execution of the agreement and cease five years thereafter, with the reassignment of the assets to the original assignor.
So they're paying $40 million for use of these notes for five years. But they haven't paid anything yet and are late with their first payment. Sound familiar?
This one?
Gota Love It!!!!!!!!!!!!!
Watch the last 10mins.. Should be good... hehehehe
Indeed.
Even when the bashers him tipped him off about the deadline, he still found a way to screw it up. Rufus is as predictable as an atomic clock.
RRRRRROFL
There is now.
Hey Mikie,
Why did Rufus file a NT 10-K (ya know, the one they filed today with the wrong date) if it's not due until Monday?
Does Mikie like it?
What can you say, Charlie?
It's the 30th.
Why?
Because.
But the SEC site says 90 days. It says 90 days everywhere. 90 days from 6/30 is 9/28.
It's the 9/30 you basher.
No, it's not.
It is so.
No, it's not.
It is so.
No, it's not.
It is so.
...
I have more intelligent conversations with my four year-old.
Cardsoh, read my post. Read the 10-k primer at the SEC. The due date was YESTERDAY. That's a FACT.