I don't give people hell, I just tell them the truth and they think it's hell. H. Truman
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.2501. The new price
Well duh, they are a year old! Read the financials and discover they were issued over a year ago!
Caro Capital intends to sell its shares. If the shares are restricted, Caro intends to sell them when they are registered. If the shares are freely tradeable, Caro intends to sell them. Caro affiliates, officers, directors and employees may buy and sell shares discussed in this report or any other communications and may profit in the event those shares rise in value. Caro may sell shares at any time.
ICapital signed an agreement with Beverly Hills Group Inc. to receive one million shares of the company’s common stock. Caro Capital is currently selling their shares.
LMAO, Glenale dumped all the shares above $1.00.
GELNDALE is a MM, they found a market for the 250,000 shares.
Now Caro Consulting is currently dumping shares
Caro Capital signed an agreement with Beverly Hills Group Inc. to receive one million shares of the company’s common stock. Caro Capital is currently selling their shares.
http://carocg.com/disclaimer/
ANOTHER ALERT, ASK IS .30, NO BUYERS!
A clear signal no one wants any part of this scam.
ANOTHER 7,230,000 shares converted @.0025
....more TOXIC CONVERTABLE DEBT ACTIVITY
Caro Capital intends to sell its shares. If the shares are restricted, Caro intends to sell them when they are registered. If the shares are freely tradeable, Caro intends to sell them. Caro affiliates, officers, directors and employees may buy and sell shares discussed in this report or any other communications and may profit in the event those shares rise in value. Caro may sell shares at any time.
ICapital signed an agreement with Beverly Hills Group Inc. to receive one million shares of the company’s common stock. Caro Capital is currently selling their shares.
California Bar Journal Discipline Summaries
Summaries from the California Bar Journal are based on discipline orders but are not the official records. Not all discipline actions have associated CBJ summaries. Copies of official attorney discipline records are available upon request.
June 12, 2014
GENE EDWIN O’BRIEN [#99524], 63, of Palm Desert, was suspended for one year, stayed, placed on two years’ probation with an actual 30-day suspension and ordered to take the MPRE. The order took effect June 12, 2014.
The State Bar Court found O’Brien culpable of four counts of misconduct in a single client matter: failing to perform legal services with competence, communicate, return unearned fees or to account. In August 2010, a woman hired O’Brien to file a lawsuit against her lender for predatory lending. The following month, she hired him to file another action against her niece in a real estate fraud matter. She paid O’Brien $10,000 to handle both matters.
In March 2011, the client emailed O’Brien asking for an update on the matters, but got no response. Over the next few months, she called him 33 times seeking an update on the lawsuits and left several voicemail messages. In August 2011, she met with O’Brien, who told her he would file the lawsuits the following month. He never did.
O’Brien made several other promises to file the lawsuits and even brought in a second attorney who is an expert in predatory lending practices, but did not file anything on her behalf in 2012.
In 2013, after the State Bar filed a notice of disciplinary charges against him, O’Brien filed an action in San Bernardino County Superior Court. On June 22, 2013, he refunded the $5,000 his client paid for the legal action against her niece.
In mitigation, O’Brien had no prior record of discipline in almost 30 years of practicing law and an extremely time-consuming and emotional divorce distracted him from his duties as a lawyer.
RED ALERT! RED ALERT! RED ALERT!
THIS STOCK IS A BIG SCAM.
HUGE PROMOTION GOING ON.
BEWARE! BEWARE! BEWARE!
THOSE PESKY CONVERTIBLE NOTES PAYABLE BEING CONVERTED AT .0025 A SHARE. MILLIONS BEING CONVERTED!!! OVER 24.4 MILLION SHARES SINCE JANUARY 2015.
In August 2002, the Company received a loan from an unrelated individual amounting to $180,000. Interest on this loan is $1,050 per month and payable monthly. The loan was due and payable on October 30, 2007. In May 2014, the Company issued a replacement convertible promissory note to the holder of this debt in the principal amount of $335,850, reflecting the principal and accrued interest of the August 2002 note payable through March 31, 2014. The convertible promissory note accrues interest at 6% per annum and permits the holder to convert principal and accrued interest, subject to a 9.99% ownership limitation, into shares or common stock at a conversion
price of $0.0025 per share.
On November 15, 2014, the Company received a conversion notice requesting the issuance of 5,081,734 shares upon conversion of $12,704.34 of the note’s outstanding balance, leaving a principle amount of $323,145.66. The Company issued out 5,081,734 shares on January 6, 2015.
On April 6 2015, the Company received a conversion notice requesting the issuance of 5,790,000 shares upon conversion of $14,475.00 of the note’s outstanding balance, leaving a principle amount of $308,670.66. The Company issued out 5,790,000 shares on April 6, 2015.
On June 19, 2015, the Company received a conversion notice requesting the issuance of 6,315,200 shares upon conversion of $15,788.00 of the note’s outstanding balance, leaving a principle amount of $292,882.66. The Company issued out 6,315,200 shares on June 19, 2015.
On Aug 7, 2015 ANOTHER 7,230,000 shares issued!
THIS IS A SCAM!
NOISE?? The stock is hitting lower lows each week. Investors see the bullshit for what it is.
MILLIONS OF SHARES BEING FLOATED AND DUMPED.
Caro Capital intends to sell its shares. If the shares are restricted, Caro intends to sell them when they are registered. If the shares are freely tradeable, Caro intends to sell them. Caro affiliates, officers, directors and employees may buy and sell shares discussed in this report or any other communications and may profit in the event those shares rise in value. Caro may sell shares at any time.
ICapital signed an agreement with Beverly Hills Group Inc. to receive one million shares of the company’s common stock. Caro Capital is currently selling their shares.
WARNING AS THIS PROMOTION AND HYPE IS GOING ON!
BEWARE OF BHGI CONVERTIBLE TOXIC NOTES!!!
In Pink Sheet penny stocks, there is a tool that some promoters and companies use known as “aged debt.”
This is convertible debt that can be converted into common stock. For example, it could be a three year note from the company convertible into stock at $0.01 per share.
The conversion price could also be stated in terms of a percentage of market price, for example, the debt could convert at 50% of the market price.
Aged debt means that the debt was issued long enough ago that the holding period requirements of Rule 144 have been satisfied. The holding period, as you may know, for Rule 144 is one year for Pink Sheet companies and six months for OTC BB and other SEC registered companies.
Now we can consider what this means to the company and the holder of the aged debt. Aged debt usually trades at a discount to face value. Suppose you can buy $348,000 of aged debt for $348,000. If it converts into stock at $0.0025 and the stock rises in the market to 0.45 per share, you can convert into 139,200,000 shares. At forty-five cents per share, this is worth $62,640,000 you paid $348,000. Hmmm......
What this means to a shareholder of the company's stock who is hoping for appreciation is that there is going to be a ton of stock on the market keeping the price down. So be sure to look for convertible debt when you do your stock picking. You will find that the existence of this debt is not often featured to stock buyers by stock promoters. They try to hide this. So in addition to all the enormous dangers of speculating in penny stocks, we have this one.
When converting the aged debt, the debt holder is careful to convert only a portion of the debt at any one time so he does not go to 10% of the outstanding and become a control person. However, he can convert and sell and convert and sell and convert and sell and never go over 10% and still dump all the stock he can convert into. If the debt holder goes over 10% of the outstanding, he will be considered to be an insider and subject to limitations on the volume of stock that can be sold, like 1%, and limits on the manner of sale.
You will see OTC shells advertised for reverse mergers that feature aged debt as one of the sales features of that shell.
However, here is where the aged debt players can make a fatal mistake. If one promoter buys control of the reverse merger public shell, and also buys the aged debt at the same time, then he is an insider as he has control. This limits what he can sell under Rule 144. If the promoter uses the aged debt himself, or then gives or sells the aged debt to someone else, the debt is subject to the holding period rules of Rule 144 and the holding period starts to run from the time of the transfer to the associate, not the date of creation of the debt. The promoter may overlook this point either because of ignorance of the law or by deliberately violating the law.
The same problem exists if the debt was in the hands of an insider or affiliate. The holding period for the new buyer starts when the affiliate sells the stock to the new buyer who is not an affiliate.
If another party independent of the promoter bought the debt, and the previous debt holder was not an insider, then the buyer could tack the holding period of the previous holder. Assuming the previous holder had the aged debt for more than a year, the new buyer would have satisfied the holding period rules of Rule 144.
A greedy promoter may give the debt to an associate who will secretly sell the stock and give the proceeds of that sale to the promoter. This is a violation as a false name of the owner was used and because the stock would be attributed to the promoter whose holding period started when he bought the shell and who is subject to the volume and manner of sale restrictions of Rule 144.
Another problem that these promoters run into is that they seem to think that any debt can be converted into stock. Typically an OTC shell company winds up as a shell with some debts. One of these debts is almost always back salary to the company president who was not taking pay because of the bad condition of the company. However, this is a straight debt, not a convertible debt. Thus it cannot be magically transformed into immediate stock. In order to use this, the directors would have to exchange it for a convertible note and the holding period for the note for Rule 144 purposes will start when the conversion feature is created. Straight debt is not a security for these purposes.
Also as all 144 stock has to be paid for in full to start the holding period, debts created for services have to have all of the services fully performed before the stock or securities are fully paid for and the holding period started.
As some unscrupulous characters may attempt to “age” the debt by simply forging and backdating, I recommend that you take your convertible notes to a notary who can certify as to the date it was created and who signed it. Then you will be able to prove your aged debt is legitimate.
One final point, Rule 144 is a tool to allow investors to sell their stock. It is not a rule for financing the company. If you are the company, do not make a deal with a seller of 144 stock to put the proceeds of his sales into the company.
Yes, good day for everyone to average down. Lower lows are good days for that.
ALL RED!!!
Lower lows, TGIF, THIS STOCK HANDLE ANYMORE NEWS.....
So far all the shares have gone to:
TOXIC NOTE HOLDERS-24 MILLION SHARES
MANAGEMENT CONTRACT-50 MILLION
PROMO COMPANIES-2 MILLION
TO BUY ASSETS........50,000 shares
TOO FUNNY, THIS IS A PROMO TOXIC CONVERTIBLE NOTE SCAM!!!
YES, trust in management....ANOTHER 50 MILLION SHARES!
Management Service Agreement
In connection with the Purchase Agreement and the Company’s change in operational focus to developing the products related to the Cosmetic Assets, on October 1, 2014, the Company entered into a Management Services Agreement (the “Services Agreement”) pursuant to which it appointed Palm Desert Management Inc. as the services provider (the “Service Provider”) to provide certain advisory and consulting services to the Company. The Services Agreement expires (1) year after the date of the Services Agreement, with automatic yearly renewals on each anniversary date, for a maximum of five (5) years total; provided, however, that the Services Agreement may be terminated at any upon mutual agreement of the Company and the Service Provider. Under the Services Agreement the Service Provider agreed to provide the Company with business and organizational strategy, financial and investment management and advisory services, seek, screen and negotiate with management personnel, and perform such other tasks as the board of directors of the Company (the “Board”) or the Company officers may reasonably request from time to time, as well as investment, financial, strategic and corporate advisory services in connection with (i) the closing of operational transactions deemed advisable by the Board, and (ii) any other merger, acquisition, recapitalization, divestiture, financing, refinancing or other similar transaction in which the Company may be, or may consider becoming, involved (collectively, the “Services”). As consideration for the Service, the Company issued to the Service Provider an aggregate management fee, for the five years of Services contemplated by the Services Agreement, in an amount equal of fifty million (50,000,000) shares of Common Stock (the "Management Fee"). The first one-fifth of the Management Fee vested immediately with the Services Provider and the remaining amount is subject to claw back in the event the Services Agreement is terminated prior to its 5th anniversary. As a result of the issuance of the Management Fee, the Service Provider became the largest shareholder of the Company.
MORE ON THE LAW FIRM....
The Complaint, filed in Nevada, alleges multiple causes of action, including breach of contract and breach of fiduciary duty by Sichenzia Ross Friedman Ference and Mr.
Beyond Commerce, Inc. (www.beyondcommerce.com) (OTC Bulletin Board: BYOC) today filed a lawsuit against Sichenzia Ross Friedman Ference, LLP (www.srffllp.com) and Darrin M. Ocasio, Esq. The complaint outlines allegations that Sichenzia Ross Friedman Ference and Mr. Ocasio are liable for permanently and intentionally damaging Beyond Commerce costing the company millions of dollars in lost business and revenues. Beyond Commerce will be seeking damages accordingly. (Case number: a-10-620267-c, Beyond Commerce, Inc., a Nevada corporation vs. Sichenzia, Ross, Friedman, Ference, LLP a business entity form unknown; Darrin M. Ocasio, an individual; and does 1 through 100, inclusive court of record: District Court; Clark County, Nevada)
The Complaint, filed in Nevada, alleges multiple causes of action, including breach of contract and breach of fiduciary duty by Sichenzia Ross Friedman Ference and Mr. Ocasio.
Beyond Commerce is continuing the process of evaluating additional lawsuits against other parties involved that may have contributed to the destruction of more than $75 million of market value and damages to its shareholders and employees.
The flagship wholly owned subsidiary of Beyond Commerce was LocalAdLink, Inc. which was a leading advertising company in its market sector. Because of its market niche and explosive growth, LocalAdLink had significant momentum and growing market share but the company was allegedly destroyed by the nefarious acts of others.
CEO Robert McNulty stated that, "The damages that were caused by the recklessness and greed of others are enormous and beyond comprehension; however, I do believe that the parties involved will be found liable for damages to the company."
PROMO COMPANY SELLING SHARES
Straight from the website.....
Caro Capital intends to sell its shares. If the shares are restricted, Caro intends to sell them when they are registered. If the shares are freely tradeable, Caro intends to sell them. Caro affiliates, officers, directors and employees may buy and sell shares discussed in this report or any other communications and may profit in the event those shares rise in value. Caro may sell shares at any time.
ICapital signed an agreement with Beverly Hills Group Inc. to receive one million shares of the company’s common stock. Caro Capital is currently selling their shares.
Seems like a piss poor market to go after....
But hey, were going to be rich, BHGI is going to make a killing off the Mexican market that have to take a bus to pay their electric bills.
REALLY, BHGI IS GOING TO MAKE $2,50 a transaction?
This is such a joke!!!!
Yet, it traded only 1,000 shares yesterday.
Everyone see it as a scam it is.
They loaded it up with a TOXIC CONVERTIBLE NOTE BEFORE RELISTING
THEY HAVE ALREADY CONVERTED MILLIONS OF SHARES
NO REVENUE, NO ASSETS
You are WRONG!
They signed an agreement to help find $10 million. Do you know how many penny stock announce crap like this and FAIL to fund?
"BHGI news- Beverly Hills Group Signs Major Investment Banking Agreement for Financing of up to $10,000,000 PR Newswire "Press Releases US - English" "
This investment banker announced 3 in the last 12 months and FAILED on all 3!
BHGI has ONLY signed an agreement with an investment banking firm to assist in raising capital. THEY HAVE NOT SECURED FINANCING!
The investment banker has struck out on 3 previous deals
"The investment banking firm was founded in 1925, is one of the oldest in the United States, a member of the New York Stock Exchange, and a full service broker-dealer. The firm manages two Morningstar rated funds with over $2.8 billion dollars of retail accounts, nearly 100 registered representatives and 20 investment advisors in six different offices."
ERFB .0002, $30,000,000 FAIL!
FONC .0011 $20,000,000 FAIL!
MLHC .0002 $30,000,000 FAIL!
All 3 are current fails.
NOT LOOKING GOOD...... .35 on 25,100 shares.
"Toxic notes must be disclosed in every financial filing, and there are NO TOXIC NOTES with BHGI. "
See note 4 in every single filing. Qs and the K
4. NOTES PAYABLE
In August 2002, the Company received a loan from an unrelated individual amounting to $180,000. Interest on this loan is $1,050 per month and payable monthly. The loan was due and payable on October 30, 2007. In May 2014, the Company issued a replacement convertible promissory note to the holder of this debt in the principal amount of $335,850, reflecting the principal and accrued interest of the August 2002 note payable through March 31, 2014. The convertible promissory note accrues interest at 6% per annum and permits the holder to convert principal and accrued interest, subject to a 9.99% ownership limitation, into shares or common stock at a conversion price of $0.0025 per share.
On November 15, 2014, the Company received a conversion notice requesting the issuance of 5,081,734 shares upon conversion of $12,704.34 of the note’s outstanding balance, leaving a principle amount of $323,145.66. The Company issued out 5,081,734 shares on January 6, 2015.
On April 6 2015, the Company received a conversion notice requesting the issuance of 5,790,000 shares upon conversion of $14,475.00 of the note’s outstanding balance, leaving a principle amount of $308,670.66. The Company issued out 5,790,000 shares on April 6, 2015.
On June 19, 2015, the Company received a conversion notice requesting the issuance of 6,315,200 shares upon conversion of $15,788.00 of the note’s outstanding balance, leaving a principle amount of $292,882.66. The Company issued out 6,315,200 shares on June 19, 2015.
Lmao, so in Mexico
"To pay a utility bill one must take a bus to the company, stand in line and pay their bill in cash. Electric, telephone, gas etc. Imagine being able to walk to a LOCAL Corona store to pay your bills....."
So now they are to take a bus to the store, stand in line, pay $2.50 to pay a bill online?
This is co-mical!!!
RED ALERT! RED ALERT! RED ALERT!
THIS STOCK IS A BIG SCAM.
HUGE PROMOTION GOING ON.
BEWARE! BEWARE! BEWARE!
THOSE PESKY CONVERTIBLE NOTES PAYABLE BEING CONVERTED AT .0025 A SHARE. MILLIONS BEING CONVERTED!!! OVER 24.4 MILLION SHARES SINCE JANUARY 2015.
In August 2002, the Company received a loan from an unrelated individual amounting to $180,000. Interest on this loan is $1,050 per month and payable monthly. The loan was due and payable on October 30, 2007. In May 2014, the Company issued a replacement convertible promissory note to the holder of this debt in the principal amount of $335,850, reflecting the principal and accrued interest of the August 2002 note payable through March 31, 2014. The convertible promissory note accrues interest at 6% per annum and permits the holder to convert principal and accrued interest, subject to a 9.99% ownership limitation, into shares or common stock at a conversion price of $0.0025 per share.
On November 15, 2014, the Company received a conversion notice requesting the issuance of 5,081,734 shares upon conversion of $12,704.34 of the note’s outstanding balance, leaving a principle amount of $323,145.66. The Company issued out 5,081,734 shares on January 6, 2015.
On April 6 2015, the Company received a conversion notice requesting the issuance of 5,790,000 shares upon conversion of $14,475.00 of the note’s outstanding balance, leaving a principle amount of $308,670.66. The Company issued out 5,790,000 shares on April 6, 2015.
On June 19, 2015, the Company received a conversion notice requesting the issuance of 6,315,200 shares upon conversion of $15,788.00 of the note’s outstanding balance, leaving a principle amount of $292,882.66. The Company issued out 6,315,200 shares on June 19, 2015.
On Aug 7, 2015 ANOTHER 7,230,000 shares issued!
WARNING AS THIS PROMOTION AND HYPE IS GOING ON!
BEWARE OF BHGI CONVERTIBLE TOXIC NOTES!!!
In Pink Sheet penny stocks, there is a tool that some promoters and companies use known as “aged debt.”
This is convertible debt that can be converted into common stock. For example, it could be a three year note from the company convertible into stock at $0.01 per share.
The conversion price could also be stated in terms of a percentage of market price, for example, the debt could convert at 50% of the market price.
Aged debt means that the debt was issued long enough ago that the holding period requirements of Rule 144 have been satisfied. The holding period, as you may know, for Rule 144 is one year for Pink Sheet companies and six months for OTC BB and other SEC registered companies.
Now we can consider what this means to the company and the holder of the aged debt. Aged debt usually trades at a discount to face value. Suppose you can buy $348,000 of aged debt for $348,000. If it converts into stock at $0.0025 and the stock rises in the market to 0.45 per share, you can convert into 139,200,000 shares. At forty-five cents per share, this is worth $62,640,000 you paid $348,000. Hmmm......
What this means to a shareholder of the company's stock who is hoping for appreciation is that there is going to be a ton of stock on the market keeping the price down. So be sure to look for convertible debt when you do your stock picking. You will find that the existence of this debt is not often featured to stock buyers by stock promoters. They try to hide this. So in addition to all the enormous dangers of speculating in penny stocks, we have this one.
When converting the aged debt, the debt holder is careful to convert only a portion of the debt at any one time so he does not go to 10% of the outstanding and become a control person. However, he can convert and sell and convert and sell and convert and sell and never go over 10% and still dump all the stock he can convert into. If the debt holder goes over 10% of the outstanding, he will be considered to be an insider and subject to limitations on the volume of stock that can be sold, like 1%, and limits on the manner of sale.
You will see OTC shells advertised for reverse mergers that feature aged debt as one of the sales features of that shell.
However, here is where the aged debt players can make a fatal mistake. If one promoter buys control of the reverse merger public shell, and also buys the aged debt at the same time, then he is an insider as he has control. This limits what he can sell under Rule 144. If the promoter uses the aged debt himself, or then gives or sells the aged debt to someone else, the debt is subject to the holding period rules of Rule 144 and the holding period starts to run from the time of the transfer to the associate, not the date of creation of the debt. The promoter may overlook this point either because of ignorance of the law or by deliberately violating the law.
The same problem exists if the debt was in the hands of an insider or affiliate. The holding period for the new buyer starts when the affiliate sells the stock to the new buyer who is not an affiliate.
If another party independent of the promoter bought the debt, and the previous debt holder was not an insider, then the buyer could tack the holding period of the previous holder. Assuming the previous holder had the aged debt for more than a year, the new buyer would have satisfied the holding period rules of Rule 144.
A greedy promoter may give the debt to an associate who will secretly sell the stock and give the proceeds of that sale to the promoter. This is a violation as a false name of the owner was used and because the stock would be attributed to the promoter whose holding period started when he bought the shell and who is subject to the volume and manner of sale restrictions of Rule 144.
Another problem that these promoters run into is that they seem to think that any debt can be converted into stock. Typically an OTC shell company winds up as a shell with some debts. One of these debts is almost always back salary to the company president who was not taking pay because of the bad condition of the company. However, this is a straight debt, not a convertible debt. Thus it cannot be magically transformed into immediate stock. In order to use this, the directors would have to exchange it for a convertible note and the holding period for the note for Rule 144 purposes will start when the conversion feature is created. Straight debt is not a security for these purposes.
Also as all 144 stock has to be paid for in full to start the holding period, debts created for services have to have all of the services fully performed before the stock or securities are fully paid for and the holding period started.
As some unscrupulous characters may attempt to “age” the debt by simply forging and backdating, I recommend that you take your convertible notes to a notary who can certify as to the date it was created and who signed it. Then you will be able to prove your aged debt is legitimate.
One final point, Rule 144 is a tool to allow investors to sell their stock. It is not a rule for financing the company. If you are the company, do not make a deal with a seller of 144 stock to put the proceeds of his sales into the company.
Lmao, is Mexico a 3rd world country?
"To pay a utility bill one must take a bus to the company, stand in line and pay their bill in cash. Electric, telephone, gas etc. Imagine being able to walk to a LOCAL Corona store to pay your bills....."
So now they take a bus to the store, stand in line, pay $2.50 to pay a bill online?
This is comical!!!
Things are so exciting the bid is at .2502!
NO VOLUME!!!
HEADED LOWER. OVER 20,000 shares traded at .30.
Last minute painting to make it look better than what it is.
Millions of shares being uffloaded!
LMAO, 271 were leftover from the prior scam. I think this BHGI only added about 10-15 so far.
Most understand what is happening!
TOXIC CONVERTIBLE NOTE CONVERSION
4. NOTES PAYABLE
In August 2002, the Company received a loan from an unrelated individual amounting to $180,000. Interest on this loan is $1,050 per month and payable monthly. The loan was due and payable on October 30, 2007. In May 2014, the Company issued a replacement convertible promissory note to the holder of this debt in the principal amount of $335,850, reflecting the principal and accrued interest of the August 2002 note payable through March 31, 2014. The convertible promissory note accrues interest at 6% per annum and permits the holder to convert principal and accrued interest, subject to a 9.99% ownership limitation, into shares or common stock at a conversion price of $0.0025 per share.
On November 15, 2014, the Company received a conversion notice requesting the issuance of 5,081,734 shares upon conversion of $12,704.34 of the note’s outstanding balance, leaving a principle amount of $323,145.66. The Company issued out 5,081,734 shares on January 6, 2015.
On April 6 2015, the Company received a conversion notice requesting the issuance of 5,790,000 shares upon conversion of $14,475.00 of the note’s outstanding balance, leaving a principle amount of $308,670.66. The Company issued out 5,790,000 shares on April 6, 2015.
On June 19, 2015, the Company received a conversion notice requesting the issuance of 6,315,200 shares upon conversion of $15,788.00 of the note’s outstanding balance, leaving a principle amount of $292,882.66. The Company issued out 6,315,200 shares on June 19, 2015.
So at .3001, who is selling? Seems every shareholder, except the IR company and the TOXIC NOTE HOLDERS is underwater.
If it's not the IR company......then who?
Must be the noteholders selling the 24.MILLION SHARES!
At all time lows, someone is SELLING!
PROMO COMPANY SELLING SHARES
Straight from the website.....
Caro Capital intends to sell its shares. If the shares are restricted, Caro intends to sell them when they are registered. If the shares are freely tradeable, Caro intends to sell them. Caro affiliates, officers, directors and employees may buy and sell shares discussed in this report or any other communications and may profit in the event those shares rise in value. Caro may sell shares at any time.
ICapital signed an agreement with Beverly Hills Group Inc. to receive one million shares of the company’s common stock. Caro Capital is currently selling their shares.
We agree, this is a FAILED PROMOTION.
Let's look at why....
MILLIONS OF SHARES CONVERTED DEBT.
MILLIONS OF SHARES ISSUED TO PROMO IR FIRM
MILLIONS OF SHARES ISSUE TO MANAGEMENT COMPANY
INABILITY TO DISCLOSE TERMS OF DEAL
FAILURE TO TIMELY COMPLETE AUDIT
THE DEAL ITSELF IS INSIGNIFICANT
THE COMPANY HAS NO ASSETS, NO. REVENUES!
WARNING AS THIS PROMOTION AND HYPE IS GOING ON!
BEWARE OF BHGI CONVERTIBLE TOXIC NOTES!!!
In Pink Sheet penny stocks, there is a tool that some promoters and companies use known as “aged debt.”
This is convertible debt that can be converted into common stock. For example, it could be a three year note from the company convertible into stock at $0.01 per share.
The conversion price could also be stated in terms of a percentage of market price, for example, the debt could convert at 50% of the market price.
Aged debt means that the debt was issued long enough ago that the holding period requirements of Rule 144 have been satisfied. The holding period, as you may know, for Rule 144 is one year for Pink Sheet companies and six months for OTC BB and other SEC registered companies.
Now we can consider what this means to the company and the holder of the aged debt. Aged debt usually trades at a discount to face value. Suppose you can buy $348,000 of aged debt for $348,000. If it converts into stock at $0.0025 and the stock rises in the market to 0.45 per share, you can convert into 139,200,000 shares. At forty-five cents per share, this is worth $62,640,000 you paid $348,000. Hmmm......
What this means to a shareholder of the company's stock who is hoping for appreciation is that there is going to be a ton of stock on the market keeping the price down. So be sure to look for convertible debt when you do your stock picking. You will find that the existence of this debt is not often featured to stock buyers by stock promoters. They try to hide this. So in addition to all the enormous dangers of speculating in penny stocks, we have this one.
When converting the aged debt, the debt holder is careful to convert only a portion of the debt at any one time so he does not go to 10% of the outstanding and become a control person. However, he can convert and sell and convert and sell and convert and sell and never go over 10% and still dump all the stock he can convert into. If the debt holder goes over 10% of the outstanding, he will be considered to be an insider and subject to limitations on the volume of stock that can be sold, like 1%, and limits on the manner of sale.
You will see OTC shells advertised for reverse mergers that feature aged debt as one of the sales features of that shell.
However, here is where the aged debt players can make a fatal mistake. If one promoter buys control of the reverse merger public shell, and also buys the aged debt at the same time, then he is an insider as he has control. This limits what he can sell under Rule 144. If the promoter uses the aged debt himself, or then gives or sells the aged debt to someone else, the debt is subject to the holding period rules of Rule 144 and the holding period starts to run from the time of the transfer to the associate, not the date of creation of the debt. The promoter may overlook this point either because of ignorance of the law or by deliberately violating the law.
The same problem exists if the debt was in the hands of an insider or affiliate. The holding period for the new buyer starts when the affiliate sells the stock to the new buyer who is not an affiliate.
If another party independent of the promoter bought the debt, and the previous debt holder was not an insider, then the buyer could tack the holding period of the previous holder. Assuming the previous holder had the aged debt for more than a year, the new buyer would have satisfied the holding period rules of Rule 144.
A greedy promoter may give the debt to an associate who will secretly sell the stock and give the proceeds of that sale to the promoter. This is a violation as a false name of the owner was used and because the stock would be attributed to the promoter whose holding period started when he bought the shell and who is subject to the volume and manner of sale restrictions of Rule 144.
Another problem that these promoters run into is that they seem to think that any debt can be converted into stock. Typically an OTC shell company winds up as a shell with some debts. One of these debts is almost always back salary to the company president who was not taking pay because of the bad condition of the company. However, this is a straight debt, not a convertible debt. Thus it cannot be magically transformed into immediate stock. In order to use this, the directors would have to exchange it for a convertible note and the holding period for the note for Rule 144 purposes will start when the conversion feature is created. Straight debt is not a security for these purposes.
Also as all 144 stock has to be paid for in full to start the holding period, debts created for services have to have all of the services fully performed before the stock or securities are fully paid for and the holding period started.
As some unscrupulous characters may attempt to “age” the debt by simply forging and backdating, I recommend that you take your convertible notes to a notary who can certify as to the date it was created and who signed it. Then you will be able to prove your aged debt is legitimate.
One final point, Rule 144 is a tool to allow investors to sell their stock. It is not a rule for financing the company. If you are the company, do not make a deal with a seller of 144 stock to put the proceeds of his sales into the company.
On June 19, 2015, the Company received a conversion notice requesting the issuance of 6,315,200 shares upon conversion of $15,788.00 of the note’s outstanding balance, leaving a principle amount of $292,882.66. The Company issued out 6,315,200 shares on June 19, 2015.
On April 6 2015, the Company received a conversion notice requesting the issuance of 5,790,000 shares upon conversion of $14,475.00 of the note’s outstanding balance, leaving a principle amount of $308,670.66. The Company issued out 5,790,000 shares on April 6, 2015.
On November 15, 2014, the Company received a conversion notice requesting the issuance of 5,081,734 shares upon conversion of $12,704.34 of the note’s outstanding balance, leaving a principle amount of $323,145.66. The Company issued out 5,081,734 shares on January 6, 2015.
In August 2002, the Company received a loan from an unrelated individual amounting to $180,000. Interest on this loan is $1,050 per month and payable monthly. The loan was due and payable on October 30, 2007. In May 2014, the Company issued a replacement convertible promissory note to the holder of this debt in the principal amount of $335,850, reflecting the principal and accrued v of the August 2002 note payable through March 31, 2014. The convertible promissory note accrues interest at 6% per annum and permits the holder to convert principal and accrued interest, subject to a 9.99% ownership limitation, into shares or common stock at a conversion price of $0.0025 per share.
TOXIC CONVERTIBLE NOTE!
Great painting today. Last trade was 22 shares at 15:07 @ .40.
22,700 sell volume
2,772 buy volume
All 22,700 shares selling were between .30-.31
Newbies to $BHGI, please read this post!
BEWARE! BEWARE! BEWARE!
THOSE PESKY CONVERTIBLE NOTES PAYABLE BEING CONVERTED AT .0025 A SHARE. MILLIONS BEING CONVERTED!!! OVER 24.4 MILLION SHARES SINCE JANUARY 2015.
In August 2002, the Company received a loan from an unrelated individual amounting to $180,000. Interest on this loan is $1,050 per month and payable monthly. The loan was due and payable on October 30, 2007. In May 2014, the Company issued a replacement convertible promissory note to the holder of this debt in the principal amount of $335,850, reflecting the principal and accrued interest of the August 2002 note payable through March 31, 2014. The convertible promissory note accrues interest at 6% per annum and permits the holder to convert principal and accrued interest, subject to a 9.99% ownership limitation, into shares or common stock at a conversion price of $0.0025 per share.
On November 15, 2014, the Company received a conversion notice requesting the issuance of 5,081,734 shares upon conversion of $12,704.34 of the note’s outstanding balance, leaving a principle amount of $323,145.66. The Company issued out 5,081,734 shares on January 6, 2015.
On April 6 2015, the Company received a conversion notice requesting the issuance of 5,790,000 shares upon conversion of $14,475.00 of the note’s outstanding balance, leaving a principle amount of $308,670.66. The Company issued out 5,790,000 shares on April 6, 2015.
On June 19, 2015, the Company received a conversion notice requesting the issuance of 6,315,200 shares upon conversion of $15,788.00 of the note’s outstanding balance, leaving a principle amount of $292,882.66. The Company issued out 6,315,200 shares on June 19, 2015.
On Aug 7, 2015 ANOTHER 7,230,000 shares issued!
$DNR-Video: Is Denbury Resources Operation Sustainable? STRONG CASHFLOW
Price to book is 23%; yet CASHFLOW IS VERY STRONG. $330,000,000!!!
http://seekingalpha.com/article/3529116-video-is-denbury-resources-operation-sustainable
Video: Is Denbury Resources Operation Sustainable? POSITIVE CASHFLOW! despite oil price downturn
Selling at 25% of book value, substantional upside, prime takeover candidate.
http://seekingalpha.com/article/3529116-video-is-denbury-resources-operation-sustainable
Great video!