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GFCI CURRENTLY BEING SUED FOR Trademark Infringement
THIS IS AN ONGOING CURRENT LAWSUIT:
Corrosion Inhibitor Systems, LLC v. Grifco International, Inc et al
Plaintiff: Corrosion Inhibitor Systems, LLC
Defendant: Grifco International, Inc, Jerry Griffith and James Dial
Case Number: 4:2007cv00459
Filed: February 1, 2007
Court: Texas Southern District Court
Office: Houston Office [ Court Info ]
County: Harris
Presiding Judge: Judge David Hittner
Nature of Suit: Intellectual Property - Trademark
Cause: 15:1125 Trademark Infringement (Lanham Act)
Jurisdiction: Federal Question
Jury Demanded By: Plaintiff
http://dockets.justia.com/docket/court-txsdce/case_no-4:2007cv00459/case_id-490403/
AWESOME NEWS FOR ABTG!
Ambient Launches X-3000 Node Certified for Use on the Verizon Wireless Network
Ambient Incorporates Verizon Wireless’ Network Connectivity into its Smart Grid Solution
Ambient Corporation (OTCBB: ABTG) announced today that its newest communications node, the X-3000, has been certified to run on the Verizon Wireless network through the wireless leader’s open development program. Verizon Wireless’ open development program is designed to offer businesses and consumers the ability to use devices, software and applications not offered by the company on its nationwide wireless network.
Ambient has incorporated the ability to access Verizon Wireless’ EV-DO 3G network into its newly launched, commercially available, X-3000 communications node. Verizon Wireless, America’s most reliable wireless network, provides Ambient ubiquitous and secure data communications for the node, an integral part of the Ambient Smart Grid™ solution. Ambient has sold and is currently delivering their latest product to a large North American utility.
Ram Rao, CTO of Ambient, commented, “Ambient recognizes the diverse needs of our utility partners as they explore various technologies and applications that require an increasingly flexible and robust communications network. To leverage Verizon Wireless’ network into the available backhaul options for our communications platform, we increase the robustness and flexibility of our smart grid communications solution, allowing Ambient to build out networks tailored to meet each utility’s individual needs.”
A robust communications network is the keystone to a modernized electric distribution grid, which allows for efficient collection, analysis and management of energy data, thereby promoting more reliable, affordable and environmentally friendly operations. Ambient believes that it should be a major national goal in 2009 to advance federal legislation to decarbonize our economy and to create the most energy efficient economy possible. Ambient continues to design innovative communication and energy sensing products to help electric utility companies towards this important goal.
Utilizing the pervasiveness and reliability of Verizon Wireless’ 3G network, Ambient enables any IP-based application including, but not limited to:
Advanced metering infrastructure (AMI)
Energy management
Real-time pricing
Demand side management (DSM)
Direct load control
System monitoring
“Verizon Wireless supports Ambient’s commitment to deliver advanced energy solutions for the utility market over a secure communications network. The broad reach of Verizon Wireless’ network is a cost-effective way for Ambient to extend their utility solutions into topologies that are harder to reach by other common technologies,” stated Anthony A. Lewis, vice president of the open development program at Verizon Wireless.
Ambient’s communication nodes are tightly integrated devices that allow utilities to build private and secure communications networks, based on open standards, that can both integrate legacy utility systems and support the future requirements of the evolving smart grid. The nationwide coverage and strength of Verizon Wireless’ high-speed data network provides Ambient’s customers an additional real-time, two-way communications backhaul option for the X-3000 node. Such an option is required by the growing applications and needs within the utility market.
About Ambient Corporation
Ambient designs, develops and markets Ambient Smart Grid™ communications technologies and equipment. Utilizing proprietary, open standards-based technologies along with in-depth industry experience, Ambient provides utilities with solutions for creating smart grid communication platforms and technologies. Headquartered in Newton, MA, Ambient is a publicly traded company (OTCBB: ABTG). More information on Ambient is available at www.ambientcorp.com.
This press release contains forward-looking statements that involve substantial uncertainties and risks. These forward-looking statements are based upon our current expectations, estimates and projections about our business and our industry, and that reflect our beliefs and assumptions based upon information available to us at the date of this release. We caution readers that forward-looking statements are predictions based on our current expectations about future events. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions that are difficult to predict. Our actual results, performance or achievements could differ materially from those expressed or implied by the forward-looking statements as a result of a number of factors, including but not limited to, changes in economic conditions generally and the smart grid market specifically, changes in technology, legislative or regulatory changes that affect us, the availability of working capital, changes in costs and the availability of goods and services, market acceptance of our products, the introduction of competing products, changes in our operating strategy or development plans, our ability to attract and retain qualified personnel, and changes in our acquisition and capital expenditure plans, and the risks and uncertainties discussed under the heading "RISK FACTORS" in Item 1 of our Annual Report on Form 10-KSB for the fiscal year ended December 31, 2007, and in our other filings with the Securities and Exchange Commission. We undertake no obligation to revise or update any forward-looking statement for any reason.
Ambient, Ambient Smart Grid, It’s Time to Teach an Old Grid New Tricks and AmbientNMS are registered trademarks of Ambient Corporation with the U.S. Patent and Trademark Office.
Ambient Corporation
Anna E. Croop, 617-614-6739
Director of Corporate Communications
acroop@ambientcorp.com
Source: Business Wire (January 12, 2009 - 8:50 AM EST)
News by QuoteMedia
Interesting, see Email I got today :
I always scan these emails and this site looking for investment angles... This case could provide a HUGE pop in price--- OR - It could spell the end to the project and all of the money invested in the project - or - the lawyers will get more and more and more and more and more money on appeals....
Before The Supreme Court: Which Pollutants May Be Discharged In U.S. Waters
The Supreme Court will soon hear oral arguments for Coeur Alaska, Inc. v. Southeast Alaska Conservation Council, a case that will set precedent for environmentalists and industry representatives in determining the extent to which certain pollutants can be discharged into U.S. waters. The background of the case is as follows:
In 2005, the Army Corps of Engineers issued a permit under the federal Clean Water Act ("CWA"), authorizing Coeur Alaska, Inc. to discharge wastewater from the Kensington Gold Mine in navigable waters in Alaska.
Environmental groups will argue that this permit violated the CWA because the discharge from the mine did not comply with the Environmental Protection Agency's ("EPA") pollution standards under the CWA.
In contrast, Coeur Alaska will argue that the Army Corps of Engineers governed the discharge under a different section of the CWA, and that the issuance of the permit therefore did not violate the CWA. The Supreme Court's decision in this matter will determine whether the permit issued for the Kensington Mine is valid. The decision may also potentially resolve the conflicting authority of the EPA and the Army Corps of Engineers under the CWA.
Source: Cornell University, Legal Information Institute Bulletin
Attention Deserters: Try Mexico
For years, sent one soldier back last year and have decided to do the same with a mother of three just this week. With over 200 American deserters now awaiting their hearings, it's hard to say what makes one deserter more worthy of staying than another. The issue is one that Americans and Canadians fervently disagree on but no matter what their citizens think, the Canadian government is not willing sue to risk harboring criminals for a country that they want on their side.
Should Canada decide to deport all American deserters in the future, the former soldiers will then face the American judicial system and inevitably jail time. Those seeking asylum and advocates for their freedom are pleading with the Canadian to youcourts to reconsider their previous decisions and take a more humane, instead of political, approach.
Source: BBC News, New York Times
To Blackberry or not to Blackberry
The emergence of the Smartphone is now long passed and the presence of those convenient handheld devices has become not just common but also expected in the business world. Unfortunately, even though corporations declared their devotion to the Smartphone, more specifically the Blackberry, years ago, they may have to sever ties until conditions improve. The hand-held, do everything, device that corporate executives love so much could become their greatest liability should any federal regulatory agencies come knocking according to The National Law Journal. The Blackberry, though created primarily to serve as a mobile phone, has become so entangled in the ongoings of the corporations of their users that they cannot be excluded from the list of discoverable evidence used by the federal government during investigations.
In this sense, the Blackberry poses more than just one risk to its users. For starters, the proximity and personal nature of the device could implicate its user very quickly should it be collected as evidence. In addition, the smartphone could land its user in even more trouble because of its permanent erase feature. Regulations in the Sarbanes-Oxley Act require companies to maintain certain records for a specified number of years and the accidental deletion of information on their Blackberry could end up making CEOs look guilty when they are far from it. Finally the ease with which the sensitive information of a Blackberry, or any smartphone for that matter, can be compromised, is enough to make any executive feel a little queasy.
This time it's not the debate of Blackberry vs. iPhone but the question of whether either one is a wise tool for the country's top executives to hang on to.
Source: Law.com
Britain Allowed To Freeze Billions In Assets To Combat Detriment To Economy
Britain has dodged a lawsuit over its use of anti-terror powers to freeze billions of in Icelandic bank's assets. Iceland's decision to refrain from action in London over Landsbanki implies that Britain's unprecedented use of the freezing powers in a non-terror case could be hard to challenge domestically. This outcome potentially paves the way for similar action by the Treasury against other failing financial institutions.
The Icelandic government conceded on Tuesday that a High Court challenge to the freezing order made against Landsbanki, the national bank of Iceland, in October stood little success. However, the Icelandic government said it would back a separate legal challenge brought against Britain related to Kaupthing, one of the country's three banks nationalized last year to stave off their collapse.
The Icelandic government stressed that it still considered Britain's use of freezing powers in the 2001 Anti-Terrorism, Crime and Security Act as "wrongful and unjustified". Reykjavik said it would "examine exhaustively" other options for international legal action, particularly in the European Court of Human Rights. The decision to pull back from a Landsbanki lawsuit in London bolsters the Treasury's view that it was legally entitled to intervene to protect British depositors, using the sweeping discretion that the terror act offered to combat "action to the detriment of the UK's economy".
Source: Financial Times
Supreme Court Will Soon Change The Scope Of The RICO Act Prosecutions
Before the Supreme Court is Boyle v. United States, a case that will affect the scope of the http://www.ricoact.com/ricoact/nutshell.aspRacketeer Influenced and Corrupt Organizations Act ("RICO"). Specifically, the case will impact the ability of law enforcement to prosecute individuals under the RICO Act. The RICO Act deals with crimes associated with mail, wire and bank fraud, as well as extortion.
Here is some background on the case:
A jury convicted Edmund Boyle of racketeering and racketeering conspiracy under the RICO Act, and sentenced him to 151 months in prison for his participation in a string of bank robberies. Boyle appealed his conviction to the Second Circuit, arguing that the United States misinterpreted the scope of an "enterprise" under RICO. Boyle argued that RICO did not apply because the United States could not prove that the group of bank robbers was an enterprise if it could not prove the group had a formal, ascertainable structure.
To rebut, the United States argued that the individuals were an enterprise and that they did not need to prove a formal structure existed under RICO. The Second Circuit affirmed the conviction. The Supreme Court granted Boyle's petition to determine a three-way circuit split over what constitutes an enterprise under the RICO statute.
Source: Cornell University, Legal Information Institute Bulletin, On the Docket, Supreme Court News
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GFCI CURRENTLY BEING SUED BY CTBG COIL TUBING:
Coil Tubing Technology, Inc. Files Suit Against Grifco, Grifco's former President and DTC
SPRING, Texas--(Business Wire)--
Coil Tubing Technology, Inc. ("CTBG") (OTC:CTBG), its majority
owned subsidiary, Coil Tubing Technology Holdings, Inc. ("CTTH") and
its President & Chief Executive Officer, Jerry Swinford, have filed
suit against Grifco International, Inc. (GFCI.PK) ("Grifco"),
Depository Trust & Clearing Corporation ("DTC") and the former
president of Grifco, James Dial (the "Defendants").
As previously disclosed in CTBG press releases, DTC contacted CTBG
in late April 2008 regarding issues associated with Grifco's
distribution of its 75,000,000 shares of CTBG in August 2007. The
distribution was effected through a stock dividend of CTBG shares to
Grifco shareholders as of the record date of May 1, 2006. Grifco
announced that each of its shareholders would receive 1.89 shares of
CTBG stock for each share of Grifco stock held as of the record date.
Thus, the stock dividend was premised on Grifco having approximately
40 million shares outstanding on the record date. However, according
to the DTC's records there were approximately 68 million Grifco shares
outstanding and held in book entry form on the record date.
Additionally, there were a yet undisclosed number of shares
outstanding held in certificate form, which are not included in the 68
million share total, and which may have not been included in the
distribution by Grifco. Mr. Swinford was one such record shareholder
of Grifco, who did not receive shares in Grifco's distribution.
CTBG believes that all three Defendants were aware of the
shortfall in shares in August 2007, but allowed the stock dividend to
go forward.
When CTBG was contacted by the DTC regarding the shortfall in
shares in April 2008, it immediately took steps to have Grifco contact
shareholders who did not receive shares in the distribution and obtain
signed waivers of their right to receive shares in the stock dividend.
To date, a limited number of such waivers have been obtained; however,
because of Grifco's failure to obtain waivers from a sufficient number
of shareholders, DTC demanded that CTBG acquire additional free
trading shares in the market or issue additional free trading shares
to satisfy the shortfall. Acquiring additional shares in the market is
both financially and logistically impossible and, because CTBG does
not have a registration statement on file allowing it to issue
additional free trading shares, filing such registration statement
would be expensive, time consuming, and subject to SEC approval.
Additionally, issuing additional shares of CTBG would substantially
dilute the interests of CTBG's existing shareholders.
On July 10, 2008, DTC issued a Stock Dividend E-Mail Alert that
stated it had not received sufficient shares from Grifco in order to
affect the stock dividend at the rate Grifco announced. DTC further
stated that unless it received the necessary shares by July 31, 2008,
it would unilaterally adjust the ratio of shares received in the stock
dividend from the rate originally declared, 1.89 shares of CTBG common
stock for each share of Grifco common stock which shareholders of
Grifco held, to a reduced rate of approximately 1.293870 shares.
By demanding that CTBG provide sufficient shares to satisfy the
shortfall or unilaterally adjusting the ratio of shares issued, DTC
was attempting to force CTBG to suffer the consequences created by
itself, Grifco and others. Grifco and DTC were in possession of the
relevant information when the stock dividend was issued.
Because the adjustment threatened by the DTC would irreparably
harm CTBG and its shareholders, on July 30, 2008, CTBG filed suit
against Grifco, DTC, and Dial. Additionally, CTBG sought and obtained
a temporary restraining order to restrain the DTC from adjusting
shareholder accounts.
Following the hearing, counsel for CTBG, Jess W. Mason, stated,
"Judge Stovall's Order today maintains the status quo and prevents DTC
from adjusting any accounts until a further Order of the Court. A
temporary injunction hearing will be held before the Court on August
22, 2008."
About Coil Tubing Technology, Inc. (CTBG)
CTBG is the result of a reverse merger with IPMC Holdings Corp.
which occurred in November 2005. After the reverse merger and until
about a year ago, CTBG owned all of the outstanding shares of CTTH and
currently owns 95.2% of CTTH's outstanding shares of common stock.
CTBG has historically conducted essentially all of its operations
through CTTH and its subsidiaries.
About Coil Tubing Technology Holdings, Inc. (CTTH)
CTTH was formed as a holding company of several operating
companies in 1999 and continues to have two wholly owned subsidiaries.
Through its primary subsidiary, CTTH specializes in the design of
proprietary tools for the coil tubing industry, concentrating on four
categories of coil tubing application: thru tubing fishing, thru
tubing work over, pipeline clean out, and coil tubing drilling. CTTH
and its subsidiaries were founded by Jerry Swinford, an oilfield tool
designer with more than 25 years experience in the creation of
oilfield tools. Mr. Swinford continues to serve as CTBG and CTTH's
director, CEO and president.
Forward-Looking Statements
Certain statements in this release, and other written or oral
statements made by CTBG and CTTH, including the use of the words
"expect," "anticipate," "estimate," "project," "forecast," "outlook,"
"target," "objective," "plan," "goal," "pursue," "on track," and
similar expressions, are "forward-looking statements" and are subject
to known and unknown risks, uncertainties and other factors that may
cause actual results, performance, or achievements of the company to
be different from those expressed or implied. CTBG and CTTH assumes no
obligation and does not intend to update these forward-looking
statements and takes no obligation to update or correct information
prepared by third parties that is not paid for by CTBG or CTTH,
respectively.
Coil Tubing Technology, Inc.
Attorney-CPA (Corporate Counsel)
John Akard Jr., 832-237-8600
or
Mason, Coplen & Banks, P.C. (Litigation Counsel)
Jess W. Mason, 713-785-5595
or
Bruce A. Coplen, 713-785-5595
Copyright Business Wire 2008
http://www.reuters.com/article/pressRelease/idUS195205+01-Aug-2008+BW20080801
GFCI CURRENTLY INVOLVED IN AN ONGOING SEC INVESTIGATION:
Grifco has been named in an SEC investigation & a Harris County TX criminal investigation, both regarding a pump dump scheme. These investigations are ongoing. IMO when the final facts come out > IMPO Jim Dial AND Grifco GFCI will be jailed, fined, sanctioned and or all of the above IMPO.
Current Status:
ORDER granting Joint Motion for Enlargement of Time of current scheduling order; deadlines reset as follows:
Pltf Expert Witness List due by 8/29/2008
Pltf Expert Report due by 8/29/2008
Deft Expert Witness List due by 9/29/2008
Deft Expert Report due by 9/29/2008
Discovery due by 12/17/2008
Dispositive Motion Filing due by 1/16/2009.
Docket Call to be determined based on related criminal case pending in Harris County, Tx.
Grifco International, Inc. (Pink Sheets: GFCI)
71. Grifco International, Inc. (“Grifco”) is a Nevada-based corporation that purports to be an international provider of oil and gas services equipment.
72. On or about September 20, 2005, Grifco issued 220,000 shares of common stock to the Useltons as part of a Rule 504 offering. These unregistered shares were issued without restrictive legends. On or about October 5, 2005, the Useltons transferred the shares into two brokerage accounts that they controlled.
73. Between approximately October 28 and November 3, 2005, the Useltons orchestrated a spam email campaign touting Grifco. The spam emails, which contained no disclaimers, indicated that “Rocking Stock Times Selects: GFCI” as a “real winner” and that “nsiders tell us breaking news is expected that can make this company go very high immediately.” The principal spammer charged the Useltons at least $54,896 for spamming Grifco.
74. During the Grifco spamming campaign, the Useltons sold all 220,000 shares of Grifco stock, realizing proceeds of approximately $71,866. Grifco stock, which appears to have been the subject of other market manipulations, traded between $0.30 and $0.36 during the spamming campaign on average daily volume of approximately 525,000 shares.
http://www.spamsuite.com/book/export/html/176
SEC COMPLAINT > INVESTIGATION IS "ONGOING"
The Commission acknowledges the assistance of the Attorney General's offices for New York and Texas, The Harris County (Houston, Texas) District Attorney's Office, the Federal Bureau of Investigation, the Texas State Securities Board, the State of Oklahoma Department of Securities, the National Association of Securities Dealers and the National Cyber-Forensics and Training Alliance.
The Commission's investigation is continuing.
For further information contact:
Cheryl J. Scarboro
Associate Director
SEC Division of Enforcement
202-551-4403
http://www.sec.gov/litigation/litreleases/2007/lr20187.htm
http://www.sec.gov/news/press/2007/2007-130.htm
FTXN/UERI LOST The Adams wells to VTEX.
If they did not lose them outright , then Vortex VTEX is issuing false PR and false SEC filings.
Per Vortex:
http://www.vortexrc.com/crockett-county.php
Crockett County Project
Vortex owns the rights to drill 180 wells in the Adams-Baggett field in Crockett County, Texas. We estimate that each well contains 500 million cubic feet (MMcf) of natural gas reserves. The wells to be drilled are low risk infill wells.
The drilling activity in this part of the Permian Basin started in 1973 with the completion of a pipeline to the area. Most of the field is located on the 9,000 acre Adams Ranch. Although the main producing formation is Canyon Sandstone, there are multiple zones that have not yet been adequately drilled. The wells are drilled to 4,800 to 5,500 feet. The field was originally developed on 180 acre per well basis. Subsequently, the well spacing was reduced sequentially to 80 acres, 40 acres and to the present 20 acres when it was found that the wells had small radius of drainage. Consequently, a significant number of new PUD locations have become available for drilling. Currently there are 10 operators in the field who produced 12,333 Mcf/day of gas in 2007. Natural gas from the Canyon Sandstone gas zone receives a 20% premium in price above the standard price due to its higher BTU content per cubic foot of natural gas.
And look who VTEX Vortex has as management:
http://www.vortexrc.com/management-team.php
Management Team
Yossi Attia
Chief executive officer
Darren Dunckel
Chief operating officer
Dr. Donald A. Goddard
Geology
Dr. Goddard is a 40 years petroleum industry veteran with experience in producing basins in North, Central and South America. He spent 25 years with the Gulf Oil Company (Mene Grande) in Eastern Venezuela and was Manager of Geological Operations for Maraven Oil Company and over 15 years as a Petroleum Researcher at Louisiana State University's Center for Energy Studies. Dr. Goddard holds a B.S. degree in geology from Florida State University, M.Sc. and PhD degrees in marine geology and geophysics from the University of London (UCL), and a geological engineering degree from the Universidad Central de Venezuela.
HOW COULD THIS BE? IS VORTEX LYING OR IS FTXN/GFCI R.I.P. LOST IT RIGHTS TO VTEX? OR ARE THEY PLAYING SHELL GAMES? FTXN/UERI Says they own these rights and Dr Goodard works for them?
http://www.universalenergyresources.com/manage.htm
Jim Dial, President – CEO
Universal Energy Resources, Inc.
THE TEAM
Dr. Don Goddard – Graduated with a Bachelor of Science degree in Geology from Florida State University; Master of Science. and PhD degrees in Marine Geology and Geophysics from the University of London; and a Geological Engineering degree from the Universidad Central de Venezuela. Dr. Goddard is a member of the American Association of Petroleum Geologists (AAPG); the Baton Rouge Geological Society (BRGS); the Venezuelan Geological Society (SVG); and the Society of Petroleum Engineers (SPE).
Dr. Goddard began his career in 1965 with Gulf Oil Company (Mene Grande) in Eastern Venezuela as an exploration geophysicis, a production geologists, and Manager of Geological Operations for Maraven Oil Company in Western Venezuela’s Maracaibo region.
William J. “Bill” Traeder, Geologist
Remuda Operating Company
Joe Neal & Associates - Independent Petroleum Engineers for Universal Energy Resources, Inc.
Precision Drilling & Exploration, Inc.
Per the UERI / FTXN WEBSITE:
UERI/FTXN :
http://www.universalenergyresources.com/company.htm
Universal Energy Resources, Inc. (a wholly owned subsidiary of 1st Texas Natural Gas Co., Inc.) focuses on the production of natural gas and oil from proven reserves in U.S. fields.
Adams Ranch is located in Crockett County, Texas approximately 25 miles south of the town of Ozona, and approximately 70 miles north of the town of Del Rio, located in Val Verde County, Texas. Many Canyon Sandstone gas wells are located on a 9,500 acre ranch that is part of the large prolific Adams¬-Baggett Canyon Sandstone Field which covers approximately 40 square miles in southeast Crockett County, Texas.
We have 100% Working Interest and 75% Net Royalty Interest on our option agreement including all 208 Drill Sites.
RCC Holdings is operating multiple cuspids , RCC Holdings HAS SOLD shares under ALL 3 cuspids per below, the one u see that has been dilluted into the Billions most recently is RCCH or RCC HOLDINGS CORP (0001143723)
RCC HOLDINGS CORP (0001143723)
Business Address
4712 ADMIRALTY WAY
SUITE 263
MARINA DEL REY CA 90292
Filed to SELL SHARES 09/11/2008
REGDEX [html][text] 1 KB [Paper]Notice of Sale of Securities [Regulation D and Section 4(6) of the Securities Act of 1933], item 04
Acc-no: 9999999997-08-039420 (34 Act) 2008-09-11
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001143723&owner=include&count=40
Check the address on Google:
"RCC HOLDINGS" (0001421060)
Business Address
8599 HAVEN AVE, #306
RANCHO CUCAMONGA CA 91730
909) 483-8500
Mailing Address
8599 HAVEN AVE, #306
RANCHO CUCAMONGA CA 91730
Filed to SELL SHARES on 12/10/2007
REGDEX [html][text] 1 KB [Paper]Notice of Sale of Securities [Regulation D and Section 4(6) of the Securities Act of 1933], item 04 Acc-no: 9999999997-07-051304 (34 Act)
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001421060&owner=include&count=40
"RCC HOLDINGS LLC" (0001415797)
Business Address
7705 East Doubletree Ranch Road, #36
Scottsdale AZ 85258
602-722-3654
Mailing Address
7705 East Doubletree Ranch Road, #36
Scottsdale AZ 85258
FILED TO SELL SHARES 10/03/2007
REGDEX [html][text] 1 KB [Paper]Notice of Sale of Securities [Regulation D and Section 4(6) of the Securities Act of 1933], item 06 Acc-no: 9999999997-07-044999 (34 Act)
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001415797&owner=include&count=40
THESE ARE ALL RELATED - ALL SELLING SHARES INDEPENDANT OF THE OTHERS (SEE CUSPIDS) > Do google searches on the addresses. IMPO insiders will sell sell sell shares until they cant sell anymore under this CURRENT RCCH shell, then move the assets to next shell , do it again, go thru all of them, reverse split the first one, keep doing this over and over. One constant string of massive dillution IMPO
B2B > STRONG POST > Nice job laying out the FACTS.eom
07/30/2008 Increased Authorized shares to 3,000,000,000
Action Type: Amendment
Document Number: 20080509641-15 # of Pages: 2
File Date: 07/30/2008 Effective Date:
Previous Stock Value: Par Value Shares: 10,000,000 Value: $ 0.001 Par Value Shares: 500,000,000 Value: $ 0.0001 No Par Value Shares: 0 ----------------------------------------------------------------- Total Authorized Capital: $ 60,000.00 New Stock Value: Par Value Shares: 3,000,000,000 Value: $ 0.001 Par Value Shares: 10,000,000 Value: $ 0.0001 No Par Value Shares: 0 ----------------------------------------------------------------- Total Authorized Capital: $ 3,001,000.00
ECOLOCLEAN INDUSTRIES, INC Has been DILUTING shares for last 2 years, in a BIG BIG way... They WILL continue to DILUTE.....NO WAY ECCI CAN TRADE Market Cap $30miilion or $.01 per share IMO....
07/30/2008 Amended and increased authorized shares
From 500,000,000 to current 3,000,000,000 (wow)
04/02/2008 Amended and increased authorized shares
FROM 250,000,000 to 500,000,000
05/18/2007 Amended and Increased Authorized shares
FROM 100,000,000 to 250,000,000
03/19/2007 ECCI Designated 1,000,000 Series "A" prefered shares
https://esos.state.nv.us/SOSServices/AnonymousAccess/CorpSearch/corpActions.aspx?lx8nvq=qXm7oMqEoRPlgG5f%252f8HO%252bg%253d%253d&CorpName=ECOLOCLEAN+INDUSTRIES%2c+INC.
CDE OPTIONS JAN2010 CALL 5.00 > Someone is BUYING them today.
http://finance.yahoo.com/q/op?s=CDE&m=2010-01
HUGE Open Interest, in presently out of the Money, CDE CALL Options.
I got JAN10 CALL 2.50s
AND few common shares averaged around $.70
I am looking for CDE $3.00 by July this year.
SILVER WILL SEE $20.00 in 2009.....
BUY PHYSICAL SILVER ANY CHANCE YOU CAN GET - Investor demand for physical Silver should move ALL Silver producers higher.
Happy Posting.
PLEASE DO! If you think for one second posts filled with cryptique messages trying to fool newbies into buying GFCI will work you are more of a tool then I even imagined. I cant believe you are actualy trying to pump GFCI, The CEO is a KNOWN THIEF , The company has MILLIONS of dollars in liens and judgements against it , The SEC named GFCI/Useltons in a stock scam , the stock has been dilluted beyond imagination, the shell cant even be used, it is damaged you cant uplist the GFCI shell, it will NEVER be more then a pink sheet SCAM! those are the FACTS! Funny watching u trying to trick newbies into buying your .0002s, ur desperation is so obvious......
IMPO .0003 was it , end of game , they knew it , they know it , they DUMPED it. Look at the totals going across the tape!
lol, ANYONE that listens to these obvious plants posting all this NSS , MMs games , nonsense , you deserve what you get. The FACTS are RCCH sold BILLIONS of shares and the buyers are dumping , at a PROFIT at .0001.... RCCH retail investors , open your eyes, admit it , you have been HAD! IMPO of the FACTS.....
AS I POSTED FEW TIMES... RCCH IS SELLING BILLIONS OF "UNREGISTERED" SHARES, THEY WILL SELL SELL SELL UNTIL THEY CANT TRICK ANYMORE NEWBIES INTO BUYING > Then Massive reverse split and PUMP it all over again! Look at todays trading , they are DUMPING shares like mad, last one left holding please turn out the lights,, LOL RCCH = R.I.P.
NO VOLUME > GFCI R.I.P. > Mondays "RUN" the board is pumping was not even $250 of stock traded! It is KNOWN FACT GFCI is a totally corrupt empty company with NO employees, NO products, NO Money, and MILLIONS of $$$$ judgements and liens awaiting any monies they might make sometime in future. The FACTS are GFCI is only a PUMP DUMP SCAM - BUYER BEWARE
I would assume this is either licensed from SPNG/Dicon Technologies OR a new type of infused matrix sponge that is similiar to the SPNG/DICON sponges?
from the November 2008 issue of GCI Magazine:
Elaine Binder: Spongeables LLC is known for producing high-quality body buffers for humans. We have a new patent-pending technology that allows us to infuse ingredients directly into a specific matrix. In the case of our Spongeables and Spongelle products, we use a variety of cleansing gels, skin care ingredients and fragrances that are infused into a body buffer matrix. We can provide a guaranteed number of uses for each product and a specific mix of ingredients with every use. Our technology is so versatile; we’ve always been aware that there are applications beyond personal grooming. Once we established ourselves, we were ready to explore new products and new distribution streams outside of the beauty/bath/personal care arena. As a pet owner, I was aware that the same things that make our personal grooming products appeal to people were exactly the attributes that I wanted in a pet product. By creating Haute Dog Bath Buffers, we were able to develop an entirely separate and independent brand, in a brand new field. We diversified our products and opened up new retail and distribution avenues without the risk of self-competition or forcing any existing products into premature obsolescence.
http://www.gcimagazine.com/marketstrends/consumers/other/33749834.html?page=3#
Spongeables.com
Los Angeles, CA 90045
USA
Phone: 866 - 753-8324
E-Mail: info@spongeables.com
http://www.spongeables.com/web/shop/index.php?main_page=contact_us
early on SPNG also used PUT OPTION Agreements to sell stock. I would prefer promoters hyping stock over selling PUT OPTIONS to them....
http://www.techagreements.com/agreement-preview.aspx?num=240255&title=Spongetech%20Delivery%20Systems%20-%20Put%20Agreement
Financing (Equity Related)/Option Agreements (1)
Spongetech Delivery Systems - Put Agreement
Financing (Equity Related)/Put Option Agreements (1)
Spongetech Delivery Systems - Put Agreement
Financing (Equity Related)/Share Exchange Agreements (1)
Spongetech Delivery Systems - Share Exchange Agreement
Licensing Agreements/All License Agreements by Industry (1)
Spongetech Delivery Systems - License Agreement
Purchase and Sale Agreements/All Purchase and Supply Agreements by Industry (1)
Spongetech Delivery Systems - Supply Agreement
Representation Agreements/Manufacturer Representation Agreements (1)
Spongetech Delivery Systems - Manufacturers Representative Agreement
Other (1)
Spongetech Delivery Systems - Contract With Paradigm
http://www.techagreements.com/company-agreements.aspx?ID=1201251
Drilling by Chevron on Bloc 1 of the JDZ has proved disappointing. So it remains to be seen where the Asian investment in the JDZ will pay off.
http://leadershipnigeria.com/news/148/ARTICLE/4621/2008-12-30.html
You are not alone , per article above Asian Oil and gas companies are not going to be investing in ERHE/JDZ/Nigerian oil blocks anytime soon either......
Interesting. This time frame, when SPNG was on the REGSHO list, was when SPNG was trading at or near $.05 per share, that was the last good run correct? Interesting Was someone selling NSS shares into these rallies? Trying to capitalize on the volume, increasing PPS, new retail buyers coming in market, ... and they needed something to sell them? ... hmmm>?
PRICES
Date Open High Low Close Volume Adj Close*
2-Sep-08 0.05 0.05 0.04 0.04 27,059,300 0.04
29-Aug-08 0.04 0.05 0.04 0.05 14,770,000 0.05
28-Aug-08 0.04 0.05 0.04 0.04 17,706,200 0.04
27-Aug-08 0.04 0.04 0.04 0.04 20,009,800 0.04
26-Aug-08 0.04 0.04 0.04 0.04 13,270,500 0.04
25-Aug-08 0.05 0.05 0.04 0.04 22,994,500 0.04
22-Aug-08 0.04 0.05 0.04 0.05 16,878,900 0.05
21-Aug-08 0.03 0.04 0.03 0.04 23,344,500 0.04
20-Aug-08 0.04 0.04 0.03 0.03 20,570,700 0.03
19-Aug-08 0.04 0.04 0.03 0.04 14,623,500 0.04
18-Aug-08 0.05 0.05 0.04 0.04 15,128,200 0.04
15-Aug-08 0.05 0.05 0.04 0.04 22,170,700 0.04
14-Aug-08 0.04 0.05 0.04 0.05 20,944,400 0.05
13-Aug-08 0.04 0.05 0.04 0.04 24,160,600 0.04
12-Aug-08 0.03 0.04 0.03 0.04 15,407,700 0.04
http://finance.yahoo.com/q/hp?s=SPNG.OB&a=07&b=12&c=2008&d=08&e=02&f=2008&g=d
SPNG was last on the REGSHO FTD threshold list
08/13/2008 10:00PM 11,082 nasdaqth20080813.txt
08/14/2008 10:00PM 11,173 nasdaqth20080814.txt
08/15/2008 10:00PM 10,910 nasdaqth20080815.txt
08/18/2008 10:00PM 10,499 nasdaqth20080818.txt
08/19/2008 10:00PM 10,533 nasdaqth20080819.txt
08/20/2008 10:00PM 10,252 nasdaqth20080820.txt
08/21/2008 10:00PM 10,921 nasdaqth20080821.txt
08/22/2008 10:00PM 11,027 nasdaqth20080822.txt
08/25/2008 10:00PM 11,163 nasdaqth20080825.txt
08/26/2008 10:00PM 11,003 nasdaqth20080826.txt
08/27/2008 10:00PM 10,714 nasdaqth20080827.txt
08/28/2008 10:00PM 9,413 nasdaqth20080828.txt
08/29/2008 10:00PM 9,292 nasdaqth20080829.txt
09/02/2008 10:00PM 9,479 nasdaqth20080902.txt
ftp://ftp.nasdaqtrader.com/symboldirectory/regsho/
http://www.nasdaqtrader.com/Trader.aspx?id=RegSho
SPNG was last on the REGSHO FTD threshold list 09/02/08.
Most recently SPNG appears on the REGSHO FTD list for these days below: It has been OFF the list for 83 days - Might be interesting to review the share volumes in around this time frame , also any news or filings and see if you can connect some dots.
08/13/2008 10:00PM 11,082 nasdaqth20080813.txt
08/14/2008 10:00PM 11,173 nasdaqth20080814.txt
08/15/2008 10:00PM 10,910 nasdaqth20080815.txt
08/18/2008 10:00PM 10,499 nasdaqth20080818.txt
08/19/2008 10:00PM 10,533 nasdaqth20080819.txt
08/20/2008 10:00PM 10,252 nasdaqth20080820.txt
08/21/2008 10:00PM 10,921 nasdaqth20080821.txt
08/22/2008 10:00PM 11,027 nasdaqth20080822.txt
08/25/2008 10:00PM 11,163 nasdaqth20080825.txt
08/26/2008 10:00PM 11,003 nasdaqth20080826.txt
08/27/2008 10:00PM 10,714 nasdaqth20080827.txt
08/28/2008 10:00PM 9,413 nasdaqth20080828.txt
08/29/2008 10:00PM 9,292 nasdaqth20080829.txt
09/02/2008 10:00PM 9,479 nasdaqth20080902.txt
ftp://ftp.nasdaqtrader.com/symboldirectory/regsho/
http://www.nasdaqtrader.com/Trader.aspx?id=RegSho
Good point , remember the majority of SPNG issued shares have been unregistered shares. Not sure how that comes into play....
If you look back into SPNG filings you will see they had some issues with SEC disclosures and withdrew attempts to register shares. The SEC was hammering them with all sorts of disclosure questions, they, SPNG, finally had enough and withdrew the registration and have not tried again since. They are going to need to file registrations to finance thru stock offerings going forward. These disclosures will have to be made... SEC can be nit picky as heck on this stuff and yet they have such huge failures...
See the filings with headings "AW" "UPLOAD" & "CORRESP" filings from 2006 and before: You will get idea what SEC wants to see for disclosures and the SPNG answers, before they finally withdrew the registration....
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001201251&owner=include&count=40
Here is the last set of questions the SEC had before SPNG withdrew the registration.
Re: Spongetech Delivery Systems, Inc.
Form SB-2, Amendment 5 filed December 20, 2006
File No. 333-123015
Dear Mr. Metter:
We have the following comments on your filing. Where
indicated,
we think you should revise your document in response to these
comments. If you disagree, we will consider your explanation as
to
why our comment is inapplicable or a revision is unnecessary.
Please
be as detailed as necessary in your explanation. In some of our
comments, we may ask you to provide us with supplemental
information
so we may better understand your disclosure. After reviewing this
information, we may or may not raise additional comments.
Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comments or on any other
aspect
of our review. Feel free to call us at the telephone numbers
listed
at the end of this letter.
General
1. Revise to include updated financial statements as required by
Item
310(g) of Regulation S-B.
2. Please provide page numbers in your amended filing.
Prospectus Summary
3. We reissue prior comment one from our letter dated December 12,
2005. Clearly
disclose the limited sales the company has had in the most recent
financial periods. Please include such information for the
interim
financial period.
4. Reconcile the accumulated deficit for the interim financial
period
ended August 31, 2005 with the financial statements.
Selected Financial Data
5. Reconcile the stockholders` equity for August 31, 2005 in the
table with the financial statements.
Dilution
6. Please revise the increase per share attributable to this
offering
for each level of proceeds. The current amounts are incorrect.
7. Please revise the disclosure required by Item 506(a) of
Regulation
S-B to also disclose the total consideration and percent if the
maximum offering is raised.
Management`s Discussion and Analysis
8. Please revise the executive overview to discuss the substantial
decrease in revenues recently and the likelihood that this may
continue into the future, and discuss the going concern.
9. We reissue prior comment 11 from our letter dated December 12,
2005. Please include your supplemental response in the
prospectus.
Plan of Operations
10. Disclose how your plan to retain the groups in the various
geographic regions. Will there be regional offices? How will
these
sales groups be overseen? Estimate the number of employees you
anticipate hiring for each group. State whether they will be
employees or contractors. Also, clarify whether they will devote
their full time to your business or whether they will also devote
time to other sales opportunities.
11. Please explain how the retention of the sales group in the
next
few months will only cost approximately $18,000. Explain how you
plan to find sales staff to work solely on a contingency basis.
Explain the impact on the implementation of your sales program if
you
are unable to obtain an agreement with a production finance
company.
We may have further comment.
12. Explain the alternate source of funding you will seek if you
are
unable to enter into an agreement with a production finance
company.
13. Please discuss in detail the status of your efforts to locate
a
warehousing facility.
14. Please revise your footnote regarding access to
www.cleanline.com. Provide the details of how to access the
information you have cited in the prospectus from the listed
website.
15. We partially reissue prior comment 17 from our letter dated
December 12, 2005. Clarify whether the agreement with Dicon would
allow you to enter into licensing arrangements.
16. Disclose the estimated costs associated with a licensing
agreement to use another company`s logos and trademarks and the
expected source(s) of funding.
17. Please update the cash balance as of the most recent
practicable
date. Disclose how long you can currently satisfy your cash
requirements given the current cash balance.
Summary Compensation Table
18. It appears that Mr. Lazauskas should be included in the
executive
compensation section. We direct your attention to Item
402(a)(2)(iii) of Regulation S-B.
19. Reconcile the number of shares issued to Mr. Moskowitz with
the
disclosure in the certain relationships and related transaction
section.
20. Please advise us as to Mr. Rubin`s role with the company. It
appears that Mr. Rubin may be required to be included in the
executive compensation table, pursuant to Item 402(a)(2)(iii) of
Regulation S-B.
21. Given the relationship between certain officers of the company
and RM Enterprises, it would appear the stock issued to RM
Enterprises in January 2005 should be included in the executive
compensation table. This would appear to be indirect compensation
to
those control persons.
Recent Sales of Unregistered Securities, page II-2
22. We reissue prior comment 26 from our letter dated December 20,
2005. We again note the stock issuances in 2002. The stock
purchase
agreement was not entered into until July 2002 and these
transactions
were conducted in March and May 2002. Therefore, we continue to
note
that the company was a blank check company at the time of these
transactions. Rule 504 of Regulation D is not available to blank
check companies. Please revise the disclosure to discuss whether
another available exemption may be relied upon.
23. Disclose the exemption relied upon in the July 2002 issuance
to
RM Enterprises.
Exhibits
24. In light of the change made to the subscription agreement as a
result of our prior comment 31 from our letter dated December 12,
2005, please file the revised subscription agreement as an
exhibit.
Closing Comments
As appropriate, please amend your registration statement in
response to these comments. You may wish to provide us with
marked
copies of the amendment to expedite our review. Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review. Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.
We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the
securities specified in the above registration statement. We will
act on the request and, pursuant to delegated authority, grant
acceleration of the effective date.
We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement. Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration. Please provide this
request at least two business days in advance of the requested
effective date.
You may contact Terence O`Brien at (202) 551-3355 if you
have
questions
regarding comments on the financial statements and related
matters. Please contact Susann Reilly at 202) 551-3236 with other
questions.
Sincerely,
John Reynolds
Assistant Director
Office of Emerging Growth Companies
http://www.sec.gov/Archives/edgar/data/1201251/000000000006025971/filename1.txt
VYEY sold shares to pay for drilling wells , while whole time the actual well owners knew this would be the case , they are collecting monthly cash from these wells and you folks that bought VYEY paid to drill them, no way you can drill these low volume wells , you cant recoup the $300k cost fast enough if at all over life of one of these wells , so you run a pinkie scsam , get shareholders to pay the way, then just tank the stock .0001/NOBID and collect that sweet cash month to month.
SEE GFCI, FTXN, VTEX, UEHI, LASGH - ALL Cut from this same set of leases....
TOTAL SCAM IMO
Lots of Open Interest in CDE Options with JAN10 Expiration. I picked up a few hundred yesterday and today > JAN2010 CALL 2.50 for $.20 > Nice long expiration date, if we can get CDE up over $2.50 by mid year these options should go for 5-10x current prices.... IMO :)
CALL OPTIONS Expire at close Fri, Jan 15, 2010
Strike Symbol Last Chg Bid Ask Vol Open Int
2.50 LGZAZ.X 0.20 0.05 0.20 0.25 358 51,457
5.00 LGZAA.X 0.10 0.03 0.10 0.15 216 31,092
7.50 LGZAU.X 0.07 0.02 0.05 0.10 9 18,650
PUT OPTIONS Expire at close Fri, Jan 15, 2010
Strike Symbol Last Chg Bid Ask Vol Open Int
2.50 LGZMZ.X 1.85 0.05 1.70 1.85 53 12,289
5.00 LGZMA.X 4.20 0.00 4.00 4.30 2 6,392
7.50 LGZMU.X 7.30 0.00 6.40 7.10 8 16
http://finance.yahoo.com/q/op?s=CDE&m=2010-01
The January 09 Expirations also has a lot of open interest.
Someone has written a lot of covered calls and puts into this stock for sure....
CALL OPTIONS Expire at close Fri, Jan 16, 2009
Strike Symbol Last Chg Bid Ask Vol Open Int
2.50 CDEAZ.X 0.05 0.00 N/A 0.05 35 43,298
5.00 CDEAA.X 0.05 0.00 N/A 0.05 326 74,306
7.50 CDEAU.X 0.05 0.00 N/A 0.05 10 21,989
10.00 CDEAB.X 0.05 0.00 N/A 0.05 30 27,588
PUT OPTIONS Expire at close Fri, Jan 16, 2009
Strike Symbol Last Chg Bid Ask Vol Open Int
2.50 CDEMZ.X 1.65 0.00 1.65 1.70 105 8,626
5.00 CDEMA.X 4.10 0.00 4.10 4.30 2 30,616
http://finance.yahoo.com/q/op?s=CDE&m=2009-01
Take a read of this very recent lawsuit SEC lost in court, says you CAN short restricted shares, before they are free trading, before they are registered , SPNG has NOT yet registered millions of shares, those shares IMO are mostly short before they register them., It is very confusing and IMO a loophole of sorts , Shorting needs to be reeled in , it should be regulated, monitored and mostly done away with IMO...
Also in the filing That I noted I found this very interesting:
"....able to sell and deliver the shares in connection with those transactions or in settlement of securities loans"
Sounds like Non Recourse Stock loans? They (SPNG) can pledge shares well beyond the number of shares issued in the filing, if they make a sale of stock to a non recourse stock financeer, totally outside of the filing, that will give seller (SPNG) instant funds for shares they dont have yet , "on the come" type of transactions.... The financeers know they will get the shares down the line so they lend them monies for shares they really dont have yet and they can short them and wait for later registrations / distributions to cover the non recourse sales. Anyway , just something to think about.
Here is the court action: This is very interesting:
SEC Claim Against Hedge Fund Manager for Illegal PIPES Transactions Fails
In an SEC enforcement action, a federal judge has ruled that a hedge fund manager and the managed funds did not violate Securities Act registration provisions in connection with PIPES transactions. The SEC did not state a plausible claim against the fund manager and the funds for distributing unregistered securities or for fraud arising from the distribution of unregistered securities. These claims were dismissed with prejudice. However, an insider trading claim against the fund manager and the funds was permitted to proceed. (SEC v. Lyon, et al, SD NY, 06 Civ. 14338, Jan 2, 2008).
The SEC alleged the unlawful distribution of unregistered securities based on the assumption that the shares ultimately used to cover a short sale are deemed to have been sold when the underlying short sale was made The Court finds that assumption Unwarranted
The fund manager and the funds participated in at least 36 PIPE transactions. PIPE securities are generally issued pursuant to a nonpublic offering exemption from the registration requirements of the Securities Act that allows the shares to be sold privately. In order to ensure the applicability of one of these exemptions, the PIPE issuers require investors to pledge that they will refrain from immediately redistributing their PIPE shares to the public.
Thus, each PIPE securities purchase agreement contained a provision requiring investors to represent that they were purchasing the securities for their own account and without any present intention of distributing the securities. The hedge fund manager signed these securities purchase agreements in connection with the PIPE transactions.
Upon the public announcement of the issuance of restricted shares in a PIPE offering, the price of the PIPE issuer’s publicly traded stock generally declines. Once they are issued, PIPE shares are considered restricted and cannot be publicly traded until the issuer files and the SEC declares effective a resale registration statement. In the interim between the acquisition of restricted shares and the effective date of corresponding resale statements, PIPE investors often hedge their investments by selling short the PIPE issuer’s publicly traded securities.
The funds hedged all but one of their PIPE investments by executing short sales that fully hedged or hedged as much as possible their PIPE positions. When the funds shorted the PIPE issuers’ publicly traded stock, no resale registration statement was in effect for the corresponding PIPE shares and no registration exemption applied to those shares. In order to cover their short positions, the funds waited until the SEC declared a PIPE resale registration statement effective and then used their formerly restricted PIPE shares to close out their short positions.
The SEC said that the fund manager and the funds made these representations falsely because they planned to distribute the PIPE securities through short selling and covering with the PIPE shares in violation of section 5.
Rejecting the SEC’s position, the court noted that the funds’ representations were not false because their short sales did not constitute a distribution under the Securities Act, and thus they did not misrepresent their investment intentions. The short sales did not violate section 5, ruled the court, and thus the funds’ alleged intention to short the PIPE issuers’ publicly traded securities did not undermine their pledge of compliance with
section 5.
under the SEC’s theory, defendants unlawfully sold PIPE shares to the public via an unregistered three-step distribution. First, defendants bought PIPE shares issued by publicly traded companies that were restricted from being sold publicly. Next, they sold short the PIPE issuers’ public shares prior to the effective date of a resale registration statement for the PIPE shares. Finally, after the resale registration statements for the PIPE shares became effective, defendants “covered” their short positions with those PIPE shares.
The delivery of once-restricted PIPE shares to close a short position did not convert the
underlying short sale into a sale of PIPE shares, reasoned the court, since securities used to close a short position are not sold or offered for sale at the time when a short sales is made. This holding effectively rejects the SEC’s contention that PIPE shares were sold or offered for sale by the funds when they transacted their short sales in favor of the funds’ position that publicly traded shares were offered and sold through those trades.
With regard to the insider trading claim, the SEC stated a plausible claim that the hedge fund manager and the funds were bound by a duty of confidentiality based on a confidential relationship with four PIPE issuers. The SEC alleged that a purchase agreement and offering materials required investors to keep the information conveyed in connection with the offerings confidential.
http://jimhamiltonblog.blogspot.com/2008/01/sec-claim-against-hedge-fund-manager.html
SPNG Insiders CAN SHORT SPNG....
Per SPNG Proxy filed with SEC on one of its early offerings:
The distribution of the shares by the selling stockholders is not subject to any
underwriting agreement. We expect that the selling stockholders will sell their
shares through customary brokerage channels, in private sales, or in
transactions under Rule 144 under the Securities Act.
The selling stockholders, our placement agent and other brokers and dealers
through whom sales of the shares are made may be deemed to be "underwriters"
within the meaning of the Securities Act, and the commissions or discounts and
other compensation paid to those persons could be regarded as underwriters
compensation.
From time to time, the selling stockholders may engage in short sales, short
sales against the box, puts and calls and other transactions in our common
shares, and will be able to sell and deliver the shares in connection with those
transactions or in settlement of securities loans. In effecting sales, brokers
and dealers engaged by the selling stockholders may arrange for other brokers or
dealers to participate in those sales. Brokers or dealers may receive
commissions or discounts from the selling stockholders (or, if any such broker
dealer acts as agent for the purchaser of those shares, from the purchaser) in
amounts to be negotiated (which are not expected to exceed those customary in
the types of transactions involved). Brokers and dealers may agree with the
selling stockholder to sell a specified number of shares at a stipulated price
per share and, to the extent those brokers and dealers are unable to do so
acting as agent for a selling stockholder, to purchase as principal any unsold
shares at the price required to fulfill the broker dealer commitment to a
selling stockholder.
http://www.sec.gov/Archives/edgar/data/1201251/000114420406015283/v040558_424b3.txt
Interesting Confusion.....
ITEM 10. RECENT SALES OF UNREGISTERED SECURITITES
Under the provisions of Regulation 229.701, item
701, Standard and Poor's and the Pink Sheet have
reported sales which were misrepresented as there
is a RCC Holdings, Inc of Nevada, in which, a
corporate take-over was attempted by a Director
of said Nevada Corporation. Mr. Taggatz used
the symbol (RCCL) (other OTC) in which he sold
stock under the historical chart of RCC Holdings,
Corp as of June 13, 2003. We have included as
an Exhibit a photographic copy of a quotation
sheet by pinksheets.com displaying a $17 sales
price, as of May 30, 2003 and a $1 sales price
as of March 25, 2003. There is no connection
either by acquisition, merger, or stock trade
represented under the books, records, Bylaws,
and minutes of RCC Holdings, Inc., a Nevada
Corporation or RCC Holdings, Corp., a Colorado
Corporation. RCC Holdings, Corp of Colorado
was registered with Standard and Poor's on or
near it's date of incorporation. There have
been no filings with the SEC, the State of
Colorado, the State of Nevada, that reflect
any co-mingling of these two identities.
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001143723&owner=include&count=40
This IS clearly a Pump Dump scheme IMPO of the FACTS
Just pointing out An accredited investor is a very general term, , has no real relevance , UNTIL we see the actual filing and see just how many millions of shares they sold for the $1million dollars, to whom they sold.. etc... i.e. > 10,000,000,000 shares @ .0001 = $1,000,000.00
RCCH sold the stock as :
Rule 504(b)(1) (not (i), (ii) or (iii))
http://www.sec.gov/Archives/edgar/data/1143723/999999999708039420/9999999997-08-039420-index.htm
Meaning:
RULE 504
SEC Rule 504 provides an exemption from registration for limited offerings and sales not exceeding $1 million. Offerings by non-reporting companies (i.e., companies without a class of equity securities registered under the federal Securities Exchange Act of 1934 (the “1934 Act”) and not subject to the reporting requirements of the 1934 Act) of not more than $1 million in a 12-month period are exempt from federal registration under Rule 504, provided that an appropriate federal filing is made. “Blank check” companies (i.e., companies in the development stage with no specific business plan or purpose or a plan to merge with an unidentified company or companies) and investment companies may not rely upon Rule 504. If the sale complies with subsection (b)(1)(i), (ii), or (iii) of Rule 504, the securities sold in a Rule 504 offering are transferable without restriction under federal law
ALSO:
It looks like a few of the various other RCC Holdings subs/shells haved done offerings.
12/10/2007 this entity filed a 504
Do google search of the address and zip below, you will see this Address is ALSO for RCC Holdings AND SWB Escrow both out of this same address. This related entity sold shares thru a 504 offering approx 12/2007
RCC HOLDINGS (Filer) (0001421060)
IRS No.: 000000000 | State of Incorp.: CA | Fiscal Year End:
Type: REGDEX | Act: 34 | File No.: 021-112062 | Film No.: 07085988
Business Address
8599 HAVEN AVE, #306
RANCHO CUCAMONGA CA 91730
(909) 483-8500
http://www.sec.gov/Archives/edgar/data/1421060/999999999707051304/9999999997-07-051304-index.htm
AND> Here The One we have been talking about > Funny thing is This address is a "Mail Boxes Etc." (lol) sure dont act like somne multi million dollar re-insurance company, listing the main addres with the SEC using a mail boxes etc mail box...
RCC HOLDINGS CORP (Filer) (0001143723)
IRS No.: 131026995 | State of Incorp.: CO | Fiscal Year End: 1231
Type: REGDEX | Act: 34 | File No.: 021-122492 | Film No.: 08059887
SIC: 6311 Life Insurance
Assistant Director 1
Business Address
4712 ADMIRALTY WAY
SUITE 263
MARINA DEL REY CA 90292
3108230181
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001143723&owner=include&count=40
Now I also Found an "RCC Holdings LLC" out of Arizona, The addres listed is a very upscale comunity in Arizona , does RCCH have business in Arizona? The SEC has record of a RCC Holdings LLC doing a 506 offering approx 10/2007. 506 Oferings are restrcited shares and can be for nearly unlimited amounts of money and shares.....
RCC HOLDINGS LLC (Filer) (0001415797)
IRS No.: 000000000 | State of Incorp.: AZ | Fiscal Year End:
Type: REGDEX | Act: 34 | File No.: 021-109967 | Film No.: 07070588
Business Address
7705 East Doubletree Ranch Road, #36
Scottsdale AZ 85258
602-722-3654
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001415797&owner=include&count=40
I wonder what one of these entities does RCCH plan to uplist?
My Guess is they will use RCC HOLDINGS CORP (Filer) (0001143723)
However > this is also a related company selling shares last year : RCC HOLDINGS (Filer) (0001421060)
However after reviewing the posts here and the obvious streams of IMO pumper type misinformation, I have strong feeling this is also related and also selling shares.
RCC HOLDINGS LLC (Filer) (0001415797)
7705 East Doubletree Ranch Road, #36
Scottsdale AZ 85258
Anyone know of connection to Scottsdale AZ 85258?
Happy Posting.
Accredited Investors
Under the Securities Act of 1933, a company that offers or sells its securities must register the securities with the SEC or find an exemption from the registration requirements. The Act provides companies with a number of exemptions. For some of the exemptions, such as rules 505 and 506 of Regulation D, a company may sell its securities to what are known as "accredited investors."
The federal securities laws define the term accredited investor in Rule 501 of Regulation D as:
a bank, insurance company, registered investment company, business development company, or small business investment company;
an employee benefit plan, within the meaning of the Employee Retirement Income Security Act, if a bank, insurance company, or registered investment adviser makes the investment decisions, or if the plan has total assets in excess of $5 million;
a charitable organization, corporation, or partnership with assets exceeding $5 million;
a director, executive officer, or general partner of the company selling the securities;
a business in which all the equity owners are accredited investors;
a natural person who has individual net worth, or joint net worth with the person’s spouse, that exceeds $1 million at the time of the purchase;
a natural person with income exceeding $200,000 in each of the two most recent years or joint income with a spouse exceeding $300,000 for those years and a reasonable expectation of the same income level in the current year; or
a trust with assets in excess of $5 million, not formed to acquire the securities offered, whose purchases a sophisticated person makes.
For more information about the SEC’s registration requirements and common exemptions, read our brochure, Q&A: Small Business & the SEC.
http://www.sec.gov/answers/accred.htm
SpongeTech(R)'s take on the lovable sea-dweller from Bikini Bottom will be available at mass market retail, drug, convenience, and specialty stores, online and e-tailers beginning third quarter 2009. Since its 1999 debut, SpongeBob SquarePants has become one of basic cable's most popular animated series with an estimated seventy million viewers monthly.
SpongeTech(R) Delivery Systems, Inc. Partners with Nickelodeon & Viacom Consumer Products for Licensed Products
America's Cleaning Company(TM) to Begin Nationwide Sales of SpongeBob SquarePants, Dora the Explorer, and Go, Diego Go! Children's Bathing and Sunscreen Sponges Celebrating SpongeBob SquarePants' Tenth Anniversary, This Will be the First Time the Pop Culture Phenomenon Appears as a Soap-Infused Sponge
NEW YORK, Oct 29, 2008 /PRNewswire-FirstCall via COMTEX/ -- SpongeTech(R) Delivery Systems, Inc. (OTC Bulletin Board: SPNG) has partnered with Nickelodeon & Viacom Consumer Products (NVCP) to bring SpongeBob SquarePants from the television screen to bathtubs and beaches in the form of soap- and sunscreen-infused sponges for kids. This partnership for nationwide production and sales not only includes the beloved SpongeBob SquarePants which celebrates its tenth anniversary in 2009, but two other popular animated Nickelodeon characters, Dora the Explorer, and Go, Diego, Go!.
SpongeTech(R)'s take on the lovable sea-dweller from Bikini Bottom will be available at mass market retail, drug, convenience, and specialty stores, online and e-tailers beginning third quarter 2009. Since its 1999 debut, SpongeBob SquarePants has become one of basic cable's most popular animated series with an estimated seventy million viewers monthly.
"SpongeBob is one of the great icons in popular culture today," said SpongeTech(R)'s COO Steven Moskowitz. "We are incredibly excited about this partnership and see this as a natural fit and a wonderful opportunity to produce and market SpongeBob-branded SpongeTech(R) product."
Moskowitz concluded, "With the partnership in place, coupled with our strong sales force, parents and children around the county now have an even greater opportunity to be introduced to SpongeTech(R)'s superior product line."
For more information please contact Investor Relations at 1-877- SPONGE T or visit the company website at: www.spongetech.com .
About Nickelodeon
Nickelodeon, now in its 29th year, is the number-one entertainment brand for kids. It has built a diverse, global business by putting kids first in everything it does. The company includes television programming and production in the United States and around the world, plus consumer products, online, recreation, books, magazines and feature films. Nickelodeon's U.S. television network is seen in more than 96 million households and has been the number-one-rated basic cable network for 14 consecutive years. Nickelodeon and all related titles, characters and logos are trademarks of Viacom Inc. (NYSE: VIA, VIA.B)
About Nick Jr.
Nick Jr. is a specially designed programming block airing on Nickelodeon weekdays from 9:00 a.m. - 2:00 p.m. (ET/PT). Completely dedicated to preschoolers ages 2-5, Nick Jr.'s Emmy, Peabody and Parents' Choice
Award-winning programs are curriculum based, fun and commercial free. At Nick Jr., kids play to learn with innovative, original shows created just for them.
About SpongeTech(R) Delivery Systems
SpongeTech(R) Delivery Systems is a company which designs, produces, markets and distributes cleaning products for vehicular use utilizing patented technology relating to sponges containing hydrophilic (liquid absorbing) foam polyurethane matrices. The Company's sponges are specially configured with an outer contact layer and an inner matrix, which is loaded with specially formulated soaps and wax that are released when the sponge is applied to a surface with minimal pressure. The Company's products are currently designed specifically for vehicular cleaning use. However, the Company is exploring the possibility of using its patented technology for the development of sponges for other uses, including for use with anti-bacterial, bath and kitchen soaps for household uses, as well as for use as a children's bath foam sponge.
"Safe Harbor Statement"
Under The Private Securities Litigation Reform Act of 1995: The statements in the press release that relate to the Company's expectations with regard to the future impact on the Company's results from new products in development are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The results anticipated by any or all of these forward-looking statements may not occur. Additional risks and uncertainties are set forth in the Company's Annual Report on Form 10-KSB for the year ended May 31, 2008, the Company's Quarterly Report on Form 10-QSB for the first quarter ended August 31, 2008. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof, or to reflect the occurrence of unanticipated events or changes in the Company's plans or expectations.
Contact:
Spongetech Delivery Systems, Inc.
Bill Young
877.776.6438
wayoung55@aol.com
The Investor Relations Group
Steven Melfi
212.825.3210
Nickelodeon
Tori Fernandes
212.846.4942
tori.fernandes@mtvstaff.com
SOURCE SpongeTech(R) Delivery Systems, Inc.
The document control # in no way proves any such thing.
Please tell me how does this document control# prove anything you are saying , please post a link , cut n paste , anything.... ALL PAPER filings have these control numbers and this exact verbiage "Please reference the Document Control Number XXXXXXX for access to the original document."
becuase it says "for access to original document" it does NOT mean it is from some other time or company , it is standard verbiage and for you to say other is extremely misleading
Here is another example for you from another pinksheet, using a paper filing > ALL Paper filings have this exact same verbiage.
http://www.sec.gov/Archives/edgar/data/1322894/999999999705016866/9999999997-05-016866.txt
The address is the original address and original SIC this shell was listed under , the info you are seeing is the info they gave the SEC when they opened this public entity , they, RCCH , obviously have not gone thru the forms, filings, time expense to update it. They have to file paperwork with the SEC to change these things, you see this all the time with pink sheets.
This address is linked to RCCH all over the place.
SEE:
http://www.pinkinvesting.com/companies/rcc-holdings-corp-RCCH.html
OK > if you go your way > then the schd 15 they filed is not for RCCH either , thus no way it can uplist , you cant have it both ways , is the schedule 15 for the current RCCH stock or not?
Good Link and DD >
Message In Reply To:
Nice DD post on RCCH from the "uplisters" board...
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=34419080
One thing to note - per the filings, RCCH did a REGDEX on Sep 16, 2008. That is a paper filing for the registration of securities. Usually this means dilution is coming. You can write to the SEC, and request them mail you a copy of the paper filing. Then you will know how many shares have been sold.
You are mistaken, Please direct me to were this says it is from 2003 for some old out of business company? That is absurd, the link you have means nothing , it goes to the RCCH website and does not come from the filing or connected to the filing in anyway(?) , it is just you trying to create confusion , and what does the document control number do to prove anything you are saying?
This is NEW Business for RCC Holdings Corp filed with SEC on 09/11/2008 and declared effective by the SEC on 09/16/2008.
What you posted is NOT the complete filing, just the header record for a PAPER filing. you have to request a copy of complete filing from SEC, see link below to get a copy.
Anyone else want to get this COMPLETE filing please see link below, After seeing how the stock price and volume reacted shortly after this filing should be proof enough for any logical person to understand. However those in doubt I would STRONGLY suggest getting a copy of this filing, it is exactly what it says it is, New business for newly sold shares of "RCC Holdings Corp".
Filing:
http://www.sec.gov/cgi-bin/browse-edgar?CIK=0001143723&action=getcompany
Order copy of COMPLETE filing , not just header record.
http://www.sec.gov/answers/publicdocs.htm
sorry but this is ur proof? a message board post that says > "just a guess"
"Did you ever think it was audited for the up listing and had to be shown since the reinsurance company is still under the RCCH umbrella ??? Just a guess"
Please be real - RCCH sold shares - what is the big deal?
Why is that such a big deal? all these pinks do it, look at the chart , look at the filing date , no guess needed , RCCH SOLD SHARES 09/2008
I dont get what u r saying?
If there is a large NSS and or short position they would applaud new shares being sold , dillution kills these pinkies , drives price lower , plius a NSS position would be overjoyed new shares are on market, no need for insiders longs others to sell to cover , new shares will help cover, and help cover up NSS, new stock sales are exactly what shorts want to see.....?
Also - This filinbg is a few months old - it is not from 2003? were do you get this information? This filing is very recent and is for a very recent REG D sales of stock by the company...
Looking at the date of this filing, the stock price and volume before and after this filing, it clearly shows they sold shares.....
The FACTS say RCCH recently sold shares , these pinks do it all the time, it is part of the game, now if they file some auditted growing revenues and share counts that are positive , then it wont really matter......
I always look for the most active companies on IHUB , like many other do , and do some DD , looks like this one I will watch little closer next few weeks. Happy Posting.
RCC Holdings Corp filed with SEC to SELL shares 09/11/2008:
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001143723&owner=include&count=40
It is a paper filing using Regulation D:
REGDEX [html][text] 1 KB [Paper]Notice of Sale of Securities [Regulation D and Section 4(6) of the Securities Act of 1933], item 04 Acc-no: 9999999997-08-039420 (34 Act)
Being it is a "paper" filing you will need to write to the SEC and ask for a copy , you will see exactly what was sold.
If you see the filing directly below this , it was submitted by:
Gene Newton
CEO
RCC Holdings Corporation
Now what is strange? I see a few other "RCC Holdings*.*" selling shares thru REG D offerings. Now this most recent sale above also has a filing by Gene Newton "RCC Holdings Corp" so we know that is RCCH unless Gene has another public company named RCC Holdings Corporation selling shares, now these other filings below dont have any "contact names" I can extract , only mailing addresses. Again these are ALL SEC Filed REG D Sales of securities using Paper filings , you will need to write to SEC to get copies of the complete submission
"RCC HOLDINGS"
Business Address
8599 HAVEN AVE, #306
RANCHO CUCAMONGA CA 91730
909) 483-8500
Mailing Address
8599 HAVEN AVE, #306
RANCHO CUCAMONGA CA 91730
Filed to SELL SHARES on 12/10/2007
REGDEX [html][text] 1 KB [Paper]Notice of Sale of Securities [Regulation D and Section 4(6) of the Securities Act of 1933], item 04 Acc-no: 9999999997-07-051304 (34 Act)
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001421060&owner=include&count=40
"RCC HOLDINGS LLC"
Business Address
7705 East Doubletree Ranch Road, #36
Scottsdale AZ 85258
602-722-3654
Mailing Address
7705 East Doubletree Ranch Road, #36
Scottsdale AZ 85258
FILED TO SELL SHARES 10/03/2007
REGDEX [html][text] 1 KB [Paper]Notice of Sale of Securities [Regulation D and Section 4(6) of the Securities Act of 1933], item 06 Acc-no: 9999999997-07-044999 (34 Act)
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001415797&owner=include&count=40
Here is some information to get copies of paper filings:
http://www.sec.gov/answers/publicdocs.htm
How to Request Public Documents
Many of these documents can be obtained in electronic form by using the online SEC search feature. To obtain paper copies of SEC records and documents, historic Commission filings, special reports and studies, speeches, and testimony you may use any of the following four methods to contact the Office of Investor Education and Advocacy.
Use our online form
Send an e-mail to: PublicInfo@sec.gov
Send a fax to: 202-772-9295
Submit a written request to:
U.S. Securities and Exchange Commission
Office of Investor Education and Advocacy
100 F Street N.E.
Washington, DC 20549-0213
Please include a mailing address and daytime telephone number in order to expedite your request should questions arise. Each request for information or copies should clearly describe the information sought with respect to complete name, date, subject matter, type of document, file number, or any other specific information which will assist us in identifying the information you are requesting. This enables us to ensure that the correct documents are located and provided as quickly as possible.
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If you need certified copies of records or documents your request should be submitted to certified@sec.gov.
If you need to file an investment complaint your complaint should be submitted to oiea@sec.gov.
If you have questions and inquiries relating to federal securities laws or investments your inquiry should be submitted to help@sec.gov.
BMAS Burt Martin Arnold Securities trading of SPNG is very inconsistent.....?
Looking over last 12 months:
Dec07 = 0
Jan08 = 0
Feb08 = 0
Mar08 = 0
Apr08 BMAS = 4,042,897 SHARES TRADED
May08 = 0
Jun08 = 0
Jul08 = 0
Aug08 BMAS = 1,214,900 SHARES TRADED
Sep08 BMAS = 17,202,070 SHARES TRADED
Oct08 BMAS = 25,757,424 SHARES TRADED
Nov08 BMAS = 19,295,680 SHARES TRADED
http://www.otcbb.com/asp/tradeact_mv.asp?SearchBy=issue&Issue=SPNG&SortBy=volume&Month=11-1-2008&IMAGE1.x=10&IMAGE1.y=7
Here is link to share volume by month by market maker.
http://www.otcbb.com/asp/tradeact_mv.asp?SearchBy=issue&Issue=SPNG&SortBy=volume&Month=11-1-2008&IMAGE1.x=15&IMAGE1.y=7
Here are the monthly totals for last 6 full months
The link above will take you to the full report that outlines the exact share volume my each marker maker , the percetage of total and the rank , by month..... Dont have daily totals..... Someone else might be able to link you to those.....
November 2008 Total Share Volume 225,293,455
October 2008 Total Share Volume 396,947,036
September 2008 Total Share Volume 432,281,776
August 2008 Total Share Volume 339,233,495
July 2008 Total Share Volume 111,178,957
June 2008 Total Share Volume 143,626,828
Corporate Background
We were formed on June 18, 1999, under the name Romantic Scents, Inc. On June
12, 2001, Romantic Scents, Inc. changed its name to RSI Enterprises, Inc., and,
on October 2, 2002, changed its name to Spongetech International Ltd. On July
15, 2002, we entered into a stock purchase agreement with Nexgen Acquisitions
VIII, Inc., a blank check company, pursuant to which our sole stockholder, RM
Enterprises International, Inc. received 12,000,000 shares of Nexgen
Acquisitions VIII, Inc. and thereby became its majority stockholder. The
transaction was accounted for as a reverse acquisition using the purchase method
of accounting, whereby RM Enterprises International, Inc., our sole shareholder,
retained approximately 63% of the outstanding common stock. Thereafter, on
October 9, 2002, Nexgen Acquisitions VIII, Inc. changed its name to Spongetech
Delivery Systems, Inc. On December 16, 2002, we changed our domicile to
Delaware. Spongetech Delivery Systems, Inc. (formerly Nexgen Acquisitions VIII,
Inc.) merged with and into us so that we became the surviving company.
Immediately subsequent to the merger, we changed our name to Spongetech Delivery
Systems, Inc.
_______
Also on the NSS issues > Sometimes NSS is just the major shareholder(s) or financeer doing legit shorting , hedging unregistered and or restrcited shares, or selling shares thru non recourse stock loans that are short being they have hoard of shares to deliver/cover about any transaction when they time is right.... Lots of times it is a necessary evil when an entity holds a large number of restricted or unregistered shares, or the share price goes up and they cant sell , these guys like to make money on both sides, no matter what happens they make money... unregistered shares , restricted shares , warrants and or preffered series of shares can be used in many ways.....
Per SPNG Proxy filed with SEC on one of its early offerings:
The distribution of the shares by the selling stockholders is not subject to any
underwriting agreement. We expect that the selling stockholders will sell their
shares through customary brokerage channels, in private sales, or in
transactions under Rule 144 under the Securities Act.
The selling stockholders, our placement agent and other brokers and dealers
through whom sales of the shares are made may be deemed to be "underwriters"
within the meaning of the Securities Act, and the commissions or discounts and
other compensation paid to those persons could be regarded as underwriters
compensation.
From time to time, the selling stockholders may engage in short sales, short
sales against the box, puts and calls and other transactions in our common
shares, and will be able to sell and deliver the shares in connection with those
transactions or in settlement of securities loans. In effecting sales, brokers
and dealers engaged by the selling stockholders may arrange for other brokers or
dealers to participate in those sales. Brokers or dealers may receive
commissions or discounts from the selling stockholders (or, if any such broker
dealer acts as agent for the purchaser of those shares, from the purchaser) in
amounts to be negotiated (which are not expected to exceed those customary in
the types of transactions involved). Brokers and dealers may agree with the
selling stockholder to sell a specified number of shares at a stipulated price
per share and, to the extent those brokers and dealers are unable to do so
acting as agent for a selling stockholder, to purchase as principal any unsold
shares at the price required to fulfill the broker dealer commitment to a
selling stockholder.
http://www.sec.gov/Archives/edgar/data/1201251/000114420406015283/v040558_424b3.txt
not sure if u r talking to me?
However IMO I doubt NSS is the problem here , when the OS goes from 58 million to over 800 million in one year , you wont see the stock make huge runs , the float is to large , I see the runs here have gotten smaller and smaller the more and more stock dumped into the float.... starting to go flat and even backwards, unless they shore up the sharecount and buy back that quarter billion plus shares ....... that will help , but still , wow , the OS has exploded.....
what other sponges does SPNG offer?
Do they have any products being sold ?