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A merger is likely in the works as of last year between MIKP and SBRH. I disagree with the merger. I believe MIKP has every opportunity to stand on it's own two feet OR another suitor, with earnings, could be found for MIKP. If that meens Mark has to step down at the helm of MIKP, then so be it... he would be doing shareholders, (himself among them), a well deserved service with all due respect to their risky investments.
If there's anything I can lawfully do to prevent a merger with SBRH, I'll do it.
I think MIKP could find a much better suitor to merge with, (with or without Mark at the helm after the Merger).
In English: SBRH has broken the rules again and so has MIKP... All any one of us has to do is type www.sec.gov/whistleblower
and fill in the blanks with the following research (all neat and tidy even):
To the best of my knowledge and research, SBRH has NOT disclosed the material corporate event resulting in amended articles of incorporation within a reasonable amount of time per the guidelines of www.otcmarkets.com/SEC. The amended articles of incorporation can thus far only be viewed following a download web link posted on the MIKP board by smeister http://www.sunbiz.org/pdf/4469038.pdf
The following is an excerpt from www.otcmarkets.com via "Companies and Advisors" link to "OTC Pink Basic disclosure guidelines" link to download OTCPinkGuidelines.doc:
Current Reporting of Material Corporate Events
OTC Markets Group encourages companies to make public disclosure available regarding corporate events that may be material to the issuer and its securities. Persons with knowledge of such events would be considered to be in possession of material nonpublic information and may not buy or sell the issuer’s securities until or unless such information is made public. If not included in the issuer’s previous public disclosure documents or if any of the following events occur after the publication of such disclosure documents, the issuer shall publicly disclose such events by disseminating a news release within 4 business days following their occurrence, and posting such news release through the OTC Disclosure & News Service.
Material corporate events include:
• Entry or Termination of a Material Definitive Agreement
• Completion of Acquisition or Disposition of Assets, Including but not Limited to mergers
• Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of an Issuer
• Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
• Costs Associated with Exit or Disposal Activities
• Material Impairments
• Sales of Equity Securities
• Material Modification to Rights of Security Holders
• Changes in Issuer's Certifying Accountant
• Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review
• Changes in Control of Issuer
• Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
• Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
• Amendments to the Issuer's Code of Ethics, or Waiver of a Provision of the Code of Ethics
• Other events the issuer considers to be of importance
oops. the link is: www.wyobiz.wy.gov/business/filingsearch.aspx
Research Links:
For information about the current "active" (active according to www.otcmarkets.com) articles of incorporation and to determine the company status go to:
https://delecorp.delaware.gov/tin/controller
For information about the 'wyoming corporation' go to
www.wyoboz.wy.gov/business/filingsearch.aspx
None of the above info revealed why Mark is now using the Delaware articles of incorporation.
Articles of Incorporation (in the State of Delaware) for MIKP look good. The Articles can be viewed at www.otcmarkets.com They're old, (and under the name of a previous affiliated company, "Reflexor"), but I don't care about that... main thing is: the Articles are under lawful terms and lawfully executed.
The by laws look good too... The by laws give Mark a lot of power to make decisions without the approval of shareholders under certain circumstances... which is not necessarily a bad thing (so long as Mark maintains his dedication to his shareholders' long term material interest).
The Articles of Incorporation and Bylaws for MIKP are good and lawful. Without them, MIKP would have no chance for a FINRA reinstatement...
How did MIKP manage to go from being Incorporated in Delaware to become a "wyoming corporation"?
There are no news/disclosures/filings that indicate the transfer from one state to another.
MIKP is actively using the articles of incorporation from Delaware. So, why on the latest quarterly report, does it clearly state in bold headlines, "a wyoming corporation"?
MIKP annual/fourth quarter financial report is past due...
To the best of my knowledge and research, SBRH has NOT disclosed the material corporate event resulting in amended articles of incorporation within a reasonable amount of time per the guidelines of www.otcmarkets.com/SEC. The amended articles of incorporation can thus far only be viewed following a download web link posted on the MIKP board by smeister http://www.sunbiz.org/pdf/4469038.pdf
The following is an excerpt from www.otcmarkets.com via "Companies and Advisors" link to "OTC Pink Basic disclosure guidelines" link to download OTCPinkGuidelines.doc:
Current Reporting of Material Corporate Events
OTC Markets Group encourages companies to make public disclosure available regarding corporate events that may be material to the issuer and its securities. Persons with knowledge of such events would be considered to be in possession of material nonpublic information and may not buy or sell the issuer’s securities until or unless such information is made public. If not included in the issuer’s previous public disclosure documents or if any of the following events occur after the publication of such disclosure documents, the issuer shall publicly disclose such events by disseminating a news release within 4 business days following their occurrence, and posting such news release through the OTC Disclosure & News Service.
Material corporate events include:
• Entry or Termination of a Material Definitive Agreement
• Completion of Acquisition or Disposition of Assets, Including but not Limited to mergers
• Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of an Issuer
• Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
• Costs Associated with Exit or Disposal Activities
• Material Impairments
• Sales of Equity Securities
• Material Modification to Rights of Security Holders
• Changes in Issuer's Certifying Accountant
• Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review
• Changes in Control of Issuer
• Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
• Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
• Amendments to the Issuer's Code of Ethics, or Waiver of a Provision of the Code of Ethics
• Other events the issuer considers to be of importance
To the best of my knowledge and research, SBRH has NOT disclosed the material corporate event resulting in amended articles of incorporation within a reasonable amount of time per the guidelines of www.otcmarkets.com/SEC. The amended articles of incorporation can thus far only be viewed following a download web link posted on the MIKP board by smeister http://www.sunbiz.org/pdf/4469038.pdf
The following is an excerpt from www.otcmarkets.com via "Companies and Advisors" link to "OTC Pink Basic disclosure guidelines" link to download OTCPinkGuidelines.doc:
Current Reporting of Material Corporate Events
OTC Markets Group encourages companies to make public disclosure available regarding corporate events that may be material to the issuer and its securities. Persons with knowledge of such events would be considered to be in possession of material nonpublic information and may not buy or sell the issuer’s securities until or unless such information is made public. If not included in the issuer’s previous public disclosure documents or if any of the following events occur after the publication of such disclosure documents, the issuer shall publicly disclose such events by disseminating a news release within 4 business days following their occurrence, and posting such news release through the OTC Disclosure & News Service.
Material corporate events include:
• Entry or Termination of a Material Definitive Agreement
• Completion of Acquisition or Disposition of Assets, Including but not Limited to mergers
• Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of an Issuer
• Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
• Costs Associated with Exit or Disposal Activities
• Material Impairments
• Sales of Equity Securities
• Material Modification to Rights of Security Holders
• Changes in Issuer's Certifying Accountant
• Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review
• Changes in Control of Issuer
• Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
• Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
• Amendments to the Issuer's Code of Ethics, or Waiver of a Provision of the Code of Ethics
• Other events the issuer considers to be of importance
News about what? I usually post on the MIKP site but, I've been keeping an eye on this site for a while now since they both have Mark Newbauer in common. It's good to see you staying positive. Also, I'm here because we had meister hop over to the MIKP board telling everyone Mark increased the OS of SBRH. I checked www.otcmarkets.com under filings and disclosures for this company and found nothing to substantiate whether or no what meister said was true. Do you know of anything regarding this rumored stock split?
OKAY! OKAY! I BELIEVE ANYTHING YOU SAY! COULD YOU PLEASE TURN OFF YOUR CAPS LOCK WHEN MESSAGING ME LOL I CAN SEE YOUR POSTS FROM A LONG WAY OFF DON'T WORRY :) Seriously, though... you could be right about there being no more r/s for MIKP'ers... Possibly, a holding company needs a certain amount of shares to purchase/merge other companies.
I have no idea for sure. I'm merely speculating about the alternative to a FINRA reinstatement...
I think we've had these discussions before, but I like to up date my beliefs every now and then when new material information is made available...
like a OS increase of SBRH (per meister) which could be an indication of a merger in the near future and normally what follows just before and just after a merger is an increase in OS and then a R/S. IMO FWIW. I don't like to talk about the alternative to FINRA reinstatement... I don't even like to entertain the possibility in my mind... but we should all be weighing and considering all the options carefully.
What makes you think so? And I seriously hope you are right! :) Go FINRA!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!
MIKP is doing excellent all by itself... but again, I think Mark needs to move his MIKP money maker over to SBRH at which point I think we can expect a r/s 1000:1.
OS is around 2 and a 1/4 billion. In august july june? of just last year he voluntarily reduced the OS of MIKP, I can't recall by exactly how much but it was around 1/2 of all OS?. Looks like he may have been preparing his two companies for a merger for some time now...
IMO FWIW :) of all Mark's business endeavors, the businesses he has lumped under the MIKP symbol has a lot of potential to be his most profitable. So when/if MIKP becomes profitable, he may entertain merging with SBRH to put some green on the SBRH bottom line (since he's a large shareholder & president of that company).
thanks ;)
I gotta' correct my mistake here: I meant Finra reinstatement, NOT SEC suspension. Please excuse the confusion.
A merger of WSRA/MISM/GDSM is (IMO!!!! for goodness sake) likely considering (among other factors) they are all now pursuing a step up on the trading tier with audited financials.
Who will be buying out who and what cost/benefit is a matter of speculation. I'm speculating that MISM/GDSM will be jumping on WSRA's ticket since WSRA has been around for over a hundred years.
I'm in support of a merger of ALL three companies. It would be wise and would benefit them all considering they share common goals/business models, an interest in the same two mines, board members, and they share legal counsel. As they stand now, they seem spread out too thin with nothing to report for earnings/assets/progress...
Side note pertaining to my above opinion: Thank you ahead of time for not assuming that I think this investment is a wise or a safe or a beneficial one. If I did consider this an investment for me, thank you ahead of time for not mocking my choice to satisfy a wanting ego.
good thanks for clarifying. And how would you have it phrased?
true. the second of what I wrote yesterday is a far reaching assumption based on my belief that Mark may at one point or another, consider MIKP as an engine to drive SBRH... What's FWIW?
Here's what I believe:
I believe that the SEC suspension on MIKP will be lifted eventually. I also believe the only way for MIKP to merge with another company/change it's name/change it's ticker symbol/Reverse split its' shares/conduct any business that requires SEC or FINRA approval via application is for the current SEC suspension on MIKP to be lifted... I believe a company must be in good standing with the SEC in order to update/change it's designations.
So summarily, I believe first, the MIKP SEC suspension will be lifted and second, following the lift MIKP will entertain the possibility of a company buy out/merger with SBRH and third, SBRH will finally report an increase in assets/earnings for their first quarter 2013... all of which is good for MIKP.
The main questions still looming unanswered over MIKP are:
1) Will Finra give MIKP the 'thumbs up' for pink trading?
and
2) If not, who will buy out/merge with MIKP?
anyone care to answer, please do!
thanks for responding :)
* sigh yup
Deri, did you get your information about the MM from FINRA or Mark? Also, did you email BMA securities for confirmation?
:) thanks for sharing deri! I looked up BMAS and found:
BMAS M BMA Securities CALIFORNIA 310-544-2000
Also found a web address:
www.bmasecurities.com
I certainly hope not.
MIKP needs to work out it's deficiencies with FINRA because it has no business being absorbed by a holding company (especially the unproven SBRH!). MIKP is poised to make money and support itself providing MIKP BEHAVES in all honesty!
Because SBRH is thus far broke ***, has only shares to offer which are currently trading at .0001/share AND most importantly they have a history of treating their common shareholders poorly by taking from them without giving back.
One of the "offers on the table" to purchase MIKP is most likely from SBRH. SBRH is pink current, has no earnings *and hasn't released their latest quarterly earnings yet for this year, is attempting to move up the trading tier to OTC BB with full disclosure to the SEC, has three board members of which Mark B Newbauer is the president, has no Executive Officers since their last CEO was recently voted off by the board in sept 2012, has somewhere between <200,000 to 400,000> in shareholders equity, a little over 1,900,000,000 outstanding/issued shares, has between 100-200 shareholders, and is today trading at .0001/share.
The prospect of being bought out by SBRH is grim and depressing so far... definitely not a marriage made in heaven. The least a suitor could do (if they can't even have a clean past), is to have a clean present and future plan moving forward!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!! Sheeze!
Am I right to assume that so long as we keep our share price at or above .0005 per share, we can avoid a "marriage" with SBRH?
yeah I know it sounds ridiculously funny... lol still, it doesn't hurt to hope and pray Mark does the right thing by his common shareholders AND i hope and pray he starts reporting actual earnings from one of his companies instead of flipping and flopping companies around right to left and back again using up all his shareholders' equity for...?
I'm hoping and praying these guys are doing the right thing by IRS/FINRA/SEC law for their own sake and by us, (the common shareholders who in part funded this company AND arguably took the biggest risk in doing so... we definitely deserve some respect thru decent communication and a bone for all that).
It's been five months since September when MIKP was suspended by the SEC for inadequate and inaccurate press releases and financials. The process of removing the suspension USUALLY takes 4-6 months (so says the MM & MIKP). However, the process may last for as long as it takes the SEC to resolve it's issues with MIKP.
So, it is now March and MIKP is now entering the sixth month of SEC suspension to the grey markets.
Especially now, I (like many others) intend to hold on tightly to my shares in anticipation of good news to presumably come soon; news that I believe will make a positive difference in share price as well in the way MIKP goes about it's business (as its own business or having been bought out by another).
MIKP is entering March at .0005/share on 0 volume. MIKP arrived at .0005/share from .0003/share in February on supportive volumes ranging in the millions. I assume the per share price has increased and will continue to increase in anticipation of a good news release, (presumably news to come soon), regarding MIKP's SEC suspension.
Thanks for sharing the obvious and redundant fact of MIKP's current situation which is now in the hands of the MM/FINRA/SEC (just in case any of us somehow managed to forget). And again, we will soon know whether or not the Mark goes to jail and MIKP along with his stuff is sold off piece by piece to pay off debts etc leaving common stock shareholders high and dry OR whether the issues faced currently are resolved to the satisfaction of the SEC thereby allowing for trading to visibly resume as usual.
Personally, I don't believe Mark is going to jail and that MIKP will be sold off piece by piece to pay off the debts etc...
Furthermore, I believe the SEC is giving Mark & MIKP a much needed shake down and wake up call to help him clean up and formalize his business procedures (sorry for the inconvenience Mark but, I hope you're paying attention). The SEC is putting this company on the right path of being good for itself/investors/shareholders. All of which begs the question, what happens when a company with an awesome product(s) is on the right path in accordance with the SEC and for the sake of itself/shareholders?
no thanks. you can have it. :)
Craig Parkinson of Parkinsongeologic.com is the author/geologist for the geologic report that MISM based much of their Mine's valuation upon. Craig Parkinson said he ONLY provided a report/valuation for the Mines' RESOURCES. He further stated that he DID NOT provide a report/valuation for the Mines' RESERVES. Yet, MISM clearly stated on their website and on other PR documents that there was a valuation report for the Mines' RESERVES conducted by craig parkinson. Although the company has since corrected their misuse of the terms reserves and resources on their website, the company has not corrected the misuse of the terms on their other publications, (notably their most recent PR publication announcing their new ticker symbol).
Smart for them, they are now voluntarily conducting an audit of their PR's and financials for the past 2 years. I'm looking forward to seeing the good results of that audit. I'm also looking forward to seeing this company straightened out for the benefit of its' current and future shareholders... it's just good business
Side note: I personally don't like to associate with sleezy sales men types who think they know it all and got what's good for you in their bag for $20 bucks a pop...
Have an outstanding, fantastic, loving, caring, honest, humble, quiet, joyful, wonderful, healthy, sweet, clean, fancy, intelligent, entertaining, friendly, helpful, good, nice, exciting, (you pick), kind of day! :)
How can MISM have 100% ownership in the Mines yet, others have ownership in the mines as well? That's just silly and clearly an indication of an intent to deceive and coerce for capital gains on the stock market. The company seriously needs to clean up their terminology before they get shutdown/fined/whatever it is the SEC does to companies/persons who commit fraud. I will certainly keep an eye out for other companies who claim ownership in MISM's 100% owned mines, (per their most recent financial report *not necessarily per my personal beliefs *that clarification is for the benefit of gitreal).
Another clearly intended misuse of terminology by MISM is clearly seen by their selective use of the terms "resources" and "reserves". On their most recent financial report, the company did not and does not use the two terms at all. Meanwhile, on all PR publications they do use the terms and they use them in such a manner as to excite others into believing the company has more gold than what was actually measured for. Now, (as of mid february) the company has placed a disclaimer on their website about their lackadaisical use of the terms explaining summarily that "that's just the way it is", when according to EVERY geologist I've spoken with, the terms are NEVER confused with one another when used in geologic reports/valuations or the reports/valuations are to be considered fraudulent. Here's an excerpt I got from the company's most recent quarterly report about the value of the mines and the companies' percent ownership:
NOTE 5 - Mining Claims
On October 15, 2012, the Company entered into an agreement to Lease with Option to
Purchase the six 160 acre mining claims known as the Gold Star from Western Gold
Company, LLC. The claims, totaling 960 acres, are located on U.S. Bureau of Land
Management administered land in western Nevada. The exercise price of the option was
specified to be the greater of $400,000,000 or 0.1% of the total measured, indicated and
inferred precious metals and rare earth element values contained in the claims, computed
as of the date of the sale and utilizing the values established by the subsequent testing
specified under the terms of the Agreement. Subsequently on October 17, 2012, the
Company amended the Lease/Option Agreement wherein Western Gold Company, LLC
EnviroXtract, Inc.
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2012
(Unaudited)
agreed to transfer 100% of the ownership of the Gold Star Mining Claims into
EnviroXtract, Inc. in exchange 100% of a new class of preferred shares that will
effectively convert into 89% of the total common and preferred stock of the Company.
The effective date of the acquisition was specified to be September 30, 2012.
According to the geologist certified valuation dated March 30, 2010, the claims have 69
million tons of measured resources with an in-ground value of $39.3 billion, 743 million
tons of indicated resources with an in-ground value of $423.5 billion and 465 million tons
of inferred resources with an in-ground value of $265.0 billion. The total in-ground value
of the gold and silver resources of the Gold Star Mining Claims based on the current
market prices of gold and silver is $727.8 billion.
Will do! :) & thank you so much for sharing! I feel like I left the kiddie pool and im now in the grown up pool.
Thanks for asking again but, I've already told all over the past month. In short, I would not advise anyone to purchase stock in this company. Is that what I would advise forever? Only time will tell...
I woke up from my dream
And thought I must still be dreaming
so far so good my life
Is the brave one im still loving... :)