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There seems to be a misapprehension over at the Yahoo! MB for Natural Nano - apparently a couple of posters over there think NNAN may be a bona fide nanotechnology company rather than the transparent scam it is in reality.
Now, there's every chance that in fact they are simply paid agents for NNAN's puppetmeisters trying to drum up some business from unsuspecting passers-by; after all, that was NNAN's standard modus operandum in the past.
On the other hand they might be genuine individuals who are going to lose everything on this Rochester mafia scam.
My question is, should we warn them?
What do others think??
A new low......
even for Joseph Murray who on previous occasions has plumbed some pretty low depths, attempting to make money out of the gravest of misfortunes. As a card-carrying pantywaist liberal, I used to blanch at some of the more intemperate threats of physical violence that are periodically offered to Mr. Murray over at the Yahoo! MB, but I'm beginning to sympathise with some of the more extreme measures proposed:
"Green Energy Resources (GRGR) Offers Emergency Fuelwood to Haiti; Seeks Green Partners
NEW YORK, March 11, 2010
GLOBE NEWSWIRE
Green Energy Resources (Pink Sheets:GRGR) is offering to deliver shipments of fuelwood to Haiti; 75-80% of the population uses wood for energy, including for cooking and heat. Most citizens have no access to the power grids. Fuelwood is one of the highest priority items as a result of the earthquake. Green Energy Resources is seeking private, government or UN, sponsors from the US or around the world to partner with in the supply and transport of fuelwood to Haiti. Green Energy will coordinate sourcing efforts from around the United States, including big cities like NY, Philadelphia, and Washington DC that can help by donating storm damaged wood they cleaned up this winter. All sources and locations are welcome. The wood must be chipped clean and delivered to a barge or ship loading facility. Sponsor funding will be utilized to defray ship transportation, import duty and labor costs. Green Energy Resources could supply upwards of 1 million tons (about $50 million) over the course of 2010 to assist in the recovery efforts. The initiative is solely Green Energy's and not part of any established relief effort. Green Energy Resources is an environmentally friendly company working to protect global forests, not cut them. The company sources its wood from storm damage, urban wood waste streams, tree farms and recycled wood."
Firstly those of us who have studied GRGR's history know this is simply a lie. It has shown itself incapable of shifting even a container or two of wood chips from NJ ports; a logistic exercise on this scale is way beyond it, even if it weren't in reality merely an attempt by Joe to move his pps up a cent so he can dump a few million more of his (almost literally) infinite float.
Secondly the issue with any relief effort in a situation such as that in Haiti is not about supplies, but about co-ordination. The more separate parties that get involved ("The initiative is solely Green Energy's and not part of any established relief effort")the more complicated and likely to fail the position on the ground becomes. If this PR were true, it would likely make things much worse.
In reality, of course, it's simply a tawdry, disgusting and immoral attempt to make fast bucks on the back of other people's suffering and misery.
No wonder amoral hucksters Joseph Murray and "terryhallinan" are such staunch allies.
"I think they are still trying to squeeze out some sellers, and are having a difficult time of it. (Which would make sense to anyone following this company)."
Actually it makes no sense to me at all, and I do follow this company, for reasons I've rehearsed (on request, I should add) many times.
Call me irrational, but I just don't buy this evil-market-makers-trying-to-bilk-true-FASC-longs conspiracy theory.
More likely FASC is just a badly run company that flounders around in the single penny range because that where it deserves to be. Period.
Jeez, Joe, at least try and keep your lies consistent with each other.
From an earlier press release:
"Green Energy Resources averted major debt in 2009 by obtaining loans against its letters of credit."
From today's work of fiction:
"No debt".
Quite apart from Joe's earier financially illiterate contention that he had "averted debt" by "obtaining loans", there's something of an obvious discrepancy here.
The reason that the GRGR share price suffered during 2009 is not because it "was adversely impacted in 2009 via a 504 to raise capital that diluted share value" or even that "The Company fell behind in updating its financials in 2009".
It's because Joseph Murray is a criminal running a criminal conspiracy to defraud private investors and people are now beginning to realise this fact.
We learn that the mythical new order is allegedly "loaded on a freighter bound for Europe".
I wonder to what part of Yoorp the new woodchip order is being shipped?
Perhaps Traflagar [sic] Square where Joe has falsely claimed GRGR has an office?
Maybe to Sweden, an order doubtless given to Joe for what he claims was his heroic single-handed redemption of the troubled Swedes when they ran out of essential supplies and were rescued by him last year (I'm not making that last bit up, I promise. Joe is though: http://www.prnewswire.com/news-releases/green-energy-resources-develops-breakthrough-heat-treating-methodology-for-woodchips-signs-a-50-million-export-supply-contract-and-undertakes-emergency-supply-mission-using-icebreaker-ships-to-rescue-northern-scandinavian--town-65738022.html).
If the SEC or State Securities bodies could ever be bothered to look at Green Energy Resources, Mr. Murray would certainly be found guilty of wire fraud. He's also guilty of manufacturing false accounts and press releases.
No wonder Mr. Murray's fan club includes the Internet's most dishonest and unethical stock promoter, "terryhallinan".
Looks like our brand new management intends to go into compettiton with that well-known penny stock scam, Natural Nano, as you can see from the PR below.
I have a couple of problems with this.
The first is that there is no significant demand at all for Natural Nano's Pleximer product, which incorporates a very similar additive to Dragonite.
The second is that I'd like to think that the company formerly known as Atlas Mining was being run as a mining company, not as a business-to-business seller of polymer additives derived from assets they may or may not be able to mine from their propoerty Dragon Mines.
I'm glad I didn't buy any AMNL stock.
At best this is a severely misguided attempt at business diversification. It could also be a a tactic designed to keep investors on board while the insiders milk the stock, and indulge in illegal activities.
That's what "Jake" used to do.
I'd hoped for better from the new management.
Applied Minerals Inc. Introduces Dragonite™ to the Polymer Composite Market
Date : 03/01/2010 @ 6:30AM
Source : Business Wire
Stock : Applied Minerals Inc. (AMNL)
Quote : 0.75 0.0 (0.00%) @ 8:04AM
Applied Minerals Inc. Introduces Dragonite™ to the Polymer Composite Market
Applied Minerals Inc. (OTCBB:AMNL), a leading global producer of Halloysite Clay, is pleased to announce that it has completed trials incorporating its Halloysite Clay as a drop-in additive for reinforcement in polymer composites. As a result of these trials, the Company has filed a Provisional Patent Application with the USPTO for a novel method of producing a halloysite-polymer composition that (i) eliminates two costly steps typically used in the compounding process and (ii) produces improved properties to other polymer composites reinforced with (a) Halloysite Nanotubes utilizing other composition methods, (b) chemically treated MMT Organo/Nanoclay and (c) certain traditional fillers. Examples of these property improvements are identified in the table below.
Properties of Reinforced Polypropylene Homopolymer With 10% Filler
Specific Values (Value/Density) Halloysite Using AMNLProprietary Method MMT Organo/Nanoclay Tensile Strength, psi 6400 5615 Flex Strength, psi 8429 7429 Flex Modulus, tangent, kpsi 329 340 Notched Izod Impact ft-lb/in 0.73 0.63 Applied Minerals intends to market its line of Halloysite products under the Company’s DragoniteTM brand name. The DragoniteTM line will consist of different grades of Halloysite Clay products tailored to enhance the property performance of each target application, in a cost competitive manner.
The DragoniteTM group of products is led by its first offering, Dragonite-XRTM, a drop-in additive specifically engineered for polymer reinforcement. Composites formed with Dragonite-XRTM exhibit not only high stiffness but also high tensile and flex strength, all with a low density and retained toughness. The Company is currently exploring joint development opportunities with compounders interested in producing a line of polymer composites incorporating Dragonite-XRTM.
According to Andre Zeitoun, CEO of Applied Minerals, Inc.: “We believe that our Dragonite XR™ Halloysite Clay product, combined with our patent pending method of compounding, provides the polymer composite industry a large-volume production of high-performance, eco-friendly material with a cost-performance ratio that enables the manufacturer to compete favorably with traditional fillers. In addition to the polymer industry, we are making great progress with our product development engineers demonstrating the benefits of Dragonite™ products for various targeted end market applications. We anticipate launching new product datasheets in the near future.” Advantages of Dragonite XRTM in Composites
Lower density than conventional fillers results in reduced weight of finished products.
Naturally exfoliated morphology provides ease of dispersion at loadings up to 40% without a need for organo-treatment. This results in lower raw material, mixing, and quality control costs compared to organo clays.
Increases both the stiffness (modulus) and strength of composite with minimal changes in impact strength, weld line strength, and viscosity.
Improves fatigue resistance and drop impact resistance compared to chopped glass fibers.
Acts as a nucleating agent with 8°C increase in crystallization temperature, even at 1-3 wt% level, resulting in faster cooling and cycle time.
Improves thermal stability: 20°C increase in the decomposition temperature in TGA.
Increases time to ignite, reduces peak heat release rate, and improves char density when added at 5-10 wt% with other conventional flame retardants.
Lower shrinkage than organo clay and lower warpage than chopped glass fiber and mica.
Increases stiffness and toughness of thermoset compounds.
Tubular morphology enables the entrapment of active agents followed by their controlled release at predetermined rates.
Halloysite is an inorganic material that is non-toxic and biodegradable.
Lower cost than organo clay.
A detailed marketing brochure for Dragonite-XRTM is available to interested parties on the Company’s recently launched website www.appliedminerals.com.
Some posters have indeed responded to my question about their expectations for the First American Scientific Corporation 10Q expected imminently.
I was, however, also interested in the expectations of some posters who haven't yet replied to see if they share the "my stock, right or wrong" attitude that some posters seem to have, or if instead they will not be pleased if the past record of non-profitability and unfulfilled potential continues forever.
Presumably there must be some FASC longs who have set standards that they expect the custodians of their FASC investment, the current management, to achieve beyond merely repeating the failures of the past few years?
"Will be interesting to see if the 10Q gives any connective clues as to his purchases and changing developments."
All of which reminds me: with which (prospective) measures will FASC longs be judgung the forthcoming 10Q?
Sales revenue? If so, what's a reasonable range to hope for?
Profit? Presumably any would be considered a good omen, albeit one that's been missed consistently in spite of forecasts from some posters to the contrary.
Number of KDSs sold and booked as sales? (Or will machines placed on trial, or intentions to buy be judged as adequate as they seem to have been previously?) What's a reasonable expectation? 6? 4? 2 (again)?
JVs and parnershipos created and consummated? How many? Which do you expect news from, and what kind of news?
It's important to monitor one's investments and adjust one's position according to actual performance versus a reasonable set of targets, I find.
Just holding on to an investment desperately hoping that one day it will come good, is not only a very bad investment practise, it's bad for the psyche too.
And it encourages grifters and scam artists, who know they can get away with stuff they really shouldn't be allowed to because no one will hold them to account..
"Note that they will never respond directly with any detail about any of the specifics of FASC information that we provide"
I have often been very detailed in my analysis of the "specifics" posted here.
For some reason these detailed posts tend to disappear within seconds, although I note some of them got recycled yesterday (they even have a nice colored logo next to them, to show how Green they are)- even without the benefit of one of FASC's legendary KDS machines.
I have to say that I don't set as much store as some posters have said they do do in trawling through the Internet searching for each and every mention of the legendary KDS.
I still believe in the quaint notion that a shareholder's management should keep that shareholder informed spontaneously, without the shareholder having to scrape, second guess and generally practise divination in order to guess what might be happening. After all, it is the fidiuciary duty of the shareholder's employees at FASC HQ to keep them informed.
The second reason I am unimpressed by unceasing eforts of others to find something good to say about FASC is precisely because that it what it is - an attempt to find anything that can be interpreted as favorable to FASC.
To ignore all the negative stuff, like their association with the fraud perpetrated by ALMI and NNAN, like the fact that certain of the company's officers hide behind their foreign nationality to avoid their reporting responsibilities to SEC, like the fact they promise things (name change anybody?) that never materialise and that they are desperately poor at communicating with their shareholders - even, it seems at returning phone calls with any regularity seems foolish -positively dangerous in fact.
And to overlook the small fact that their business model fails to achieve profitability even after all these years seems to take selectivity to a perverse level.
If what few positives can be found are accentuated, all the warning signs are ignored ,then inevitably someone will receive a very unbalanced picture of FASC.
I believe the unfortunate way things have turned out for FASC longs, as opposed to the predictions for success that have been made on this MB for years, is illustrative of this inconvenient truth.
"Tell me, if a company is manucturing products and selling them, how can that be a scam?"
Very easily.
I believe some here will be familiar with Natural Nano (NNAN), as it was for a while promoted by the very same folk who promoted FASC (and indeed ALMI, another company well-known to FASC aficianados, which had to oust their CEO and entire BoD after they were caught in both Securities Fraud and false accounting).
Narural Nano also markets a product, Pleximer, which sells hundreds of dollars worth a year. Allegedly, anyway. But in reality NNAN is a vehicle set up by Michael Weiner, again an individual known to many of FASC longs, and the production of Pleximer is a cover for what seems to be the real business of the company, which was to transfer money from retail shareholders to the company's management, their local friendly toxic financiers and various other hangers-on. It must be said that NNAN as very successful in the latter endeavor.
So, yes, it is possible for a company to manufacture products and yet be a scam.
"Your schtick with all of the others is that the other companies are guilty of Over-selling their wares."
Sorry, but I've never said that. Ever.
My "schtick" as you put it is exactly what I've consistently said: studying likely scam penny stocks is one of my hobbies, and that's precisely why I'm here on the First American Scientific Corporation message board.
It's also why I think it's relevant to ask by what yardstick FASC's pending 10Q should be judged when it's issued.
I think Charlie's suggestion is worthy of more consideration than it's currently receiving. Even shareholders holding a significant minority of the float can have a significant effect upon the company if they put their minds to it.
After all, what's the alternative? Let them get away with whatever level of (non)performance they feel like?
And finally, I'm here because I want to be. As long as I obey iHub's ToS, that should be sufficient for anybody. Sorry if that distresses you, but I think you know there's an "Ignore this Poster" button on my profile page. I shan't be offended if you choose to use it.
"NO EXPECTATIONS is my mantra in life."
While I understand that this approach avoids disappointments, and as a FASC long that would be an advantage, it's not the kind of active shareholder participation that successful capitalism depends upon.
After all, if your employees who run FASC know that they are under no pressure to deliver any favorable results at all, either for the business or for their employers (that would be you shareholders) then what's to stop them from enriching themselves at your expense while achieving nothing on your behalf?
You could legitimately ask, in fact, if that's not what's already happening.
So, just for the record, no matter what the forthcoming 10Q shows in terms of sales, expenses, profits (or losses), partnerships etc. etc. none of you FASC shareholders are going to be disappointed?
None of you will judge their performance against a reasonable set of expectations in terms of progress?
Many Boards of Directors would be very happy to have shareholders who had such a, ahem, detached view of their investment and its custodians, but I'm not sure it would do much for our economy.
"Meanwhile, 10Q is due out by end of next week."
I'd be curious to know what the average FASC long would regard as satisfactory results to be reported in this forthcoming 10Q.
For example, are you expecting (as has been fruitlessly desired on previous occasions) a profitable quarter?
What level of sales are you hoping for? How many machines and in which territories?
How may new partnerships would be satisfactory? What progress do you anticipate with existing announced partnerships?
What else will you be looking for in this important document (doubly important because FASC's management chooses not to communicate directly with its shareholders in the traditional ways that most companies,small or large, do).
It would be good to have a reasonable baseline of expectations against which to measure the actual 10Q when it comes, I suspect.
"Somtimes I wonder if this is all happening for a reason?,,,,,maybe they want to wait and make sure everyone is in line before the major launch!!!!! "
Interesting that you think Dr. Barnhill might be guilty of insider trading and a whole host of other Securities law violations but you still think he's a worthy custodian of your "investment" in HDVY.
"HMMMMMMM, just thinking out side the box!!!!! JMHO!"
With respect that's not true. You're thinking within exactly the same box as every true believer who wants desperately to find a valid reason- any reason - as to why their beloved investment is not behaving as they "know" it deserves to do. I've seen it so many times: 99 out of a hundred times it all ends in tears, and I suspect this will not be the exception.
"Why does this all look like an elaborate plan to keep the game going while warrant holders and insiders cash in?"
It's certainly true that at least one of the known penny stock promoters behind the puffing of HDVY on another MB has gone into overdrive, originally at the start of this latest pump promising returns of 50 to 100 times the initial "investment" in HDVY in less than a year, and now posting apologia for the current pps on a more or less daily basis.
"Is he [Dr. Barnhill] lazy? Ignorant? Incompetent? Is he purposely stalling?"
Well, that rather depends.
I think we can assume he's not ignorant, even if he's not quite as clever as his followers make him out to be.
If the criteria for competence is defined as securing for yourself a large salary, a handsome bonus and a 10% cut straight off the top to boot, then you'd have to say Dr. Barnhill is one of the most competent people known to the modern business world. To secure compensation several times that of America's most consistently successful CEO for a performance that historically has been patchy, to say the least, is no mean achievement.
If, on the other hand, as some of the more eccentric denizens of these MBs such as myself proclaim, a competent CEO is one who provides a clear outlook to his or her shareholders, who puts rewarding shareholders for their loyalty and persistence ahead of his or her own compensation, and believes that having promised to communicate regularly and honestly with his or her shareholders, that he or she should do so, and above all provides substantial returns on long-term investors stockholdings, why, then, Dr. Barnhill isn't terribly competent.
But then, some of us have known that for a number of years.
Another phantom contract with another unnamed alleged partner is hardly "NEWS NEWS NEWS"; it's at least a weekly occurrence for Green Energy Resources.
As indeed is the postponement of another event - the reverse stock split and then the issue of a "stock dividend".
This PR is also silent on the recently announced proposed merger with a "coal and energy" company, and the acquisition of a pellet mill based in New England.
Doubtless both these lies will be revived at a convenient time for arch fraudster Mr. Joseph Murray, CEO of this palpably fraudulent company.
While I appreciate that SEC are busy, and also that frankly they aren't very good at doing what they're meant to do, I sometimes wonder if an ambitious post room operative there couldn't make a name for him or herself by going after these obvious scams like GRGR, BIPH, NNAN, CBTE and LLEG.
It would only take day or so's effort for each such stock, and would at least suggest that SEC gave a damn about suggesting there's some concept of regulation in the markets.
"Look at the companies that he was bashing and calling scams. Then go look at where they are now. (Yes they are all still in business) And yes all but 1 has increased in pps. Looks like Sunspotter needs a new hobby lol."
I think you need to fact check a bit better. All of the companies I have studied as potential scams have fallen in pps from when I started studying and posting about them, without exception. Some are dramatically lower or bankrupt (including GRGR, BIPH, VRA, ITRP, APHT and NNAN, the MBs on which I have posted most often) some less so, including HDVY.
But they have all fallen. Indeed you will note that a number of these are not, as you claim, "still in business".
Check for yourself:
http://investorshub.advfn.com/boards/profile.asp?user=102211
While I realise that there is a certain sort of poster who doesn't like to spoil a good story with the facts, investing (and I would hazard a guess that day trading is too, although I do not speak from direct experience) is an area where it pays to be meticulous with the facts.
Hope that helps, "stkpicker".
PS I see you DO have trouble ignoring my posts, just as I predicted when you said you would not read a single post of mine ever again. If it helps, there's an "Ignore this poster" button on my profile.
Feel free to use it. Hope this helps too.
"how long before the fruit ripens is the question.
will it rot before it falls?"
Given the past record of Biophan's "management", I think you can be reasonably sure that if there is by any chance ripe fruit appearing (and frankly at this stage that seems unlikely), they'll steal it (or "scrump" it, as the English say) from under the shareholders' noses and use it to treat themselves and their cronies to a nice fruit-based snack.
But not before they've raised some more money via toxic finance under the pretext of paying for the harvest of this fruit and stolen that too.
After all, that's what they've done with the (more than)seventeen million bucks they raised from the market and from toxic finance, so it shouldn't surprise us if and when they do it again.
"That link ........ did prove that the company is real"
Nah, that link just proves that Mr. Murray's chips and the rest of his business are phantoms, except the wood chips he's ordered but never paid for, and for which non-payment he is now being sued.
http://www.watertowndailytimes.com/article/20091007/NEWS05/310079949
I suppose you would say that this PR linked to here suggests that Mr Murray's GRGR has offices in London's Traflagar (sic) Square:
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=44089618
Guess what? He doesn't. That's another lie too.
100% accurate? I don't think so.
"Before some of you losers try to bash a stock and say it is a scam, try doing some better DD."
The reason I'm not a loser on this stock is precisely because I have done DD.
Mr. Murray's email to you is as worthless as GRGR's many misleading PRs, as his attempts to sell bogus carbon credits and as his latest scheme to sell green cards in defiance of immigration legislation and INS regulations.
His PRs go way beyond any safe harbor statement and are firmly and accurately classified as wire fraud.
As has already been pointed out, five minutes historical reearch will demonstrate that Mr. Murray's PRs are a tissue of lies and invention.
You will also find that his company has been remorselessly pimped by one of the most aggressive and transparent Internet pimps specialising in scam stocks, which might give you another clue about the true nature of this "investment".
I have categorically called Mr. Murray a criminal and I happily do so again.
If this were not true, then this would be a libel, and Mr. Murray should sue me.
I await eagerly for his subpoena, although I'm not holding my breath.
In the meantime, you might find this bit of DD useful:
http://www.watertowndailytimes.com/article/20091007/NEWS05/310079949
"I,m in with 100k for à long term gamble. It seems it has bottemd at. This price"
I suspect you're just the kind of well-informed and sophisticated long-term investor the croo.........sorry, the folks running BIPH are looking for.
Good luck. You're going to need it.
"Nice news...."
Or at least it would be if it wasn't entirely fictional like all of Mr. Murray's PRs.
Plesae note that in common with all the many multi-million contracts announced by Green Energy Resources both domestically and abroad over the years, there's no way of fact-checking the existence of any of the alleged partners, let alone the existence of any contract.
There's a reason for this. There are no such third parties, and the so-called contracts are complete fictions, manufactured by Mr. Murray in flagrant contravention of US Securities legislation.
Fascinating to see, as well, that Mr. Murray has usurped the power of the INS to issue green cards all by himself:
"NEW YORK, NY -- (Marketwire) -- 01/19/10 --
Green Energy Resources (PINKSHEETS: GRGR) signed a 2-year $55 million supply contract to deliver woodchips to Turkey
Shipments are scheduled to commence in March of this year. The Pine Woodchips will be sourced from Virginia, North Carolina and Texas. The contract is the 2nd signed with Turkey in the last 3 months for a combined $72 million dollars in planned exports
Green Energy Resources is offering foreign investors willing to put at least $1 million in the company an expedited US Green card under the federal EB-5 visa program. Foreign investors are granted legal permanent residency after two years. Green Energy Resources will also provide investors a top executive position with company [Nice to see there's no desperation here then!]. The US program was established in 1990 but has attracted substantial interest from US companies in the last year as a result of the recession and a streamlining of the rules. Green Energy Resources is positioned to expand globally and welcomes international investors
In other news, GRGR is expecting to begin the domestic supply of woodchips to major US coal power generators in March. Permits for co-firing have been filed with the US EPA and testing is expected through 2010
Green Energy Resources is an environmentally friendly company, sourcing its wood from storm damage, urban wood waste streams and tree farms. The company has no substantial debt. The company continues to move forward with a planned coal acquisition subject to financing. Company executives are in ongoing discussions to finalize a deal by the end of January"
BTW, if anyone has a million bucks to spare and would like a green card, then I can suggest several ways to get one - and have about $900,000 to spare. And you wouldn't have to give any money to a wire-fraudster such as Mr. Murray.
"will there be a shareholder letter this year?"
Have you run out of high class fiction to read? Santa Claus not bring any good novels?
Given that all of BIPH's previous shareholder letters have been a tissue of -ahem- miscommunication and unfulfilled aspirations, and seemed to have omitted to mention key activities and strategies such as shafting the retail shareholders while enriching the "management" and their known associates such as TI, the Anstadts, Iriquois and the rest of the good ol' boys, I'm not surprised you're missing this most exciting of documents.
I can only think that Mr. Lanzafame is worried that one day the SEC will look at BIPH's communicatiosn with its shareholders and decide that for once it might enforce Securties legislation, which would decidely not be in his best interest (even though it would be massively in the interest of its private retail shareholders).
If you're suffering withdrawal symptoms, however, I suggest you look at this company's shareholder communications:
http://www.berkshirehathaway.com/letters/letters.html
A model of their type - and, just think, their sainted Chairman draws a salary considerably lower than that of Lanzafame.
Given that he may be the world's most successful business leader, and Lanzafame is undoubtedly among the least successful, that's kind of ironic, no?
"I'd be able to sell (in this case) 75,000 shares per quarter without having to answer to anyone. Sure 75,000 shares at $.20 is "only" $15,000 but what if, in future quarters, the share price is some significantly higher multiple of $.20-.25."
Not sure where the 75,000 figure comes from. The figure given in the 8k is thirteen times higher:
"Under the plan, Dr. Barnhill has elected to sell up to 975,000 shares per quarter of the Company’s common stock through December 31, 2010,"
That amounts to approximately $195,000 per quarter, or nearly $800 big ones a year. That's almost double what he currently makes from salary and bonus (before he's skimmed the 10% off revenues, admittedly).
I still say that if Br. Barnhill were half as confident as the self-professed longs on this MB are about the prospects for HDVY stock, he wouldn't be selling, he'd be buying.
"We are in the process of re-doing the IBOX. Any and all helpful suggestions are welcome.2
How about giving a more balanced perspective than the current iBox and highlighting, or at least commenting on, FASC's contiued failure to achieve profitability or enhance shareholder value in any meaningful way?
That way, future potential investors perhaps would be warned before they found themselves being forced to consider selling shares to crystallize tax losses as sambeaux did.
That would also reinforce the professed MB rules of forbidding"to da moon" pumping or heavy-handed bashing which is in my view more strictly enforced in the latter instance than the former.
As renmanaz has pointed out, it's not dilution (they have done enough of that in the past, with payments of "consultants" and suppliers and others with shares, warrants and other forms of equity that did result in major dilution).
The real concern, I believe, is that the CEO's announced intention to diversify his holdings by selling a large number of shares (by any reckoning 2% is a large number)of the company he founded is scarcely a ringing endorsement of the confidence he must have in Health Discovery Corporation's prospects for the future.
Or maybe he does know something we don't and thinks off-loading as many shares as he can without frightening the horses is a sound financial strategy for him personally.
Two things I do know -
Firstly he's not on a bad deal at the moment: with his current salary, bonus and 10% of revenues he's already doing better than the CEOs of many already successful companies (not least Warren Buffett) and
Secondly that if I were a major shareholder in a company rumored to be the next big thing currently as undervalued as some folk claim it is, I wouldn't be selling, I'd be buying hand over fist.
And the fact that Dr. Barnhill is doing the opposite should give any intelligent investor pause for thought.
"I agree this should be seen as a bullish sign."
Yes, it's invariably a positive indication when a company's CEO and founder announces he's going to sell 2% of the company's float during the course of the next calendar year, and feels the need to announce in the PR that people should feel re-assured because he's only selling half of what he's entitled to sell (even though to announce he intended to sell the 4% he's "entitled" to dispose of would cause an even greater fall in the pps than that seen already this morning).
The fact that he doesn't think his handsome six figure remuneration plus 10% of revenues (not profits, remember, revenues) is enough to sustain him while HDVY waits for that breakthrough in shareholder value that the majority of this message board's denizens view as inevitable in the short-term is merely coincidental to the prospects for this fine company.
(Although it does rather suggest he doesn't view a dividend as something that could happen in the forseeable future.)
The cynical reacion of Mr. Market in marking the stock down on this excellent piece of news should of course be immediately discounted and ignored.
"2010 is already a GOOD YEAR for GRGR."
I'm really at a loss how you can make such a statement apparently with serious intent.
How can the fact that Green Energy Resources is headed by a congenital liar and securities (wire) fraudster, Mr. Joseph Murray make for a good year?
His PRs are a transparent tissues of lies, his so-called "filings" on Pink Sheets are clearly entirely fictitious and bogus, and he can't keep his stories straight between successive PRs, whether it be merger, acquition, partnerships, offices in Traflagar (sic)Square in London, multimillion dollar contracts, brave rescues of entire Scandinavian nations with his fleet of intrepid icebreakers, stock dividends that fail to materialise etc. etc.
Mr Murray deserves the Nobel Prize - for fiction. And the SEC should get off their backsides and make sure that he only enjoys it in a Federal Penitentiary because he's obviously a crook.
Somewhat unusual that the other party in this transaction, allegedly a bank, isn't named. Perhaps they have reputable clients that wouldn't want to be associated with a company like Natural Nano, even at a distance of one removed:
NaturalNano Engages NYC Based Investment Banking Firm as a Strategic Advisor for 2010
ROCHESTER, NY -- (Marketwire) -- 12/29/09 --
NaturalNano, Inc. (PINKSHEETS: NNAN) (FRANKFURT: N3N) announced today the engagement of an investment banking Firm in NYC as a strategic advisor to the Company on financing, market positioning, and potential strategic partnering
Acting CEO and President James Wemett said that "NNAN has established this relationship to help with the on-going efforts of NNAN in the financial market place. As part of the program, they will assist in securing up to five million in capital for strategic initiatives and operating funds
This will allow us to grow our core Business of using Halloysite Natural Tubes (HNT) for improving products in the market and continue our efforts to identify acquisition opportunities that fit our capabilities and technologies."
James Wemett continues, "NaturalNano has been fortunate to have the support of our current financial partners and we look forward to establishing in concert more relationships with other investors. Strategic partnering, a priority, will allow NNAN to utilize its strong patent portfolio and technical know how."
About NaturalNano, Inc
NaturalNano, Inc. (PINKSHEETS: NNAN) (FRANKFURT: N3N) is a materials science company focused on developing and commercializing advanced nanocomposites. The Company is focused on additive technologies and processes, including their proprietary Pleximer that adds value to industrial polymers, plastics and composites. NaturalNano holds and licenses 25 patents and applications, as well as proprietary know-how for extraction and separation processes, compositions, and derivatives of Halloysite. www.naturalnano.com
Cautionary Statement Regarding Forward-Looking Statements: Contains forward-looking statements regarding future events and future performance that involve risks and uncertainties that could materially affect actual results. This information is qualified in its entirety by cautionary statements and risk factors disclosure contained in certain of NaturalNano's filings with the Securities and Exchange Commission. The most recent annual reports on Form 10-K and quarterly reports on Form 10-Q filed by NaturalNano provide information about these factors, which may be revised or supplemented in future reports to the SEC on those forms or on Form 8-K. We caution investors not to place undue reliance on forward-looking statements, and we do not undertake any obligation to update or otherwise revise any forward-looking statements, whether as a result of new information, future events, or other such factors that affect the subject of these statements, except where expressly required by law
Contact: NaturalNano, Inc
585-267-4848 Email Contact
Five million for operating services? Sounds like a nice source of funds for TI et al to divert to their personal accounts, if anyone is stupid enough to give it to them.
Interesting as well that it seems Natural Nano now regard the use of punctuation as purely optional. A bit like their disregard for Securities Laws, then.
The class action lawsuits were dealt with to some extent earlier this year:
"Atlas Mining Company Entered Into A Settlement Agreement Settling Class Action.
Publication: Business Wire
Date: Thursday, July 9 2009
NEW YORK -- Atlas Mining Company (Pink Sheets:ALMI) announced today that it has entered into a settlement agreement settling the class action In Re Atlas Mining Company Securities Litigation pending in the United States District Court for the District of Idaho, Civil Action No. 07-428-N-EJL (D.
Idaho).
Under the terms of the settlement agreement Atlas will pay plaintiffs $1,250,000 (which includes fees to plaintiff's counsel), to be funded by the proceeds of an insurance policy, in exchange for release of all claims against Atlas, Nano Clay & Technologies Inc., and the individual defendants William T. Jacbobson, Robert Dumont, Ronald Price and Barbara Suveg. Atlas will also fund up to $75,000 to fund expenses in connection with notification to class members. The settlement agreement is the agreement contemplated by the memorandum of understanding entered into by Atlas and the lead plaintiffs described in the press release issued May 4, 2009 and the terms of it are consistent therewith.
Related to the Class Action Settlement, effective July 8, 2009, Atlas entered into a Settlement Agreement and Release with Navigators, RSUI Indemnity Company and RSUI Group, Alexander, Morford & Woo, Inc., and the individual defendants listed above in settlement of the insurance litigation Atlas Mining Co. v. Navigators Insurance Co. et al., No. 1:08-cv-00359-EJL (D. Idaho) and Navigators Insurance Co. v. Atlas Mining Co., et. al., Case No. 2:08-cv-00216-EJL (D.Idaho). Pursuant to this agreement: (i) Navigators will deliver $1,250,000 into a court registry, which will then be used upon final court approval of the Class Action Settlement to fund the $1,250,000 payment to class action plaintiffs, (ii) Navigators will deliver $750,000 to the Company for defense and investigative costs in connection with the Class Action and related matters, which Atlas will use in part to pay the individual defendants their costs in the class action and (iii) all claims under the insurance litigation will be released upon final court approval of the Class Action Settlement.
Also, related to the class action settlement, Atlas has entered into a settlement agreement with Robert Dumont, a former President, CEO and director of Atlas, mutually releasing all claims related to Dumont's employment by Atlas in consideration of Atlas' payment to Dumont of up to $258,000 for Dumont's attorneys' fees and expenses related to the class action (to be funded from the insurance proceeds described above), insurance litigation and other matters (which Atlas will fund with monies it receives from Navigators in connection with the insurance litigation settlement described above)."
And you might think that was the end of the matter, but apparently not:
"Atlas Mining Company
Summary: The original class action lawsuit was filed against Atlas Mining Company on behalf of investors that purchased Atlas stock during the period from March 31, 2005 through and including October 9, 2007. Specifically, the complaint charges that Atlas and certain of its officers and directors violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 by issuing materially false and misleading financial statements filed with the SEC during the Class Period by overstating the Company's revenue and assets.
On October 9, 2007, the Company announced that it would have to restate its financial statements for each of the reporting periods from 2004 through the current fiscal quarter as a result of improper revenue recognition practices and other violations of generally accepted accounting principles. In addition, Atlas announced it was suspending all activities at its Dragon Mine pending a review. These announcements caused Atlas' stock price to immediately drop by half -- causing investors substantial losses.
The case was ordered consolidated, and lead plaintiffs were selected on March 25, 2008. The plaintiffs filed a First Amended Consolidated Class Action Complaint on July 28, 2008, and the defendants responded by filing a motion to dismiss on October 8, 2008.
According to a press release dated July 9, 2009, Atlas Mining Company (Pink Sheets:ALMI) announced that it has entered into a settlement agreement settling the class action In Re Atlas Mining Company Securities Litigation pending in the United States District Court for the District of Idaho, Civil Action No. 07-428-N-EJL (D. Idaho). Under the terms of the settlement agreement Atlas will pay plaintiffs $1,250,000 (which includes fees to plaintiff’s counsel), to be funded by the proceeds of an insurance policy, in exchange for release of all claims against Atlas, Nano Clay & Technologies Inc., and the individual defendants. Atlas will also fund up to $75,000 to fund expenses in connection with notification to class members. The settlement agreement is the agreement contemplated by the memorandum of understanding entered into by Atlas and the lead plaintiffs described in the press release issued May 4, 2009 and the terms of it are consistent therewith.
On September 15, 2009, the plaintiffs filed a motion to certify the class. On September 25, 2009, the Court entered the Order adopting the June 5, 2009, Report and Recommendation granting Defendant CBN’s motion to dismiss. The Court dismisses without prejudice the First Amended Consolidated Class Action Complaint as to Defendant CBN. Failure to file an amended complaint by this date shall result in the dismissal of Plaintiffs' claims against Defendant CBN with prejudice.
On September 30, 2009, Judge Edward J. Lodge certified the settlement class and preliminarily approved the settlement. A Fairness Hearing is set for January 19, 2010. On November 9, 2009, the lead plaintiffs filed a Second Amended Consolidated Class Action Complaint."
http://securities.stanford.edu/1038/ALMI_01/
To me, however, it does look like Atlas, or rather Applied Minerals, has made a genuine and concerted effort to clear up the mess made by "Jake" and his cronies.
What seems less clear to me (and it appears to Mr. Market) is the real value of the halloysite clay apparently left at the Dragon Mine, and the value of AMNL's new strategy.
With that said, any company that adopts a ticker -ANML- that suggests "Animal" can't be all bad - can it?
And my own observations about this matter:
I wonder how many of those "stock promoters" referred to in the SEC documentation used to post on this MB, and the IV, Yahoo! and iHub MBs while posing as ordinary investors?
"Atlas Mining further issued millions of shares of S-8 stock to stock promoters who were ineligible to receive S-8 shares."
"Atlas Mining’s improper issuances of S-8 shares circumvented the federal securities laws and enabled stock promoters, financiers, and Jacobson to resell Atlas Mining stock to unknowing investors without the required disclosures about the company and the offerings."
I know who my favorites would be. Some of them perform the same service for other clients to this day, in blatant contravention of the relevant regulations.
Additionally, I believe this settlement leaves unresolved the fraudulent transaction between Natural Nano and Atlas Mining, a bogus sale from Atlas to Natural Nano which was used to pump the pps of both companies (and additionally for FASC, whose KDS machine was, amazingly enough,used to process the non-existent clay allegedly sold).
More from carmelbeach:
SEC CEASE-AND-DESIST PROCEEDINGS
http://www.sec.gov/litigation/admin/2009/33-9100.pdf
UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION
SECURITIES ACT OF 1933
Release No. 9100 / December 22, 2009
SECURITIES EXCHANGE ACT OF 1934
Release No. 61213 / December 22, 2009
ADMINISTRATIVE PROCEEDING
File No. 3-13728
In the Matter of
APPLIED MINERALS, INC. (FORMERLY KNOWN AS ATLAS MINING COMPANY),
Respondent.
ORDER INSTITUTING CEASE-AND-DESIST PROCEEDINGS PURSUANT TO SECTION 8A OF THE SECURITIES ACT OF 1933 AND SECTION 21C OF THE SECURITIES EXCHANGE ACT OF 1934, MAKING FINDINGS, AND IMPOSING A CEASE-AND-DESIST ORDER
I.
The Securities and Exchange Commission (“Commission”) deems it appropriate that cease-and-desist proceedings be, and hereby are, instituted pursuant to Section 8A of the Securities Act of 1933 (“Securities Act”) and Section 21C of the Securities Exchange Act of 1934 (“Exchange Act”) against Applied Minerals, Inc., formerly known as Atlas Mining Company (“Atlas Mining” or “Respondent”).
II.
In anticipation of the institution of these proceedings, Respondent has submitted an Offer of Settlement (the “Offer”) which the Commission has determined to accept. Solely for the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission, or to which the Commission is a party, and without admitting or denying the findings herein, except as to the Commission’s jurisdiction over it and the subject matter of these proceedings, which are admitted, Respondent consents to the entry of this Order Instituting Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933 and Section 21C of the Securities Exchange Act of 1934, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order (“Order”), as set forth below.
III.
On the basis of this Order and Respondent’s Offer, the Commission finds1 that:
SUMMARY
These proceedings arise from repeated registration violations, internal control deficiencies, and inaccurate and untimely financial filings by Atlas Mining, a publicly-traded mining company. Specifically, from 2002 through late 2005, Atlas Mining improperly issued millions of shares of its common stock that purportedly had been registered with the Commission on Forms S-8 and/or SB-2. This misconduct allowed stock promoters and Atlas Mining to reap illicit profits by reselling Atlas Mining stock to investors who had been denied legally mandated disclosures. In late 2007, Atlas Mining announced its intention to restate its financial statements for the periods 2004 through 2006 when these improper stock issuances and other potential issues came to light. When Atlas Mining filed its restated financial statements in the Summer of 2009, it reported the correction of numerous errors in its past filings, including errors related to its improper S-8 and SB-2 stock issuances, and acknowledged longstanding material weaknesses in its internal controls, including the lack of effective oversight and monitoring of the financial reporting and accounting functions at the company.
RESPONDENT
1. Applied Minerals, Inc. (formerly known as Atlas Mining Company) is a mining company incorporated in Delaware and currently headquartered in New York, New York. At all relevant times, Atlas Mining was incorporated in Idaho and headquartered in Osburn, Idaho. Atlas Mining’s common stock is registered with the Commission pursuant to Section 12(g) of the Exchange Act and is quoted on the OTC Bulletin Board under the ticker symbol ALMI.
OTHER RELEVANT PERSON
2. William Jacobson, age 62, resides in Missoula, Montana. Jacobson was Chairman, CEO and President of Atlas Mining from August 1997 to July 2007; Chairman from July 7, 2007 to November 30, 2007; and, Chairman, interim CEO and President from November 30, 2007 to June 27, 2008. On June 27, 2008, Jacobson resigned from Atlas Mining in connection with an internal investigation initiated by the company.
BACKGROUND
3. Atlas Mining is a mining company that employed between five and sixty-five people during the relevant time period. Incorporated in 1924, Atlas Mining was inactive from 1980 to the Fall of 1997 when it restarted mining operations.
4. Atlas Mining’s stock began trading on the OTC Bulletin Board on July 19, 2002. From 2002 to 2004, the stock price ranged from $0.05 to $0.40 per share. From 2005 through 2007, the stock price ranged from $0.38 to $2.98 per share.
5. Atlas Mining experienced annual operating losses from the time it resumed operations in September 1997 through at least 2007. Since at least April 2003, its auditors have repeatedly expressed uncertainty about the company’s ability to operate as a going concern.
IMPROPER OFFER AND SALE OF FORM S-8 SECURITIES
6. Atlas Mining filed a Form S-8 registration statement on August 27, 2002. The Form S-8 was amended on July 8, 2003, and again on September 25, 2004. The registration statement and amendments attached and incorporated Atlas Mining’s 2002 Consultant Stock Plan, which provided that shares were to be issued only to “consultants” of the company for bona fide consulting services. After filing the registration statement and amendments, Atlas Mining issued millions of shares of common stock.
7. Form S-8 is an abbreviated form of registration statement that may be used to register an issuance of shares to employees and certain types of consultants. Form S-8 does not provide the extensive disclosures or Commission review required for a registration statement used for a public offering of securities. A company can issue S-8 shares to consultants only if they are natural persons who provide bona fide services to the registrant and such services are not in connection with the offer or sale of securities in a capital-raising transaction, and do not directly or indirectly promote or maintain a market for the registrant’s securities.
8. Between 2002 and late 2005, Atlas Mining issued approximately 16 million shares of its common stock under its registration statements on Form S-8. As described below, however, approximately 14.6 million or roughly 90% of these shares were issued to individuals and entities that were ineligible to receive shares registered on Form S-8.
9. In addition, Atlas Mining issued shares of S-8 stock to individuals who had provided no bona fide services to the company, including members of Jacobson’s family. For example, 250,000 shares of Atlas Mining S-8 stock were issued to Jacobson’s homemaker wife, and 500,000 shares were issued to Jacobson’s son. Neither Jacobson’s wife nor his son performed any bona fide services for Atlas Mining, and were therefore not eligible to receive S-8 shares.
10. Atlas Mining also issued millions of shares of S-8 stock directly to entities in violation of the requirement that S-8 shares be issued only to natural persons. For example, S-8 stock was issued directly to an affiliated mining company that had no operating mines and employed no miners at the time the stock was issued.
11. Atlas Mining further issued millions of shares of S-8 stock to stock promoters who were ineligible to receive S-8 shares.
12. Atlas Mining also issued shares of its S-8 stock to compensate consultants who provided capital-raising services to the company, and were therefore, ineligible to receive S-8 shares. Specifically, Atlas Mining issued S-8 shares to consultants who were raising funds for
Atlas Mining through private equity transactions, including a transaction where a consultant attempted to raise $1 million in a private investment in public equity or “PIPE” transaction involving Atlas Mining stock.
13. Atlas Mining’s improper issuances of S-8 shares circumvented the federal securities laws and enabled stock promoters, financiers, and Jacobson to resell Atlas Mining stock to unknowing investors without the required disclosures about the company and the offerings.
IMPROPER OFFER AND SALE OF SHARES ISSUED ON FORM SB-2
14. In 2003 and 2004, Atlas Mining improperly issued nearly 10 million shares of Atlas Mining stock that were purportedly registered pursuant to Form SB-2, an abbreviated registration statement for small business issuers which requires disclosure of certain company information and information about the securities offering.
15. In early 2003, Atlas Mining registered for sale with the Commission 10 million shares of common stock at a fixed price of $0.10 per share. The registration statement, filed on Form SB-2, and prospectus represented that Atlas Mining was acting as a self-underwriter, and that the shares would be “sold directly by the company.” The documents also represented that the registered offering would only remain open for 180 days, after which the offering would automatically expire.
16. To avoid expiration of the time-limited offering and the loss of the ability to sell the shares, Atlas Mining “parked” the unsold shares with related parties and affiliates. In total, 9.9 of the 10 million unsold shares were “parked” – 500,000 shares in March 2003, one million shares in July 2003, and the remaining 8.4 million shares on a single day at the end of the offering in August 2003.
17. The shares were “parked” through the issuance of share certificates in the names of nine related parties and affiliates. These sham purchasers included, among others, Jacobson’s children, a subsidiary entity controlled by Atlas Mining management, and the teenage daughter of Jacobson’s assistant who provided occasional janitorial services to the company. The individuals and entities in whose names the share certificates were issued did not pay for or actually take possession of the shares. Instead, the share certificates were sent directly to Atlas Mining, and were concealed in the company’s files with the intent to resell the shares to bona fide investors after the expiration of the 180 day offering deadline in violation of the registration statement.
18. The “parking” transactions did not conform to the terms of the registration statement because the purported recipients never actually paid for or received the shares. Thus, the “parking” transactions were unregistered issuances.
19. From the Fall of 2003 through May of 2004, the 9.9 million “parked” shares of Atlas Mining common stock were resold to third parties in additional unregistered offerings. To complete the sales, the certificates to the sham recipients were returned to the transfer agent to be cancelled, and the shares were then transferred to the actual purchasers. The individuals and entities whose certificates were cancelled received no compensation for the shares; instead, all purchase proceeds went directly to Atlas Mining (and certain affiliated entities). It was only after such resales that Atlas Mining and its affiliated entities ultimately received payments totaling $805,000 for the parked shares.
20. No registration statement was filed for the subsequent resale transactions, and no further amendment was made to the SB-2 registration statement or prospectus. Thus, the resale transactions were additional unregistered issuances.
21. Atlas Mining’s unlawful parking and resale scheme enabled the company to raise financing without providing investors with the timely and accurate disclosures required by the federal securities laws.
FAILURE TO FILE TIMELY AND ACCURATE PERIODIC REPORTS
22. On October 9, 2007, Atlas Mining filed a Form 8-K announcing that it intended to restate its financial statements for 2004, 2005 and 2006 that it had previously filed with the Commission on Forms 10-Q and Forms 10-K. On January 17, 2008, Atlas Mining filed a Form 8-K announcing the appointment of two new directors and the initiation of a special committee internal investigation.
23. On August 27, 2008, Atlas Mining filed a Form 8-K summarizing the results of the Special Committee’s investigation. In the Form 8-K, Atlas Mining announced that its financial statements filed with the Commission on Forms 10-Q and Forms 10-K for all periods beginning in 2002 through the second quarter of 2007 could not be relied upon due to numerous violations of the federal securities laws uncovered during the Special Committee’s investigation.
24. From its October 9, 2007 announcement to July 15, 2009, Atlas Mining failed to file any annual and quarterly reports, beginning with its quarterly report on Form 10-Q for the third quarter of 2007.
25. On July 15, 2009, Atlas Mining filed restated financial results with the Commission for the first and second quarters of 2007. Atlas Mining also filed its delinquent quarterly report on Form 10-Q for the third quarter of 2007 and its delinquent annual report on Form 10-K for the fiscal year ended December 31, 2007. In its Form 10-K for fiscal year 2007, Atlas Mining restated its 2006 consolidated financial statements and corrected various items, including errors in the valuation of stock issued under Atlas Mining’s S-8 plan and realized and unrealized gains and losses on available for sale securities, which related, in part, to the improper issuances of Atlas Mining securities registered on Form SB-2 described above.
26. By August 14, 2009, Atlas Mining had filed with the Commission its delinquent quarterly reports for the first, second and third quarters of 2008, its delinquent annual report for the fiscal year ended December 31, 2008, and its delinquent quarterly report for the first quarter of 2009.
INADEQUATE INTERNAL CONTROLS
27. From its reactivation of operations in the Fall of 1997 to August 8, 2007, Atlas Mining had no Chief Financial Officer. During this time, Jacobson served as the chief accounting officer for Atlas Mining, in addition to serving as Chairman, CEO and President. Accordingly, there was a lack of segregation of duties for the financial reporting process and a lack of effective oversight and monitoring of the financial reporting and accounting functions.
28. In addition, through the end of 2007, Atlas Mining lacked an effective period-end financial statement closing process. Specifically, Atlas Mining did not maintain a checklist of procedures or any formal guidance to facilitate the period-end closing process. Accordingly, there was a lack of controls over the period-end financial statement closing process.
29. Lastly, Atlas Mining reported in its Form 10-K for the period ended December 31, 2007, which was filed on July 15, 2009, that the company had identified material weaknesses in its disclosure internal controls, including ineffective oversight of related party transactions, revenue recognition, stock issued for services, stock issuances under option plans that were in violation of the terms of the plans, accounting for options, lack of appropriate accounting procedures and personnel, journal entry approval and procedures, and management’s assessment of internal control over financial reporting.
ATLAS MINING COMPANY’S REMEDIAL EFFORTS
30. After Atlas Mining’s violations came to light in late 2007, Atlas Mining promptly undertook significant remedial efforts. These efforts included undertaking an internal investigation; replacing all members of the management team of the company, including hiring a new CEO and CFO; changing all members of the Board of Directors; changing its independent auditor; adopting a Code of Conduct and Ethics for its CEO and senior financial officers; implementing internal control and corporate governance policies; and implementing additional remedial measures to improve its financial reporting and disclosure controls, including the appointment of a financial expert to the Board of Directors. Lastly, as of August 14, 2009, Atlas Mining brought itself current on all due and/or delinquent periodic reports.
VIOLATIONS
Respondent Violated Sections 5(a) and 5(c) of the Securities Act
31. As a result of the conduct described above, Atlas Mining violated Sections 5(a) and 5(c) of the Securities Act, which, among other things, unless a registration statement is on file or in effect as to a security, prohibit any person, directly or indirectly, from: (i) making use of any means or instruments of transportation or communication in interstate commerce or of the mails to sell such security through the use or medium of any prospectus or otherwise; (ii) carrying or causing to be carried through the mails or in interstate commerce, by any means or instruments of transportation, any such security for the purpose of sale or for delivery after sale; or (iii) making use of any means or instruments of transportation or communication in interstate commerce or of the mails to offer to sell or offer to buy through the use or medium of any prospectus or otherwise any security, unless a registration statement has been filed as to such security.
Respondent Violated Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Exchange Act and Rules 12b-20, 13a-1, and 13a-13 thereunder
32. As a result of the conduct described above, Atlas Mining violated Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Exchange Act, and Rules 12b-20, 13a-1, and 13a-13 thereunder by filing inaccurate periodic reports with the Commission, by failing to make and keep accurate books and records, and by failing to devise and maintain an adequate system of accounting controls.
IV.
In view of the foregoing, the Commission deems it appropriate to impose the sanctions agreed to in Respondent Atlas Mining’s Offer.
Accordingly, it is hereby ORDERED that:
Pursuant to Section 8A of the Securities Act and Section 21C of the Exchange Act, Respondent cease and desist from committing or causing any violations and any future violations of Sections 5(a) and 5(c) of the Securities Act, and Sections 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act and Rules 12b-20, 13a-1, and 13a-13 thereunder.
By the Commission.
Elizabeth M. Murphy
Secretary
[footnote]
1 The findings herein are made pursuant to Respondent’s Offer of Settlement and are not binding on any other person or entity in this or any other proceeding.
From carmelbeach over at RB:
Litigation Release: SEC v William Jacobson
http://www.sec.gov/litigation/litreleases/2009/lr21345.htm
U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 21345 / December 22, 2009
Securities and Exchange Commission v. William Jacobson, Case No. 2:09-cv-00669-EJL (D. Idaho filed December 22, 2009)
SEC Charges Idaho Mining Company and Former CEO with Illegal Stock Scheme
The Securities and Exchange Commission today filed settled charges against an Idaho mining company and its former CEO for improperly financing their struggling operations through the illegal distribution of millions of shares of stock to investors.
According to the SEC, Atlas Mining Company, a publicly-traded company, and former CEO, Chairman and President William Jacobson, used various means to sell stock in contravention of the federal securities laws, and concealed the improper sales by filing false documents with the SEC.
The SEC's complaint, filed in federal district court in Idaho, alleges that, from 2002 to 2005, Jacobson caused Osburn, Idaho-based Atlas Mining to sell millions of shares of stock to the public while evading the disclosure and registration requirements of the federal securities laws. Among other things, the SEC alleges that Jacobson issued stock to family members and companies he controlled, who then resold the stock to the public and funneled the money back to the company. Similarly, the SEC alleges that when a 2003 public offering failed to raise sufficient funds before expiring, Jacobson unlawfully "parked" nearly 10 million shares with various friends, family members and affiliates so they could be sold at a later date. According to the SEC, these improprieties allowed Atlas Mining to raise financing without providing complete and timely information to investors as required by law.
The SEC further charges that Jacobson caused Atlas Mining to make false statements in its SEC filings concerning the improper stock sales, coupled with additional financial irregularities.
The SEC's complaint charges Jacobson with violations of the antifraud and registration provisions of the federal securities laws, as well as reporting, internal control and certification provisions. Without admitting or denying the Commission's allegations, Jacobson consented to settle the charges and agreed to a permanent injunction against future violations of the federal securities laws, a $50,000 penalty, an order barring him from serving as an officer or director of any issuer for a period of five years, and an order barring him from participating in any offering of penny stock for a period of five years.
In a separate administrative proceeding, Atlas Mining, now known as Applied Minerals, Inc., consented to the entry of a cease-and-desist order barring violations of certain registration and reporting provisions of the federal securities laws.
SEC Complaint
http://www.sec.gov/litigation/complaints/2009/comp21345.pdf
Green Energy Resources to Buy Stake in (unidentified and completely anonymous)New England Pellet Mill
Another vapor PR from Mr. Murray.
No indication of the size of the stake - or is an outright purchase as the first line of the PR indicates, in contradiction to the title of the PR? , the name of the mill. the location of the mill, or indeed any details that would enable an independent obsever to determine whether this PR was a tissue of lies like all Mr. Murray's PRs, or uniquely for him contains an element of truth.
In the circumstances, I think we can safely assume it's a tissue of lies like all Green Energy Resources' other public announcements.
NEW YORK, NY -- (Marketwire) -- 12/21/09 --
Green Energy Resources (PINKSHEETS: GRGR) looks to purchase a fully operational New England wood pellet mill
Terms of the purchase were not disclosed and are subject to financing. The mill has capacity to produce upwards of 10,000 tons monthly and could generate approximately $24 million dollars annually in gross revenues for the company. Green Energy Resources is a supplier of the mill with wood biomass. The pellet mill has excellent logistical location for export, and domestic supply. The Pellet manufacturer is currently producing bagged pellets for the US retail wood stove markets. The acquisition would greatly enhance Green Energy's ability to meet a growing US commercial demand and a very competitive European export market
In other news, President Obama and other world leaders agreed to international emissions reductions on Friday in Copenhagen, Denmark. The breakthrough should pave the way for final passage in the US Senate of the "Cap N Trade" bill which passed congress in June. The accord is significant both in terms of anticipated green jobs it will create in the US and because US power generators are expected to move towards compliance in 2010. Green Energy Resources predicts US Coal Power generators will eventually turn to co-firing utilizing pellets by 2011
Except for historical information contained herein, the statements in this release are forward-looking statements that are made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995
Forward-looking statements involve known and unknown risks and uncertainties that may cause the companies' actual results in future periods to differ materially from forecasted results. Such risks and uncertainties include, but are not limited to, market conditions, competitive factors, the ability to successfully complete additional financings, ship availability, fuel costs and other risks
CONTACT: Green Energy Resources Joseph Murray, 631-375-7921 joe.murray@greenenergyresources.com www.greenenergyresources.com or Worldwide Financial Marketing, Inc. USA Investor Relations Int'l: 1-954-360-9998 Nat'l: 1-866-360-9998 Info@wwfinancial.com www.wwfinancial.com
"I know something is up. I got a call back from Scott Toblin Friday at 7 est. It was a returned call from december 14th.
That is all I will say.... "
I just hope no one has forgotten the importance of adhering to the requirements of Reg FD.
I'd hate for anybody to run into problems with our securities laws at any time, let alone at this festive period.
"And you are posting this here why?"
If you mean the information concerning penny stocks and the scams that surround them, then advice and information from SEC has always been relevant and worthy of consideration.
But in addition, I have detected a very slight undercurrent among some long-term shareholders of disillusionment with their company and its management, and the vague suggestion that they might be re-evaluating their core beliefs that led them to buy FASC in the first place several years ago.
Under those circumstances, I don't think it's inappropriate to provide food for thought. The capacity of rational human beings to change their mind when faced with irrefutable facts and arguments is still less than those of us who strive for the universal adoption of the Scientific Method would like, but it is not entirely negligible.
Which is a good thing, I think, even if others disagree. Upton Sinclair is eloquent and informative as to the motives of that latter group.
"Try reading the coffee grounds.."
Alternatively try reading Wikipedia:
"The SEC notes most of the same about Internet message boards, where fraudsters claiming to be unbiased investors who've carefully done their due diligence may in fact be company insiders, and that a single person or a small team can create the appearance of a huge interest in a stock simply by creating a huge number of aliases, while banning the most vocal or perceptive critics of these offerings."
http://en.wikipedia.org/wiki/Penny_stock
or the SEC themselves:
"www.sec.gov/investor/pubs/pump.htm"
Lot of buying going on here today...
That will be why the pps is skyrocketing......
I think you momo players need to find a different target - this one's been done to death, and any likely victims for the old P&D have already been fleeced.
The real story here? Failed technology (if indeed it was ever intended to be anything other than a front for the Rochester NY Mafia), venal and incompetent (or highly competent but utterly corrupt management, depending on the real business model) in cahoots with the so-called toxic financiers, MegaDilution and some of the most transparent MB "supporters" ever seen on a scam penny stock.
Shame the SEC is otherwise engaged, I always think. But there you go.
"This Post is in my opinion."
Actually, it's mostly Joseph Murray's lies, regurgitated for public consumtion on this message board, and as such worthless, just like his PRs, his accounts and his mythical contracts and indeed his non-existent business.
Odd that this so-called "NEWS!" :
1) Isn't news at all. It's all been released before, and the positive sounding bits are as much lies now as they were before.
2) Doesn't mention the 10 to 1 reverse split, which according to previous PRs is due imminently.
3) Is regarded by some posters as worth presenting in a positive way on this or any other MB, when we all know that Joseph Murray is a crooked liar, and all his PRs are crooked lies.