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Nowhere does it say MNZO is fully reporting, because it isn't. To be fully reporting, MNZO would have to file a registration statement with the SEC and the company's financial statements would need to be audited.
MNZO's reporting status is: "Alternative Reporting". You can read all about what that means on the OTC Markets web site.
You're 100% wrong. In the eyes of the DTCC and the SEC, FOGC and MNZO are the same company. Just look-up SEC filings for MNZO. The chill has been "on" this stock for three years. MMG tried to have it lifted but failed to do so. If you don't believe me, ask Manzo. If he ever tries to raise money, he'll wish the chill was gone.
Isn't Ray Barton a promoter?
You must be joking! Manufacturing, marketing and selling supplements isn't even close to what Celprogen does. Just for fun, let's say they wanted to start. Celprogen's principle already holds 1/2 the patent. All he'd do is buy the other 1/2 from Ken Manzo, or offer him a royalty. The deal would be done and MNZO (Manzo Pharma) wouldn't be part of it in any way.
Ken Manzo is one of the patent holders personally. Does Manzo Pharma own Ken Manzo's 1/2 of the patent? Did MNZO buy it from him? Do you think he's dumb enough to put the rights to the patent into MNZO without there being a big payday for him??? Everyone just assumes MNZO owns Ken Manzo's 1/2 of the patent. In spite of the fact Manzo Pharma is touting Lacto-Freedom, the most recent mini-financials state MNZO's only asset is goodwill!!! Wouldn't the rights to a patent be listed as an asset??? If it's valuable would Ken Manzo give it away?
Maybe he'll sell the rights to the company for a billion shares! Would anyone be surprised if that happened?
Also, how do they sell stuff on Amazon without inventory? Wouldn't that be listed as an asset too? It would if they had any. When you take a good hard look at this company, you realize, it really is just a guy trying to start a business in his basement or garage.
This is why MNZO is on the Pink Sheets. No one is interested in harsh realities!
How much revenue do the Amazon sales generate? How much profit? Apparently not enough for Manzo Pharma to rent an office!
Where are they going to get the money from, to do anything? It's ridiculous to talk about Celprogen merging with MNZO. If Celprogen wanted to go public, they'd do an IPO.
I doubt MNZO could ever leave the Pinks. Then there's the matter of the DTC chill, which seems to have been forgotten.
Whoever wrote: "Authorized shares were reduced to 950 million shares to limit dilution." is trying to mislead uninformed shareholders. The company, in this case "MNZO", sets the A/S at whatever they want it to be. They could increase it back to 5 billion shares tomorrow, if they wanted to.
The most likely scenario is that Celprogen will continue to be a subcontractor to MNZO and if MNZO is successful in getting a product to market, that's based on the patent, Sharma will receive a royalty.
The only important question is: how can a company with a sub $400,000 M/C raise the millions required to take a product to market?
...but saying Celprogen and MNZO are partners isn't an accurate statement. Furthermore, just because Sharma and Manzo are co-patent-holders, doesn't mean they'll be partners in a product that one or the other produces, based on that patent. The fact is, no one knows what the exact nature of the business relationship is between the two and neither of them is saying.
Perhaps Sharma doesn't really care about the patent so Manzo's free to do whatever he wants with it, and vice versa.
Since Manzo's highly motivated to come-up with some good news to help support the share price, I'd suggest the business relationship between himself and Sharma isn't the good news that shareholders are hoping for.
It makes no sense that Celprogen would merge with a Pink Sheets company with a market cap of less than $400,000. That's just a "pumper's" fantasy. When MNZO (probably Ray Barton) describes Celprogen as a "partner" it's inaccurate because they aren't, in the literal sense. Celprogen is doing work for MNZO that Manzo can't afford to pay for. Does that make Celprogen a "partner"?
Correction: Lacto-Freedom™ & Celprogen plus a multi-million dollar cash injection = multi-million $$$ company. Furthermore, neither Manzo nor Celprogen have ever suggested a potential partnership, so why are people on this board suggesting it?
The market says Manzo's percentage of the Patent is only worth a maximum of $388,521.
Thanks! I believe you. What services? I've only seen evidence of "dis-services"! Manzo should sue him for breach of contract and misrepresentation.
I believe Barton conspired with MMG to "unload" the FOGC shell onto Manzo. Why else would he put Manzo together with FOGC? No start-up could ever survive a merger with FOGC; the worst public shell on the planet.
They can increase the A/S wherever they want, to whatever they want.
Why do you think the 38M shares were issued for services rendered? Are these not the shares that were issued to Barton for paying off FOGC's debt to MMG?
Dumping and dilution are two different things. Only issuing new shares can cause dilution. This is just what happens when there's more selling than buying.
He owns preferred shares but no common. Manzo's preferred shares give him voting control of the company but don't trade like common shares do. If there was a huge bump in the PPS, Manzo couldn't make enough to buy a cup of coffee. What was he thinking when he "acquired" FOGC? Sure, he could walk away but MMG wouldn't be dumb enough to step back in. The PPS would fall away to nothing and the company would go dormant.
If they had something to say, they would have said it.
I wonder whatever happened to keeping shareholders informed? As an example, Manzo named three new directors to MNZO's B.O.D. but didn't issue a PR about it. I wonder why? Maybe they are associates of Barton's and Manzo doesn't think it's good news. After all, only good news gets reported on the Pink Sheets. Ken Manzo could walk away from MNZO and we'd never hear about it!
That's not exactly what I meant; however, it's possible he has good intentions but lacks ability and resources. I'm not saying it's likely; I'm saying it's possible. If you're Ray Barton, making a bit of money on a stock is easy; creating a successful business is probably way beyond your capability.
It's obvious he has no business "advising" anyone regarding "going public".
As I posted yesterday, the problems we see now were created on day one, when Barton mergered Manzo Pharma with the worst public shell on the planet: FOGC. Since there were hundreds of better public shells available, why would he choose FOGC? Only Ray Barton and MMG know the answer.
Ray Barton is a saint compared to his friends at MMG.
I think you hit the nail on the head. The fundamental problem with MNZO is, the FOGC shell and Manzo Pharma were entirely unsuitable for each other. Ken Manzo wanted a public company as a vehicle to raise the necessary capital to develop and market his products. Unfortunately, Ray Barton was not concerned with Ken Manzo's requirements. A new, clean, public shell would have cost less than FOGC's debt and Ken Manzo would control the majority of the company's common stock. He could make the company fully reporting at will and attracting investors would have been easy.
Ray Barton was well aware that FOGC had been used as a "pump and dump" vehicle by MMG. If he wasn't, he should have been because Manzo was relying on his expertise. Barton was also aware that MMG would probably dump their shares as soon as Manzo could create a market for them. That's just what MMG does. The writing was on the wall. The only people who have benefitted from the Manzo/FOGC merger are Barton and MMG. MNZO cannot be transformed into the fully reporting entity Manzo needs to raise millions of dollars because it's practically impossible to produce audited financial statements for an ex-MMG shell. I have no doubt the books have holes in them large enough to drive a car through!
If Ray Barton is so concerned about his reputation, why does he continue to do business with MMG? FOGC isn't the only shell deal Barton and MMG have done together. When MMG issued a "fraudulent" PR for Manzo Pharma a few weeks ago, why didn't Barton force them to issue a public retraction?
Why would a long time market "professional" like Ray Barton throw Manzo into a hole he can't dig himself out of?
Ken: when you swim with sharks, you usually get eaten!
Why do you think Celprogen is a "great company"? Because someone from the company can walk into a Post Office and ship a package overseas? Because they have a nice web site? Because they're in business? Because they have an office in the back of an industrial park in Torrance? What makes them (and their products) "great"?
Doing DD on Celprogen begins with two questions: what were their revenues last year and are they profitable? In addition, what is the agreement between Celprogen and MNZO? I think it's safe to say Manzo isn't paying Celprogen for the work they're doing, so how are they being compensated? This is materially significant information that's being withheld from shareholders.
Jay Sharma and Ken Manzo own the patent. I thought you knew! As far as profit is concerned, Manzo can't afford an office yet, so any discussion of profit is moot at this point.
...and if there are profits, what will the "split" be? It will surely be in favor of the party that bears the most financial risk. That won't be MNZO!
How do you know Celprogen is "one hell of a company"?
You don't know this for a fact. You're only speculating. If Manzo and Celprogen were involved in a JV, don't you think Manzo would have announced the specifics?
No, I'm not saying Celprogen is a company with no money and no revenue. All I know about Celprogen is what I read on their web site. Why even bring it up? Manzo has no team; Celprogen does.
What is the financial arrangement between Manzo and Celprogen? Manzo's not paying Celprogen for their services, at least not with money, because MNZO doesn't have any. So how is Celprogen being compensated? Someone's writing the check but why hasn't Manzo told his shareholders who that is? Perhaps he'd rather not!
Are you serious? Manzo claims he "acquired" FOGC as a public shell. He's never admitted who he "acquired" it from but we all know it was MMG. Actually, we don't really know that he "acquired" it at all. All we know is, Manzo Pharma merged with FOGC in some sort of undisclosed transaction. There are hundreds of public shells available and in most cases, between 50% and 99.9% of the outstanding common stock gets delivered with the shell. So why pick FOGC? Why go to all that trouble for a paycheck while Barton and MMG cash-in?
MNZO is not what they would like us to think it is.
That's why MNZO can never be used to raise the millions necessary to take Manzo's probiotic to market. Part of any investors DD would be an audited financial statement but that would expose what's hidden behind the scenes, if they could even do an audit. An audit would require MMG opening their books, which will never happen.
All this talk about FDA approvals is a waste of time. MNZO has no money to produce anything, let alone market it. The company can't even afford an office. The company can't raise the money that would be required to pursue its business because the public company (MNZO) is entirely unsuitable for raising capital. MNZO only exists so the people behind the company can make money on the stock. No, that does not include Ken Manzo because he doesn't own any stock.
Manzo may be the CEO but who's really behind the company? The person, or persons, who stand to gain the most if the PPS rises, that's who. That would be Barton and MMG. You'll recall, Manzo doesn't own any common stock.
There are only two reasons companies go public: either to raise funds to develop a business or to make money on the stock. The SEC encourages the former and takes a dim view of the latter. In the case of MNZO, the motivation of its principles (whoever they are) is clearly to make money on the stock. If the motivation was to raise money to develop the business, they wouldn't have used a worthless, non-reporting, non-disclosure, Pink Sheets shell. MNZO is investment-proof.
If you take a very close look at other MMG shells, you'll see some are following the same course as MNZO. It's just MMG's new business template. Ken Manzo was probably hired by MMG to be the face of MNZO. Why else would he be involved? He doesn't own a single share of common stock, unlike Ray Barton and MMG.
Only Manzo and Barton know for sure but the Wyoming Secretary of State lists MMG's addresses as Manzo Pharma's addresses. Manzo updated all of the info there so the use of MMG's addresses must be intentional. Also, Manzo Pharma lists Magna Biz Consultants as their IR firm but Magna Biz is just an MMG voice mailbox. Other MMG companies list Magna Biz as their PR firm as well. In addition, other MMG companies use the same Lawyer as Manzo. If the merger had been as it was described to the public, that would be a conflict and that Lawyer could not represent Manzo. Also, it's likely that MMG is the beneficial owner of more common stock than any other single shareholder. Combine that with MMG issuing a PR for Manzo a few weeks ago (that was not ever retracted) and it all adds up to an on-going relationship between the two.
It's possible Manzo was duped into getting involved. There are so many things about this company that don't make any sense. First and foremost, Manzo doesn't own any common stock, so what's in it for him? He doesn't have any upside but without him, FOGCD would disappear back to where it was. What's his deal with Barton and MMG? Will he ever tell us? Perhaps he can't.
It isn't Manzo's patent; he's the co-inventor and co-patent holder. The two patent holder's surely have a written agreement that determines who can do what with the product that's the subject of the patent. It seems to me, that's a very material document and has significant importance to anyone who's invested in FOGCD or is considering investing in FOGCD.
If you're concerned that it's taking too long for your shares to be transferred and your brokerage is blaming the transfer agent, call and ask them what the hold-up is. Here's their contact info:
Jason Bogutski, Signature Stock Transfer
Plano, TX
Phone: 972-612-4120
e-mail: signaturestocktransfer@msn.com
I can assure you, the transfer agent isn't the problem. If I'm not mistaken, the company has to "sign-off" on every transfer, so perhaps Manzo's been slow in signing the necessary documents. In my experience it shouldn't take more than a few days but FOGCD's DTC chill may be creating additional delays.
How does a PR qualify as "DD"? Also, calling Celprogen Manzo's "sister company" is a gross mischaracterization. They were hired to perform tests and probably waived their fees in lieu of "a piece of the action", because Manzo had no money to pay for their services. Also, Celprogen isn't in the business of marketing supplements, so why would they start now. If Manzo isn't saying exactly what the terms of the relationship are, between Manzo Pharma and Celprogen, it's because he'd rather not.
That's all well and good, however; the company cannot do anything along these lines without a significant infusion of cash. Until then, it's all fantasy. Does the company have a plan to raise capital? If they do, don't you think they would have told shareholders? It's just not possible for Manzo to raise the kind of $ the company requires with a non-reporting, non-disclosure, Pink Sheets, RM'd, former P&D shell company that's trading at a fraction of a penny...IMO.
Also, seeing as MMG seems to be pulling the company's strings, I'd say the business plan is just to run another P & D. The "P" is on-going, the "D" is coming. Don't tell me I'm wrong unless you have evidence to the contrary.
It looks to me like MMG has a new P&D strategy. There are many similarities between FOGCD and other MMG shells.
Take a good look at Evader Inc. as an example: http://www.otcmarkets.com/stock/EVDR/profile
Does it look familiar? Notice FOGCD and Evader use the same Legal and PR people. Read Evader's latest press release.
http://www.otcmarkets.com/stock/EVDR/news/Evader--Inc--unveils-Critic-Clothing--a-clothing-line-geared-towards-extreme-sports-enthusiasts?id=87769&b=y
It has all the same "we won't do anything to dilute shareholders" BS that Manzo spewed not too long ago. In fact, the PR's were probably written by the same individual.
Coincidence? Not a chance.
Why would Gerber enter into any kind of arrangement with a Pink Sheet company that has a $2.8M market cap? Makes no sense. If they were interested in the product, they would just buy a controlling interest in the company then sell the patent to themselves for a dollar.
By the same logic, why would Manzo risk losing control of his "valuable" intellectual property, by giving it to a "worthless" public shell?
As an aside, I notice three new directors have been appointed to Manzo's Board (Thomas Morton, Robert Mroczek & Jason Randolph). I wonder why it wasn't announced? If they don't behave like a serious company, how can they expect the Market to take them seriously? I guess the old adage is true: they reap what they sow.
I'd be very surprised if MMG ever had a single share in their own name. Also, since anyone who owns 10% or more of the outstanding common stock is considered an insider, MMG likely has their shares in a bunch of different nominee company names, so as not to surpass the 10% threshold. We know for sure they owned more than 50% of the outstanding common stock prior to the merger or they would have had to obtain approval for the transaction from shareholders. We don't know anything about the merger transaction. For all we know, MMG could have acquired Manzo Pharma, not the other way around.
A big question in my mind is, what's in it for Ken Manzo? He owns preferred shares but not a single share of common. If a big company came along and bought the company, Manzo wouldn't make a red cent on the deal. Sure, he can issue restricted shares to himself but not very many. If the stock mysteriously rose to $1 per share, Manzo couldn't cash-in. It all makes no sense and I have to believe there's some element in the relationship between Manzo and MMG that's been kept a secret. You'll notice, on the State of Wyoming's web site, the official addresses of Manzo Pharma are MMG's address. Everything else has been changed; why not the official addresses. Also, IHUB's Manzo profile page lists Magna Biz as Manzo's IR firm but Magna Biz is just MMG in disguise. Don't believe me? Do a Google search on Magna Biz's address. Then there's the PR MMG issued a few weeks ago for Manzo. It all adds up to an on-going relationship between Manzo and MMG.
ZERO, if the company stays on the Pink Sheets. The company trades on that exchange because it wants to, not because it has to. Why does it want to? Because its story falls apart under an audit and under full disclosure.