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That article was written in May 2015.
"On March 20th. a new lender Joshua Season's Magna Assets entered the picture"
"Note that Magna, as a new lender hasn't converted his note yet"
The truth is Magna was converting the balance of the TCA note since early March that Gel and Union hadn't yet converted at a rate of $25,000 bi weekly which is what caused the price to drop to $0.0002. And yes I bought a lot of those, thank you very much.
Accesswire Mar 5, 2015 7:19 AM
HJOE Settles Debit Moves Company Forward
DENVER, CO /ACCESSWIRE / March 5, 2015 / Hangover Joe's Holding Corporation (HJOE), the maker of "The Hangover" Recovery Shot and developers of an innovative state of the art proprietary Git-R-Done-Energy Shot with Git-R-Done Productions, Inc. and Larry the Cable Guy, is pleased to announce that it is implementing settlements with several creditors including the final provisions of its dispute with TCA Global Master Credit Fund, L.P.
The original $513,000 Settlement Agreement with TCA Global Master Credit Fund, L.P., includes GEL Properties LLC and Union Capital LLC, who each entered into Assignment and Assumption Agreements with TCA in the amount of $230,000 payable in four equal monthly installments and the Company agreed to pay TCA $53,000 sixty days after the final installments are paid under the Assignment and Assumption Agreements.
The Company simultaneously entered into Replacement Notes from TCA with GEL Properties LLC and Union Capital for the sale of 8% convertible redeemable notes in the principal amount of $57,500 each for their first installments.
All interest and principal under these notes was to be repaid on July 12, 2015 and are convertible into common stock, at the note holder's option, at a 45% discount to the average of the three lowest closing prices of the common stock during the 20 trading day period prior to conversion. Both Union Capital and GEL Properties paid their first two installments; under the most recent arrangement Magna Equities has agreed to pay the remaining amounts owed in $25,000 biweekly installments subject to certain conditions.
HJOE/Adamson tweeted last July they were approved as a National Vendor and we all know that isn't true
When you want to become a vendor for Walgreen's you go through the vendor application process. If approved your company is given a "national vendor NUMBER". This has nothing at all to do with Walgreen's placing it in all their stores or on their website. Simple fact but too hard for some to understand. LMAO
Why do some say it's not in Walgreen's. Not only is it there but it's selling so good Walgreen's raised their price for it. LMAO
#Walgreens manager #Nola ups the price on Hangover Recovery Shots saying they will pay it for this relief! $HJOE pic.twitter.com/O5wZftEish
4:21pm - 17 Apr 16
What we have here is a failure to read plain English. HJOE says they are the leading morning after hangover recovery "SHOT"
Berocca says it's a hangover "cure" now we all know there is no such thing as a hangover "cure" LOL. Oh how some spin the truth LMAO
Berocca doesn't even come in a "shot" form LOL so how could it possibly be the leading hangover "shot" Just too funny.
About Hangover Joes:
Hangover Joe's is the exclusive producer of "The Hangover" Recovery Shot, and one of the nation's top selling anti-hangover recover drink & hangover recovery shot. Hangover Joe's is the nations leading morning after Hangover Recovery Shot!
Wednesday, April 13, 2016
KBM a Toxic Lender Meets Resistance by Small Cap OTC Company In Federal District Court of New York Through Ellsworth Young LLP
[ACCESSWIRE]
LAS VEGAS, NV / ACCESSWIRE / April 13, 2016 / Hangover Joes Holding Corp. (OTC: HJOE), a fully reporting publicly traded company, announced it has filed a response and answer and affirmative defenses to a law suit in the Eastern District of New York against KBM Worldwide, Inc. The case is currently contested by the defendants in Federal in the Eastern District of New York.
The company is represented by Ellsworth Young LLP (www.eyllp.com) a full service law firm specializing in "toxic debt remediation", with offices or affiliates in many states including, New York, California, Nevada, Arizona, Texas and Florida. Most of the "toxic lenders" as they are known in the industry are located in those states.
Ellsworth Young (EY) conducted investigations of the industry and hired top experts to support its claims that, in general, the practice of convertible debt financing violates both State Usury Laws, and the Securities and Exchange Act of 1933-34. As well, in most cases this is accomplished using false promises, unconscionable loan terms and penalties hidden or disguised fees, and in general are not healthy for the companies who borrow or their shareholders. The firm is seeking regulatory, legislative and judicial support of its positon's regarding this industry as it feels it is harmful to the investing community and the companies involved. Some of the lenders in the business are involved in employing stock bashing message boards and naked short sellers, using them to drive down the price of public companies shares, while benefitting the lenders with even richer returns.
Mathew Veal of HJOE, CFO stated, "we are one among many clients of EY that are seeking redress for the wrongs expressed in this case. Until such time as the regulators take notice of the activities of these toxic lenders, and seek to curb their practices, EY through the courts are one of the only bastions to resist the lenders efforts to undermine the value of our companies." This case is one of many involving the EY firm and its affiliates, against JMJ Financial, and Justin Keener, "The Keener Family of Companies", The "Asher or Cramer Family of Companies" (Vis Vires, KBM Worldwide, Asher Financial Inc.,) and Typenex and Chicago Ventures and "The Fife Family of Companies" and John Fife. All of the forgoing having officers and directors with either FINRA or SEC violations and fines, discipline or both. The EY firm has clients with potential claims against LG Capital, Adar Bays, Tangiers, among others in various courts around the country.
EY's OTC clients are generally in the technology and medical space including computer software, biotech and medical devices as well as minerals and mining. EY LLP has relationships developed through the years with law firms of the highest caliber looking for challenging business.
Here are some of the accomplishments these firms have experienced applying pressure to the industry to control well known toxic lenders:
One firm has recently persuaded a federal court to dismiss a predatory lenders action seeking a temporary restraining order to enforce the terms of their loan and order the OTC company stock transfer agent to immediately do a conversion. The Court even stated "However, contractual language declaring money damages inadequate in the event of a breach does not control the question whether preliminary injunctive relief is appropriate." Although, the Court may consider such language as a factor in the irreparable harm analysis, "the Court remains obliged to make an independent determination as to whether injunctive relief is appropriate." The court cited In re M.B. Int'l W.W.L., No. 12 CIV. 4945 (DLC), 2012 WL 3195761, at *12 (S.D.N.Y. Aug. 6, 2012); see also Ins. Co. of the State of Pennsylvania v. Lakeshore Toltest JV, LLC, No. 15 CIV. 1436 (ALC), 2015 WL 8488579, at *2 (S.D.N.Y. Nov. 30, 2015) (same); Firemen's Ins. Co. of Newark, New Jersey v. Keating, 753 F. Supp. 1146, 1154 (S.D.N.Y. 1990) ("[I]t is clear that the parties to a contract cannot, by including certain language in that contract, create a right to injunctive relief where it would otherwise be inappropriate."). Here, the Court finds that the Plaintiff has not demonstrated irreparable harm sufficient to justify a preliminary injunction. Thus, although the contractual language in the SPA providing for preliminary relief is relevant to the question of irreparable harm, it is not dispositive of the Court's analysis." In other words the law firm succeeded in having the court ignore specific language in the loan agreements to reach a favorable ruling for a client.
A Second Law Firm achieved- reduction in demand for profit by another toxic lender through litigation in by one of our affiliate law firms, from $520,000 to $90,000.
A Third Law Firm for another client was able to renegotiate 5 of its 7 toxic loans based on the threat and reputation of one of EY's referred law firms, and reduce its debt by $600,000, and not lose market cap by conversions by one of the notorious toxic lenders.
DENVER, CO / ACCESSWIRE / January 28, 2016 / Hangover Joe's Holding Corporation (HJOE), developers of Hangover Recovery Shot and Git-R-Done-Energy, along with Git-R-Done Productions, Inc. and Larry the Cable Guy, announced today that it has filed a verified answer in the Court of the Eastern District of New York, against KBM Worldwide Inc. Among the numerous responses include usury and violation of market manipulation provisions by KBM.
"The system used to finance small companies in the United States today has become completely insane," said Matthew Veal, CEO of Hangover Joe's. "This business was started with friends and family funding that eventually exceeded several hundred thousand dollars. The business grew to where it sold product in the millions, but as a startup did not qualify for traditional or SBA funding and needed additional capital for growth. It was approached about going public with the promise of significant investment, which of course did not materialize. Its only option for financing has been the nightmare of convertible loans.
These loans as a group all have been repaid not only to the extent of the entire amount of their principal but significant interest as well, not at the effective interest rates of the loans and meritless fees added on to them, but certainly at or near the legal rate of interest. However, the convertible loan process also triggered a deluge of short sellers and paid bashers adding to the degree of difficulty by a process of attempted shaming in social media, working stock boards and otherwise to inhibit potential investors and customers from a growing company and brands. This is an attempt to harm the company and we don't take these matters lightly. To further add insult to injury, several of these lenders have now sued us, including dubious claims against individual members of management which seek to further and unfairly harm reputations, and we have responded to these as well. This is done thousands of times in our economy today, destroying companies, jobs, and investor wealth in the process. And for what gain? Hangover Joe's at least has come through the process strong enough to hire talented attorneys who have started the process of removing this scourge from our capital markets.
"Has Larry the Cable Guy given the HJOE products a shout out recently or did they stop paying him like they did Warner Bros?
IG"
Guess we know the truth now don't we.
"How do you know insiders haven't sold any stock - HJOE hasn't filed any financial information in over a year."
Simple this is an investment to me, I make it my business to know what's going on with it LOL. Opinions are like a certain body part, everyone has one. But without proof opinions are just that. I'm visiting the stores in person and seeing the products selling. That is reality and nothing else matters.
Unfortunately I didn't position myself too well last year so I have a large tax bill due on the profits I took last year on the runup when I sold a relatively small amount. But I took care of that when I bought them back into my Roth accounts. Life is good and time is on my side, and so is HJOE.
No insider at HJOE has ever sold a single share. I made a lot of money off this stock last year but it's nothing compared to what I will make. There's a dealer in my area now. So I'm seeing all the stores selling the products now. I visited several and see IN PERSON how many shots are selling.
Doesn't matter what else is said the truth is right in front of me.
We just walked through the biggest clubs #Nola #BourbonStreet! Starting next week were installing more #SmartVendingMachines $HJOE
2:02pm - 25 Mar 16
"It has been so long since HJOE filed any financial information - I guess they forgot about the following:
Quote:In January 2014, the Company entered into an initial two-year license agreement with Git-R-Done Productions, Inc. (the “Larry the Cable Guy” license), which allows the Company the rights to the use of certain artwork, logos and other elements used by the Comedian known as “Larry the Cable Guy”.
The contract would have ended in January 2016 - not in March 2016.
Quote:Correction hit the wrong key After meeting our contractual Benchmarks on March 1 2016 we renewed our agreement for Git R Done Energy. $HJOE. tweeted 3/23/16 !! correction was date 2016 not 2015
The HJOE clowns just can't keep their stories straight. LOLOL!!!"
Looks to me like they've always stated very clearly in the SEC filings both when the agreement was reached and when it ended.
http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=10317533-1258-156457&type=sect&TabIndex=2&companyid=733044&ppu=%252fdefault.aspx%253fcik%253d1388132
"In January 2014, the Company entered into an initial two-year license agreement with Git-R-Done Productions, Inc. (the “Larry the Cable Guy” license), which allows the Company the rights to the use of certain artwork, logos and other elements used by the Comedian known as “Larry the Cable Guy”. The terms of the WBCP and Larry the Cable Guy licenses provide for royalties based on a percentage of products sold, as defined, subject to agreed-upon guaranteed minimum royalties (Note 6)"
Larry the Cable Guy License Agreement
"The Company has a license with Git-R-Done Productions, Inc. (“Larry the Cable guy”) that allows the Company the use of the costumes, artwork, logos and other elements used by the Comedian known as Larry the Cable Guy in various performances. This license has an initial term through March 1, 2016, and provides for certain royalties based on a percentage of products sold subject to certain agreed-upon guaranteed minimum royalty payments over the term of the license. The terms of the license agreement provided that the Company was to fully launch its product line by March 1, 2014 which was informally extended through July, 2014, when the Company was able to deliver product into stores in Texas."
So once again the truth comes out while others sit around whistling dixie,the post this morning on twitter, they renew their deal for Git R Done Energy with Larry The Cable Guys company on March 1 2016. We made our benchmarks the tweet read. If you go back and look at the filings they had to sell 500K or more as I recall to renew the contract. So this is an insight to revenue. Larry would not be renewing the deal if the brand was not performing for him.
This is getting fun. The expansion continues and revenues continue to grow. There is a dealer in the area I live in now so I can personally watch the products sell thru rates. Nobody can stop it now. LMAO
This just in from #Nola one of cities largest club owners with 17 locations has approved #SmartVending for $HJOE pic.twitter.com/V9bvM159yL
1:41pm - 18 Mar 16
Hangover Joe's (HJOE) St Patrick's Day 2016 Celebrates 5th Annual National Hangover Joe's Day - Launches Smart Vending Hangover Machines
Accesswire 48 minutes ago
(HJOE) Celebrates St. Patrick's Day and Launches Smart Hangover Vending Machines
DENVER, CO / ACCESSWIRE / March 16, 2016 / The nations #1 leading morning after hangover recovery drink (AKA) The Hangover Recovery Shot by Hangover Joe's (HJOE) is celebrating everything #Hangover, the day after St. Patrick's Day for the 5th year in a row. Those who threw caution to the wind and tipped a pint or two and were left a feeling a little green while enjoying everything Irish can now join millions of Americans in a celebratory toast to a rapid recovery on Friday, March 18, 2016 - the 5th annual National Hangover Joe's Day. Instead of searching in vain for the wish-granting powers of the fabled four-leaf clover or an elusive Leprechaun, ordinary Joe's everywhere can triumph in the battle of the morning after with the legendary contents of a little yellow bottle - "The Hangover Recovery Shot." Just take this hangover recovery shot in the morning after drinking and you too will be relieved, recovered and re-energized! We believe there is a little Hangover Joe in everybody from time to time and more so on St. Paddy's Day.
The Hangover Recovery Shot can be found coast to coast in convenience stores, liquor stores, grocery stores, retail drug outlets, hardware stores, hotel mini bars, tattoo shops, hair salons & spas, gyms, bars, nightclubs, gift shops and even on private rental Lear jets. The brand is growing both domestically and internationally and is becoming one of the biggest new beverage in stores nationwide. This is a brand on the move, we are gaining market share one dealer at a time, one retailer at a time and one consumer at a time. So many people are sharing our brand in social media and we have a very strong following of both consumers, retailers, dealers and shareholders, our core believers.
"So much has changed since last year," said Matthew Veal, CEO. "We have a dealer's network of our own dealers around the country that are filling retailers with our brand and servicing the brand, which is key to our success and growth. We have foot soldiers who are building the brand all over this country and we are adding more dealers monthly, were taking the brand to Main Street, to the consumer who needs relief from hangovers. This year our brand will be in many markets form the East Coast to the Midwest, South, Southwest, West Coast and Northwest! We are the largest hangover recovery beverage brand in the country. This year consumers all over the USA are going to be able to wake to a choice of being #HangoverFree with #NoHangover. We have been using these hashtags in our social media and we have a movement going on all over this country with this brand."
This is becoming a tradition for the company that is the leader in hangover recovery in USA. "National Hangover Joe's Day is for all the working stiffs out there that celebrate in the spirit of the Irish, our dealers are going to be out sampling and passing out hangover recovery shots on St. Patrick's Day! You can be Irish on Thursday this year and be Hangover Free on Friday! We're building this brand in the streets," said Shawn Adamson, Co-Founder and head of sales and marketing for Hangover Joe's. "The brand resonates with many demographic, from blue collar workers, to urban professionals, hipsters, millennial, generation x to baby boomers. One of our dealers in El Paso has many Hispanics using the brand. The brand is diverse, it's hip and breaks through the clutter and yes it's a little politically incorrect and we like that. People have been drinking for years and that's not going to stop -nor is our company or our brand, it's only going to continue to grow in the USA and overseas. This is a large market and we're going to own it!”
This St. Patrick's Day we're launching hangover recovery shot smart vending machines in bars and clubs. This is revolutionary, as we're going to be replacing what use to be a huge market for cigarette machines in bars and clubs with something that is good for you and helps you recovery from the dreaded the hangover, unlike cigarettes that kill people hangover recovery shots aid the consumer in feeling better and that is a good thing. Who does not want to feel better and establishments love the idea that they can offer this to their customers! These machines are going to be cashless and be self-standing machines with social media on them. They will work as mobile billboards for the brand, but will also dispense the relief needed to feel better after a night of consuming adult beverages. The machines will also have social media that will build the brands ever growing social community our social interaction is high and it's only going to grow with smart vending machines.
"These smart vending machines are a game changer," said Mike Jaynes Co-founder and Director of Operations for Hangover Joe's. "Not only can "The Hangover Recovery Shot" give a much needed boost to American party-goers nationwide, but it also has the potential to save businesses, big and small, plenty of green - greenbacks that is. In the past, March 18th has taken precedence as one of the leading "sick days" in the country. Hundreds of thousands of working stiffs and executives alike have traditionally stayed at home on the days directly after the holiday in order to nurse the after effects of a rousing St. Patrick's Day. The national recovery of this holiday costs American companies millions of dollars each year. As we continue to add dealers and major markets these machines can help reduce this problem as well as all of the retail locations." "This is a billion dollar category hangover recovery and were going to lead the way," added Matthew Veal, CEO for Hangover Joe's.
We're actually going to be offering a solution to feeling better in the morning at the point of sale of alcohol in bars and nightclubs, this is a win win for both the consumers, establishments, our dealer's network and the company's shareholders. We believe these machines are going to really increase revenue for the company, while helping consumers feel better the morning after and increase productivity. The "CDC" Center of Disease Control in Atlanta a few months back stated that over 249 billion dollars is lost from the USA economy due to lack of productivity from hangovers per year. We feel Smart Vending Machines are just another option to help build our brand and create revenue for our dealers, Company and our shareholders and in doing this were also helping people feel better after a night of indulging.
In the end, this St. Patrick's Day, Americans revelers will just shrug their shoulders, raise a pint, and shout "Slainté!" as they toast to good health. It just goes to show that even average Joe's are Irish on March 17th, which is good reason for Americans to stock up on "The Hangover Recovery Shot" for the inevitable morning after. This rejuvenating blend of essential vitamins and exotic herbs is available around the country look for it and ask for it by name. For best results, drink a recovery shot immediately upon awakening in the morning. Just shake it and take it, #GetItAndGetOverIt and you too we be #NoHangover #HangoverFee! This St. Patrick's Day - Hangover Relief Is Just A Shot Away with Hangover Joe's! Join us in celebrating National Hangover Joe's Day, Friday March 18th. 2016 for the 5th year. #MakeAmericaHangoverFree
The expansion continues.
5th reorder #HardRockHotelCasino #Tulsa we are in all the mini bars in the hotels rooms! Look for us #HardRock $HJOE pic.twitter.com/cMDoLqpdOo
— Hangover Joe's Inc (@TheHangoverShot) March 14, 2016
Unload truck full of Hangover Recovery Shot #SmartVendingMachines #Nola just in time for #StPatricksDay2016 $HJOE pic.twitter.com/Pa0ILKhzNl
— Hangover Joe's Inc (@TheHangoverShot) March 15, 2016
Truckload of Hangover Recovery Shot #SmartVendingMachines #NOLA just in time for #StPatricksDay22016 $HJOE pic.twitter.com/RrwreDdWHE
— Hangover Joe's Inc (@TheHangoverShot) March 15, 2016
Unpacking Hangover Recovery Shot SmartVendingMachines #NOLA #MakeAmericaHangoverFree #HangoverFree $HJOE pic.twitter.com/eyYiZtfhRP
— Hangover Joe's Inc (@TheHangoverShot) March 15, 2016
"LOL, pretty ridiculous, since you can't patent a blend of ingredients."
Really, how many patents would you like me to show you that have done just that. You can patent a recipe for anything if there's something unique about the blend or results of them.
http://www.prnewswire.com/news-releases/us-patent-issued-to-visalus-for-neuro-energy-drink-mix-formula-257942081.html
http://patft.uspto.gov/netacgi/nph-Parser?Sect1=PTO1&Sect2=HITOFF&d=PALL&p=1&u=%2Fnetahtml%2FPTO%2Fsrchnum.htm&r=1&f=G&l=50&s1=8,642,095.PN.&OS=PN/8,642,095&RS=PN/8,642,095
http://www.uspto.gov/custom-page/inventors-eye-advice-1
No it's more like when they mentioned they were talking to a TV show and once FYI decided to run the show it was announced. Now they are talking to Bloomberg about another show but they never said yet when or if it will air.
HJOE has no control over whether these shows decide to air a program just like they have no control whether or not the WSJ publishes an article when they do an interview. That's just how it works.
Looks like you just proved they never promised the WSJ would publish an article. Only that they had an interview with them. In fact in your own link they clearly stated they were never told when or even if an article would be published.
Thanks for proving what I said was true.
We have interview on Tuesday with the WSJ and will be letting everyone know about what has been going on. Looking forward to speak to them,
9:51pm - 17 May 15
HJOE never promised an article in the wall Street journal. They said they had an interview with the wall Street journal and that's a fact. The FYI Food Factory Show is still showing the segment with HJOE in it. It was on again Saturday March 5th.
"What convertible note was paid off early and how did you verify it was paid off early or are you using company provided information that hasn't been verified?"
You are looking in the wrong place. I never said the notes I copied that were paid off early which show the usurious rates Asher and KBM get were HJOE's. You can search Asher and KBM's hundreds of filings with many companies then look at their SEC filings and you'll find several notes which have been paid off early in cash which prove what I said.
http://www.sec.gov/cgi-bin/browse-edgar?CIK=0001506797&action=getcompany
http://www.sec.gov/cgi-bin/browse-edgar?CIK=0001630877&action=getcompany
The notes I copied can be found here.
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For Fiscal Year Ended December 31, 2014
000-53488
Commission file number
PROPELL TECHNOLOGIES GROUP, INC.
The last note which was paid off early is an annualized return of over 140%. Of course if the notes are not paid off early both Asher and KBM make much more off their conversions. It looks like this is clearly in violation of the New York criminal usuary laws.
Quote
"Substance Over Form
Attempts to disguise interest may put a loan in jeopardy. In order to determine whether a transaction is usurious, courts look not to its form but to its substance or real character. Warrants, success fees, consulting fees and other fees may be appropriate, but if used to disguise interest, lenders may be inviting trouble."
Does it pass the duck test?
If it looks like a duck, swims like a duck, and quacks like a duck, then it probably is a duck.
The test implies that a person can identify an unknown subject by observing that subject's habitual characteristics. It is sometimes used to counter abstruse, or even valid, arguments that something is not what it appears to be.
Here's some notes from both Asher and KBM that were paid off in cash before they could convert into shares. The last one that states the interest rate is 8% per annum was paid back in just over 2 months. For a profit of $22,107.00 or about 27.5% profit for a little over 2 months. They can call it prepayment penalty if they want but it's clear to see whether the notes are paid back early, or allowed to go the 6 months and then convert into shares. The amount of profit both Asher and KBM get are criminal according the the New York Usuary laws.
On February 21, 2014, the unsecured promissory note issued to Asher Enterprises on September 4, 2013 with a face value of $42,500 was repaid for $58,884, inclusive of interest, fees and an early settlement penalty accrued thereon. The Company has no further obligations under this note.
On October 3, 2013, the Company issued an unsecured convertible note to Asher Enterprises with a face value of $32,500, in exchange for $30,000 cash, net of $2,500 in legal fees. The note was convertible into common stock of the Company and bore interest at the rate of 8% per annum, which interest was payable in cash or common stock, at the election of the holder, and matured on July 7, 2014. The conversion price, as well as the formula for determining the number of shares needed to repay the note and any interest thereon was 58% of the average of the lowest closing price for any three trading days during the last ten day trading period prior to conversion or payment of interest. The holder could only convert the note following the expiration of 180 days from the date of issuance, October 3, 2013. The holder was not entitled to any conversion right that would result in the holder owning more than 9.99% of the Company’s common stock. This note could be prepaid by the Company from the date of issuance to 180 days after issuance date at a prepayment penalty ranging from 112% to 135% of the balance outstanding, including interest thereon, dependent upon the age of the note.
On March 28, 2014, the unsecured promissory note issued to Asher Enterprises on October 3, 2013 with a face value of $32,500 was repaid for $45,086, inclusive of interest, fees and an early settlement penalty accrued thereon. The Company has no further obligations under this note.
KBM Worldwide, Inc.
On December 10, 2014, the Company issued an unsecured convertible note to KBM Worldwide, Inc. (“KBM”) with a face value of $84,000, in exchange for $80,000 in cash, including an original issue discount of $4,000. The note is convertible into common stock of the Company and bears interest at the rate of 8% per annum, which interest was payable in cash or common stock, at the election of the holder, and matures on September 12, 2015. The conversion price, as well as the formula for determining the number of shares needed to repay the note and any interest thereon is 58% of the average of the lowest closing price for any three trading days during the last ten day trading period prior to conversion or payment of interest. The holder could only convert the note following the expiration of 180 days from the date of issuance, December 10, 2014. The holder was not entitled to any conversion right that would result in the holder owning more than 4.99% of the Company’s common stock. This note could be prepaid by the Company from the date of issuance to 180 days after issuance date at a prepayment penalty ranging from 110% to 135% of the balance outstanding, including interest thereon, dependent upon the age of the note.
Subsequent to year end, on February 20, 2015, the unsecured promissory note issued to KBM on December 10, 2014 with a face value of $84,000 was repaid for $102,107, inclusive of interest, fees and an early settlement penalty accrued thereon. The Company has no further obligations under this note.
"KBM filed a SC-13G with the SEC for the HJOE loan - obviously the SEC didn't think the loan rate were usury"
The SEC has nothing to do with a lender committing a felony in New York by making usurious loans. LMFAO
Criminal usuary is felony in New York. It doesn't matter who benefits from the loans or who gets screwed.
The person/company who makes the loans is the one breaking the law.
Not looking good for the toxic lenders who break the criminal usuary laws.
MOSELEY, 68, of Kansas City, Missouri, is charged with one count of conspiracy to collect unlawful debts in violation of RICO, one count of collecting unlawful debts in violation of RICO, one count of conspiracy to commit wire fraud, and one count of wire fraud, each of which carries a maximum term of 20 years in prison; and one count of violating TILA, which carries a maximum term of one year in prison. The maximum potential sentences are prescribed by Congress and are provided here for informational purposes only, as any sentencing of the defendant will be determined by the judge.
https://www.justice.gov/usao-sdny/pr/manhattan-us-attorney-announces-criminal-charges-against-owner-161-million-fraudulent
Kind of speaks for itself now doesn't it?
Here is a nice production video today of hunderds of thousands of bottles of The Hangover Recovery Shot, running... http://fb.me/4Z6CBs3cj
https://www.facebook.com/video.php?v=1138859522814707
https://www.facebook.com/video.php?v=1139382039429122
In the morning were going to run hundreds of thousands of Hangover Recovery Shot to keep all these dealers moving!
Is that larger than a normal run at 3000 gal - 182K shots)? What % of that run is for backorders?
We are running a much larger than standard run yes there are back orders of last 10 days. $HJOE
That's a cost of a MINIMUM of around $100,000 in cash to run this much product. So it looks like KBM LIED in their court documents they filed when that said HJOE was broke and insolvent. Of course with the Kramer brothers past history what's one more lie. LMAO
Of couse the reason Seth Kramer was made president of KBM was to get around the restrictions placed on his brothe Curt. FINRA blacklisted Curt Kramer.
In November 2013, the Securities and Exchange Commission (“SEC”) charged Curt Kramer and his Mazuma companies with violating federal securities laws; Kramer settled the charges for $1.4 million.
Consistent with the SEC’s recent action against Kramer, FINRA did not hesitate to identify Kramer as a bad actor, which disqualifies him from some types of market participation.
By virtue of FINRA Rule 6490(d)(3)(3), if the regulator has “actual knowledge that … promoters or other persons connected to the issuer … are the subject of a pending, adjudicated or settled regulatory action or investigation by a federal, state or foreign regulatory agency, or a self-regulatory organization; or a civil or criminal action related to fraud or securities laws violations,” it can reject corporate action requests.
In this case against Curt Kramer, FINRA specifically stated that it:
“has actual knowledge of a November 25, 2013 Securities and Exchange Commission (“SEC”) Cease-and-Desist Order (Administrative Proceeding File No. 3-15621) (“SEC Order”) involving Curt Kramer (“Kramer”), President of Asher Enterprises, a convertible note holder of ECOS. The SEC’s investigation found that Kramer and his firms Mazuma Corporation, Mazuma Funding Corporation, and Mazuma Holding Corporation (“his Mazuma firms”), obtained unregistered shares in penny stock issuers Laidlaw Energy Group (“Laidlaw”) and Bederra Corporation (“Bederra”). According to the SEC Order Kramer and his Mazuma firms purchased two billion Laidlaw shares, which amounted to 80% of Laidlaw’s outstanding shares at the time. They purchased these shares at a significant discount from prevailing market prices. Kramer and his Mazuma firms purchased the shares in 35 tranches with no six-month gaps, thus quantifying the transactions as a single integrated offering through which Laidlaw exceeded the $1 million limit under Rule 504 by raising a total of $1,259,550. No registration statement was filed for any shares that Laidlaw offered and sold to Kramer and his Mazuma firms, nor was any registration statement filed for any shares that Kramer and his Mazuma firms subsequently re-sold into the public market. Despite exceeding the $1 million limit, Kramer and his Mazuma firms continued to acquire and sell additional Laidlaw shares and profited by $126,963 from these transactions.
Further, according to the SEC Order, Kramer and Mazuma Holdings Corporation acquired more than one billion shares of Bederra in 2009 and 2010 through 21 separate transactions from the principal of Bederra’s transfer agent, who had misappropriated the Bederra share certificates. Again they purchased the shares at a significant discount from prevailing market prices and re-sold the misappropriated Bederra shares to the public without any registration statement for profit of $934,404.
In the settlement, Kramer and his Mazuma firms agreed to pay disgorgement totaling $1,061,367 plus prejudgment interest of $128,611 and penalties totaling $273,000. Without admitting or denying the SEC’s findings, Kramer and his Mazuma firms consented to the entry of an order finding that they violated Sections 5(a) and 5(c) of the Securities Act of 1933. The order required them to cease and desist from committing violations of Sections 5(a) and 5(c) and not participate in any Rule 504 offerings. Entry of the order also constituted a disqualifying event for Kramer and his Mazuma firms under the recently enacted bad actor disqualification provisions of Rule 506.
In SEC Press Release 2013-249 “Penny Stock Financier Agrees to Pay $1.4 Million to Settle SEC Charges,” dated November 25, 2013, the co-chair of the SEC Enforcement Division’s Microcap Fraud Task Force stated that “illions of shares were not vetted through the registration process yet became publicly traded as a result of the violations by Kramer and his Mazuma firms, and the SEC will continue to punish non-compliance with the registration provisions of the securities laws to ensure the investing public is protected in these types of transactions.”
FINRA pointed out that while Asher does not appear on the current ECOS shareholder list, other documents the issuer provide reflect Asher has transferred 640,474,489 shares into Cede & Co., the Depository Trust & Clearing Corporation’s (DTCC) nominee name. Further, on October 21, 2013, Asher was issued an 8% Convertible Promissory Note in exchange for a $32,500 loan with a conversion date of January 2015. Once converted, Asher has the potential to become a beneficial shareholder of the company holding approximately 10% of ECOS’ outstanding shares which Asher has the option to convert in its entirety, as stipulated in the July 14, 2014 Amendment to Convertible Promissory Note.
FINRA noted the above activity raised concerns for the protection of investors and the transparency to the marketplace as it relates to the proposed corporate action request. As such, the Department has deemed ECOS’s corporate action submission to be deficient under FINRA Rule 6490(d)(3)(3).
FINRA notified ECOS of its right to appeal and of the required fee of $4,000.00 made payable to FINRA. Payment must be submitted in the following manner within seven (7) calendar days of its notice.
Failure by ECOS to file a written request for an appeal within seven (7) calendar days after service of FINRA’s notice, along with the required fee, will cause FINRA’s determination to become final.
FINRA’s action in the Ecolocap case could have far-reaching effects.
SEC Says Social Media OK for Company Announcements if Investors Are Alerted
FOR IMMEDIATE RELEASE
2013-51
Washington, D.C., April 2, 2013 — The Securities and Exchange Commission today issued a report that makes clear that companies can use social media outlets like Facebook and Twitter to announce key information in compliance with Regulation Fair Disclosure (Regulation FD) so long as investors have been alerted about which social media will be used to disseminate such information.
The SEC’s report of investigation confirms that Regulation FD applies to social media and other emerging means of communication used by public companies the same way it applies to company websites. The SEC issued guidance in 2008 clarifying that websites can serve as an effective means for disseminating information to investors if they’ve been made aware that’s where to look for it. Today’s report clarifies that company communications made through social media channels could constitute selective disclosures and, therefore, require careful Regulation FD analysis.
“One set of shareholders should not be able to get a jump on other shareholders just because the company is selectively disclosing important information,” said George Canellos, Acting Director of the SEC’s Division of Enforcement. “Most social media are perfectly suitable methods for communicating with investors, but not if the access is restricted or if investors don’t know that’s where they need to turn to get the latest news.”
Regulation FD requires companies to distribute material information in a manner reasonably designed to get that information out to the general public broadly and non-exclusively. It is intended to ensure that all investors have the ability to gain access to material information at the same time.
Lona Nallengara, Acting Director of the SEC’s Division of Corporation Finance, added, “Companies should review the Commission’s existing guidance — it is flexible enough to address questions that arise for companies that choose to communicate through social media, and the guidance does so in a straightforward manner.”
The SEC’s report of investigation stems from an inquiry the Division of Enforcement launched into a post by Netflix CEO Reed Hastings on his personal Facebook page stating that Netflix’s monthly online viewing had exceeded one billion hours for the first time. Netflix did not report this information to investors through a press release or Form 8-K filing, and a subsequent company press release later that day did not include this information. Neither Hastings nor Netflix had previously used his Facebook page to announce company metrics, and they had never before taken steps to alert investors that Hastings’ personal Facebook page might be used as a medium for communicating information about Netflix. Netflix’s stock price had begun rising before the posting, and increased from $70.45 at the time of the Facebook post to $81.72 at the close of the following trading day.
The SEC did not initiate an enforcement action or allege wrongdoing by Hastings or Netflix. Recognizing that there has been market uncertainty about the application of Regulation FD to social media, the SEC issued the report of investigation pursuant to Section 21(a) of the Securities Exchange Act of 1934.
The report of investigation explains that although every case must be evaluated on its own facts, disclosure of material, nonpublic information on the personal social media site of an individual corporate officer — without advance notice to investors that the site may be used for this purpose — is unlikely to qualify as an acceptable method of disclosure under the securities laws. Personal social media sites of individuals employed by a public company would not ordinarily be assumed to be channels through which the company would disclose material corporate information.
The SEC’s inquiry was conducted by Cameron P. Hoffman, Michael E. Liftik, and Assistant Regional Director Cary S. Robnett in the San Francisco Regional Office.
Just a small sample of stores you can find HJOE products in.
Hangover Joe's is expanding quickly!! They have established dealers in the following states:
NY, PA, CO, IA, TX, FLA, CA, NV, LA, TN, Washington DC, MO, VA, NC, ID, SC, IL, MN
A few of the dealers have their own website or list locations they have the product in on SM.
Quad Cities dealer
New locations to pick up Hangover Joes' and GitRDone Energy!
Preferred Wireless, 1231 5th Ave, Moline
Expresslane, 1102 W Front St, Buffalo
Expresslane, 1003 8th Ave S, Clinton
Expresslane, 401 2nd Ave S, Clinton
Expresslane, 1320 17th St, Fulton
Expresslane, 3718 State St, Bettendorf
Expresslane, 111 E 10th St, Milan
Expresslane, 4425 W Locust St, Danport
Expresslane, 4123 Kennedy Dr, East Moline
Expresslane, 112 E 23rd Ave, Coal Valley
Expresslane, 17948 Great River Rd, Pleas. Valley
Expresslane, 3622 N Brady St, Davenport
Mother Hubbard, 321 N Division St, Davenport
Mother Hubbard, 212 S Cody Rd, LeClaire
Expresslane, 1208 E Locust St, Davenport
Mother Hubbards, 3636 Hickory Grove, Dav
Expresslane, 3002 18th Ave, Rock Island
Expresslane, 500 N 2nd St, Clinton
Expresslane, 702 19th Ave, Moline
Expresslane, 6268 N Brady St, Davenport
Expresslane, 2101 Hospital Rd, Silvis
Expresslane, 306 N Canal St, Annawan
Expresslane, 500 E court St, Cambridge
Expresslane, 571 S Main St, Kewanee
Las Regias, 1231 5th Ave, Moline
Central Grocery, 234 W 3rd St, Davenport
Slagles Grocery, 6723 NW Blvd, Davenport
Kimberly Mart, 1745 E Kimberly Rd, Davenport
Lami Mart, 33010th Ave W, Milan
Milan Liquor, 313 10th Ave W, Milan
Shell, 3759 41st St, Moline
Amen Mart, 1830 5th Ave, Moline
Yaso Mart, 4149 7th St, E Moline
Uptown Mart, 1901 16th St, Moline
Gas Depot, 3108 W Central Park, Davenport
GD Express, 4607 N Pine St, Davenport
Cody Mart, 1220 N Cody Rd, LeClaire
Dittmer's Shell, 1356 W Locust St, Davenport
SuperSaver Liquor, 1610 Rockingham Rd, Davenport
Discount Tobacco, 828 W River Dr, Davenport
North Scott Foods, 425 LeClaire Rd, Eldridge
Locust Mart, 11423 160th St (Locust St), Davenport
@TheHangoverShot: The buyer for Pump & Petes in Kansas just unload and purchased @GitRDoneEnergy for 50 stores in SEK, NWA, NEO area coming to the Tri states
@TheHangoverShot: This just in closing in on over 170 stores from the Douglas Trade Show coming on with Hangover Joe's Products $HJOE https://t.co/0TZwAHaH0Z
@TheHangoverShot: @GitRDoneEnergy now available and on the counters in the worlds largest truck stop. More Travel centers coming $HJOE http://t.co/HiM8uXXam3
El Paso dealer
http://www.findhangoverjoeselpaso.com/index.html
http://www.findgitrdoneenergyelpaso.com/index.html
Here we are in Giant Eagle Stores https://t.co/RKXclZLihL
So KBM was created and Seth Kramer made president to get around the restrictions placed on Curt Kramer by the SEC and FINRA. I doubt either the SEC or FINRA are going to be very happy about that. But both Curt and Seth Kramer have already proven they don't care what laws they break or fraud the commit as long as they can line their pockets with more cash.
FINRA’s action in the Ecolocap case could have far-reaching effects. The kind of toxic financing offered by Asher is extremely dilutive. Typically, the funder gives his client companies cash in exchange for convertible notes. The relative financing agreements provide for conversion of the notes into common stock at discounts of as much as 50 percent to market price. As the funder converts and sells time after time, stock price is driven down, and so more and more shares must be issued to meet the terms of the agreement. That is why these arrangements are called “death spiral funding.”
As dilution takes the shares outstanding to dizzying heights, many of Asher’s clients find it convenient to effect large reverse splits so they can “start over.” As of April 13, 2014, ECOS had 6.9 billion shares outstanding; the number is likely higher now. A 1:2,000 reverse split would have brought that under control, but it would also have destroyed the investments of current holders of common stock.
Thanks to FINRA, that split is no longer an option. That’s bad news for the company, but perhaps worse news for Asher Enterprises and Curt Kramer. It will be interesting to watch the next moves in this chess game and whether FINRA will blackball other bad apples in the future.
https://www.securitieslawyer101.com/2014/finra-blacklists-curt-kramer-mazuma-asher-enterprises/
Does Seth Kramer the president of KBM ever tell the truth to ANYONE they deal with? Seems he is willing to lie to anyone to steal money.
92. FRAUDULENT MISREPRESENTATION
a)Plaintiffs made aforesaid representation to defendants concerning the loan and the agreement,
and the Plaintiff and its affiliates such that
b)said representations were false;
c)that when made, the representations were known to be false or made recklessly without
knowledge of its truth;
d)that said representations were made with the intention that the defendants rely on them;
e)that the defendants did rely on them; and
f)that the defendants suffered damages as a result thereof.
SECOND COUNTERCLAIM
93. VIOLATION OF NY PENAL LAW §190.40 (CRIMINAL USURY)
a)that the costs of plaintiffs loans bore interest in excess of 150%
b)that said interest rate exceeds the maximum rate allowable in New York State
c)that Defendants are damaged as a result thereof
Case 2:15-cv-07254-SJF-GRB Document 14 Filed 01/26/16 Page 14 of 18 PageID #: 52
THIRD COUNTERCLAIM
94. FRAUDULENT INDUCEMENT
a)that Plaintiffs made knowing misrepresentation of material facts relating to loans made to
defendants;
b)that Plaintiffs had intention to deceive defendants;
c)that defendants relied on said misrepresentations; and
d)defendants suffered injury therefrom
http://www.justice.gov/archive/usao/nys/pressreleases/December11/cambridgesettlementpr.pdf
Even the products produced for the soft launch in 2014 don't expire until this summer. Those from the first production run in February 2015 don't expire until February 2017. And the stores I called said the opposite.
I'm afraid for once I have to agree. It looks like the law firm has little experience. Here's an example of small, unimportant case with an insignificant amount of money at stake which Michael Pratter/Robert Young were involved with that was of such short duration I'm a little embarrassed to even post it. Even then they only played a tiny roll in it.
http://www.businesswire.com/news/home/20040806005410/en/U.S.-Bankruptcy-Trustee-Announces-Fraud-Suit-iPayment
http://www.businesswire.com/news/home/20041202005816/en/iPayment-Loses-Motion-Bankruptcy-Case-Brought-U.S.
http://www.digitaltransactions.net/index.php/news/story/Stripped-of-Counsel_-iPayment-Names-New-Lawyers-in-Fraud-Case
http://www.greensheet.com/gs_archive.php?issue_number=040901&story=5
http://www.nashvillepost.com/home/article/20454315/no-sale-yet-for-ipayment
http://www.nashvillepost.com/business/finance/article/20457725/ipayment-ceo-reaches-ninefigure-deal-with-california-litigant
Here's just 1 example of the outrageous profits Asher/KBM makes off their notes when their paid off in cash before they can start their conversions making even more money. If these high rates of penalties and interest aren't illegal they should be. It doesn't matter if this is a good company or not they lived up to their part of the bargain and paid the note off in cash. The repayment amount required is ridiculous for a 6 month loan.
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=9427321
8-K: Convertible Promissory Note dated February 4, 2013 with Asher Enterprises, Inc. in the principal amount of $42,500 (the “Note”), please be advised that Minerco Resources, Inc. (the “Company”) is exercising its right, on not
less than three (3) trading days prior written notice to you, to prepay the outstanding principal and accrued interest on the Note in full.
On August 1, 2013, the company prepaid the Note, including accrued interest and prepayment penalties, in the amount of $75,846.78 from cash on hand in the form of a bank wire transfer to Asher Enterprises, Inc.
All terms and descriptions have the meaning set forth in the Convertible Promissory Note, dated February 4, 2013, and are incorporated herein by reference.
Are these the outstanding citizens suing HJOE? Is this who is being defended here while calling HJOE a scam?
Now I'll ask you the same question. Do you mean to say first Asher and then KBM loaned money to HJOE several times without knowing that at the time HJOE couldn't pay it back?
Wouldn't that mean they had no intention of wanting to get paid back in cash but wanted the windfall they get by converting shares at a discount?
88. The Plaintiff knowingly, intentionally and willfully advanced sums to the Defendants
which it was aware could not be repaid.
89. The Plaintiff knowingly, intentionally and willfully advanced such sums to the
Defendants upon oppressive, usurious, improper, unlawful and unfair terms.
Evidence of real crimes by real crooks. It's about time the SEC and or FINRA puts these crooks out of business for good. (a little jail time wouldn't hurt either).
http://www.justice.gov/archive/usao/nys/press...mentpr.pdf
http://www.sec.gov/News/PressRelease/Detail/P...0540410863
https://www.securitieslawyer101.com/2014/finr...terprises/
PLN was only suing for $64k because that's all the product they produced that hadn't already been paid for. It has nothing to do with the actual larger amount of product they produced that was already paid for that was bad.
Just a tiny sample of locations that carry HJOE products.
Hangover Joe's is expanding quickly!! They have established dealers in the following states:
NY, PA, CO, IA, TX, FLA, CA, NV, LA, TN, Washington DC, MO, VA, NC, ID, SC, IL, MN
A few of the dealers have their own website or list locations they have the product in on SM.
Quad Cities dealer
November 6, 2015 ·
New locations to pick up Hangover Joes' and GitRDone Energy!
Preferred Wireless, 1231 5th Ave, Moline
Expresslane, 1102 W Front St, Buffalo
Expresslane, 1003 8th Ave S, Clinton
Expresslane, 401 2nd Ave S, Clinton
Expresslane, 1320 17th St, Fulton
Expresslane, 3718 State St, Bettendorf
Expresslane, 111 E 10th St, Milan
Expresslane, 4425 W Locust St, Danport
Expresslane, 4123 Kennedy Dr, East Moline
Expresslane, 112 E 23rd Ave, Coal Valley
Expresslane, 17948 Great River Rd, Pleas. Valley
Expresslane, 3622 N Brady St, Davenport
Mother Hubbard, 321 N Division St, Davenport
Mother Hubbard, 212 S Cody Rd, LeClaire
Expresslane, 1208 E Locust St, Davenport
Mother Hubbards, 3636 Hickory Grove, Dav
Expresslane, 3002 18th Ave, Rock Island
Expresslane, 500 N 2nd St, Clinton
Expresslane, 702 19th Ave, Moline
Expresslane, 6268 N Brady St, Davenport
Expresslane, 2101 Hospital Rd, Silvis
Expresslane, 306 N Canal St, Annawan
Expresslane, 500 E court St, Cambridge
Expresslane, 571 S Main St, Kewanee
Las Regias, 1231 5th Ave, Moline
September 12, 2015 ·
Don't have a hangover tomorrow after today's tailgating! New locations you can find Hangover Joes and GitRDone Energy!
Central Grocery, 234 W 3rd St, Davenport
Slagles Grocery, 6723 NW Blvd, Davenport
Kimberly Mart, 1745 E Kimberly Rd, Davenport
Lami Mart, 33010th Ave W, Milan
Milan Liquor, 313 10th Ave W, Milan
Shell, 3759 41st St, Moline
Amen Mart, 1830 5th Ave, Moline
Yaso Mart, 4149 7th St, E Moline
Uptown Mart, 1901 16th St, Moline
September 7, 2015 ·
Hangover Joes and GitRDone Energy are now available at:
Gas Depot, 3108 W Central Park, Davenport
GD Express, 4607 N Pine St, Davenport
Cody Mart, 1220 N Cody Rd, LeClaire
September 3,2015
You can presently find Hangover Joe's and GitRDone Energy at the following locations:
Dittmer's Shell, 1356 W Locust St, Davenport
SuperSaver Liquor, 1610 Rockingham Rd, Davenport
Discount Tobacco, 828 W River Dr, Davenport
North Scott Foods, 425 LeClaire Rd, Eldridge
Locust Mart, 11423 160th St (Locust St), Davenport
@TheHangoverShot: The buyer for Pump & Petes in Kansas just unload and purchased @GitRDoneEnergy for 50 stores in SEK, NWA, NEO area coming to the Tri states
@TheHangoverShot: This just in closing in on over 170 stores from the Douglas Trade Show coming on with Hangover Joe's Products $HJOE https://t.co/0TZwAHaH0Z
@TheHangoverShot: @GitRDoneEnergy now available and on the counters in the worlds largest truck stop. More Travel centers coming $HJOE http://t.co/HiM8uXXam3
El Paso dealer
http://www.findhangoverjoeselpaso.com/index.html
http://www.findgitrdoneenergyelpaso.com/index.html
"james885, are you suggesting HJOE stopped filing so they did not have to issue stock promised in debt agreements?"
No I was not suggesting that, or anything else.
Of course if HJOE were delisted. KBM wouldn't be able to sell the shares their trying to sue for. Kind of funny how that works out.
Interview with Shawn.
The interview starts at min 45 and is about 13 or so min long.
1. People from Europe we in NOLA for meeting on December 20th.
2. SMS is working on a deal for Vegas
3. South Korea (Cure Korea) coming in Jan 2016 and Cure Korea partnered with someone (Shawn didn't say) in Macau to bring the Hangover shots there.
4. 10-12 additional dealers from time of interview to med Jan 2016 and 5-7 additional dealers were in the process of signing up.
5. HJOE will hit their goal of 25 dealers by end of 2015
6. Will hit an additional 100 dealers in 2106
7. We will read about the Git R Done shot real soon