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Exhibit 10.1
http://idea.sec.gov/Archives/edgar/data/1099963/000114420409014862/v143340_ex10-1.htm
The official filing of the convertible promissary note, no mention of partial disbursment.
MAK,
Do the extra effort, got directly on SEC, and the truth will hit you like a hammer in the forehead.
Our friend Joe should have hired a lawyer to help him out, if hot, well there is 15 M$ in the bank account, and will see this in the next 10Q !
I hope you will know and will care !
What is the interest rate ?
According to 8K, financing can (not will) go up to 15 M$, no guarantee it will go this high.
The promissary note calls for full payment of 24 750 000 $.
Since no one knows when disbursments will be made, how can you calculate the interest rate. This promissary note is written as if 15 M$ were disbursed in one tranche ? Is this the case ?
There is absolutly no provision for partial payments...
Doesn't fit together. This document is flawed.
Is this deal really closed, why don't we see a signature (typed) for Simco Group ?
"secures financing" no news ?
Paper, you're saying that this announcement, that would have been great by the way, is not the equivalent of "closes financing" for exemple ?
So a 8K filing would not be needed, since there is no material agreement yet, or could they file a 8K stating that they secured financing ??
How should we interpret that a) there is a 8K or not, and the news doesn't seem to be on their website ?
being a little confused.
"That's why Magnum has been invited to be filmed for an upcoming presentation on "Our Planet" "
for the amount of 19 700 greenbacks.
Pay to play 19 700 $
Available to any company, good or bad.
You suggesting that MDOR got a favor by being selected fot its intrinsic value, is a little bit twisted.
Do you know if it was paid, will be paid in shares, or else ?
Spartan Consultants
Did anyone check out who is Spartan Consultant ?
Not invited : Sollicited !
Hey Mak, Our planet sollicits everycompany in the white and yellow pages, their job is to sell packages for advertorial small TV capsules, your get your 5 minutes of fame, as long as you are willing to pay 17 500 bucks !
I'd rather see this money into production to support 2 or 3 production shifts.
Maybe the Konsultant should advertise himself directly, not through MDOR ! That would be interesting. Anyway it's only a small drive from his home to the studios !!!
Our Planet coordinates
Ludy Tavares
1000 East Hillsboro Blvd Suite 105
Deerfield Beach, FL 33441
(954) 461-2188 x 2053
ltavares@watchplatinum.com
www.watchplatinum.com
Bunch of telemarketers that offer small tv coverage for 17 500$
I didn't read he was questionning if there was a plant in Magog, I think you unfortunately did not understand correcly.
There is indeed a plant in Magog, that doesn't have money to make any 3 shifts productions, and if they had the money, the customer would not accept all the deliveries because he can't sell them in these economic times. People are loosing their houses, I don't thing rubber mulching is in top priority.
Also MDOR bought equipment that doesn't even work and are there picking up rubber dust.
And with all this display of non competency, they are trying to get financing....
The only one willing to put money in this are consultants who need to get the story running as long as possible to sell shares
Sorry man,
You didn't supply any info.
Looks like we found it anyways,
Located in Florida...
Somehow, I am not surprised...
Anyone can buy time on TV, this is what MDOR would be doing.
Found this,
Looks there is a fit :
http://800notes.com/Phone.aspx/1-954-461-2170/2
Trades from Canada ?
How can you trace trades to Canada ?
Could it be that canadian suppliers were paid in shares and are now cashing ?
They will make videos of machines not working...(nuggets)
Great stuff.
LOL,
By now he has probably been fired, no longer is your friend, considering suicide, or maybe homicide !
Mine didn't believe what was in the 10K, didn't believe the consultant's background, would definitely not buy shares, and still has his job.
either you believe it or not.
MDOR auditors
are stating in the latest 10K that
this company is broke and is a going concern
either you believe it or you don't
They also state that this company expect to have losses until mid 2009, again either you believe it or you don't
The company had nugget crunching machines that were delivered and that are still not in operation, this is really unbelievable !
This company has a 150 000 000 $ contract and can't deliver, this is absolutely unbelievable !
Based on the fact that spring is about to arrive, a unknown company flips a coin, duplicates a phony report and label it MDOR, and someone publish this on this board as the holy truth...
A banker would look at the current MDOR financials ( 0 value ) and would add the huge dilution that was hidden for 3 months, and would end up with a minus 0 valuation.
This means that if there is a financing, MDOR doesn't have the assets to back up a loan, and there is another huge dilution coming, if it doesn't die in the meantime.
Either you believe it, or you don't. But in this case, bring the 10K to your banker and see what he has to say, and again, either you believe it, or you don't.
Reply for the 29M dilution man !
Wow that guy forgot to include the ever interesting share dilution project for fiscal year 2009 !
That's a good one, old, but always good.
Hope something non virtual happens with MDOR.
If not, they could switch activities to wind generation (generation of air) , and bandwith selling.
documents : going concern !
Thanks for reminding this Mak, indeed within the documents you mentioned, one can read company promises from a while ago that were never fulfilled,
and one can look at the disastrous financial situation, this company is nearly bankrupt, and a financing is promised from week to week to week...
you will also noticed that it was never disclosed to the auditors that the original german equipment was not working ( does it, doesn't it). The germans were supposed to go to the plant and start it up, I gess they never had the chance to go and do it. In the mean time, it appears that MDOR has buffers working 1 shift only.
You will also read the following (from 10 K Weinberg):
"The Company expects to show continued losses through the first half of calendar 2009 and there can be no assurance that such losses will not continue thereafter.
The success of the Company’s operations are largely dependent upon its ability to establish and improve operating efficiencies and overall production capacity, generate substantial sales revenues and generate adequate cash-flows from operations.
The Company’s operations are subject to numerous risks associated with the establishment of its business, including lack of adequate financing sources and competition from numerous large, well-established and well-capitalized competitors."
And also :
"The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements, the Company has recurring losses from operations, negative cash flows from operations, a working capital deficit, and a stockholder’s deficit, which raises substantial doubt about its ability to continue as going concern. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty."
This is what is available for non insiders !
I'd like to help you,
but what the heck are you referring to ?
29 million shares @ 0.10$ Nov 18
Are not what I call neglible, and I have no idea of where you got those 144 shares.
The 2 major N/A auditors, 2 of the best SEC auditors in america as you say, mentioned that there were major flaws in the company keeping the market informed (dixit from the 10K), and indeed they were good at reporting that, and I think that thy know what they are doing.
Therefore I would guess that the auditors indirectly say that the company should have disclosed the shares issue to individuals/companies or whatever, but this is my interpretation.
This is why I am asking the question, did the company had the legal obligation to disclose the issuing of shares ? I think you misunderstood my questions.
Anyone else have the answer ?
By the way, what are the 144 shares you are talking about ?
Share issuing = obligation to disclose ?
The enormous dilution in MDOR was a total surprise and most of the shareholders learned it from the SEC filings, way after the fact, especially if you count in the delays to file.
IMO this event was material for the company and for all the shareholders, and still has'nt been disclosed when it happened.
IMO any share issuing, is material and should be issued immediatly. If shares issued are not part of an already disclosed perk program, and especially if they are used in lieu of debt financing, then they should be disclosed as such.
For those of you educated in this matter, is there indeed an obligation to disclose when shares are issued ?
"just dump on us to fund"
"I mean if you want you could always tell them to be like every other company out there and just dump on us to fund operations."
It would be interesting to know how you can say this is not happening. Would you please explain to all the "other" shareholders that are not part of "they" as you kindly call them ?
Average sp today 0,299 $
"They also from what I heard maintain internal controls"
Are they still working whith MDOR as of now and how can we reach them to validate your saying ?
This is what you wrote :
~Your aware that Grant Thorton and Weinberg and Company audited Magnum's books correct? I think your post is a bit off base and your misleading post are not to be taken lightly by the company and or 2 of North America's Top pcaob auditing firms.
Who did you talk to at the "Company" ?
Post 4592 Please retract youself
Even Surfguy in 4604 agrees !!
Sorry surfguy if my post was not clear.
I simply wrote to thewinningstock (and not to you)that he was wrong in saying that the canadian auditors approved the 10K, and was misleading readers accordingly.
They neved did,
and I wonder why actually,
because JG mentioned that they were on board on this.
You confirmed this.
I did not say that the US auditors did not sign the 10k, they did, with all the notes included in the 10K.
I hope that now it is clear.
I am not barking, by the way.
The answer is right in your post !
You are the one saying that the canadian accounting firm audited Magnum, and they never did ! How is that for false information !! At least one can get to the 10K and see for him (her) self. Good thing you're not CC nor associated with him one way or another.
Even if he is no more the CEO, he seems to be quite active in operations, therefore I would think ( to be confirmed ) he still legally would be considered as an officer of the company in front of the law, IMO. You can't do indireclty, something that you can't do directly !
Surf, please let the guy LOL this one.
While we're at it, the investors would also like to get more information on the patent(s) that the company have access to.
As for the complaint to the SEC, why would he do that, to make sure that wrongdoers, if any, cover their axes !
Grant thornton never approved the numbers.
They never signed.
Average price today 0,37 $
real value of MDOR is 0,15 ?
Should we conclude that, after all it is a private transaction isn't it ?
Good find hawkeye !
Could it be that MM are keeping the current value artificially ?
No volumes anyway.
Average price today 0,381 $
By the way thanks for the welcome
One thing that staggers me is the fact that they seem to put a lot of energy on new product development, R&D, for which they have no contracts, none disclosed from my readings, and not in a hurry to fulfill the current contracts they already have.
Defying all logics. 10Q indicates they need money. First place I cut nowadays are things that don't pay for themselves, and get to the core. Payback on R&D takes time, fulfilling contracts pays immediatly.
I am appalled bt the maiil you posted, without havinc all teh ionfo, i'd clall it lac of focus.
Who is calling the shohts, Floarida or the plant ?
In fact, if I was an employer and had all these contracts they claim to have, I would go full steam ahead producing std black buffings and get the $ in, that machinery is up an runnin !
Diversifying production, waist of time, they got the contracts. Don't understand their strategy.
Hi there,
Can you post the email you received ?
Are they operating on 3 shifts now ?