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It's like whack a mole.
Hmmm. Maybe that's why the pictures are connected to other companies.
I wasn't expecting to find real claims data. But the pictures, they sure are pretty.
Go to company website. Click on projects, Click on Troy mine. Right click on the picture. Select search images with Google. Repeat.
Talbot ran a scam at MSITF that had no real revenue or even a real product. When that was milked dry, he walked away and just left it trading. It didn't even have value as a shell. It took a while for folks to realize there was no one at the wheel. Then Talbot resurfaced running NWGC purportedly mining gold. Problem is, they did not own the mine they claimed they owned. A select circle made money by "loaning" money to the company and having the right to convert at .0001. For a while the market price was above that, so they could loan money, convert the debt into stock at .0001, sell the stock at .02 or whatever, and repeat. The notes continued to accrue interest, and even with the conversion of "debt" for shares, the outstanding debt continued to increase. It was a constant payday for the note holders. They could continually sell shares for multiples of what they were converting, yet the balance on the notes still increased.
After a while that blew up and Talbot walked away again and left it trading. NWGC never had audited financials, and was nothing but a scam. The only value would have been as a clean shell, which could be worth in the area of 400K. But NWGC was hardly a clean shell when Talbot left. The transfer agent was gagged. God only knows how many shares were issued or what the liabilities were, so you can't even say there was value as a clean shell. Now along comes Miller who buys shares in this mess and wants to roll some basically worthless mining claims into this shell. At one point this had a market cap of around 40 million. Assuming the mining claims had any value, you wouldn't want to roll it into a company with no assets but already worth 40 million, as that would just dilute the value of whatever you were contributing. Unless of course you could make money selling some of those shares that were bought for almost nothing. Lastly, take a look at who controls this. The one share of series A preferred has control, same as when this was a scam under Talbot.
When Talbot ran this it was a complete fraud. They claimed ownership of assets they did not own at all. They issued notes to buddies and let the notes be convertible for as little as .0001. The notes continued to accrue interest, so despite the never ending conversions at .0001, the balances on the notes continued to increase. It was a never ending payday. How much more of the note balances can still be converted at .0001? What obligations is the company liable for? The purported financials seem to just wipe this all clean, as if starting from zero. But when Talbot walked away and left this trading it was not a clean shell by any means. The same folks who controlled this when it was a fraud under Talbot still control the company now. The purported financials acknowledge one preferred series A share. That one series A preferred share gives voting control. It's in the articles of incorporation. I can understand the appeal of a clean shell as a vehicle for doing business. But why pick a shell that has baggage and billions of shares outstanding? Maybe frontloading?
Reagan, great DD. If Registered Agents has never been the agent for NWGC, then wouldn't that make the purported signature of Bill Havre accepting the appointment on their behalf a forgery? I wonder if it is a crime to file a forged document with the Florida Secretary of State.
Good DD. So if Registered Agents is not and never has been the agent for NWGC, does that mean the purported signature of Bill Havre accepting the appointment is a forgery? Or to put it a little more pointedly, was a forged document filed with the State of Florida? Who would do such a thing?
I am still amazed that Miller would try to pull off a shareholder meeting claiming he did not know there were over two billion shares out and so did not know what was required for a quorum, when Yahoo reports 2.39 billion shares. If someone were going to take over a shell, the first questions would be the share structure, market cap, and is it clean.
I heard there was some discussion about Salomonsky's votes, so there was probably an issue about counting votes. What is puzzling is who has the Series A preferred share, which supposedly is all it takes to win a shareholder vote. Does that mean Salomonsky doesn't have it, or perhaps in light of the prior fraud under Talbot no one wants to admit they had control.
Excellent point. Anyone got Class A preferred? Looks like that's the good stuff.
http://search.sunbiz.org/Inquiry/CorporationSearch/ConvertTiffToPDF?storagePath=COR%5C2009%5C0303%5C42008431.Tif&documentNumber=P08000044803
You make a good point that the actual outstanding shares is unknown. Under Talbot the company was a complete scam. They claimed ownership of a mine they did not own. They issued notes which were then convertible for as little as .0001. The notes continued to accrue interest, and even with the conversion of "debt" for shares, the outstanding debt continued to increase. It was a constant payday for the note holders. They could continually sell shares for multiples of what they were converting, yet the balance on the notes still increased. This thread goes back years and includes the company under Talbot.
So no one can say exactly how many shares are outstanding, and of course you have to consider any convertible notes still outstanding. The fact that Miller did not even know how many shares were required for a quorum illustrates the problem.
So Miller wants to roll some mining claims into a worthless shell that has no money. OK. A clean shell might be worth 400,000. What was left over after Talbot was hardly a "clean" shell. In fact Talbot just walked away and let the stock continue trading. NWGC after the pumping started had a value over 40 million. Still a worthless shell with no assets, but worth 40 million. If you want to roll assets into a shell to conduct business, you would not normally pick a no asset shell already worth millions, as that just dilutes the value of whatever you are contributing to the shell. Since NWGC has no assets, the only way Miller could be paid for his contribution would be in stock or maybe a convertible note (or maybe selling his own stock when the price goes up.)
And then there's the frontloading. There was substantial buying of this dead shell before Miller went public with any plans. Someone must have made some good money if they bought during the frontloading. Unless the court waives the quorum requirement for the last meeting, there has been no legal meeting so no one can take over as a result of that meeting. Without legal management in place, the company cannot even conduct business. Bottom line, it's still a no asset shell with no management in place. Which makes it a bit of an uphill battle to provide financials before delisting.
re NWGC, so it's just a shell and Miller wants to take over. He is doing speculative drilling with his own company that he wants to merge into NWGC. OK. Very speculative, but I understand the process. But according to Yahoo, NWGC has a market cap of about 34 million. If all Miller wants is a shell to conduct business and sell new stock, why not get a clean shell for maybe $300,000. Who would want to merge into a shell that is already valued at 34 million? A worthless shell adds nothing of value beyond just a vehicle to conduct business and sell stock. And who knows if NWGC is even a "clean" shell without a very thorough audit.
That lawsuit is being brought by NWGC and against Talbot. While there may well be a class action against Talbot and NWGC, the last person you would want to discuss this with would be the attorney representing NWGC.
It would have to be a clean shell to have any value. Bob's prior ticker MSITF was so rife with irregularities and misrepresentations that Bob just walked away. It didn't even have shell value. They can't say it's a clean shell without an audit, and Bob said the cost of an audit is prohibitive. Not to mention an acknowledged prior five years of fraud here which at a minimum will require restatements. This is not even a clean shell. And some people think that pointing out these things somehow creates value because bashing means there is value. Wow.
An attorney would not take this on a contingency unless he could see where the money will come from if he wins. It is possible there is nothing at all to be had. Despite the claims of products, contracts, revenue and lots and lots of profit, when the music stopped at MSITF there was absolutely nothing left. Not even shell value. And that is why they were never sued. It just went poof and Talbot just walked away. One way to get money would be to get a judgment against Talbot personally and then find and go after Talbot's personal assets. For all you know he could have nothing in his name, or it could be squirreled away in Anguilla or elsewhere. The extra work, with the possibility of still getting nothing, makes the case unattractive, and that is what Talbot is counting on. One way to get some free help would be to get the SEC and Dept. of Justice involved. If they win, they will track down the assets they can find to reimburse investors. But I can almost guarantee you that Talbot has nothing in his name in the United States.
Say front, if you get a chance to talk to Bob, maybe you can ask where all the money went on MSITF. Still a surprise, what with all the claims of products, contracts, revenue, actual deliveries, and lots and lots of profit, then suddenly Poof! It's all gone! If Bob can't talk, maybe he can gesture. My guess is his middle finger still works.
Whee!! I'm a trillionaire based on unaudited fins!! What's wrong with this picture?
Wheee!! I'm a trillionaire!! What's wrong with this picture?
Bob said in Aug. 2014 that NWGC had no connection with Zoloto, when, at the time, Zoloto had already acquired a 49% interest in the mill. Which of course raises several questions- was Bob just lying, does he not even know what is happening, or are they back dating contracts to suit their needs? The mill interest was handed over for proceeds from a note. If the mill was profitable, NWGC would have made more by keeping it than by handing it over and getting only note proceeds, because the mill would have to produce more than the note proceeds to be of any benefit to Zoloto. If it produced more than the note payments, then NWGC should have kept it. Zoloto had zero cash and was insolvent. There was no chance NWGC would be paid back in cash. As luck would have it, the note was convertible. Now NWGC is in line to get some of them yummy .0001 shares from Zoloto, just like Roy et al are standing in line to get the NWGC shares at .0001. Who knows, the conversion of the .0001 shares from Zoloto may even help NWGC show a "profit". Of course, the same beneficial owner, T&S, is behind both Zoloto and NWGC.
Page is in Anguilla. My guess is Bob is there too.
https://www.sjsm.org/about/faculty/
I may be a little dense, but the notice said the appeal was overturned. This is more than a little ambiguous. An appeal is either granted or denied. If the appeal is granted, the lower court judgment is overturned. If the appeal is denied, the lower court judgment stands. But an appeal itself is not overturned. Did they mean to say the lower judgment was overturned? If so, does that mean they will process payments?
They do not have the cash flow to pay a dividend. They have been and continue to be cash flow negative from operations. The only reason they end up with any cash at all is because they borrow more than the cash they end up with. The royalties (royal tease) is based on operations that haven't happened yet, and it is not guaranteed. So Bob has an out. The payment will not be due until mid July. That's a long time to hold, what with Bob continuing to hand off shares to his cronies at .0001. And Bob just added another billion to the authorized, so it looks like the dumping will continue. Despite the massive amount of shares handed out below market at .0001, they are not even paying down the debt because the debt continues to accrue interest. The debt continues to increase while the shares outstanding also increase. If in fact the debt is "entitled" to convert at .0001, it would take at least an additional 58 billion shares to pay off the debt. But meanwhile, Bob would be very happy if everyone would just hold on tight so the dumping of those .0001 shares can continue.
- No current website (update promised more than a year ago). In fact, the website still shows a Montana project, but Bob said more than a year ago that Montana just went "poof." Likewise, Indonesia also went "poof."
- No audited financials
- Bob denied any connection with Zoloto in August, 2014, yet Zoloto claims they had already acquired a 49% interest in the mill at that time
- No buyback as promised, but instead massive increases of shares
- No 43-101 released (He doesn't want to "promote" the stock [yet paradoxically he does pay promoters.] Go figure.)
- Pablo clearly stated Bob does not own the mine. That is a HUGE red flag to ignore.
- And then of course there is MSITF, Bob's prior company. Grandiose claims of products, contracts, revenue and lots and lots of profit. But it was just press releases. Then one day the press releases stopped and "poof" there was nothing left. Not even shell value. Bob just walked away and next thing you know he's putting out press releases about gold.
- Why have Bob's cronies (some of them also associated with MSITF) received over a billion shares below market at .0001?
Not only did Bob not guarantee the royal tease, but shareholders have to hold from the end of October to the end of April. Since the company then has 75 days to pay, the royal tease will take until mid July to play out. Meanwhile, since the shareholders have to hold, Bob and friends get to unload big time. That may be why they just authorized an additional billion shares. Remember, Bob's cronies get to convert at .0001.
Although they have already handed out massive amounts of stock at .0001, they are not even paying down the debt. The debt accrues interest, and the debt continues to grow even with the massive handouts at .0001. The company does not have the cash flow to pay the royal tease. They have been and continue to be cash flow negative from operations. The only reason they end up with any cash at all is because they borrow more than the cash they end up with. Quarter after quarter they borrow more than the cash they end up with, yet the shares continue to increase and the debt continues to increase. So, just where will the money come from to pay the royal tease? Oh right, from operations that haven't happened yet. And that is why Bob has an out. But meanwhile, if you would just be kind enough to hold until mid July, Bob and friends have a little dumping to do.
Interesting plan. The "royalty" will probably bump the price in the short term. Meanwhile Bob and friends can dump that extra billion shares. The weird thing is that they state you have to qualify by holding at least a million shares at both October 30, 2015 and April 29, 2016. For those selling some shares after October 30, it is very vague how the "royalty" will be calculated. Is the royalty only calculated on those shares held BOTH on October 30 AND April 29? If so, Bob is deterring people from bailing while he and Roy can dump like crazy. The actual payment will not become "overdue" until 75 days after April 29, 2016. I would not count on any such payment, and by then Bob and friends may be long gone. I gotta hand it to Bob.
I don't doubt that good things are coming. The real question is for whom? Good things have been coming for a long time for Bob, Roy and Donna, with more than a billion shares issued at a fraction of the market price.
On the teleconference, Bob denied any connection with Zoloto, yet, this was at a time when Zoloto claimed it had already acquired 49% of the mill.
Front, great DD. I would be interested in knowing who presently has legal title to Miranda Alto mine and Compania Minera Cominspla and how can that be verified? Is there a claim registry of some sort that can be accessed? Was title to the Miranda Alto mine ever transferred to Andes? Was title to Compania Minera Cominspla ever transferred to Andes? Pablo says they discussed a buyout but Bob did not come through. Does that mean title was NEVER transferred, or that title was transferred but now Pablo thinks Bob is in breach of contract? Has any gold or revenue from Miranda Alto mine ever been transferred to Andes or accounted as if belonging to Andes, or are Pablo and his partners collecting all Miranda Alto revenues strictly for themselves, and if so, how long have they been doing that? Would Pablo be willing to share the proposed contract for the buyout and point out how it fell through? Have Pablo and his partners taken any legal action against Bob, such as breach of contract or quiet title? Does Pablo know there are shares set aside for him?
The master of suspense. Sandwich sounds juicy.
Bob put out some dynamite PRs on MSITF too. Products, contracts, revenue, and lots and lots of profit. In retrospect, do you believe that was all true? If that was true, then where did all the profit go? When the press releases stopped, the stock was absolutely worthless. Not even shell value. Bob had to shift gears and start writing PRs about gold.
You are trying too hard. Just look at the actual financials for Zoloto for the quarter ending 3-31-15. They reported zero revenue on the financials. Period. You see that assets are growing, so you assume or perhaps hope that is revenue. An increase in assets is not the same as revenue. I suspect they are valuing the assets based on what they owe. In other words, if the balance on the note for the mill increases, they seem to be reporting that the asset underlying the note is somehow more valuable. That is not proper accounting. You may have an asset worth $1000, but just because you owe a million on that asset, that does not make the asset value worth 1 million. The asset is still worth 1000, even though you may have a liability of 1 million. The financials are not audited. In the absence of revenue or cash infusion, there is no way they can suddenly grow the assets. The only significance of this as it relates to NWGC is that if Zoloto's half of the mill produces zero revenue, then NWGC's other half likewise produces zero.
Zoloto claims it bought into the mill on 1-1-14. Zoloto could not have bought the mill for cash. They had no cash at the end of December, 2013. Zero. By the end of March, 2014, Zoloto's investment assets increased by 256,096 and there is a corresponding convertible promissory note with a date of 1-1-14 shown as a liability in that amount. Since the investment assets increased and the convertible note increased by that amount, it looks like the new investment assets were acquired by giving a note in the amount of 256,096. Although Zoloto had no revenue and only lost money, by the end of March their total assets had increased and the total liabilities decreased. It's a miracle! The shares stayed the same, according to the unaudited financials. It is impossible for the assets to suddenly increase and the liabilities decrease if there is no revenue and they only lost money and issued no shares.
Likewise, in the more recent financials ending 3-31-15, the investment balance continues to grow, which makes it appear that the assets have increased in value. That is exactly my point. They are raising the valuation of the asset simply because they owe more money on it. That is absolutely improper accounting. The asset should stay the same even if liabilities increase. But in any event, an increase in assets is not revenue. Their own financials for the quarter ending 3-31-15 state very clearly they had zero revenue.
Bottom line, if the mill were worth substantially more than what Zoloto paid, then Bob would be in breach of his fiduciary duty to NWGC shareholders for selling it. But I doubt it is valuable since it is still producing zero revenue. Revenue and expenses are listed separately on financials. Zoloto had absolutely zero revenue. With zero revenue you can't possibly make a profit, as all you have then is just expenses. They are bringing zero in the door. They only have money going out the door. Zoloto has zero revenue and is only paying expenses, so they are only losing money. There are no monies to put back into the mill or even to get it running.
If NWGC is sold? What about the 5.8 million in debt that continues to grow and accrue interest, even with the massive conversions so far? If that debt is not entitled to convert at .0001, then Bob has been handing out money. If that debt is entitled to convert at .0001, that would require over 58 Billion with a B shares to clear the debt in a buyout. Somehow I just don't see a buyout happening if they have to factor in some 60 billion shares. (Not to mention that Pablo says Bob doesn't even own the mine.) No legitimate business will continually hand out shares at one fifth to one one hundredth of the market price even as the debt continues to grow. They are continually handing out hundreds of millions of shares but they are not even keeping up with the interest. The people making the money here are Bob and his buddies, who have been getting shares for as little as 1/150th of the market price. This is not about revenue or profit. Everyone just wants to line up and get some of them .0001 shares. They're YUMMY!!! And that's what the sale of the mill interest was all about. They took a non revenue producing asset and swapped it for the ability to start receiving some of them .0001 shares. They're YUMMY!!!
Diversity of oil and gas? They are going to double the production of oil, just like that? Do you know how many trillions of dollars that would be worth if it were true? But they put it in a press release and you believed it? Bob put out some dynamite press releases about his prior company, MSITF. He claimed products, contracts, revenues and lots and lots of profit. Then one day the press releases stopped and guess what? It was worth absolutely zero. Not even shell value. You couldn't even give it away for free. All those profits just went poof. Bob didn't even say goodbye. He just walked away and next thing you know, he's claiming he found gold.
Wow. No legitimate company would turn over a profit making asset in exchange for a note from an insolvent company with no revenue and not a dime to its name. In fact, not only is the mill not profitable, but the mill is not even producing any revenue, as you can see from Zoloto's financials (they still had zero revenue last quarter.) So, what better use for an asset that is producing no revenue than to swap it out for shares that can be had at .0001. NWGC already got some. T&S got them some too (a lot). If they can pick them up for .0001 and unload at .0045, that's 45 times the cost on paper. Not bad work if you can get it. As far as selling the mill, first of all, Zoloto already owes way more on the note than the purchase price, even with handing over 25 million shares for the note. So they would have to sell it for way more than they paid just to break even and clear out the note. If you are suggesting the mill is actually worth way more than Zoloto paid for it, then Bob breached his fiduciary duty to the NWGC shareholders. But it's not about value or profit or any of that. It's about finding a way to get some of them .0001 shares. They're Yummy!!! And that is why Zoloto will not sell the mill. 1) they already owe way more than they paid, 2) it produces zero revenue, and 3) it would kill the golden goose for T&S and NWGC.
The Zumba "mill" sounds more like "plans to maybe make a mill." But this allowed NWGC to at least transfer "something" and take back a note and get some of those yummy .0001 shares. The truth is, Zoloto had zero revenue for the quarter ending 3-31-15, so there is no mill producing revenue for Zoloto, and the other half of the mill is not producing revenue for NWGC either. What better use for an "asset" that is producing zero revenue than to turn it into a constant stream of .0001 shares.
My question now is where will Zoloto get its .0001 shares from? I'm sure they want to play the game too.
The debt rises every quarter despite the massive conversions at .0001 because the conversions do not even cover the interest. You can see how this works if you look at how Zoloto is handling the note to NWGC. What started out as a note for 250,000 had a balance of 356,000 after issuing 25 million shares. (T&S Investments, Ltd. is behind both NWGC and Zoloto.) Obviously NWGC contemplated and wanted the .0001 shares because they transferred an asset and took a note from an insolvent company with no revenue and without a dime to its name. There is no way a company with no revenue and not a dime to its name is ever going to make note payments. If the conversions do not even cover the interest, then there will be ongoing and continuing and constant conversions ad infinitum at .0001 while they can't even stop the debt from growing. The name of the game is to scoop up those .0001 shares, from AGCZ, from NWGC, and from Zoloto. There are lots of related entities scooping up the .0001 shares. It's more than just Meadows and Rayburn.
Zoloto is getting into oil and gas now. (This is related to NWGC because NWGC has a rather substantial convertible note from Zoloto.) PR today says "The Company has agreed to enter into a joint venture with an Ecuadorian company where it will supply technology and equipment necessary to enhance flow rates by as much as 3 times and increase oil recovery percentages in existing reservoirs by 100%. The technology will also increase initial flow rates in new ventures as well as increase the recoverable reserves."
Wow. An insolvent company without a dime to its name is going to increase oil recovery by 100%. I wonder what they will contribute to the JV? Stock maybe? Looks like someone is already anxious to cash out those .0001 shares.
You can gain insight on the convertible notes by looking at how Zoloto handles it. The notes (and presumably all balances owed) accrue interest. The conversions (as huge as they are) do not reduce the balances because they continue to accrue even more interest. That is why there is such a massive amount of .0001 shares issued but the total debt continues to increase. If you can convert at .0001 and sell at .01, that's 100x profit. If you can only sell at .0006, well, it's a living. Bottom line, Bob and his cronies want those .0001 shares, from NWGC, from AGCZ, from Zoloto- anywhere they can get them. I suppose that is why Zoloto took the interest in the mill. Zoloto is insolvent. Absolutely zero cash. Zero revenue, only losses. Yet NWGC gives up an asset and takes a note that cannot be paid back. Surprise- looks like Zoloto will be stuck issuing shares. Now from an objective perspective, it would appear crazy to hand over an asset and take back a note that could not be paid back in money, but only stock from an insolvent company with no revenue. T&S Investments is behind both NWGC and Zoloto, so they are basically taking the mill from one pocket and putting it in another pocket. But this allows the issuance of shares. You see, whoever is behind this would rather get .0001 shares than just leave the mill where it was. Heck, the present balance on the note could get NWGC 3.5 billion shares. And T&S has lots more shares of Zoloto in addition to what NWGC has.
Note that on Zoloto's financials, since they now have half of the mill and their revenue is absolutely zero, that means that NWGC's other half of the mill produces absolutely zero. What better use for an asset that produces zero revenue than to convert it into stock at .0001 that can be pumped.
But why would Bob deny any connection with Zoloto when at the time he said that, Zoloto had already acquired half of the mill?
Not only is Zoloto insolvent, but they have zero cash. Not even ten cents. Any acquisitions they make will have to be done by issuing notes or stock. Even if they were to make an acquisition, they would not have the cash to operate it for ten seconds. Now who would turn over a valuable asset to a company that is insolvent and is losing money and does not even have a dime of revenue when the only source of payment will ultimately be the issuance of stock, since not even note payments can be made.
I think you are onto something. They can't just let NWGC go to no bid and then walk away, as that would kill the golden goose. Whatever they do, they will still need two companies in order to swap stock. With unlimited authorized, yet fewer presently outstanding, ZRSCF looks like a good candidate to be one of the survivors.
The name of the game is swap stock, sell it, and make a profit. T&S and NWGC are ready with millions of Z shares to sell into any run, and they could cash out with more shares on the fly if the stock runs. They've got to get it going or they can't cash out. You don't think anyone invested in an insolvent company with zero revenue for the dividends, do you?
You mean the company that is insolvent and has zero revenue, only losses, and that has unlimited authorized and is handing out shares on a note while the balance on the note continues to escalate? That one? Geez, how can you promo that? I mean, what's good to say about it? Maybe be thankful it's not worse?