This answers all of your questions. Link to FULL ARTICLE below.
Be careful folks - the amount of fabricated hype floating around is both laughable and disturbing. Without a position at a 70% loss, it's tough to be impressed with baseless dollar figures.
CONSUME INFORMATION WISELY.
(EXCERPT)
"Some stocks have an ever lasting impact from the circumstances that create it. In the case of Terra Tech, it crawled out of the great stock promotion primordial ooze. It all started with attorney Thomas Puzzo, who has set up shells for promotions over and over (see his public company involvement). A few of his most successful pump and dump creations include:
(click to enlarge)
All of these promotions resulted in shareholder losses of at least 90%. Puzzo followed a similar pattern to set up the shell that eventually became TRTC (with his involvement beginning in as early as 2008). It was originally a company called Private Secretary with the symbol PVST. And the pattern was so clear that it would be a future promotion, an internet researcher using the alias ‘nodummy’ identified it in December of 2011 with these comments: “Here is another shell to keep an eye on in the future because it follows some similar patterns with NSRS and RAYS: Private Secretary, Inc (PVST). If you see a change in CEO and a name change/acquisition done by the PVST shell then the paid promotion shouldn’t be too far behind.”
A few things made PVST an obvious choice for a future promotion shell. The first is that it never made any real attempt at forming an actual business. In its original S-1, PVST claimed to be entering the Voice Over IP business. Yet, it only had one employee at the time, Maureen Frances Cotton. Maureen was 66 years old and the only experience she had with telecommunications was a stint from 1959 – 1962 as a switchboard operator / receptionist. Considering IP was not even invented at that time, the relevance of her experience was highly questionable. Even worse, according to the S-1, “Mrs. Cotton is employed elsewhere and has the flexibility to work on Private Secretary up to 10 hours per week. She is prepared to devote more time to our operations as may be required. She is not being paid at present.”
The second big clue is despite the fact the only employee had no background in IP, was only working part time and was not even being paid, is that PVST actually found investors. In the last quarterly report (10-Q) before becoming TRTC, PVST reported having 48 million shares in the hands of anonymous ‘investors’. These investors received these shares for a fraction of a penny per share with no restriction on the trading of these shares (making them completely free trading). As would be expected, PVST turned around and did not make much use of investor money. In fact, it looks like Private Secretary just did enough to keep the SEC filings current, but they ultimately walked away with lots of stock.
And just as ‘nodummy’ had predicted, PVST acquired a private company called GrowOp Technology Ltd. Its first step was to change Private Secretary to Terra Tech Corp and the stock symbol PVST to TRTC. Next, the management of GrowOp assumed control and management over the public company (see link). Derek Peterson took over the role of CEO, while his wife Amy Almsteier became the Secretary, Treasurer, and Director. The GrowOp owners got 34 million shares of common stock, as well as some convertible preferred stock. Maureen Cotton had been the only employee of PVST for five years and never received any compensation. As a reward for her service, all her shares were cancelled. On the other hand, the anonymous investors with a de minimis cost base retained all 48 million of their shares. With these shares spread across various anonymous investors, they retained the ability to sell their holdings at their leisure – meaning at any time and at any price.
This brings us to the third clue that TRTC was going to be a stock promotion. A typical reverse takeover of this nature (with the public entity having negligible assets) will result in existing shareholders retaining a minor stake in the new or merged entity (ie. 5% or less). PVST had no assets, yet its anonymous shareholders retained 60% of the common stock after the merger.
For what possible business reason and in exchange for what assets would GrowOp agree to a deal like that? Why would Derek Peterson, a former investment banker, agree to a deal with such unfavorable economics? The only value in the PVST shell was that it was a public company. Remember that while Maureen Cotton cancelled her shares, the anonymous PVST shareholders who contributed nothing to the business had a huge block of freely trading shares. The obvious conclusion is two fold: Maureen Cotton was just a figurehead; the real parties controlling the shell and now TRTC were the ones holding on to those 48 million shares.
Refer to Appendix B for more information on Terra Tech and Derek Peterson’s use of buzz words outside of regulatory filings.
A very serious, repetitive and dedicated history with stock promotion
Putting aside all the issues that existed when the company was created, not much changed with the acquisition of GrowOp, as it was never much of a business. At the time of the merger, it had produced $630,000 of revenue over the previous 9 months, with a net loss of $605,000 (see financial statements). However, at least there was some business there that sold hydroponics equipment. This business was the key as it afforded management the ability to use various buzz words to hype up the business like ‘sustainable’, ‘renewable’ and most importantly ‘medical marijuana’. Fortunately for TRTC, a few buzz words were all that it needed to fulfill its destiny to use promotion to advance its stock price."
AI
