VG Life Sciences Inc. (VGLS)

[nodummy]

Paul L Strickland = Buyer Beware

Strickland is a dilution King. He killed several stocks in the past:

COHO - SEC SUSPENDED then REVOKED
PDGO - $.0003/share
JAMN - no bid
SPRV - No bid
EHOS - No bid
MRIB - No bid
BAYP - No Bid
TBEV - No Bid
ANVS - SEC SUSPENDED

Now I see that Strickland is running VGLS.

And he brought a familiar company with him = Top Knot Inc USA

Some people have alleged that Paul Strickland secretly controls Top Knot Inc USA using John Kellas as a front, which is why it has shown up in so many of his Issuers in the past.

Top Knot Inc USA shows up in PDGO - a Paul Strickland shell
https://www.sec.gov/Archives/edgar/data/1191354/000149315220014836/form8-k.htm

Top Knot Inc USA shows up in COHO - a Paul Strickland shell
https://www.sec.gov/Archives/edgar/data/1101588/000149315220012819/form8-k.htm

Top Knot Inc USA shows up in SPRV - a Paul Strickland shell
https://backend.otcmarkets.com/otcapi/company/financial-report/263034/content
https://backend.otcmarkets.com/otcapi/company/financial-report/255357/content

Top Knot Inc USA shows up in BAYP - a Paul Strickland shell
https://backend.otcmarkets.com/otcapi/company/financial-report/262543/content

Top Knot Inc USA shows up in HLLK - a Paul Strickland shell
https://backend.otcmarkets.com/otcapi/company/financial-report/262533/content

In the case of PDGO and COHO, Top Knot Inc USA became the control person of the shell in June 2020 and Strickland became a director at the same time.

In the case of SPRV, control of the shell was transferred from Strickland to Top Knot Inc USA in July 2020 with Strickland stepping back into an advisor role.

In the case of BAYP, control of the shell was transferred from Strickland to Top Knot Inc USA in June 2020 with Strickland stepping back into an advisor and officer role.

In the case of HLLK, control of the shell was transferred to Top Knot Inc USA in August 2020.


And Now Top Knot Inc USA is in VGLS getting ready to dump at least 230,000,000 free trading shares in the next few months.


The Share Selling Scheme

I decided to look at the history here of VGLS so see how Strickland is going to use this for his next share selling scam.

VGLS went dark in 2016.

Then in August of 2018, Robert Haas showed up as the new CEO and filed a Form 15

https://www.otcmarkets.com/filing/html?id=12919647&guid=pLeeUaP_HCvxcZh

VGLS wasn't heard from again after that until early August of 2020.

In early August of 2020, Paul L Strickland showed up with an interesting back story.

According to the OTC disclosures from early August 2020, Strickland became the control person of VGLS on September 12, 2017

https://backend.otcmarkets.com/otcapi/company/financial-report/253445/content



And Strickland brought with him Robert Haas as the new CEO.

But Haas resigned on January 27, 2020:




But by August 17, 2020, the story started to change some.

https://backend.otcmarkets.com/otcapi/company/financial-report/255306/content

Exactly 2 years earlier, on August 17, 2018, both Haas and Strickland allegedly signed employment contracts with VGLS to get paid $240,000/year.

Haas was never paid for his time employed from August 17, 2018 and January 27, 2020. Only now, he was terminated on January 27, 2020 (he didn't resign) and because of the termination, he was due a ton of termination fees, which turned his 16 months of work into a $2,000,000 settlement agreement.



That same day that Strickland put his future share selling scheme into motion, August 17, 2020, Strickland also raised the A/S from 150,000,000 to 2,500,000,000 to make room for all the future dilution:

https://backend.otcmarkets.com/otcapi/company/financial-report/256187/content

That $2,000,000 settlement agreement became a $1,161,718.38 Note due to Robert Haas on August 23, 2020:



On September 17, 2020, Top Knot Inc USA acquired the $1,161,718.38



The cost was $116,172 (10% of the value) to be paid later (over time)



Which is normally code for: we'll pay you after we sell some stock and use some of the proceeds - which is illegal because only a bona fide debt can qualify for a 3(a)10 exemption.

But I'm not so sure that Top Knot Inc USA will even end up paying anything to Robert Haas because I suspect that the employment contract was backdated and Haas may not even realize that he was involved in the transaction with Top Knot Inc USA.

When you look at the signature for Robert Haas and the signature for the nominee that signed for Top Knot Inc USA in the transfer agreement (John Kellas), it looks like the same person signed both names:



On the very same day that Haas allegedly transferred the $1,161,718.38 debt to Top Knot Inc USA for a $116,172 "I Owe You", the 3(a)10 lawsuit was filed by Top Knot Inc USA in Polk County, Florida

https://www.scribd.com/document/485592982/documents-2020CA002881000000-1

But why Polk County, Florida?

VGLS is a Delaware entity and Top Knot Inc USA is a New York entity

https://opencorporates.com/companies/us_ny/5569807

It is because Florida has the most relaxed 3(a)10 lawsuit process in the nation.

To get away with it, Strickland lied to the Florida judge and said that Top Knot Inc USA was a Florida entity (even though Top Knot Inc USA isn't registered in Florida)

https://dos.myflorida.com/sunbiz/



Strickland also lied in his affidavit and said that Haas was fired not that he resigned:

https://www.scribd.com/document/485586463/documents-2020CA002881000000



According to the Stipulation/Settlement Agreement submitted on October 12, 2020, VGLS agreed to awarded Top Knot Inc USA $1,161,718.38 (the principle) plus $296,670.40 in interest which will be paid in free trading stock in tranches at 50% of the average closing price from the 10 previous trading days plus an additional 5,000,000 free trading shares to cover legal fees

https://www.scribd.com/document/485593732/Document-1




How in the world they came up with $296,670.40 in interest when Top Knot Inc USA got the debt the same exact day the lawsuit was filed is a mystery.

The court approved the 3(a)10 lawsuit settlement on 10/26/20.

https://backend.otcmarkets.com/otcapi/company/financial-report/261296/content

The final settlement agreement looks like it was for a balance of $1,161,718.38 (no mention of interest) and only 2,000,000 free trading shares to cover legal fees, but there is no mention of the conversion rate in the final settlement.



That very same day, Top Knot Inc USA got its first tranche of shares (12,900,000 of them):

https://backend.otcmarkets.com/otcapi/company/financial-report/262680/content

On October 12, 2020, a court Order granting fairness motion, pursuant tosection 3a(10) of the Securities Act, dated October 26,2020, executed by Judge Caroline Combee of the Circuit court for the 10th Judicial Circuit, Polk County, Florida resulted in the issuance of 12,900,000 shares of common stock

And that is why we have VGLS getting pumped.

Based on the average closing price on the 10 trading days prior to October 26, 2020, that would be around $64,500 worth of debt, leaving about $1,100,000 to go.

At and average of $.005/share, $1,100,000 will result in another 220,000,000 shares of dilution.

But if the price falls back under $.01/share before the debt is paid off, the amount of dilution will go much higher.

And that's assuming that the conversion rate stayed at 50% of the average closing price from the previous 10 days that was suggested in the stipulation agreement.