SEFE - backtracking to find some of the Debt Note holders that may be selling during the paid promotions
According to the 10K filed last month all total during February and March of 2012
, the Company issued a total of 20,669,998 shares of common stock were issued for debt converted the total amount of $660,000
. All interest accrued thereupon of $84,076, as of the date of conversion, was forgiven. 20,669,998 share issued just ahead of the paid promotions for past debts set up by the insiders of SEFE!!
In this post I already identified the original owner of one of the Notes = Harold Sciotto
Here is the original agreement from May of 2011 for the $70,000 debt Note which ended up being converted into the 2,700,000 shares now held by Speed Evolution Ltd http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7800058
Originally the debt Note was issued to Westpac Communications, Inc
Westpac Communications, Inc is controlled by Harold Sciotto http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=GNQvA6DtpajPqcZ3NfOUxg%253d%253d&nt7=0
Sciotto/Westpac Communications Inc also got a $100,000 debt Note http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7739859
According to this 8K Sciotto stopped being a non-related 3rd party and became a director of SEFE in June of 2011: http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=8005498 On June 20, the Registrant appointed Mr. Harold W. Sciotto as a director to fill a vacancy on its Board of Directors. Mr. Sciotto was employed by Sears Roebuck & Company, from June 1964 until his retirement in May 1993, in various sales and management positions. These positions encompassed sotre sales and department management positions, such as store merchandise manager, district business manager, and store manager of three stores in Arizona. His duties included sales, advertising, personnel management, financial statement preparation and accounting. From 1989 through the present, Mr. Sciotto has also been an independent business consultant to various early-stage business ventures. Mr. Sciotto most recently served as Corporate Secretary and Treasurer of ECOtality, Inc. (NASD: ECTY) from December of 2004 until November of 2010, and as a Director of ECOtality from December of 2004 until October of 2009.
Guess we know now why he transferred his shares from Westpac Communications to Speed Evolution (a foreign entity) On March 11, 2011, the Company entered into a Convertible Debenture Agreement, whereby the Company borrowed $70,000 from a third party entity. During the year ended December 31, 2011, a total of $28,194 has been amortized and recorded as interest expense. Subsequent to December 31, 2011, the holder converted the principal amount of the note into 2,700,000 shares of common stock of the Company and all interest accrued has been forgiven.
- that works out to $.026/share
without interest included
Looking back in the SEFE filings some more I have identified two more debt Note holders - Stephen M Kerr (father of Shannon Kerr - Director of SEFE)
and Michael and Victoria Quiel http://www.sec.gov/Archives/edgar/data/1321573/000139390510000387/mcdl_8k.htm On June 25, 2010, the Registrant entered into two Bridge Loan Agreements (the “Notes”), with Lynn Cole Capital Corporation and Serio Capital, Ltd. (collectively, the “Holders”), each for $145,000, for an aggregate amount of $290,000. The Notes are due and payable in full on the earlier of June 25, 2011 or at the closing of a private placement offering that nets the Registrant a minimum of $2,000,000 (“Maturity”). The Notes bear an interest rate of 10% per annum, payable on Maturity. In connection with the Notes, and for no additional consideration, the Registrant issued to the Holders an aggregate of 1,000,000 shares of common stock, with each Holder receiving 500,000 shares of common stock. Here is Serio Capital Ltd http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=eQ2I6n%252besZm9BYUCw4DW%252bA%253d%253d&nt7=0
The sole officer and director until March of 2012 when the list was amended was Stephen M. Kerr
(be sure you check the box to view inactive officers) Lynn Cole Capital Corp
was a beneficial shareholder of Harold Sciotto's other entity, ECOtatilty Inc (ECTY) [formerly Alchemy Enterprises, Ltd (ACHM)]. The person signing for Lynn Cole Capital Corp was Victoria Quiel http://www.sec.gov/Archives/edgar/data/1301206/000135403706000009/xslF345X02/primary_doc.xml On June 25, 2010, the Company entered into a Bridge Loan Agreement, whereby the Company borrowed $120,000 from a related party entity. Accrued interest expense through December 31, 2011 in relation to this note is $18,214. Subsequent to December 31, 2011, the holders converted the principal amount of the notes into 3,661,016 shares of common stock of the Company and all interest accrued has been forgiven.
- that works out to $.03775/share with the interest included On June 25, 2010, the Company entered into a Bridge Loan Agreement, whereby the Company borrowed $145,000 from a non-related entity. Accrued interest expense through December 31, 2011 in relation to this note is $22,008. Subsequent to December 31, 2011, the holders converted the principal amount of the notes into 4,423,728 shares of common stock of the Company and all interest accrued has been forgiven.
- that works out to $.0379/share with the interest included
So out of the 20,669,998 shares, that's:
3,661,016 shares linked to Stephen Kerr (plus 500,000 received last year)
4,423,728 shares linked to Michael and Victoria Quiel (plus 500,000 received last year)
2,700,000 shares linked to Harold Sciotto
9,885,254 shares whose ownership is yet to be determined
It was BuyersStrike that pointed out that Stephen Kerr and Michael Quiel were both arrested for defrauding the IRS as well as the intimate connections between Kerr, Quiel, Deparini, Goodman (Riverbend LLC), and Nevdahl - this is turning into quite the little insider pump&dump enrichment scheme http://investorshub.advfn.com/boards/read_msg.aspx?message_id=74983982 http://buyersstrike.wordpress.com/2012/04/26/like-father-like-daughter-the-kerr-family-and-sefe-inc-sefe/
Riverbend LLC is a Nevada company that was formed less than two weeks ago, on the 12th of April. Its registered agent is our good friend, former SEFE CFO Patrick Deparini’s very own Nascent Group! Riverband is listed as have $0 in capital, which makes your author very curious as to how it could then loan SEFE $200,000.00 just 13 days later.
The only officer listed on Riverbend‘s paperwork (find it here) is a gentleman in Spokane, WA named Craig Goodman, with an address at 319 W. Hastings Rd., B101, Spokane, WA. That is the Spokane office of World Equity Group, home to Craig Goodman and Mark Nevdahl. Nevdahl can also be found at another Spokane area firm, Regal Securities, where in December of last year he, football legend Willie Gault, stock tout Ryan Rauch, and three others landed in very hot water in the Heart Tronics (HRTT) pump and dump scandal. Read what the SEC had to say about the scandal here, a good Spokane Spokesman-Review article here, and read the full complaint here. According to the complaint:
In addition to Heart Tronics, Stein, Gault and Perkins, the SEC charged three other individuals involved in the scheme, including Stein’s chauffer and handyman Martin B. Carter of Boca Raton, Fla., who carried out the fraud with him. The SEC also charged stock promoter Ryan A. Rauch of San Clemente, Calif., as well as Mark C. Nevdahl of Spokane, Wash., who was the trustee and stockbroker for a number of nominee accounts that Stein used to unlawfully sell Heart Tronics stock. In a parallel criminal investigation, the U.S. Department of Justice today announced the arrest of Stein.
Your author was very curious about other entities where Mark and Craig might be involved. Mark Nevdahl is the Treasurer of the Quiel Family Foundation, Inc., and the Kerr Family Foundation, Inc. The President of the Kerr Family Foundation is Stephen M. Kerr. On the recent Form D, one of the listed Directors of SEFE is Shannon Kerr. Interesting. Perhaps more interesting is that earlier this year, in January, Stephen M Kerr and Michael Quiel were arrested. According to a DOJ press release:
Phoenix-area businessmen Stephen M. Kerr and Michael Quiel and former San Diego attorney Christopher M. Rusch were charged in Phoenix with conspiracy to defraud the Internal Revenue Service (IRS) for concealing millions of dollars in assets in numerous secret Swiss bank accounts held at UBS and elsewhere, the Justice Department and Internal Revenue Service (IRS) announced…
According to the indictment, Kerr and Quiel separately owned and operated a number of businesses, including two venture capital firms: CCN Worldwide Inc. and Legend Advisory Corporation, respectively. These companies provided financial capital to start-up companies and other services to businesses seeking to become publicly traded through mergers and acquisitions….
Beginning in or before 2004, and continuing through at least December 2007, Kerr and Quiel obtained control of shares of stock of publicly traded domestic companies in a way that concealed their ownership of the stock. Kerr and Quiel then deposited the stock, or proceeds from the sale of the stock, to multiple undeclared bank accounts set up with the assistance of Rusch at UBS in Switzerland and at another Swiss bank. These accounts were all held in the names of nominee entities to further conceal Kerr’s and Quiel’s ownership. Kerr and Quiel also used the accounts to conceal income earned from the subsequent sale of this stock from the IRS.
Stephen M. Kerr is no stranger to trouble, and not a reputable Venture Capitalist. A quick search of NASD records shows that he was, however, intimately involved in the Denver area penny stock scene of the late 80s and early 90s, and was part of the scandal that led to the expulsion of one firm, Tri-Bradley Investments and the “removal” of two others from the NASD. Read a bit more about the Tri-Bradley scandal here. A quick search of public records show both Stephen M. Kerr and the younger Shannon Kerr haved shared an address in Arizona.