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Re: QualityStocks post# 128

Monday, 02/11/2013 2:17:39 PM

Monday, February 11, 2013 2:17:39 PM

Post# of 963
That's it? Your source of perpetuating the falsehood of RBCC's alleged JV is using RBCC's own press release? For $50,000 you should have done a little more homework - try using RBCC's latest SEC filings to get the true story of this joint venture that isn't a joint venture:

Hint - page 10 Overview: http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=8926868

Here is the only mention of n3D in the filings - there is no Joint Venture:
On March 13, 2012, we entered into a stock purchase agreement (“N3D Stock Purchase Agreement”) with Nano3D Biosciences, Inc. (“N3D”), a Texas corporation that has developed a unique concept in three dimensional cell research tools. Under the terms of the N3D Stock Purchase Agreement, we have agreed to acquire 604 shares of common stock of N3D, representing approximately 5% of the outstanding shares on the date of the agreement, for a price of $413.62. The total purchase price of $249,826 will be paid by making weekly payments of $5,000 until fully paid. We may discontinue payment of the purchase price at any time by providing written notice to N3D. This would result in our owning fewer than 604 shares. Rainbow Biosciences, LLC will continue to research opportunities into the bioscience markets.

In fact - no where in the financials will you find any reference to any $5000 weekly subsequent payments that would have occurred after execution of the Stock Purchase Agreement (March 13, 2012) through the applicable filing period (September 30, 2012). One would have expected to have seen some progress being made towards this equity investment (i.e. about 26 weekly payments x $5000/week). The finanicials make no mention of them opting out of their purchase obligation.

Even if timely payments have been made to acquire an equity stake in N3D - this does not constitute a Joint Venture. By definition, a Joint Venture is an Agreement whereby each party shares in the revenue (and costs) for a specific deliverable (presumably the N3D technology). RBCC has no such stated arrangement.

This leads to one of two conclusions:
1. The Company has lied - putting out numerous false and misleading press releases about a Joint Venture which does not exist, or;
2. The Company has omitted material facts in its financial filings concerning the alleged Joint Venture - including omission of any funds used to support the JV.

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