Replies to post #5791 on Royal Spring Water (fka RSPG)

[binarymfg]

Good morning,

Was just thinking about some of your old post where you talked about Maxwell destroying RSPG and about one of Maxwell's ventures MaxLife. This just came up on Dow Jones.

The article mentions that RSPG stock suffered a brusque price drop and implies Maxwell was involved. You seem to know the truth about Maxwell before they did anything. What was your part in it? Maybe the Feds will be looking to talk to you.

Looks like your buddies are heading for South America or a very small cell in Canada. Funny how so many of your posts talked of RSPG management going to jail but it looks like the cell is being saved for your friends.

Another great example of projection. Amazing how often people accuse others of their own weakness.

=DJ IN THE MONEY: Get Some Insurance Before Investing In Maxlife


Friday, February 01, 2008 12:25 PM

By Carol S. Remond
A Dow Jones Newswires Column


A few things should have told investors that Maxlife Fund Inc.'s (MXFD) stratospheric price rise wouldn't last.

After climbing to an extraordinary $18 a share, the shares of this tiny Canadian life insurance company lost almost one-third of their value last week. And there wasn't even any news to cause this.

To be fair, Maxlife's stock price never had any relationship to its underlying business, which so far can be summed by the purchase of a life insurance policies portfolio with a $4 million face value. In fact, Ontario-based Maxlife hardly has any business. So far it appears to have bought a few life insurance policies for about $400,000. Maxlife's sole executive doesn't seem to have any experience in the industry the company claims to be active in.

Maxlife, which was incorporated in Wyoming, is about to lose its corporate registration because nobody at the company bothered filing annual reports due in January 2007 and 2008.

Also, Maxwell Network Group Inc., the Canadian investors relations firm representing the company, was recently associated with two other bulletin board companies, Royal Spring Water Inc. (RSPG) and Red Rock Pictures Holding (RRPH), whose stocks suffered brusque price drops.

Neither Maxwell's president, Itamar Cohen, nor Maxlife's chief executive officer and chairman, Bennett Kurtz, were available to comment.

According to its latest filing with the Securities and Exchange Commission, Maxlife had just $101,845 in cash on its balance sheet as of Nov. 30. The company had a working capital of about $144,000 at the end of November with total assets of $587,068, including $412,411 listed as investments in life insurance policies and note receivable.

Despite its obvious state of infancy, the company's stock rose to a high of $18.69 on Jan. 23, given it an amazing $566 million market capitalization. Then, just as inexplicably as it had risen, Maxlife's stock price plunged to a low of about $11.46 the next day without any explanation. The company stock was recently trading over the counter at about $13.48 a share in thin volume.

Maxlife was incorporated in Wyoming in January 2006. The company bought all issued stock of 125445 Ontario Ltd. in August 2006 for about $26,700.

According to SEC filings, 125445 is an Ontario corporation whose business was to buy life insurance policies of viatical persons. At the time it was purchased by Maxlife, the entity owned the policy of one viatical patient.

A viatical settlement allows an entity to invest in another person's life insurance policy. The entity purchases the policy, or part of it, at a price that is less than the death benefit of the policy. When the seller dies, the entity collects the death benefit.

The return on this investment depends upon the seller's life expectancy and the actual date he or she dies. If the seller dies before the estimated life expectancy, the entity may receive a higher return. But if the seller lives longer than expected, the return will be lower. If the person lives long enough so that additional premiums need to be paid to maintain the policy, the entity which purchased the policy might even lose part of its investment.

SEC filings show that 125445 Ontario Ltd. was controlled by Daniel Kahan, a man who was later named as a director of Maxlife.

Information posted on the Web site for the Secretary of State for Wyoming shows that Maxlife is delinquent in its corporate registration.

A person answering the phone in the corporations division said the company failed to file two annual reports, one due in January 2007 and another which was due early last month. The person said the company's resident agent has been informed of the delinquency and that Maxlife risk being dissolved by May or June 2008 if the filings aren't submitted.

Maxlife's registered agent, Guillermo Jalil, told Dow Jones Newswires that the owner of the company, not its resident agent, is responsible for filing annual reports. Jalil said that if he received notices for annual report delinquencies from the state of Wyoming, he would have forwarded them to the company. The resident agent declined to say whom at Maxlife would have received the notices. "We were hired to form a company. We sold the company to this person and I don't know they did," Jalil said.

According to filings with the SEC, Maxwell's Cohen controls 12.9 million shares of Maxlife, or about 42%. Meanwhile, CEO Kurtz owns 4.6 million shares, or about 15%. Some of Kurtz's relatives also hold or held stock in Maxlife, including his brother Moshe whose company Adir Accessories Ltd. in Toronto hosts Maxlife's "corporate headquarters" for free.

Cohen is identified principal and owner of the Maxwell group in a Form 144 filed with the SEC in June 2007. The form indicates that Cohen was looking to sell 203,504 shares at the time through Park Financial Group, a Florida brokerage firm which has since gotten on the bad side of the SEC for aiding and abetting fraudulent trading in the shares of Spear & Jackson Inc. (SJCK).

According to that form, Cohen acquired one million shares of Maxlife in January 2006. The shares were issued for "founders services".

The SEC in December 2007 issued a cease and desist order and sanctions against Park Financial and its principal Gordon Cantley. The SEC said that Park Financial and Cantley in 2002 and 2003 helped a fraudulent pump-and-dump scheme involving the shares of Spear & Jackson. Dow Jones was first to raise questions about Spear & Jackson in a July 2003 column.

If Maxlife's recent stock price movement isn't enough of a warning sign, investors might want to consider the fact that the company's auditors have expressed a "substantial doubt about (Maxlife's) ability to continue as a going concern because (the company has) no viable operations or significant assets..."

While they are at it, investors may also want to exercise caution when it comes to Henya Food Corp., a brand new distributor of kosher food whose stock looks poised to start trading soon. This Connecticut-based company shares some of the same shareholders as Maxlife, including Maxwell and members of the Kurtz family.


(Carol S. Remond is an award-winning columnist who won a Gerald Loeb Award in 2005 for best news service content with "Exposing Small-Cap fraud," a series of articles that described how three small companies unscrupulously pumped up their stocks.)

-By Carol S. Remond; Dow Jones Newswires; 303 997 5783; [e-mail]