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TEFFY

10/30/12 12:51 PM

#6172 RE: Arbel #6169

eknl SCAM , what how does the pps dictate the truth here?

when is the eknl dump is the real quetion and who gets caught with the big bag.

Questionable Share Issuance

It would have been bad enough for Michael Anthony and Rocco DiBenedetto to just move the shell out of California into Delaware as a way to cover their tracks, but Michael Anthony and Rocco DiBenedetto used the merger as a way to issue 240,000,000 shares to Rocco DiBenedetto and his family members and friends. Rocco split most of the shares between various business entities that he controlled. Some went to his nominee officers which he assigned to the shell, Robert Leadley (24,000,000), Casey Bruyns (24,000,000), and Slobodan Nikolic (15,000,000). We have no idea where 9,000,000 of the shares went (possibly to Michael Anthony?) The following chart accounts for 231,000,000 of the 240,000,000 shares:

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With the issuance of 240,000,000 to the shareholders of Tomorrow’s Morning Inc – Delaware (Rocco and his family and friends) that brought the outstanding share count to 246,247,236 shares.

Like Robert Stevens, Michael Anthony has a pretty long history of shell hijackings including CNWI which was named in SEC litigation and the 29 shells found on this IHUB forum. Anthony’s wife, Laura Anthony is an SEC attorney associated with dozens of public shells. Michael Anthony usually followed the same game plan of always quickly moving the shells he hijacked from their original states to Delaware.

Unlike with BRYN that had the dirty liabilities added to the books, the EKNL hijacked shell came with no assets and no liabilities as should be expected.

The original attorney hired by Rocco DiBenedetto was the same attorney he used with BRYN, banned attorney Diane Dalmy.

On December 13, 2007, Rocco DiBenedetto raised the authorized share count from 250,000,000 to 1,000,000,000.

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Early History – 2008

On April 7, 2008, Rocco DiBenedetto filed a Form 15 to voluntarily terminate the registration of the Tomorrow’s Morning Inc stock making Tomorrow’s Morning Inc a non-SEC reporting company so that it could hide from the SEC by only doing unregulated OTC filings. Once again the SEC dropped the ball by allowing this to happen since you aren’t allowed to terminate registration of your stock unless you are current with your SEC filings.

In April of 2008, the name of the shell was change to Eko International Inc.

On April 18, 2008, EKNL signed an agreement with EKO Manufacturing Corp (an Ontario entity) to purchase:

The cost for all of that was $900,000 (Canadian) that EKNL did not have and 6,000,000 shares. The vendors, Michael MacKay and Irvon Weber were hired as consultants by EKNL. This agreement would later disappear off the books. Apparently the deal never closed and the cancellation of the agreement was never disclosed to shareholders.

On August 26, 2008, EKNL acquired Brevina Tool & Die Ltd for $669,403 that EKNL didn’t have. As part of this agreement EKNL assumed control of 3 debt Notes for $97,087, $208,738, and $364,078. The $208,738 Note was turned into a convertible debt Note convertible into shares at $.005/share and was immediately converted into 43,000,000 free trading shares of EKNL stock. At this time EKNL was trading at $.05/share making those 43,000,000 free trading shares worth $2,150,000 – far more than the $208,738 they were issued to cover. The $364,078 Note was to be paid back from future revenues earned.

The Brevina Tool & Die Ltd acquisition was an arms length purchase since Brevina Tool & Die Ltd was an Ontario business entity controlled by one of the original EKNL shareholders from the Delaware merger, Slobodan Nikolic (see the chart earlier in the post – Brevina even shares the same address that Nikolic used to hold his 15,000,000 shares). That sort of makes you wonder how legitimate those debt Notes were and who actually got those 43,000,000 free trading shares from the first debt Note conversion.

In September of 2008, 1,000,000 shares were issued in a private placement at $.05/share raising $20,000.

During the last quarter of 2008, 2,782,994 shares were issued in a private placement at $.10/share raising $278,299.

For the year ending December 31, 2008, EKNL did however manage to earn $8,237 from sales, but lost $1,020,974 after subtracting away operational costs.

In order to make all of the 2008 acquisitions, EKNL had to borrow a lot of money. By the end of 2008, EKNL had $1,526,634 in liabilities.

In March of 2009, EKNL made yet another acquisition with money it didn’t have. EKNL acquired Niagara Industrial Finishes Inc for $250,000, 6,000,000 shares, and $1,000,000 in future revenues.

The share count now sat at 299,120,230.

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Reverse Split – Dirty Debt Conversions

I couldn’t find any major promotions done on EKNL during the later part of 2008 or first half of 2009, but I’m sure that insiders managed to sell off those 43,000,000 free trading shares from the arms length debt Note conversion forcing down the EKNL share price.

In June 25, 2010, EKNL executed a 1:300 reverse split wiping out all the previous shareholders allowing the shell to start over fresh again with a new higher share price of $.20/share.

The new outstanding share count was now 997,734.

On July 21, 2009, EKNL in by far the dirtiest move to date, converted $120,000 of debt into 60,000,000 free trading shares. That was a conversion rate of $.002/share at a time when EKNL was trading at $.20/share. $120,000 in insider owned debt converted into $12,000,000 worth of stock immediately following a 1:300 reverse split before the D was even dropped. Sickening.

On July 24, 2009, EKNL announced that it had issued 140,000,000 shares for the acquisition of an anonymous business entity called 2211259 Ontario Inc that had allegedly developed a proprietary method of making it possible for commercial and industrial tenants to participate in the capital appreciation of the properties they occupy. The company has also developed a financing structure that allows for an accelerated rate of growth in the acquisition, development and building of properties. This agreement was rescinded and the 140,000,000 shares cancelled on November 12, 2009.

By November of 2009, the liabilities/debts had grown to almost $2.5 million including $1.7 million classified as loans. On November 10, 2009, those $1.7 million in loans were converted into 170,000,000 common shares ($.01/share). This was another exceptional deal for the insiders since the stock was trading at $.043/share on November 10, 2009.

EKNL was now a stock with 230,997,734 shares of stock, 230,000,000 of which were owned by insiders through extremely discounted debt conversions.

Since only 6,460,097 shares trading (mostly consisting of small even blocks) before November 10, 2009 that means that nearly the entire 60,000,000 free trading shares were still being held by insiders when the new 170,000,000 free trading shares were issued.