Replies to post #157634 on NanoTech Entertainment Inc (NTEK)

[Helter Skelter]

I'm not talking about the debentures. The published ntek report lists other offerings...and directly below those offerings it says...wait for it...

All of these offerings were undertaken pursuant to the limited offering exemption from registration under the
Securities Act of 1933 as provided in Rule 504 under Regulation D as promulgated by the U.S. Securities and
Exchange Commission. These offerings met the requirements of Rule 504 in that: (a) the total of funds raised in the
five offerings does not exceed $1,000,000; and (b) the offer and sale of the Securities was not accomplished by means
of any general advertising or general solicitation.

Here's another problem. On April 20, 2012 Joan Sherman became a control person when she received 52,000,000 more shares bringing her total share count to 113,000,000 shares. Well over the 10% of OS threshold...of becoming a control person. If one has over 10% of the OS then that person/entity is a control person and those shares are restricted for 1 year AND cannot be sold except for at a formula rate of 1% of the OS every 3 months. She wasn't listed as a control person by ntek (ntek did list others...but not Joan Sherman). All of her shares had to have entered into the float...meaning that the restrictive legend was removed or was never there.



I need to send this to the SEC. I don't think I was this clear...previously...regarding Joan Sherman.

[Helter Skelter]

Why did ntek lie in their 8-K filing to the SEC, then?

Let me state this VERY SIMPLY: ZERO, none, NOT ONE 504
share was ISSUED...that clause states that the OFFERING
fits the criteria for issuance...

Here's (8-K filing with the SEC on 03/09/2012 just 14 days before they blew out 500,000,000 shares to two "fake entities" and 19 days before they blew out 105,000,000 shares to Joan Sherman and Bruce Schoengood) another instance where ntek states that they are utilizing Rule 504 of Regulation D.

Note: None of these stated issuances involves a convertible debenture.

All of these offerings were undertaken pursuant to the limited offering exemption from registration under the Securities Act of 1933 as provided in Rule 504 under Regulation D as promulgated by the U.S. Securities and Exchange Commission.

(Click on the image above to resize the image to it's original size)

Link > ntek 8-K filed with the SEC 03/09/2012

There's a serious problem with this filing, this lie.

Shame on ntek.

Good morning, nikodemos.