16 Aug Vision Plasma Systems Inc (VLNX) – Research Report
VLNX became the official new AwesomePennyStocks pick this morning around 9:45 am. As mentioned in this post, the alerts were staggered and inconsistent. Some people that paid APS for the premium service never got their alerts and others that didn't pay for the premium service were pleasantly surprised when they did receive the early alert.
47 of our members were on hand in our chat room before the open today when some premarket activity put VLNX on our radar. The ticker was first mentioned in our chat room before the open. Within seconds after the open we made the firm decision that VLNX had to be the next APS pick and many of our members were able to get filled while the stock price was still in the teens.
We created the IHUB forum for VLNX to make tracking the ticker a little easy and based on the action on that forum, by the time APS officially made VLNX their pick, hundreds of people already knew it was coming. The $149/month subscription price for the early alert proved to be pretty worthless for many traders with good social media resources or other strong sources like our site.
Vision Plasma Systems Inc (VLNX) - RESEARCH REPORT
VLNX isn't your usual APS pick. Most of their picks are fully reporting companies that were created right from the start for a future APS paid promotion. VLNX follows in the foot steps of ABOT and CDOI as a non-SEC reporting shell with a long spotty history once promoted by the AwesomePennyStocks promotional sites.
Vision Plasma Systems Inc went public as Mercristo Developments Inc in 1997. The name of the shell was changed to Addison Industries Inc in December of 1998. When the shell did its last SEC filing (an NT-10K on May 3, 1999) it was still a Delaware business entity.
In April of 2006, Addison Industries Inc merged with Bonanza Land Holdings Inc which was a newly created Nevada business entity. It did a name/symbol change to Bonanza Land Holdings Inc (BZLH) and conducted a 1:100 reverse split on May 15, 2006.
The Bonanza Land Holdings Inc entity didn't do any annual filings with the Nevada SOS and was revoked in 2008. The SEC failed to delete the ticker allowing the dead shell to remain publicly traded. Then on June 28, 2011, new ownership came in and grabbed possession of the shell reinstating it with the Nevada SOS.
The first act upon reinstatement was raising the authorized share count from 100,000,000 to 500,000,000 on August 18. 2011. According to the inactive Initial Company Information and Disclosure Statement filed on September 23, 2011, Bonanza Land Holdings Inc acquired VLinx B.C. Inc (a Vancouver company) on August 9, 2011.
vLinx Inc. (the “Company”) was incorporated on April 12, 2002 under the name of 4043189 B.C. Inc. pursuant to the laws of British Columbia and on June 17, 2002 changed its name to vLinx Inc. The Company’s wholly owned subsidiary, vLinx (USA) Inc. (“vLinx (USA)”), operating as “vLinx.com” was incorporated in the State of California on January 3, 2000
The now inactive attorney letter written for the Disclosure Statement by Morse & Morse PLLC of New York mentions that the shell had a court appointed receiver - X-Clearing Corporation - suggesting that after the shell got revoked somebody filed for custodianship then after gaining control of the shell either passed it on or used it themselves for the new business operations.
X-Clearing Corp is a transfer agency located in Denver, Colorado. They are a wholly owned subsidiary of Fincor Inc (FINC). Here is their website. Here is a list of publicly traded companies they currently service. X-Clearing Corp is controlled by Robert Stevens and Jodi K Stevens. Jodi K Stevens is currently the CEO of Forever Valuable Collectibles (FVBC). Robert Stevens who can be linked to such companies as Hoss Capital LLC, Technology Partners LLC, and SHC Capital LLC is a former officer and very large shareholder in Marine Exploration Inc (MEXP).
The author of that now inactive disclosure statement was Wayne Bailey. Wayne Bailey also authored this inactive quarterly statement for Cardio Infrared Technologies, Inc (CDOI) on May 1, 2011.
Both VLNX and CDOI also use the same legal counsel, Andrew Coldicutt.
The APS family promoted CDOI in July of 2011. CDOI is now sitting at $.0002/share.
Who is Wayne Bailey?
According to this March 13, 2012, Attorney Letter drafted for VLNX by Andrew Coldicutt, Wayne Bailey is responsible for preparing the financial statements for the VLNX shell.
9. The person responsible for the preparation of the financial statements contained in the information is Wayne Bailey, and his address is 1810 16th Street, G107, Newport Beach, California 92663. The financial statements have not been audited.
Wayne Bailey was also once the CFO of Liberty Diversified Holdings Inc (LDHG) [now known as Nutripure Beverages Inc (NBVG)], While with LDHG/NBVG, Wayne Bailey worked under Ronald Touchard. Read a little history about Touchard's past connections with Tony Papa and Eric Van Nguyen and the ugly history of LDHG/NBVG here and here.
Who is Andrew Coldicutt?
Andrew Coldicutt is the son of Thomas D Coldicutt and Elizabeth L Coldicutt who both recently got busted by the SEC again (they are repeat offenders) this time for secretly funding and controlling shares in shells that were used for pump&dumps. See the SEC litigation release and SEC Complaint for more details. According to his yatedo page, Andrew Coldicutt has worked with the Carrillo Heuttel, LLP law firm over the past 2 years. Carrillo Heuttel is an AwesomePennyStocks regular and a Kirks/Skymark regular before that.
The current share structure
According to our inactive disclosure statement, on December 31, 2010 there were only 1,048,783 shares outstanding with 15,556 shares in the float. In just 8 months those numbers rose to 375,148,786 shares outstanding and 100,015,556.
As of our most recent fiscal quarter ended June 30, 2011 and as of the end of each prior fiscal year ended December 31, 2010 and 2009, we had 50,000,000 Common Shares authorized, with 1,048,783 Common Shares issued and outstanding., including 15,556 free trading shares and 1,033,227 restricted shares, held by 387 shareholders. Currently, we have 500,000,000 common shares authorized with 375,148,786 issued and outstanding shares including 100,015,556 freely tradable shares, with 423 shareholders.
That means that 374,100,003 new shares were issued (100,000,000 of which were free trading shares) between December 31, 2010 and August 15, 2011.
Tracking down the first 275,00,000 shares was easy. 275,000,000 shares were issued for the acquisition of VLinx. Concurrent with the acquisition, 1,000,000 of the previously owned shares were cancelled. Most of those 275,000,000 shares were split up as follows:
Kombiz Eghdami - 107,646,637 shares
TonBridge Management (controlled by Kombiz Eghdami) - 37,500,000 shares
Beheko Corp (owner unknown) - 71,530,983 shares
Pep Peri Pembo Management VCC (owner unknown) - 18,395,516 shares
William Saywell - 18,999,612 shares
Finding out who got the 100,000,000 free trading shares was not so easy. The filings refuse to disclose who got those 100,000,000 free trading shares. The only hint they give us is that those 100,000,000 shares were "issued by court" probably suggesting that they were issued for an unpaid debt Note that went into default, but being that all we get are unregulated OTC filings to read through, I don't trust anything in those filings including the financial numbers.
The financial numbers claim that the VLinx shell came with almost $1.9 million in accounts receivable, over $4 million in debt Notes, and almost $27,000 in revenues in the last quarter of 2011. The disclosure statement also claimed the company had signed contracts with Kroger and Walmart.
The current set-up
On February 7, 2012, Vlinx Technology Inc acquired Carbon Based Partners, LLC as an operating subsidiary of the Company. On April 3, 2012 the name of the shell was changed to Vision Plasma Systems Inc.
When you do as much research as I have, you remember names like Carbon Based Partners LLC. Carbon Based Partners LLC showed up in a recent research report I did on Nano Labs Corp (CTLE).
At one point in November of 2011, Nano Labs Corp (CTLE) [then still known as Colorado Ceramic Tile Inc] purchased all of the assets of Carbon Based Partners LLC for $500 and approved a name change to Carbon Based Partners Inc along with a 36:1 forward split.
On November 29, 2011 a reorganization plan was approved by the shareholders that involed:
1) the transfer of all of the Company's assets to CCT,Inc, a wholly-owned subsidiary of the Company;
2) the sale of CCT, Inc. to Sandie Venezia, an officer and director of the Company for $500;
3) the Company's acquisition of the assets of Carbon Based Partners, LLC ("CBP") for $500.
In connection with the plan of reorganization, the Company's shareholders:
o approved a resolution changing the name of the Company to Carbon Based Partners, Inc.
o approved a forward split the Company's common stock on a 36 for 1 basis.
In December of 2011, that agreement with Carbon Based Partners, LLC was cancelled and the Colorado Ceramic Tile Inc shell went on to become Nano Labs Corp doing a 25:1 forward split instead.
So Carbon Based Partners LLC was once purchased for $500. How much value can a company have if they were once sold for just $500?
After Vlinx Technology Inc acquired Carbon Based Partners LLC they changed the name of the shell to Vision Plasma Systems Inc and moved to a new address:
200 S. Virginia 8th Floor
Reno, NV 89501
That address can be found connected to two other publicly traded companies, Tundra Gold Corp (TNUG) and North Springs Resources Corp (NSRS) which was one of AwesomePennyStocks biggest pump&dumps and used attorney Carrillo Huettel LLP. TNUG and NSRS actually have something else in common. They both signed agreements with MinQuest Inc - Richard Kern.
According to Tundra Gold Corp's filings, they pay only $169/month to lease that address. The reason it is so cheap is because it is a Regus virtual office.
The most recent disclosure statement lists the new VLNX business plan as follows:
Vision Plasma Systems, Inc. (formerly Carbon Based Partners LLC) is a technology company that has developed a Portable Plasma Gasification System for the Complete Remediation of Hazardous Waste. The power and opportunity in the proprietary Arc Master I lies in mobility and flexibility. The system can be located close to the source of hazmat, which largely eliminates the need for long haul transportation of dangerous materials on highway, rail and barge systems. The system also can be up and operating within one hour of arrival on site.
The new company website can be found here. The old Carbon Based Partners LLC website now forwards to that new site. All of the former assets, debts, and revenues, and business operations of the shell while called Vlinx Inc just vanished from the filings. VLNX suddenly had no cash and no revenues. Just forward looking business operations, intellectual property they value at $375,000, and orfcourse those 100,000,000 free trading shares ready to dump during a paid promotion.
The founder of Carbon Based Partners LLC, Timothy P. Volk, became the new CEO of VLNX.
The new CFO became Garett Dean Parsons formerly of EPOD Solar Inc and NanoTech Inc. (both companies with connections to Mike Matvieshen). Garett Parsons (aka Garrett Parsons) was also once a major shareholder in Kolorfusion International Inc (KOLR) which got suspended on February 23, 2012.
The complete team can be found at this old archived version of the website.
Shilo Capital became the owner of 211,794,460 shares and thus now has control of the shell (on paper at least). If anybody has any luck located Shilo Capital please let me know.
As of the last financial report filed for the period ending June 30, 2012, the shell still had no cash and no revenues, only a forward looking business plan. The shell did add $324,738 in debt Notes with no explanation where they came from. And to date no explanation exists for the issuance of those 100,000,000 free trading shares which at the average trading price of around $.30/share today would have fetched $30,000,000.
The author of that recent VLNX report was Wayne Bailey again. So despite the shell changing hands, it appears that the same people are still involved running the ticker in the background.
So now what?
VLNX has already put out a press release to support the stock price tomorrow. Most people know that VLNX is just a pump&dump. What people don't know is where the stock price will go from here. I guess that all depends on APS and the owner of those 100,000,000 free trading shares.
APS has had a good record with its recent picks of steady climbs for several days usually not reaching the all-time high until at least 2 weeks into the promotion before the inevitable crash down, but this isn't the same old APS (as already evidenced through the recent changes to the way their promotions are alerted) and this isn't a typical APS pick since it is trading on the pink sheets.
With over 300,000,000 shares traded today a large chunk of those 100,000,000 free trading shares may already be gone. As with any pump&dump, there is always the small risk of some kind of regulatory action at any moment and there is always the possibility that insiders have found ways to clear even more shares to be dumped besides just those 100,000,000 shares. This is after all a pink sheet company that has gone out of the way to keep much information about its debt Notes and insiders a secret from its investors.
This interesting Bull Exchange ad showed up on google calling VLNX a scam. Is this in retaliation for APS making negative comments about TBX in the APS newsletters and placing Dino Paolucci's name on the servers? More details about that promoter war here.