08 Jan Xumanii (XUII) – research report
We have been following Xumanii (XUII) for a few weeks now because it has shown many of the basic signs of a shell being positioned for a future paid promotion. Yesterday (January 7, 2013) XUII filed an 8K announcing a $642,242 toxic convertible debt Note held by an anonymous British Virgin Island entity which could be the sprinkles on top of this pump&dump cupcake.
Early History of the Shell
Xumanii Inc went public as Medora Corp. The S-1 filing was approved in March of 2011.
Besides engaging the help of Anslow Jaclin LLP, Medora Corp also hired Natasha Lysiak (Executive Consulting Services Group) for consulting services. Natasha Lysiak is the daughter of another attorney from our list of top 10 attorneys to follow for a future paid promotion, Conrad Lysiak.
Alive gave us a great run down of other tickers that hired Natasha Lysiak for consulting services in his PADR research report found here. The following is an excerpt of that research:
Natasha Lysiak, head of ECS, is the daughter-in-law of Conrad C. Lysiak, attorney for PADR and many pumps before.
Natasha has shown up in quite a number of promotion stocks.
If her ECS consulting group shows up in a ticker, there is a high likelihood that the ticker will undergo a promotional campaign.
Here is a timeline of Natasha's work along with her comp, starting date and the attorney that brought the companies public:
RNCH June 9, 2004 - $ 1,000/ month - Conrad Lysiak
This is the first place Natasha shows up as her father in law brings her into the game.
She let him use her home address for the corporate office of Metalex Resources which went on to be Rancher Energy Corp.
ADNT September 24, 2007 $1,000/month - Conrad Lysiak
RVDM December 21, 2007 $1,500 / month - Conrad Lysiak
CRPZ December 1, 2008 $1,000 / month - Anslow & Jaclin
CDFT July 1, 2009, $1,000 to start and was increased to $1,500 - Diane Dalmy
ERSD May 2010 $1,000 / month - Conrad Lysiak
XUID May 2010 $1,000/month- Anslow & Jaclin
SANP August 1, 2010, $1,000 /month - Anslow & Jaclin
PADR $1,000 / month June 15, 2011 - Conrad Lysiak
HVFI $1,000/month July 15, 2011 - Mitchell & Associates
Medora Corp was a Jamaican based company with a forward looking business plan is to engage in electronic commerce ("ecommerce") through a collective buying website. Their target focus was to provide significant discounts to customers by allowing them to buy group coupons for local restaurants, hotels, spas, tourist attractions and bars in Jamaica. Medora Corp registered the following domain to help enact their forward looking business plan: medoracorp.com. The website was never developed and never became active.
The sole officer/director of the Medora Corp shell at the time that it went public was 29 year old Craig McKenzie. Craig McKenzie who was from Jamaica had spent the previous 7 years working as a Technical Assistant with The Ministry of Health / National Blood Transfusion Service, of Kingston, Jamaica.
Setting up Insiders with Extremely Cheap Shares
Prior to going public, Craig McKenzie issued himself 35,000,000 shares for $7,000 ($.0002/share).
14,045,933 shares were also sold to a group of 42 seed shareholders for $21,069 ($.005/share). The 42 seed shareholders all got around 650,000 shares each.
After going public, an additional 13,008,667 shares were sold to some unnamed private investors for $12,881 ($.001/share).
Change in Control
Medora Corp never made any progress with its forward looking business plans. They didn't even bother to take the time to develop their website. The shell obviously only existed to set up select insiders with super cheap shares to be sold in the future for huge profits.
By the end of 2011 all the cash was gone and it was time to put the next phases of this future paid promotion into action.
In April of 2012, Alexandre Frigon was brought on board as a new director. Among his other experiences, Alexandre Frigon, who is formerly a stock broker and from Montreal, Quebec, was the founder of a company known as Xumanii Inc.
One month later in May of 2012, Alexandre Frigon took over all of the officer positions becoming the new CEO, treasurer, and secretary. Craig McKenzie resigned but for the time being retained ownership of all 35,000,000 of his shares.
Forward Split - Ridiculous Insider Enrichment Scheme setting up
Insiders already got their shares (which are now free trading) for next to nothing, but if there was any doubt about what the XUII shell was really set up for, Craig McKenzie put that doubt to rest by used his voting control to approve a 5.5:1 forward split that became effective on November 8, 2012.
The new share count now looked as follows:
Authorized - 450,000,000 shares
Outstanding - 341,300,300 shares
Float - 148,800,300 shares
Craig McKenzie - 192,500,000 shares (restricted) - costing $.000036/share
Original Seed Shareholders - 77,252,631 shares (free trading) - costing $.0009/share
Anonymous Seed Shareholders - 71,547,669 shares (free trading) - costing $.00018/share
Name/Symbol Change and Change in Business Operations
As part of the forward split, the name/symbol of the shell was changed from Medora Corp (MORA) to Xumanii (XUII)
Here is a link to the Nevada business entity for the shell.
After the name/symbol change, the corporate address for the shell was changed from Jamaica to the Cayman Islands.
Xumanii operations consist of a social networking website found here that allows visitors to experience live online HD broadcasts. According to the website, during its testing phase, Xumanii offered free events and concerts with artists such as Edward Maya, Akcent, Lil Twist, Drake after party, Elephant Man, Serani and LMFAO. Xumanii also claims to be negotiating with artist such as Kayne West, Lil Wayne, Rick Ross, 2 Chainz and records labels such as Universal Records, Def Jam records, Epic records, Columbia records, RCA records, and many more.
On the website, XUII lists their investor relations contact as Richard Hull. Mr. Hull has shown up as the IR for other possible future p&d shells that we have researched on this site including CBAT and QPON.
To date, Xumanii has not realized any revenues. According to the Xumanii filings, an estimated $1.3 million will be needed over the next 12 months to successfully achieve the company's business plan.
More Information - Toxic Convertible Debt - Shady Consultants
Starting in June of 2012, XUII started borrowing money from an anonymous British Islands entity known as Atoll Finance Ltd.
According to the 8K filed on January 7, 2013, to date, XUII has borrowed $642,242 from Atoll Finance Ltd. The convertible debt Note can convert into free trading shares of XUII stock at a 30% discount to the average closing price of the stock over the previous 5 trading days.
The first $200,000 borrowed was used to pay officer bonuses of $42,500 and to pay consulting fees of $50,000 each to Carlos Goodspeed and AMG Terrence Gorman.
Carlos Goodspeed who is also known as Golden Child and Jason "DJ J Rudd" Rudd was named in a lawsuit in 2010 for taking funds as a promoter from a Dallas, Texas based company called 80's Baby Entertainment without delivering the promised entertainers. See more details at the following link:
Carlos Goodspeed was also named in a separate lawsuit for taking funds of $50,000 with the promise to deliver Young Jeezy then keeping $27,000 without ever delivering the rapper as promised.
It looks like Carlos Goodspeed has a long history of breaking the law.
Xumanii doesn't look like they will have any chance of ever turning their website into a successful revenue making venture. With 148,800,300 free trading shares all issued at well below $.001/share and a convertible debt Note owned by an anonymous foreign entity, it seems obvious to me that XUII is just an ugly insider enrichment scheme that will probably see a paid promotion some time in the not too distant future. To date XUII hasn't had any trading activity, but signs indicate that we could see the ticker start trading soon. It has a good share count/set-up for a future VM/APS pick. Tonight I am adding XUII to our list of tickers to watch for a future paid promotion.