29 Sep Nevada Gold Corp (NVGC) – finally going to see a promotion?
Over 12 months ago we did a research report on Nevada Gold Corp (NVGC) because the set-up for the ticker screamed out possible future paid promotion. Since that report (found here) NVGC has been slow making progress towards that possible future paid promotion. On August 27 2013, Nevada Gold Corp (NVGC) began to actively trade for the first time. The first two days of real volume were very interesting. On August 27, 2013, NVGC quickly shot up to $3.50/share before falling back down and closing at $.35/share. On August 28 2013, NVGC quickly dropped down to $.06/share followed by a day long recovery back to $.11/share.
When we saw the share price drop down to $.06/share we quickly alerted the unusual volume because based on the share structure for NVGC (28,050,000 free trading shares) the price marked a good entry price if a paid promotion was soon to start. Even without a paid promotion, the $.06/share price looked like a good entry point for a flip into speculation volume. Because of the potential for some easy profits we did an updated research report on NVGC on August 28, 2013 found here.
NVGC ended up making a nice recover from $.06 to $.22 before dipping again to $.12 and doing another nice recovery to $.24.
On Friday September 27, 2013 things started to look interesting again for NVGC. The price started to drop again from $.20 to $.16, but nearly all of the volume came in the last 40 minutes of the day included some good sized sells.
Suddenly rumors and speculation are starting to build again that NVGC could see a paid promotion soon. Since there has already been some false alarms on NVGC the rumors should not be taken too seriously. The best move with NVGC is to continue to treat it as a speculation play until proven otherwise. Of all the rumors/information about a potential future promotion I've seen for NVGC the one I find the most creditable is that Nevada Gold Corp (NVGC) could end up being the next Stock Castle promotion.
At this point I'd like to take the time to quickly take our old research and build on it with some updates.
On May 12, 2008, Massey Exploration Corp filed an S-1 to go public. The attorney doing the legal opinion for the shell was banned attorney Joseph Emas. Through the years, Emas has been a part of many stock scams, manipulated stocks, and promoted stocks. The auditor for the S-1 filing was George Stewart.
The S-1 filing showed Michael Hawitt as the sole officer/director owning all 3,000,000 outstanding shares at the time which he received for $.004/share. According to the S-1 filing, Michael Hawitt was devoting 2 hours per week to company matters. Since 2003, Michael Hawitt was the president of Balata Developments, a private real estate development company in Calgary.
Massey Exploration Corp used a British Columbia mining claim called the Hotspot Mineral Claim to help the shell go public. According to Massey Exploration Corp's own admission the claim may not contain any mineral reserves. The report for the mining claim was put together by James W. McLeod. Here is a better version of the report on the claim put together by James W. McLeod dated November 29, 2008 commissioned by Omega Exploration Services Inc. Omega Exploration Services Inc is a company wholly owned by James W. McLeod.
James W McLeod has shown up in several of our past reports. He has made a name for himself because of his involvement in helping convicted Security fraudsters, Thomas Coldicutt and Elizabeth Coldicutt with their shell factory scheme. Most of their shells used worthless mining properties provided by and vouched for by James W McLeod.
McLeod didn't just supply worthless properties to Thomas and Elizabeth Coldicutt. McLeod has been involved in facilitating the same scheme for Andrew Coldicutt (son of Thomas and Elizabeth Coldicutt) with ADMC, CDMC, and MFON and can be found as the provider of worthless mining properties to help take the following pump&dump tickers public that we have previously researched: WSGP, ISSP, NHUR, and TDNT
Like NVGC, Trident Brands Inc (TDNT) also used the Emas/Stewart/McLeod combination when going public. TDNT has an interesting connection to past Stock Castle ticker, Mustang Alliance Inc (MSTG) through its original officer/director, Mark Holcombe who lives in the Bahamas.
James McLeod has been involved in so many failed ventures and dirty shells that the SEC now requires companies to list James McLeod as "a risk factor".
George Stewart was also a favorite of Thomas and Elizabeth Coldicutt and their son, Andrew Coldicutt.
The S-1 was made effective on June 20, 2008.
The Seed Shareholders
On December 16, 2008 the Company completed an "all or nothing" public offering. 3,300,000 shares of common stock were sold at $.02 per share to 34 unnamed private investors raising $66,000.
The failed business plan
Besides the merger used to change states of incorporation, not a lot happened over the next 3 1/2 years. The outstanding share count remained at 6,300,000. Cash slowly dried up with no revenues to show for it. The worthless property used to help get SEC approval to allow Massey Exploration Corp to publicly trade was just that; worthless. The property was abandoned in 2009 less than a year after Massey Exploration Corp went public.
On July 9, 2012, Michael Hawitt filed to do an 8.5:1 forward split which cleared on Friday, July 27th.
The new share ownership looked like this:
Michael Hawitt - 25,500,000 shares
34 seed shareholders - 28,050,000 shares
Change of Control
On July 20, 2012, Michael Hawitt resigned from all of his officer/director positions. He was replaced by Merrill W. Moses.
Charles Hooper (aka C. Cortland Hooper) was also added as a director.
Moses was a director for SMI Products, Inc (SMIP) in 2003. Moses was the long time CEO of Armor Electric Inc (ARME). Merrill W. Moses also controls a company called Cambridge Financial Services Inc. in Solana Beach, CA.
Merrill W. Moses is the COO and Charles Hooper the CEO of the Finance & Management Division of Liberty Capital International (an international financial and project management firm).
Merrill W Moses ended up acquiring 13,000,000 shares from Michael Hawitt for $10.00.
Charles Hooper ended up acquiring 6,500,000 shares from Michael Hawitt for $10.00.
Michael Hawitt maintained control of 6,000,000 shares.
On July 26, 2012, the name of the entity was changed from Massey Exploration Corp to Nevada Gold Corp. (not to be confused with the Nevada business entity called Nevada Gold Corp). The Nevada Gold Corp that is the subject of this report is incorporated in Delaware.
Judging by the new name of the corporation, it appeared obvious that the company would remain in the mineral exploration business.
On September 6, 2012, Nevada Gold Corp got its new trading symbol, NVGC.
You cannot have a future paid promotion without some assets.
On August 8, 2012, NVGC signed an agreement with a Utah entity called Development Resources LLC for the acquisition of 51% interest in 2,560 acres of landing consisting of approximately 120 BLM lease claims.
The agreement required NVGC to pay $47,000 in developmental costs right away, $25,000 by September 15, 2012, $25,000 by October 15, 2012, and $75,000 by November 15, 2012. NVGC also had to issued 3,000,000 shares to Development Resources LLC. An option agreement was included that would allow NVGC to acquire a larger interesting in the claims if they were able to meet certain further financial and developmental stipulations down the road.
Signing for Development Resources LLC was Lee Eastman (aka Gerald Lee Eastman). Turns out that Lee Eastman had previously provided properties for other penny stocks including BYRN (see that report here), CCGC, GSPT, LXES, SUBB, and PNGM.
NVGC would end up failing to make the $125,000 payment to Development Resources LLC (Lee Eastman) and the agreement got cancelled.
On March 13, 2013, NVGC filed an 8K for the same exact purchase and option agreements again, only this time they were agreeing to pay a different Utah business entity named National Energy Development LLC for the claims. Signing for National Energy Development LLC was LaRoy Orr. LaRoy Orr just so happened to be the resident agent for Development Resources LLC so this really wasn't much of a change.
Turns out that LaRoy Orr and Lee Eastman go way back. They were charged by the SEC together back in 1983 for the sale of over $12 million in unregistered debt Notes.
Gerald Lee Eastman ended up getting sentenced to up to 18 months in prison for his crimes.
During the sentencing phase for Eastman, he was busted for passing $340,000 worth of bad checks in Canada and receiving $140,000 from the activity. I am not sure what came of this second fraud Eastman carried out in Canada.
LaRoy Orr and his brother, Kenneth Orr, were basically slapped on the wrist for their security violations agreeing to never do it again.
Bottom line is that we have a close knit group of penny stock vets that do not have the cleanest pasts now running the show for NVGC.
As of May 31, 2013, NVGC had yet to make the $25,000 payment to LaRoy Orr. According to the most recent filing the payment was due by July 1, 2013.
The balance sheet for NVGC already shows $67,563 in debt Notes owed to an anonymous unrelated 3rd party and the company still has almost no cash.
Current Share Count
Authorized - 125,000,000 shares
Outstanding - 53,550,000 shares
Merrill Moses - 13,000,000 shares (restricted)
Charles Hooper - 6,500,000 shares (restricted)
Micheal Hawitt - 6,000,000 shares (restricted)
Anonymous Seed Shareholders - 28,050,000 shares (free trading) costing $.00235/share.
Unusual Trading Activity
On Tuesday, August 27, 2013, NVGC had its first real day of trading. The price started at $.10/share then shot up to $3.50/share then came back down and closed at $.35/share.
On Wednesday, August 28, 2013, NVGC continued to see unusual trading activity. The price quickly fell about 75% down from $.35/share to $.065/share. At this point many of our members jumped in as a bottom/speculation type play knowing that NVGC was a fresh ticker with a shot at a future paid promotion. The stock price recovered throughout the rest of the day closing at $.11/share.
As we predicted, NVGC started a climb to back over $.20/share. It turned into a nice speculation flip.
Late on Friday, September 27, 2013, NVGC started showing some new signs of unusual trading with a late day volume surge and price drop putting NVGC back on our radars for a possible paid promotion or yet another nice speculation play.
Acquisition Agreement Extended.
In our last report we mentioned that NVGC had not yet met its obligations for the mining claim acquisition agreement. The first $25,000 payment to National Energy Development LLC (LaRoy Orr and Lee Eastman) was due in May and had not yet been paid.
Since our last report we have now found out that the due date for the first $25,000 payment has been extended to September 30, 2013.
New Acquisition Agreement
On September 1, 2013, NVGC entered into another acquisition agreement for some more mining claims located in Nevada.
This time NVGC signed an agreement with Western States Silver, LLC for the acquisition of 75% ownership of a gold mine known as the Diamond Jim Mine in Elko County, Nevada. The agreement only requires NVGC to pay $5,000 to Western States Silver LLC by September 30, 2013. The property was optioned to Western States Silver LLC by Sandra J Mason. Western States Silver LLC is controlled by Malcolm Bell.
Malcolm Bell actually goes by J. Malcolm Bell. He is from Vancouver. J. Malcolm Bell is the VP of MicroCoal Technologies Inc, the president of Malcolm Bell & Associates Ltd, and the president of Western States Silver Ltd.
Western States Silver LLC was incorporated in Nevada in 2012.
Website goes live
Besides the payments to make the property acquisition official, we were also missing a website for Nevada Gold Corp. We located the future Nevada Gold Corp website here.
That website finally went live on September 5, 2013.
The biggest information that can be taken from the new NVGC website is that they have hired Stuart T Smith of Smallcap Voice for IR services.
According to his disclaimer, Stuart T Smith received $2,500 from NVGC on 9-3-13 for 30 days of service.
In the past Stuart T Smith has done investor relations services for MJNA, JAMN, and several lesser known tickers. His involvement doesn't exactly scream out higher level promotion in the future for NVGC.
NVGC still has at least $67,563 in suspicious debt Notes and 28,050,000 mostly insider owned free trading shares. For that reason it still has to remain on watch for a possible future paid promotion. Until that promotion happens, NVGC is best traded as a speculation play especially with its history of recovering very well from its dips.
If any new clues are found about the type or timing of a possible NVGC paid promotion we'll be sure to update our members immediately. As we move into next week we will be watching NVGC very closely.