LJ-Bodhi
10月前
Folks should read the quarterly report to understand this "company" makes no money and blatantly issues preferred stock to its "president" and two "directors" which are being converted into massive amounts of common shares.
In May 2024, the Company entered into an employment agreement as our chief executive officer. The Company agrees to pay a salary of $300,000 per annum. During the period ended June 30, 2025, the Company recorded payroll expense of $150,000 and the Company issued 18,955 shares of Series D Preferred Stock for payroll.
In May 2024, the Company entered into an employment agreement as our director with a one-year term. The Company agrees to pay a salary of $5,000 per month. During the period ended June 30, 2025, the Company recorded payroll expense of $30,000 and the Company issued 3,791 shares of Series D Preferred Stock for payroll.
In January 2025, the Company entered into an employment agreement as our director. The Company agrees to pay a salary of $5,000 per month. During the period ended June 30, 2025, the Company recorded payroll expenses of $25,000 for a director and the Company issued 2,842 shares of Series D Preferred Stock for payroll.
Next, follow the trail to see that these preferred shares are convertible at a rate of 100 to 1, and you can then see they are converting massive amounts (otherwise called dilution) for shares they paid nothing for.
Series D Preferred Stock
On July 2, 2024, the Company established its Series D Preferred Stock, par value $0.0001, by filing a Certificate of Designation with the Delaware Secretary of State. The Company’s board exercised “blank check” authority to establish classes of preferred stock without approval by shareholders under provision of its original Articles of Incorporation and has designated 20,000,000 shares of Series D Preferred Stock.
They may convert the Series D Preferred Stock to Common Stock at a rate of 100 shares of common stock for each share of Series D Preferred Stock. Each Series D Preferred Stock carries the voting rights equal to 100 shares of Common Stock.
During the period ended June 30, 2025, the Company issued 25,588 shares of Series D Preferred stock valued at $205,000 for compensation.
During the period ended June 30, 2025, one shareholder converted 8,333 shares of Series D Preferred stock to 833,300 shares of common stock.
During the period ended June 30, 2025, the Company issued 39,868 shares of Series D Preferred stock in cash for subscription of $300,000.
As of June 30, 2025, and December 31, 2024, 129,810 and 72,687 shares of Series D Preferred Stock are issued and outstanding, respectively.
Well, there is something called "sweat equity" for their efforts in the sense that actual profitable work would be done in order to obtain shares. However, this company had zero revenues in the past 3 months, and only $3,219 the first 3 months of the year.
The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred losses since inception and had an accumulated deficit of $9,518,356 as of June 30, 2025. The Company requires capital for its contemplated operational and marketing activities. The Company’s ability to raise additional capital through the future issuances of common stock is unknown. Obtaining additional financing, successful development of the Company’s contemplated plan of operations, and the transition, ultimately, to profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raises substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties.
In order to mitigate the risk related with this uncertainty, the Company plans to issue additional shares of common stock for cash and services during the next 12 months.
Dilution is a very bad thing when a company makes no money and is so far in debt.
During the period ended June 30, 2025, the Company issued 900,000 shares of common stock for stock payable.
During the period ended June 30, 2025, the Company issued 833,330 shares of common stock valued for conversion of Series D Preferred stock.
As of June 30, 2025, and December 31, 2024, there were 9,948,659 and 8,215,426 shares of the Company’s common stock issued and outstanding, respectively.
Here is the entire quarterly report for anyone to read:
https://www.otcmarkets.com/filing/html?id=18697068&guid=eDE-k60g_CVaJth
Ribo
11月前
A 1-for-1 dividend, also known as a stock dividend
A 1-for-1 dividend, also known as a stock dividend, means that for every share of stock an investor owns, they receive one additional share as a dividend. This effectively doubles the investor's number of shares but does not change the overall value of their investment, as the share price is usually adjusted to reflect the increased number of shares.
Here's a more detailed explanation:
Issuance of new shares:
Instead of paying a cash dividend, the company issues new shares of its stock to existing shareholders.
1-for-1 ratio:
A 1:1 ratio means that for each share a shareholder owns, they receive one additional share.
No change in value:
Example:
If an investor owns 100 shares and the company issues a 1-for-1 dividend, the investor will receive an additional 100 shares. They will now own 200 shares. However, the share price will likely be halved to reflect the new total number of shares.
Keener did a one for three hundred reverse split, then a one for 2 forward split.
He could have done a 1 for 150 reverse split without being deceptive.
Dividends and Dividend Shares are totally differen
Sorry, my bad this info is for a 1 for 2 Dividend Shares
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=176458740
LJ-Bodhi
11月前
This is directly from the last quarterly report:
Employees
Currently, the Company has one full-time executive employee. We retain hourly labor as needed and professional consultants to operate our business. The company's management expects to use outside consultants, attorneys, and accountants as necessary. The need for additional employees and their availability will be addressed when deciding whether to acquire or participate in specific business opportunities.
The "company" has no revenues, makes no money, has crap products, but has a contract to pay the great leader Keener $300k salary a year. But.....the no money problem means the "company" issues him preferred stock. Same with the "director" who gets $60k a year to direct.....ummmmm....his fingers up his bum??? Alas, no real money so director extraordinaire gets preferred shares also. Anyone who spends their real money on these clowns and their stock deserves every slice of crapola pie they get in return.
Employee agreements
In May 2024, the Company entered into an employment agreement as our chief executive officer. The Company agrees to pay a salary of $300,000 per annum. During the period ended March 31, 2025, the Company recorded payroll expense of $75,000 and the Company issued 8,757 shares of Series D Preferred Stock for payroll.
In May 2024, the Company entered into an employment agreement as our director with a one-year term. The Company agrees to pay a salary of $5,000 per month. During the period ended March 31, 2025, the Company recorded payroll expense of $15,000 and the Company issued 1,751 shares of Series D Preferred Stock for payroll.
Here's the full actual 10Q:
https://www.otcmarkets.com/filing/html?id=18460079&guid=Sni-kWkEfbxmB3h