SOME FACTS TO PONDER!
If you believe that someone would be DIM enough to put $10 Million with RMIL, then you must also believe that the RMIL has already filed their 10K. It is my belief that a current 10K will never be filed, because MORGAN, BRETON et al would have to explain the facts related below.
Rocky Mountain International Ltd. Books $14 Million in Phantom Assets
FACT: On October 9,1997, Rocky Mountain filed an 8-K with the SEC which recorded an investment on its balance sheet of $14,000,000. This $14,000,000 asset is critical to investors in that it represents 97% of the shareholder equity of Rocky Mountain.
FACT: Rocky Mountain's $14,000,000 investment is 4,000,000 shares of restricted stock in a company named VHS Holdings, which traded at $0.19 per share at the time of the 8-K filing. If Rocky Mountain owned these shares, and if the shares were free trading, which they are not, and if there was a liquid market for the shares, which there isn't, they would be worth $760,000, not the $14,000,000 reported to investors.
FACT: Mr. Puhr was the CEO of Phoenix Resources Technology Inc. when Phoenix Resources sold its oil and gas assets to a company named MVP Holdings. Phoenix Resources received certificate number 2005, representing 4,000,000 shares of MVP Holdings restricted stock, for its oil and gas properties.
FACT: On October 9, 1997, Rocky Mountain filed an 8-K with the SEC stating they owned an investment worth $14,000,000 which are the 4,000,000 shares of MVP Holdings owned by Phoenix Resources.
FACT: On October 8, 1997, one day before Rocky Mountain filed its 8-K, Phoenix Resources issued a press release announcing that they were distributing the 4,000,000 shares of MVP owned by Phoenix Resources, to the shareholders of Phoenix Resources. Certificate number 2005, representing 4,000,000 MVP Holdings shares owned by Phoenix Resources was canceled and the 4,000,000 MVP Holdings shares were reissued to the Phoenix Resources shareholders.
FACT: On October 21, 1997, MVP Holdings issued a press release disavowing any claim of ownership by Rocky Mountain or Olympus Ventures of MVP Holdings shares.
FACT: Rocky Mountain does not own what is owned by Phoenix Resources and which Phoenix Resources distributed to its shareholders. Anyone that argues that Rocky Mountain owns the proceeds from the sale of another company;s assets can't be take seriously.
FACT: Rocky Mountain does not own any MVP Holdings shares which means that the shareholder equity of Rocky Mountain is not the $14,427,800 as reported, it is $427,800. If you add up the 3,071,081 shares the company states as outstanding in their 8-K, plus the 6,684,750 issued into escrow for RMCW, plus the 4,000,000 free shares optioned to Morgan and Breton, you get a total of 13,755,831 shares issued on a fully diluted basis. With an honest shareholder equity of $427,800, the book value per share is $0.031.
FACT: The proof that Morgan, Breton and Puhr anticipated a problem with Rocky Mountain's alleged ownership of MVP Holdings shares is in Share Exchange Agreement filed with the 8-K, which says "With the exception that, pursuant to Section 3.6 hereof, an additional 6,000,000 shares will be issued 12 months from the date of this contract subject to no undisclosed claims, debts or similar causes of action that may be asserted against RMIL and arising from PRTI's acquisition or ownership of MVP Holdings, Inc. a Nevada corporation ("MVP").
ASSUMPTION: If someone believes that Rocky Mountain is entitled to the proceeds of the sale of Phoenix Resources assets, then you would need to calculate the value of MVP Holdings restricted shares. On Nov. 18, 1997 MVP Holdings traded at $0.22 per share. 4,000,000 shares, if they were free trading, which everyone agrees they are not, and if there was a liquid market for the shares, which there isn't, the shares would be worth $880,000.
CALCULATION: To prove a point pretend RMIL is the lawful owner of the MVP Holding's shares. Then pretend the restricted shares are worth the same as free trading shares. Then pretend there if a liquid market for the shares. Then pretend their value is $880,000. Now you must add an additional 6,000,000 shares which are to be issued if there are no adverse claims against the MVP Holdings shares. When you add 6,000,000 new shares to the 13,755,831 fully diluted shares currently outstanding, the total shares issued stands at 19,755,831. Now add the real shareholder equity of $427,800 plus the pretend $880,000 and you get a total shareholder equity of $1,227,800. If all of the pretends were true the book value per share of Rocky Mountain would be $0.062.
FACT: The garment factory in Hialeah, Florida has been closed for months
FACT: The water bottling facility in Ten Sleep is closed
FACT: The Palco deal was canceled two days before Morgan and Brenton announced the deal, per the owner of Palco.
FACT: The two million free trading shares registered for the Employee Stock Ownership Plan have been issued to free to undisclosed parties.
FACT: Morgan and Breton gave themselves an option to acquire 4,000,000 shares at an exercise price of less than 1 penny each.
Dempsey Mork can be reached at 760-360-1042. You are invited to call. |