To All:
We have been following with interest various comments pertaining to NVID International and its wholly-owned subsidiary, Aqua Bio Technologies.
Last December we had some interest in possibly investing substantial sums in this company. However, we were unable to obtain information of any substance about the company, it's principals or its products. Mr. Bunte, Mr. Klenovic, their various P.R. firms and market makers could not or would not respond to what should have been routine questions. The responses we got were conflicting or totally lacked substance. Their self-serving press releases established little credibility and, in fact, much of the time bordered on humorous. Therefore, we conducted our own research.
We would not normally investigate a company to this degree. However, in this case the more we investigated, the more curious we became, particularly in view of the ongoing publicity given to the rise in small stock schemes, as most recently detailed on the front page of the Money & Investing section of the October 14 issue of The Wall Street Journal. Following are some of our findings:
1) Electronic copper/silver ionization for water purification is not a new process. There are other established companies who have been manufacturing and marketing these products since the late 1980s. In fact, it appears Aqua Bio Technologies may be infringing some existing patents pertaining to this process.
2) Network Video, Inc. was incorporated in Delaware on Aug. 20, 1984. The company, whose intended business was licensing specialty video stores, raised significant capital through a public offering. The venture apparently failed and the company ceased operations in 1988. It had no operations from 1988 until 1994, but maintained the shell corporation which reported negative retained earnings of ($1,106,441) at May 31, 1994.
3) Aqua Bio Technologies, Inc. prior to mid-1996, operated as Superior Aqua Products, Inc. Superior Aqua Products, Inc. was formed in 1993 and was a distributor for electronic ionization systems purchased from an unrelated supplier.
4) On November 14, 1994, Network Video, Inc. acquired 92% of Superior Aqua Products, Inc. for 18,281,500 shares of its common stock, according to Moody's OTC Industrial Manual. During mid-1996, Superior Aqua Products' name was changed to Aqua Bio Technologies, Inc.
5) On May 26, 1995, Network Video, Inc. filed a Certificate of Amendment with the Sectretary of State, state of Delaware, changing its name to NVID International, Inc.
6) On March 1, 1996, Delaware's Secretary of State certified that NVID International, Inc. is no longer in existence and good standing under the laws of the state of Delaware, having become inoperative and void for nonpayment of taxes. The Secretary of State further certified that NVID was so proclaimed in accordance with the provisions of General Corporation Law of the state of Delaware on May 30, 1996, having been reported to the Governor as having neglected or refused to pay their annual taxes.
7) NVID International, Inc.'s only source of revenue is from its wholly-owned subsidiary, Aqua Bio Technologies. Gross sales for years ended December 31, 1993, '94 and '95 for Superior Aqua/Aqua Bio Technologies were $405,000, $402,000 and $176,000, respectively. The company posted negative retained earnings of ($694,000) for the three years ended December 31, 1995, on total sales for the period of $983,000. Neither NVID nor Aqua Bio Technologies have any tangible assets.
8) According to Moody's OTC Indsutrial Manual, there were 292 stockholders as of May 31, 1996.
9) In November 1995, NVID/Aqua Bio Technologies forecast revenue of $3.1 million and income of $412,000 for the 12 months ending December 31, 1996. We have been unable to establish revenue or estimated revenue year-to-date. We have tried Mr. Bunte, Mr. Klenovic, Mr. Arata, their P.R. firm, their attorney and their accountant all to no avial. From all we've been able to determine, it appears gross sales will be less than $200,000 -- considerably short of their $3.1 million projection made just one year ago.
10) NVID/Aqua Bio Technologies employs fewer than ten individuals, including:
Robert Bunte - President, C.E.O., Director NVID. Bunte held various accounting-related positions with various companies and private accounting practices since 1969. He reportedly held positions of Treasurer, Secretary and President of Network Video/NVID since inception in the early 1980s. Since the failed Network Video venture, Bunte reportedly functioned as a private CPA and in marketing and sales capacities.
Matthew Klenovic - Secretary, Treasurer, Director NVID; President Superior Aqua Products/Executive Vice President Aqua Bio Technologies 1993 to present. Klenovic has served with numerous companies in various accounting and finance positions. From in or about December 1988 through in or about April 1991, Klenovic held various offices including, among others, President and Chief Financial Officer of Standard Oil and Exploration of Delaware, Inc. (STDO). The United States Securities and Exchange Commission instituted a compaint June 6, 1994, in the U.S. District for the Middle District of Florida, Tampa Division, civil action #94-909-CIV-T-23A against Klenovic for permanent injunction, civil penalties and other equitable relief. The S.E.C.'s allegations include, but are not necessarily limited to:
a. Klenovic's misappropriation of investor funds. b. Klenovic's selling of unregistered stock. c. Klenovic's failure to file disclosure documents of his stock holdings required by commission regulation. d. Klenovic's resposibility for Standard Oil and Exploration of Delaware, Inc.'s false and misleading public disclosure documents.
The S.E.C. anticipates a settlement prior to year's end or the trial to take place during first quarter 1997.
Klenovic filed personal voluntary bankruptcy petition under chapter 7, July 29, 1993; case no. 93-08112-8G7 in the Flroida District, Tampa office.
Andrew Arata - Vice President of Technical Services Aqua Bio Technologies. A self-proclaimed electrical/chemical engineer with no legitimate credentials, formal education or training in the fields. During 1987 through 1990, he was employed by another ionization manufacturer as a service technician. Arata was terminated November 1990 for cause. He was reportedly employed at various times in the construction industry during 1991 through 1994 prior to joining Superior Aqua Products/Aqua Bio Technologies. Arata is a convicted felon sentenced to two years in a state correctional facility. He served one full year at Columbia Correctional Facility, Lakeland, Florida.
Thomas Pluto - Director NVID International, President Aqua Bio Technologies. Pluto was a distibutor for electronic ionization equipment from 1989 to 1993. During the period 1975 to 1989, Pluto was in the real estate business. Pluto filed personal voluntary bankruptcy petition under chapter 7, September 11, 1991; case no. 91-11609-8B7 in the Florida District, Tampa office.
It should be noted the aforementioned individuals' titles may not be entirely accurate as they change dependant upon the document being viewed or individual questioned, i.e. sometimes Matthew Klenovic is President, and other times he is Executive Vice President and Thomas Pluto is President, etc.
11) We are unable to locate any legitimate users of Aqua Bio Technologies products, causing us to speculate regarding the existence of a product. Our ramdom check of more than twenty of their references revealed that Aqua Bio Technologies and NVID International were unknown. Although many were users of the electronic copper/silver ionization process, they were systems developed and produced by others. One reference that attempted to establish authenticity was a Diana Korpal, Infection Control Practitioner for Methodist Hospital of Indianapolis. However, Ms. Korpal's credibility diminished and her comments became suspect when it was learned that she is a compensated consultant for NVID/Aqua Bio Technologies. It is interesting to note also that a Douglas Webb, M.D., who is associated with the infectious diseases division of Methodist Hospital, is, according to Matthew Klenovic, on the Board of Directors of NVID International.
12) Although NVID/Aqua Bio Technologies is continually sighting an ever increasing distributor network to include Arizona, Montana, Wyoming, Idaho, Washington, Illinois, Mexico, Venezuela, California and others, we were able to substantiate only two. One was Aqua Bio Phoenix, who reportedly terminated the relationship in less than three months. The other, Aqua Bio System Chicago, is a suburban police officer who apparently is attempting to generate interest in his off time.
13) We are unable to comment regarding NVID's chemical products reportedly in the research and development stages other than to submit that they too appear highly suspect. The only information pertaining to these products are again NVID's self-serving press announcements. There is nothing to substantiate that these products are real, offer potential beyond existing products or are marketable at any time in the foreseeable future.
Although our investigation revealed other interesting information, to go on is pointless. We think the conclusions are obvious. One need not go far beyond the experience, credentials and history of the two key individuals in this scenario; Bunte and Klenovic. They both have:
a) Accounting and finance backgrounds with experience in fund- raising for, it appears, questionable speculative ventures.
b) In-depth knowledge of S.E.C. regulations, workings of the small cap market, public offerings, reverse mergers, etc.
c) Headed other failed ventures after raising substantial capital.
d) Not managed a successful business endeavor.
e) Disproportionate share holdings of Bunte and Klenovic.
In addition, the S.E.C. allegations pending against Kelnovic should cause one to run, not walk, from this investment opportunity. However, if more reason is needed, to the equation can be added the supporting individuals Pluto and Arata, and their less than enviable business accomplishments, personal financial difficulties and, in the case of Arata, criminal record. |