#*#*#ZSUN DD for Prudent Investors#*#*# Yummy ragingbull.com
(1) A company changed its name from a bankrupt Bestway USA in July 1998.
(2) A company reversely merged with a money losing publisher and telemarketer, Momentum Asia or New Age Publications in Philippines on October 5, 1998.
(3) A company reversely merged with another shell corp., Momentum Internet, owned by Vulcan Consulting which owned by a sole shareholder Anthony Tobin on October 5, 1998. Momentum Internet had no capital so it borrowed $70,000 from New Age. In December 1998, Vulcan paid 65,000 shares of ZSUN that it received from the reversed merger to settle the loan of $75,000.
(4) ZSUN acquired Asia4sale on March 25, 1999. Asia4sale has NO capital or meaningful assets. Asia4sale launched its frugal web site in September 1999. If Asia4sale is successful, ZSUN promised to pay 1 share for every $2 profit. So far Asia4sale is still losing money. On 12/23/99 ZSUN announced that a private investor agreed to acquire 70% of Asia4sale for $5,000,000. ZSUN did not not say who the buyer was. It is possible that the buyer may be one of ZSUN's related parties.
(5) ZSUN acquired Online Investor Advantage on March 31, 1999. OIA offered get rich quick type of investment/daytrading seminar. It charged $1,995 for a self-study kit or $2,995 for a live seminar. OIA had very few meaningful assets, but ZSUN paid $400,000 to the principals of OIA plus 6,000,000 shares of ZSUN. If OIA makes more than $2.5 million before tax, interest and depreciation in the first year, ZSUN will pay an additional share for every dollar of profit. ZSUN valued the excess as goodwill about $14.7 million in the first and second version of 10sb. In the third version 10sb released on 12/16/99, ZSUN reduced the goodwill to $2.5 million (read my message No. 14861.)
(6) ZSUN portraits itself as a profitable Internet company while the other Internet companies are losing money. As a matter of fact, ZSUN is still losing money in Internet portal and e-commerce businesses. ZSUN made money in 1998 from trading and holding BB and NASDAQ small cap stocks which were cross-held by ZSUN and its related parties. Since ZSUN lost money in the first quarter of 1999, it did not report a 10Q statement. ZSUN made money in the second quarter of 1999, but it was from the high-priced investment seminars run by OIA. ZSUN made money again in the third quarter, 1999. Again it was from the OIA's seminars.
(7) After the reversed merger, the only parties hold more than 5% of ZSUN shares are Momentum Media, Scott Elder and Ross Jardine. Scott Elder and Ross Jardine's shares are restricted until March 31, 2000.
(8) In a typical reverse-merger, a real entity would receive more than 70% of the new shares and the shell corp. would receive less than 30% of the new shares. ZSUN is completely opposite.
(9) ZSUN was recommended by Security Capital Trading who's principal, Ray Dirk was a notorious tout. He typically received the compensations from the companies he touted. The investors then suffered huge loss on those BB stocks he recommended. We do not know whether ZSUN or its related parties paid Mr. Dirk to tout.
(10) ZSUN was recommended by an unknown investors relation company Access 1 financial. Access 1 is a Nevada Corp. It was incorporated by Mark Bergman on September 28, 1999. The company is located at 2224 Main Street, Santa Monica, Ca 90405. Access 1 financial has not register to do business in California as of December 17, 1999 according to Secretary of State. Access 1 is not in GTE yellow pages or white pages in Santa Monica, California. Mark Bergman touted Integrated Communication Networks (ICNW) in August 1999 with a buy recommendation. However, ICNW was de-listed on December 2, 1999. ICNW is 45% owned by Corporate Financial Enterprises which has the same address, phone number and stationery as Access 1 Financial's.
(11) ZSUN was in Stock Detective's Stinky Stock list.
(12) ZSUN's accountant, Mark Jensen of Jones & Jensen was charged by SEC for not following the GAAS in a Golf Venture Audit.
(13) ZSUN's counsel, George G Chachas, who put ZSUN's reverse-merger deal together, was found to have participated in Electro-optical Systems stock fraud scheme.
(14) ZSUN paid 75,000 shares to Global Marketing Direct for finding OIA. Global Marketing did not receive the shares until December 9, 1999.
(15) ZSUN has file three versions of 10sb on 9/16/99; 11/18/99 and 12/16/99. ZSUN also filed two versions of 10qsb on 11/18/99 and 12/20/99.
All the above information is from ZSUN's 10sb, 10qsb filed on 9/16/99, 11/18/99, 12/16/99, 12/20/99; 8-k statement filed on 1/18/2000; GTE phone directory dated 4/99; SEC case No. 41241; SEC case No.15715; GTE directory assistance; California Secretary of State; Stockdetective.com. Check them yourself to verify the accuracy of the information.
If the third version of 10sb is not approved by April 16, 2000, the ticker symbol will be changed ZSUNE. Then it may be in the Pinksheet on May 16, 2000.
Others: (16) A busy tout has liquidated his ZSUN shares in August while he keeps asking people to buy or hold.
(17) Since ZSUN stock is not marginable, it is not shortable in the US. The touts are accusing the critiques shorting ZSUN. In fact, only the people lives offshore which is beyond the reach of SEC can short ZSUN. Those people are making money both ways: pumping, dumping and even shorting. |