SI
SI
discoversearch

We've detected that you're using an ad content blocking browser plug-in or feature. Ads provide a critical source of revenue to the continued operation of Silicon Investor.  We ask that you disable ad blocking while on Silicon Investor in the best interests of our community.  If you are not using an ad blocker but are still receiving this message, make sure your browser's tracking protection is set to the 'standard' level.
Non-Tech : Save The World Air Inc. (ZERO) -- Ignore unavailable to you. Want to Upgrade?


To: purecntry5 who wrote (276)8/1/2000 2:12:55 AM
From: Jeffrey S. Mitchell  Read Replies (1) | Respond to of 445
 
Re: ZERO's Secret Benefactor

I got a tip that the person who acquired the shell for ZERO was an Australian named Walter Doyle. Apparently Doyle and ZERO CEO Jeff Muller are old friends.

The earliest reference I could find on Edgar for Doyle is a company called Wincanton Corp. (WNCC), which he founded in 1987. Wincanton's main business interest turned out to be "tree farming". And what type of trees did they farm? Why, genetically altered Paulownia tomentosa, aka STWA's Super Kiri tree!

From Wincanton's 10K:

=====

TREE FARMING

On April 15, 1994, Wincanton (Aust) Pty. Ltd. ("Australia"), a wholly owned subsidiary of the Registrant, entered into an agreement with Forestry International Pty. Ltd. ("Forestry") to acquire a tree plantation in the country of Australia... The President of the Registrant owns 19.48% interest in Forestry International Inc., parent company to Forestry International Pty. Ltd... The Registrant's tree farm is located in the County of Rous, Australia and encompasses approximately 245 acres. The farm seeks to grow fast growing hardwood trees propagated by tissue culture resulting in disease free, consistently growing trees... The Company has engaged the services of an expert botanist with extensive experience working in the hardwood industry and with particular knowledge of the Paulownia trees being grow by the Company.


-----

The '99 10K adds this paragraph:

In May 1996, Wincanton (Aust) Pty. Ltd. sold all of its assets in a non-arms length transaction. The asset were exchanged for debts owing to related parties including directors and company's with directors in common with Wincanton (Aust) Pty. Ltd. The amounts owing to the related parties resulted from the advance of cash to perform the necessary tree maintenance on the tree farm, mortgage payments made on behalf of the company and for services rendered to he company. The Registrant has ceased the operations of Wincanton (Aust) Pty. Ltd. due to continuing unsustainable losses.

-----

Wincanton later changed its name to Parks America (PKAM). PKAM is now a dormant shell.

From PKAM's most recent 10K (year ended 6/30/99) says this about Doyle:

Walter Doyle was first elected to the Board of Directors in October 1987. In 1992, he also founded Forestry International, Inc., a company which seeks to restore deforested lands. Since January 1990, he has been a private investor and syndicator. During the period from May 1987 to February 1989, he organized Century Investors Inc. and Ventech, Inc., both venture capital companies. Walter Doyle resigned from the board of directors on October 14, 1997.

Doyle's address is listed as 38 Orchid Avenue, Surfers Paradise, Queensland, Australia.

=====

Forrestry International, which Doyle founded to acquire the rights to Wincanton's trees (and pay himself tons of stock for), traded as FYNI. FYNI's 1997 Form 10 shows the company being founded in 1992. In 1994 they acquired land in Florida to plant Paulownia seedlings.

8) Intangible Assets

The Company's acquired technology consists of (i) a stock of paulownia trees selectively propagated for rapid growth and disease free reproductive capability and (ii) certain proprietary silviculture procedures designed to improve or enhance the natural properties, traits and characteristics of this tree species. The technology provides the necessary knowledge for laboratory reproduction of the paulownia tree through clonal tissue procedures and required years of research and development which allows the Company to produce vast quantities and genealogically similar disease free trees in a fraction of the time normally required for natural reproduction. The Company is utilizing this technology to provide a supply of paulownia seedlings for sale to domestic and world markets and to provide seedlings for paulownia plantations owned by the company and its potential joint venture partners.

The technology was acquired January 31, 1993 in exchange for 2,000,000 shares of common stock. The agreement commits the sellers to a covenant not to compete for 20 years and also grants them an option for five years to purchase an additional 2,750,000 shares of restricted common stock at a price of $1 per share. The technology was recorded by the Company at a nominal value of $1.

-----

...In February, 1995, the Company, through wholly-owned subsidiaries, purchased a greenhouse and nursery in Queensland, Australia. This facility was foreclosed on by its original owner in February, 1996 due to lack of sales performance and the inability of the Company to refinance the mortgages on the property. All operations in Australia were abandoned by the company before its fiscal year ended March 31,1996. (See Item 3. Legal Proceedings)


-----

FYNI filed suit against Doyle et al for securities fraud. However, from what I can find, it appears from the docket the case was dismissed with parties to bear own costs. Doyle also had another company, Work Recovery Inc., which also apparently issued tons of stock to him in exchange for worthless technology.

In any case, it does appear that STWA was heading to be another WNCC. Whether the SEC allows the stock to trade again and we know for sure, I suppose we'll find out shortly.

- Jeff

FYNI SEC filings:
freeedgar.com

WNCC SEC filings:
freeedgar.com



To: purecntry5 who wrote (276)8/1/2000 8:29:20 AM
From: Arcane Lore  Respond to of 445
 
"can anyone confirm this?

Trading Halt Extended !!!! ... "

The suspension will be lifted after 10 days. However, this will occur simply because 10 days is the limit of SEC's regulatory authority to temporarily suspend trading under Rule 12(K)1A of the Securities Exchange Act of 1934 ( see law.uc.edu ). Thus the lifting of the suspension does not imply that ZERO has satisfied the SEC's concerns.

In addition to suspensions being limited to 10 days, the SEC can impose a second 10 day suspension only on the basis of a different reason than those for the first suspension. For further details see Message 3813172. Note that the second link under Struthers Industries is obsolete. An alternative link is sec.gov



To: purecntry5 who wrote (276)8/1/2000 8:30:41 AM
From: Arcane Lore  Read Replies (2) | Respond to of 445
 
The following two excerpts from the SEC's FAQ on trading suspensions may also be of interest:

What happens when the ten-day suspension period ends? Will the SEC issue a statement about the status of the company after the suspension has ended?

No. The SEC will not comment publicly on the status of a company when the ten-day suspension ends because the company may still have serious legal problems. For instance, the SEC may continue to investigate a company to determine whether it has defrauded investors. The public will not know if the SEC is continuing its investigation until the SEC publicly announces an enforcement action against the company.

--------------------------------------------------------------------------------

Will trading automatically resume after ten days?

It depends on the market where the stock trades. Different rules apply in different markets.

For stocks that trade in the OTC or the over-the-counter market, trading does not automatically resume when a suspension ends. (The OTC market includes the Bulletin Board and the Pink Sheets.) Before trading can resume for OTC stocks, SEC regulations require a broker-dealer to review information about a company before publishing a quote. If a broker-dealer does not have confidence that a company's financial statements are current and accurate, especially in light of the questions raised by the SEC, then a broker-dealer may not publish a quote for the company's stock.

In contrast to OTC stocks, stocks that trade on an exchange or Nasdaq resume trading as soon as an SEC suspension ends.

--------------------------------------------------------------------------------

sec.gov