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Technology Stocks : XYBR - Xybernaut -- Ignore unavailable to you. Want to Upgrade?

To: country bob who wrote (5172)	11/8/2002 7:18:26 AM
From: StockDung	Respond to of 6847

Was Elites Jennifer A. Pelczarski really in the "Fraud-U-Net" camp? Story just gets better, seems WAVO was touted by Continental Capital also. Here is one of Elites hirees, she also worked for WAVO LOL, just to remind you that was the company that Cramer said on cnbc was a total fraud. The story is at the bottom for your enjoymentIs WavePhore really in the "Fraud-U-Net" camp? compliments of way back machine web.archive.org Jennifer took the position as Vice President of the West Coast operations for Elite Financial Communications Group, LLC, a full service strategic Investor Relations firm based out of Lake Mary, Florida with subsidiary offices in Phoenix, Miami and New York. Her primary responsibilities include managing sales, marketing and brand awareness efforts of Elite Financial Communications Group in the western U.S. This includes competitive analysis of Elite Financial Communications Group programs versus the competitive landscape and encompasses the implementation and execution of direct targeting and deal flow of all new Investor Relations clients for this region.Keynote Speaker Jennifer A. Pelczarski Jennifer Pelczarski began her professional career with Charles Schwab (SCH) in 1994 on their Institutional Equity/Option Trading Desk. This position was essential in creating her knowledge base regarding the financial services industry and markets. During her three years with Schwab, their institutional assets under custody grew from $25 Billion to over $75 Billion. She was instrumental in implementing new procedures, which helped Schwab to effectively handle this rapid growth. Mrs. Pelczarski then joined WavePhore, Inc., now known as WAVO Corporation (WAVO), in 1997. Her initial role was Manager of Investor Relations and Public Relations. She played key, hands on role and was instrumental in expanding analyst coverage, market and industry awareness, as well as coordinating major conference participation. She was promoted to Director of Public & Investor Relations in the spring of 1998. With her promotion to Director, responsibilities grew to include media relations, the design and development of Annual Reports and corporate marketing. In February 2000, she was actively involved in the final stages of Integrated Information Systems (IISX) successful IPO. Using her previous experience as a Director of Investor Relations she developed and implemented a full and comprehensive IR program. She provided on going, direct interface and appropriate guidance with institutional/retail investors and research analysts that included such things as the Company's operating results, business strategies and the effects of special developments. She created a shareholder database for lead generation, while supporting the Chairman's office and other key executives in the IIS organization in preparation of meetings, road shows and conference presentations. Jennifer was then recruited to the position of Director of Investor Relations for Radyne ComStream, Inc. (NASDAQ:RADN). Jennifer was the principal backup for the CEO, COO and CFO in responding to day-to-day inquiries from the investment community about the Company, its operations and financial performance. She maintained the company's financial database, management tasks and performed competitive analysis. Her role included the preparation of press releases, fact books, and background summaries. She updated and maintained the Investor Relations portion of the web-site along with creating new content regularly such as a chairman's' FAQ and Q&A section. She created the PowerPoint presentations for corporate, analyst and individual product road shows. She coordinated all quarterly conference calls and web-casts and she developed and assisted in production of the Annual Report, 10Q, and 10K, Annual Shareholder meeting and Investor Relations collateral materials. Additionally, she collected and correlated industry specific research and composed corresponding reports to assist in fostering new retail and institutional relationships and contacts. Currently, Jennifer took the position as Vice President of the West Coast operations for Elite Financial Communications Group, LLC, a full service strategic Investor Relations firm based out of Lake Mary, Florida with subsidiary offices in Phoenix, Miami and New York. Her primary responsibilities include managing sales, marketing and brand awareness efforts of Elite Financial Communications Group in the western U.S. This includes competitive analysis of Elite Financial Communications Group programs versus the competitive landscape and encompasses the implementation and execution of direct targeting and deal flow of all new Investor Relations clients for this region. jenniferpelczarski@home.com =========================================== The controversy turns on comments Cramer made regarding WavePhore Inc. (Nasdaq: WAVO) during the December 2 broadcast. That company's stock had soared $7 1/2 to $15 1/4 the day before on volume of 32 million shares after it had announced plans for a new online shopping area available through its WaveTop Internet broadcast service. As is often the case with such moonshots, the company's CEO, David Deeds, was scheduled to appear on Squawk the next day. Cramer led off the program by telling a story. He said he had contacted the stock loan department at Goldman Sachs that morning and said, "Listen, I want to short twenty-five thousand WavePhore because I think this thing is a big speculative bubble." Goldman said, "Not on your life. It can't be borrowed." Cramer then launched into an explanation of how short squeezes work and why, in his view, WavePhore's run-up was "not a fundamental move" and that speculators involved in the stock were "playing with fire." Somewhere in the mix, though not in the transcript CNBC sent me (I saw it live), Cramer said he had no position in WavePhore; he talked generally about "Fraud-U-Nets," companies that are Internet wannabes; and he said that Federal Reserve Chair Alan Greenspan "doesn't like WavePhore going up." Shortly thereafter, anchors Joe Kernen and David Faber conducted a hard-hitting interview with Deeds, who said the company hoped to turn a profit by the end of '99 but might need to raise more cash during the first half of next year. Cramer asked whether Deeds had plans to sell stock. Deeds responded, not at this price, "I think it's undervalued now." That day, WavePhore's shares plunged 38% to close at $9 1/2. The next day, the company issued a press release saying it had asked the SEC and Nasdaq to "investigate these events to determine whether applicable laws and regulations have been violated." The company said Nasdaq was reviewing the matter. Neither the SEC nor the Nasdaq has said a peep since. Cramer has said publicly, and told me privately, "I had no intention of shorting WAVO. I just wanted to demonstrate that it could not be borrowed and was therefore subject to a short squeeze." In other words, he had just done his homework to make sure that what he sensed was the truth, and what he planned to say on the air, was in fact accurate. CNBC spokesperson George Jamison told me yesterday that the network has no reason to believe that Cramer violated any of CNBC's disclosure policies. He said the network expects its guests to act with objectivity and professionalism, and, given a number of negative responses from viewers, CNBC simply needed more time to evaluate what happened. Jamison suggested that the way Cramer expressed his views may have created unnecessary confusion. He said the network is also reviewing its own standards.That, at any rate, is the gist of what Jamison said. I was so steamed about the controversy that my interview notes are a bit incomplete. Did Cramer short the stock? He says no. Is it unethical to talk badly about a company on CNBC? No, no more than it's unethical to speak well of a company. So where's the problem? Let's take it a step further. What if Cramer had said, "I called Goldman and shorted 25,000 shares this morning because I think this stock is garbage." Considering that money managers get on CNBC all day long and talk their positions (with CNBC's knowledge, I have no doubt), what's wrong with a short-seller coming on and talking his position while also disclosing it very publicly? Nothing. Indeed, when you think about it, the only guy on CNBC that morning with a position in WavePhore was Deeds, and he didn't hesitate to tout it.The Motley Fool doesn't see eye to eye with Cramer when it comes to investing. We think that for most people, buy-and-hold works best, and academic evidence supports that view. Cramer has some long-term investments, but he's also a very active trader. Yet, since he beat the S&P 500 index every year between 1988 and 1996 (we don't know his record the last two years), he's got a track record that makes him worth listening to even if you don't agree with his approach. Moreover, despite our differences, we're both in the business of educating investors. Going on CNBC and trying to explain to investors why there have been such amazing spikes in third-tier Internet stocks is fine by me. If they stuck me on the show, I'd say the same thing, just with a lot less flair. I consider it a public service, and one that CNBC's Squawk Box audience particularly needs to hear. Is WavePhore really in the "Fraud-U-Net" camp? I haven't looked at it closely, so I can't say. But it's worth putting Cramer's comments in context. CNBC was at least partly responsible for WavePhore's rise in the first place. By Joe Kernen's own admission, WavePhore was "up a point or two" on "a million and a half shares" on December 1 before he mentioned it on one of his Stocks to Watch features. "[N]ext thing you know, the stock soared another 60 percent and the volume surged from about two million to over 32 million shares," Kernen told viewers. Drawing linear cause and effect conclusions from that may misrepresent the story, but maybe not much.Jamison told me that this controversy is not a big issue and that Cramer could be back soon. If that's really the case then that's great because I think Cramer's one of the only members of Wall Street's Wise that holds himself aggressively and Foolishly accountable for what he says. Considering how much he says, that's quite an accomplishment. While CNBC has itself done a progressively better job of disclosing its guests' financial interests and holding them accountable for their track records, hopefully this controversy will lead the network to adopt an even more proactive stance. CNBC's first step should be apologizing to Cramer for causing him embarrassment. He's a big boy, but it can't be a pleasant experience to have Dow Jones report that you may have acted unethically. CNBC's second step should be apologizing to viewers for even hinting that guests should offer something less than their colorful, candid opinion. It simply sets a dangerous precedent if a company can rattle some swords and intimidate or even silence an honest critic.

To: country bob who wrote (5172)	11/8/2002 7:24:18 AM
From: Roy F	Read Replies (2) \| Respond to of 6847

Kudos, Bob. eom

To: country bob who wrote (5172)	11/8/2002 7:29:51 AM
From: StockDung	Respond to of 6847

BTW COUNTRYBOB, HOW MANY HUNDRED OF THOUSANDS OR WARRANTS OR OPTIONS DID ELITE GET TO PROMOTE XYBERNAUT? I HAVE BEEN CHECKING XYBERNAUTS WEB SITE AND CANT FIND THE DISCLAIMER ANYWHERE. COME TO THINK ABOUT IT IT MOST LIKELY IS MAYBE A MILLION WARRANTS OR OPTIONS SINCE THE STOCK WAS AT 20 CENTS. SURPRISED THAT ELITE DOES NOT SHOW UP IN THE PR'S AS OF YET. DONT BLAME THEM FOR KEEPING A LOW PROFILE. HERE IS A SAMPLE DISCLAIMER: This publication is an advertisement on behalf of WavePhore, Inc. and may not be construed as investment advice. This advertisement does not provide an analysis of the Company’s financial position and is not a solicitation to purchase or sell securities of the Company. Readers should consult with their own independent tax, business and financial advisors with respect to any investment, including any contemplated investment in the advertised Company. All information contained in this advertisement should be independently verified with the advertised Company and by an independent financial analyst. The Publisher, its affiliates, officers, directors, subsidiaries and agents (collectively, “the Publisher”) of this advertisement have been compensated by the Company. Compensation includes thirty five thousand shares of common stock and an option to purchase one hundred thousand shares of common stock. In preparing this advertisement, the Publisher has relied upon information received from the Company, which, although believed to be reliable, cannot be guaranteed. This advertisement is not an endorsement of the Company by the Publisher. The Publisher is not responsible for any claims made by the Company. You should independently investigate and fully understand all risks before investing.

To: country bob who wrote (5172)	11/8/2002 8:05:16 AM
From: StockDung	Read Replies (1) \| Respond to of 6847

COUNTRYBOB, DID YOU ALSO KNOW THAT I AM A HANDYTORIAN ALSO BESIDES THE THREADS XYBERTORIAN? THE WORLDS LEADING EXPERT. DODI HANDY ALSO PROMOTED MEDICAL INDUSTRIES OF AMERICA WHICH CHANGED ITS NAME TO CYBERCARE. MICHAEL MORREL, JOHN MANION AND DODI HANDY A/K/A DODI ZIRKLE TRIED TO ACTUALLY BRING CONTINENTAL CAPITAL PUBLIC. EVEN THOUGH MICHAEL WAS A DIRECTOR OF CONTINENTAL CAPITAL THEY TOUTED MEDICAL INDISTRIES BY A VARIETY OF CROOKS AND SCAMMERS. HERE IS A GREAT STORY WHICH IS A MUST ABOUT THE MOB STOCK CYBERCARE. A MUST READ FOR AVID XYBERNAUT INVESTORS. Medical Industries changed its name to Cybercare, State Street became Stuart Taylor Financial which recommended a bogus report for saf-t-lok which Shalom Weiss Isaac Winehouse was involved in. Winehouse was also involved in mob stock SC&T. Taylor Stuart Financial recommended CYBR three times. lol 1 buy and two reiterations on business wire . Also see Jean Johnstone in the story below. Also see James Copeland S. G. R. MacMillan: For the defence of serious criminal cases sgrm.com Shalom Weiss controlled 2 million shares of Medical Industries of America. John Manion promoted it through insidewallstreet.com and Michael Morrell was a directer of Continental Capital & Equity according to the failed ipo attempt which can be found in SEC filings. NASD CONTINUES TO LOOK THE OTHER WAY AS FRAUDSTERS BILK INVESTORS FOR MILLIONS "James Copeland didn't know it. Nobody at SC&T could have dreamed it. But the almost unimaginable had come true: Copeland had put his company in the hands of the Mob". S-3 for MEDICAL INDUSTRIES OF AMERICA INC filed on 4/16/99 5:17:00 PM HOLDER OF STOCK OPTIONS, WARRANTS AND CONVERTIBLE SECURITIES UNDERLYING SHARES BEING REGISTERED ------------------------- ---------------------------------- Ben Adler 25,000 ---------------------------------------------------------------------- Dr. Sheila Nagar 25,000 ---------------------------------------------------------------------- Eugene Friedman 25,000 ---------------------------------------------------------------------- Howard Schraub 25,000 ---------------------------------------------------------------------- Julian Herskowitz 12,500 ---------------------------------------------------------------------- Philip Gaines 25,000 ---------------------------------------------------------------------- Ronald Nash 50,000 ---------------------------------------------------------------------- Stanley Katz 12,500 ---------------------------------------------------------------------- Alan Gibstein 15,000 ---------------------------------------------------------------------- Cindy & Neil Doljin 15,000 ---------------------------------------------------------------------- James Copeland/ Leslie Investments 20,000 ---------------------------------------------------------------------- Jeff Levine 20,000 ---------------------------------------------------------------------- Marvin D. Taylor 10,000 ---------------------------------------------------------------------- Norman Swenson 10,000 ---------------------------------------------------------------------- Quintin Villa 10,000 ---------------------------------------------------------------------- Rona Gibstein 5,000 ---------------------------------------------------------------------- Elliot Smith 5,334 ---------------------------------------------------------------------- Gregg Smith 2,940 ---------------------------------------------------------------------- Ken Rickel 3,226 ---------------------------------------------------------------------- Patricia Oppito 11,500 ---------------------------------------------------------------------- Roni Rogan 2,000 ---------------------------------------------------------------------- Raquel Schraub 4,000 ---------------------------------------------------------------------- Ronald Nash 11,000 ---------------------------------------------------------------------- Alexander Gancia 48,000 ---------------------------------------------------------------------- Corporate Builders 144,000 ---------------------------------------------------------------------- Rene Eichenberger 48,000 ---------------------------------------------------------------------- Mirkin & Woolf 100,000 ---------------------------------------------------------------------- J.W. Genesis Financial Services Capital Markets 100,000 ---------------------------------------------------------------------- Sands Brothers & Co., LTD. 500,000 ---------------------------------------------------------------------- Southeast Research Partners 150,000 ---------------------------------------------------------------------- Dominion Capital Fund 50,010 ---------------------------------------------------------------------- Sovereign Partners Limited Partnership 174,990 ---------------------------------------------------------------------- Zakeni Limited 75,000 ---------------------------------------------------------------------- Isaac Winehouse 125,000 ---------------------------------------------------------------------- Sholom Weiss 125,000 ---------------------------------------------------------------------- State Street Securities 350,000 ---------------------------------------------------------------------- Dominion Capital Fund 495,263< ---------------------------------------------------------------------- Sovereign Partners Limited Partnership 1,841,196 ---------------------------------------------------------------------- Zakeni Limited 848,159 ---------------------------------------------------------------------- Jean Johnstone 10,000 ---------------------------------------------------------------------- Robert Segarra 50,000 ---------------------------------------------------------------------- 17 PLAN OF DISTRIBUTION The Company is registering the shares on behalf of the selling shareholders, option, warrant and convertible security holders. "Selling shareholders," as used in this prospectus, includes donees and pledgees selling shares received from a named selling shareholder after the date of this prospectus. The selling shareholders may offer their shares of our common stock at various times in one or more of the following transactions: ======================================== Area Man's Ties To Companies Raises Questions Shareholders in three south Palm Beach County companies have lost millions of dollars the past three years, and the government is looking at the companies. A key player in the three is Bradley T. Ray, 46, who was convicted in 1991 for lying to a federal grand jury in connection with his indictment for bank fraud and racketeering charges in Washington state. The government is looking at him, too. Federal securities law requires any felony conviction of an officer or director in the past five years to be disclosed to shareholders. Ray isn't an officer or director of any of these companies. Federal law also requires the dealings of anyone who controls a company - whether directly or indirectly - to be disclosed to shareholders. Ray says he doesn't control the companies. But does he? That's a question regulators are trying to answer. According to thousands of pages of public documents reviewed by The Palm Beach Post, Ray is barely mentioned by the three companies - Churchill Technology, Medical Industries of America and Westmark Group Holdings. At best, the documents give only a muddled picture. For example, a Westmark document that mentions Ray's activity in the company has been changed five times and may be changed again. In one version, investors are told Ray controls a private company that is Westmark's largest shareholder. In a later version, Ray is portrayed as merely the man who controls the private company's debt. The difference is key: If Ray legally controlled Westmark, shareholders would have to be told more about him under federal law. As a senior debt holder, he can wield the same influence - but doesn't have to disclose it. What the documents do show clearly is that Ray has been a highly paid consultant in at least one of the companies and that his mother has had some dealings with two of them. Ray, his attorney and his mother, Jean Johnstone, said they have followed the letter of the law in all disclosure requirements. Indeed, it's management that ultimately is responsible for disclosing information to shareholders. But in interviews with employees, management and some of Ray's associates, Ray is pointed to as the man behind these three companies' deals. He also is perceived as having control of the companies: First, through his many loans made through private companies; second, through his interest in a private company that is a large investor in a public one; third, through his mother and associates that have peppered the boards and management. Ray's attorney, Charles Chillingworth, says those perceptions are wrong. "It's not always in Bradley's best interest to argue with people when people think Bradley has more control than he does," he said. Why would anyone care? If the three companies were growing in shareholder value, no one would. But despite the fact these companies are in hot markets - health care and home mortgages - they've lost millions for shareholders. Churchill Technology (OTC: CHUR, XX cents) is now a New York company, but it was in Delray Beach in March 1994 when Ray signed a consulting contract. The company, which develops degradable compounds, closed as high as $2.50 a share in the first quarter of that year. It now has 114.8 million shares outstanding and is in Chapter 11 bankruptcy proceedings. Medical Industries of America (Nasdaq: MIOA, $XX) was known as Heart Labs of America when Ray, as part of a group, bought an ownership interest in May 1995 in the Boynton Beach mobile cardiac catheterization company. When adjusted for reverse splits, Medical Industries' stock traded for the equivalent of $60 a share around the time Ray became a consultant in fall 1995, says Bloomberg News. The stock climbed to a value of $82.50 on Nov. 27, 1995, before beginning its descent. Westmark Group Holdings (Nasdaq: WGHI, XX cents) is a Delray Beach- based company whose main business is home mortgages. In first-quarter 1994, when Ray first became involved, Westmark's stock traded for about $30 a share when adjusted for reverse splits, says Bloomberg News. The stock never became that valuable again. Ray and Chillingworth say not only does Ray not control these companies, but management usually doesn't listen to Ray's advice. But according to public and internal documents reviewed by The Post, Ray's involvement with the businesses was far closer than that of most corporate outsiders, and most shareholders are none the wiser. Consider: None of the public documents examined disclose that Norman Birmingham, the one-time president of both Medical Industries and Westmark, used to be Ray's bookkeeper and did tax returns for him and his mother. In an interview, Ray admitted this relationship but said he often disagreed with Birmingham and the two didn't get along. Shareholders in Westmark and Medical Industries never were told in public filings that Michael Morrell, who has at one time or another run all three companies, was a shareholder in a private company controlled by Ray and his mother. Many board members have been associates or partners of Ray. Ray's mother was on Medical Industries' board. So were business partners Edward Russo and Frank Dolney. Morrell and Birmingham have showed up on Medical Industries' and Westmark's boards. While these companies were losing millions, Ray was profiting from stock or cash or both, according to the companies' documents. At Medical Industries, where he was a consultant, his 50-month contract was worth $5,713 a month, or $285,650. But two months after Ray signed it, the company paid him $306,000 by giving Ray 450,000 shares. Ray also received a $700,000 promissory note, in part for work he did on a deal, documents show. Each of the companies Ray consulted for bought private companies in which Ray or his mother had an interest. In many cases, the public companies later wrote down the deals and closed the acquired businesses. For example, shortly after Ray and his mother bought large chunks of stock in Medical Industries, the company acquired Technomed Inc., a company Ray and his mother had an interest in, they said. Ray's mother became chairman of the board of the public company in summer 1995. Medical Industries later wrote off more than $5.1 million of the Technomed deal. Ray and his mother argued such decisions were bad moves by the companies' management. Both said they were upset over Medical Industries' decision to write off the investment and to close some companies it bought from them, including AR Mediquest. Medical Industries' accountants, McGladrey and Pullen, quit in June 1996, saying in an SEC document they couldn't get management's claims to agree with company audits. They also couldn't agree with how certain transactions had been reflected in the company's financial statements. Ray said the accountants' problems had nothing to do with him. Investors reading documents of Westmark aren't told that Ray has more than $2 million in "cash and assets" personally invested in Westmark and Medical Industries - something Ray told The Post in an interview. Ray said every time the company needs money, management calls him and asks for it. He makes the loans through companies controlled by his attorney, Chillingworth, he said. Westmark denies Ray has any control over the company, and Harry Coolidge, Westmark's general counsel, said he didn't know of any large loans Ray made to the company. Regulators have been looking at Ray since 1991, government documents show. But Ray said he works with the government, serving as an expert witness in federal cases and in at least one case, exposing a fraud. Ray's expertise in securities deals is indisputable. Of all the people interviewed for this story, Ray was one of only two who could keep the deals straight without referring to documents or deferring to an attorney. Even the companies' own officers aren't always clear on what happened when or how a deal was done. Medical Industries' CEO, Morrell, said he had a heart attack and wasn't at the company for the first eight months of 1996. During that time, Medical Industries did a $12 million offshore stock deal. Morrell wasn't clear on what happened to all the money; Ray said the proceeds went toward fees, lawsuit settlements, debts and clinic start-ups. Although Ray has active interests in the businesses, Chillingworth said, plenty of other people make the important decisions. "It may not be Mr. Ray that's the problem, if there is a problem," Chillingworth said. Ray's mother has a better answer for why so many people doing business with Ray have said he controls the companies. "It's that terrible gremlin - greed." Staff researchers Michelle Quigley, Amy Muscoplat, Barbara Gellis Shapiro contributed to this report. Copyright ¸ Palm Beach Newspapers, Inc., 1997 Danielle Herubin, Palm Beach Post Staff Writer, Area Man's Ties To Companies Raises Questions., 06-29-1997.