To: Jaxax who wrote (296 ) 11/4/1997 8:21:00 PM From: ptm, inc Respond to of 336
TROUBLED WATERS Stock scam allegations leveled at Ten Sleep bottler By TOM MORTON, Star-Tribune staff writer copyright 1997, Casper Star-Tribune TEN SLEEP-Rocky Mountain Crystal Water, Inc. whose lone employee works part-time in its small, drab green building on the outskirts of this town of 311, occasionally bottles and ships the tasty artesian water that flows from the Madison Formation in the nearby Big Horn Mountain. This quiet town, and even quieter bottling plant, are at the center of an alleged nationwide stock scam, according to an investor who says the company's owners have defrauded him, will defraud other investors, and will give Wyoming a bad name. "It's air," Dempsey Mork said of the bottling company's stock promotion. The company, Rocky Mountain International Ltd., has issued or taken options to issue as many as 19.6 million shares for a bottling plant with total assets of $200,000, Mork said from his home in Indian Wells, Calif. If you divide the shares into the company's actual assets, they would be worth 1 cent each, he said. Discussion of Rocky Mountain International has racked up more than 12,000 postings on the Internet since Oct. 1 as investors have traded hundreds of thousands of shares, priced at $2.94 on the Over The Counter Bulletin Board, an electronic stock trading method. The traded words and traded shares mark the symptoms of "an ongoing stock scam" by the company's owners who inflate the value of the firm to sell stock to unsuspecting investors, Mork charged. Rocky Mountain International Ltd., of Littleton, Colo., claims it's worth $16 million, not counting an additional $5 million it needs to raise to capitalize the operation, according to Securities and ExchangeCommission documents. "This has to be the only $16 million water bottling water company in the world with one employee," Mork said. Mork said his interest arose after being deceived into entering an agreement with an acquaintance of company owners to sell 100,000 shares of the company, previously known as Olympus Ventures in Fort Lauderdale, Fla., when it was priced at about 20 cents a share. Because company officials and their friends using the Internet allegedly manipulated the value of the stock in a company with little real market value, Mork estimates that he's out as much as $280,000. So he's sued Rocky Mountain International officials in a California State court for fraud, stock manipulation, conspiracy, breach of contract, and violation of securities laws, he said. However, Olympus Ventures officials Gary Morgan and Roland Breton accuse Mork of engaging in his own version of stock manipulation by making false statements to downplay the value of company shares. "We're a very small company, a very healthy little growing company, and he's been a very damaging person to us," said Morgan, the company's chief executive officer. So Olympus Ventures has sued him in federal court for defamation, unfair business practices and conspiracy, he said. The company, Morgan added, hasn't been served with Mork's suit. Mork responded that the suit hasn't been served on Breton and Morgan because of serious questions about whether Olympus Ventures legally exists in Washington, the state of its incorporation. These and other issues about Rocky Mountain International attract hundreds of comments a day on the Internet. Investors calling themselves the "cartel" promote the company as a small firm trying to succeed in the face of alleged manipulation by Mork and others. A group of self-named "Naysayers" question the company's business practices. Both sides said they've reported each other's activities to the SEC, the federal agency that governs the registration, publication of information, and sale of securities. However, the SEC does not comment on whether firms are under investigation, said Fred Chavez, senior special counsel in the enforcement, division of the commission's office in Denver. And Tom Cowan, director of the securities division of the Wyoming Secretary of State's Office, said the company has generated neither complaints nor an investigation. Meanwhile, residents here said they're unaware of the controversy. Three years ago, the town signed an exclusive agreement with Rocky Mountain Crystal Water to sell its surplus water from the Big Horn Mountains for $1,000 a month, former mayor Merle Funk said. (See related story.) The plant sporadically produced pallets of bottled water with manual equipment, shipped them statewide and as far away as Taiwan and Mexico, and sometimes ran two shifts, according to residents and plant office manager and sole employee Alex Lockhart. The plant has done little business recently, Lockhart said. Morgan said Monday that the plant is inactive. But the Oct. 1 Business Wire announcement of the merger between Olympus Ventures and Rocky Mountain Crystal Water quotes Morgan saying: "With Rocky Mountain Crystal Water's existing business and future contracts this merger will be an exciting and profitable experience for all of us." Mork said the nonexistent business coupled with Morgan's hype reveals a pattern of Olympus Ventures' buying troubled companies and pumping up the prices. Mork accused Morgan and Breton of using the inflated prices "to fabricate a phony balance sheet so it could sell shares to unsuspecting investors." They also have swindled investors by issuing themselves enormous amounts of shares after acquiring these companies, most recently after the Sept. 24 merger with Rocky Mountain Crystal Water, Mork said. Potential investors, he said, won't know about Rocky Mountain International's small size just by looking at the 8-K form - an SEC report required within 15 days of a major transaction such as a buyout. The 8-K states: "The principal assets of Rocky Mountain include inventory, accounts receivable, and equipment, which will continue to be used as at present; licenses for water rights to extract and produce artesian water from its source in the Big Horn mountains of Wyoming; and cash." According to Morgan and the unaudited combined balance sheet included in the 8-K, the total assets of $16,010,431 are composed of $281,013 in current assets, $14.0 million in stocks, $1,641,603 in fixed assets, and $87,815 in other assets. However, Mork said the 8-K mentions nothing about the company owning securities. Morgan and the 8-K also said Rocky Mountain International is negotiating with a private, unnamed investor for an additional $5 million in cash for the company for expansion of the water bottling plant and the garment industry. The $5 million cash infusion should become final "literally within minutes," Morgan said Monday. Mork said most investors don't know that the 8-K states that the deal is off if Rocky Mountain International doesn't raise the $5 million. Such statements, Morgan said, illustrate Mork's damaging influence on their company. Mork has posted statements on the Internet asserting stock manipulation by Olympus Ventures and Rocky Mountain International Ltd., according to a Sept. 25 news release from Olympus issued on the Internet's Yahoo Business Wire. "Mork has a history of such behavior," Morgan said in an interview. He's influenced the market to devalue four other public companies, taking their shares from $7 plus down to $2 or less over a 12 month period, Morgan charged. "He destroys small companies - that's what he does for a living."