Emerging Markets Consulting,
LLC (“EMC”), its principals, affiliates, representatives, subcontractors
or agents (hereafter referred to as “EMC”) prepare and/or assist
others in preparing and publishing oral and written information on selected
companies (the “Profiled Companies”) and/or their securities (the
“Securities”) in various contexts, including but not limited to
corporate and business profiles, summaries, stock alerts, reports, and
press releases (hereafter referred to as the “Information”) through
various methods including but not limited to: (a) facsimile; (b) double
opt-in spam compliant emails; (c) mail and courier;
and (d) the world
wide web, including but not limited to EMC’s website at www.emergingmarketsllc.com.
Many of the stocks of the Profiled Companies qualify as “penny stocks”
under the Securities and Exchange Commission’s (“SEC”) rules and
regulations because, among other things, they have a price of less than
$5.00 per share.
Penny stocks are subject to important risks that
you should be acutely aware of, as detailed in the bullet point presentation
below.
The Information is disseminated
to broker-dealers, members of the general public, readers of our website,
and the financial community (collectively the “Recipients”) at the
direction of the Profiled Companies or third party shareholders of the
Profiled Companies and should be used by the Recipients for informational
purposes only and even then the Information should only be used as a
beginning point for further investigation.
This is because EMC:
(a) only presents neutral or positive information regarding the Profiled
Companies and its business prospects; and (b) does not present the risks
or negative aspects associated with the Profiled Company or its securities.
Therefore,
the Information is in of itself wholly inadequate to formulate
any investment decision and we strongly advise against making any investment
decisions solely based on the Information.
It is imperative that
you consult with your professional advisor, including your financial
adviser, financial planner or attorney regarding the advisability of
investing in any securities, especially with regard to penny stocks.
In addition, you should consult with online services that are available
free of charge at www.sec.gov,
www.pinksheets.com,
www.finra.org, Google,
or other websites that offer investment guides, valuable information
pertaining to penny stocks and penny stock frauds and
the risks of
investing in penny stocks.
Additionally, you should review the
quarterly and annual financial and disclosure reports at www.sec.gov,
www.otcbb.com and
www.pinksheets.com.
Statements contained in the
Information that are not historical facts are forward looking statements
that involve risks and uncertainties and may be identified by the use
of terminology such as “believes”, “expects”, “may”,
“will”, or “should”, or “anticipates”.
Such statements
should be read as being applicable to all related forward looking statements
wherever they appear in any of the Information.
The actual results
of a Profiled Company’s operations, financial condition or other aspects
of its business could differ materially from those discussed in the
Corporate Information.
You should carefully review
the bolded disclosure appearing immediately below:
EMC
always receives compensation from the Profiled Companies or third party
shareholders in cash and/or compensation in the Securities in connection
with preparation and dissemination of the Information, most frequently
in the form of Securities in the name of a Profiled Company.
EMC regularly and routinely sells its securities compensation
before, during and after its dissemination of the Information regarding
the Profiled Companies, most frequently during the dissemination of
the Information.
You should be acutely aware that EMC repeatedly sells
its stock compensation while it is engaged in the dissemination of the
Information, as well as before and after
such dissemination. Many such securities sales occur during the dissemination
of the Information and often occur within minutes, hours or days after
EMC first disseminates the Information to the
Recipients.
EMC’s dissemination of the Information has resulted
in the past and will in the future result in increases in the Profiled
Company’s securities trading volume, enabling
EMC to sell those Securities at a profit.
Additionally, EMC’s sale of the Profiled Company’s securities concurrently
with the dissemination of the Information, including the Profiled Company’s
profile, may enable EMC to sell at a higher price for such shares, and
may result in a diminished value to those buying the Profiled Company’s
securities.
EMC does not express any opinions,
recommendations or viewpoints regarding the Profiled Companies or the
Securities, and has not conducted due diligence of any data or information
contained in the
Information.
The Information is based solely
upon data and information provided by the Profiled Companies and EMC
does not endorse, independently verify, or assert the truthfulness,
completeness, accuracy or reliability of the Information.
Recipients should not rely on the data or information contained in the
Information in making an investment decision and should conduct their
own research of the Profiled Companies.
The Recipients should
not assume that material changes have not occurred since the publication
and/or dissemination of in the Information.
Each of the Recipients
should consult with his or her legal, accounting, tax and financial
advisers regarding any investment in the Profiled Companies or the Securities.
Use of the Information as well
as any investment in micro-cap or penny stock securities are subject
to
risks and EMC’s operational realities, as follows:
- EMC is not a registered
investment advisor or registered securities broker dealer and no information
contained within the Information should be construed as investment advice
or as a solicitation to offer, purchase or sell the Securities; therefore,
you should never use the Information as the only basis upon which you
make an investment decision and understand that the use of our Information
does not provide you with the possible benefits of receiving advice
from a registered investment adviser or registered representative or
a broker or dealer.
- EMC does not provide
stock recommendations; as such, none of the Information should be construed
directly or indirectly or explicitly or impliedly, as stock recommendations
and you should rely upon your professional adviser regarding such matters,
including your registered broker, investment adviser or other qualified
financial adviser.
- EMC does not endorse,
independently verify or assert the truthfulness, completeness, accuracy
or reliability of the Information and conducts no due diligence of the
Profiled Companies;
- Penny stocks are
subject to the SEC’s penny stock rules, which may cause difficulties
in liquidating micro-cap securities;
- Penny stocks by
their very nature involve a high degree of risk and may involve the
loss of one’s entire investment.
- Energy, biotech,
and other companies are subject to increased regulations, which subject
them to material costs and possible fines and liabilities.
- Because we will
sell material amounts of the Securities during the dissemination of
the Information, shortly thereafter, or at anytime, our selling activities
may negatively cause price volatility, stock price declines and/or increased/decreased
selling volume.
- Because we will
buy material amounts of the Securities in the open market before, during
or after the dissemination of the Information, these activities may
cause price volatility, stock price increases or declines
or increased/decreased
volume.
- Because we only
present positive or neutral information regarding the Profiled Companies
and do not provide negative information in our Profiles, it is all the
more important for you to conduct further investigation, consult with
outside sources, and consult with your professional adviser.
- Because we only
present selected positive or neutral information, you should consult
other recommended sources as we have referred to above, to determine
what information is material or immaterial;
- Because EMC is a
Shareholder of the Profiled Companies, it has an inherent conflict of
interest with the Recipients, in which EMC may favor their own interests
over that of the Recipients, by selling its compensation during the
publication of the Information or at anytime.
- The buying and selling
of the Securities by EMC and/or its principals, affiliates and representatives
may negatively affect the volume or price of the Securities, including
price declines or the common shares becoming unstable.
- Penny stock securities
are often thinly traded, in which case you may have difficulties in
liquidating your securities.
- Penny stock securities
involve an extremely high degree of risk.
- Because the Securities
are penny stocks, they are subject to the Securities and Exchange Commission&rsquos
penny stock rules, and as such, any investment in the Securities involves
a high degree of risk and it may be difficult for any investor or Shareholder
to resell the Securities; an investment in the Securities could result
in the loss of some or all of an investment.
- The issuance of
the Securities to EMC may cause shareholders and/or investors of the
Profiled Companies to experience immediate and substantial dilution
of their holdings and/or investments in the Profiled Companies
- Future securities
issuances to EMC for services may also result in a reduction of (i)
the book value or market price of the Profiled Companies’ securities,
(ii) shareholder voting power; and (iii) each shareholder’s proportionate
ownership of any Profiled Company.
- You should consider
whether the Profiled Company is a development stage company or has little
or no operations or no revenues or assets, any such conditions of which
increase the risk investment level of investing in such companies.
- You should consider
the financial condition of the Profiled Company in your analysis.
- Many of the companies
are subject to numerous risks particular to the industry that they engage
in, which may be disclosed in SEC and/or Pink Sheets reports and we
urge you to review.
Section 17(b) of the Securities
Act of 1933 requires that any person that uses the mails to publish,
give publicity to, or circulate any publication or communication that
describes a security in return for consideration received or to be received
directly or indirectly from an issuer, underwriter, or dealer, must
fully disclose the type of consideration (i.e. cash, free trading stock,
restricted stock, stock options, stock warrants) and the specific amount
of the consideration.
In connection therewith, EMC has received
the following compensation and/or has an agreement to receive in the
future certain compensation, as described below:
EMC has an October 1, 2008 agreement with Puradyn, Inc. ("PFTI")
to provide various services to PFTI for a twelve (12) month period.
The agreement has been renewed for additional six (12) month periods
("Renewal Term"). The terms of the agreement provide that
PFTI will pay EMC the following compensation for its services: The sum
of 300,000 rule 144 shares and 175,000 cashless warrants at a strike
price of $0.75 and 175,000 warrants with a strike price of $1.25. To
date 400,000 rule 144 shares and 350,000 warrants has been paid to EMC
have been paid to EMC.
EMC has sold 74,500 shares of PFTI and
may sell the entire position at any time.
EMC has a June 16,
2009 contract to provide Investor Relations services for Ceragenix Pharmaceuticals,
Inc. for a six month period. EMC has been paid 120,000 restricted series
B shares and has purchased 100,000 in James Painter’s individual name
at .10 cents per shares. EMC has sold 35,000
shares and may sell the entire position at any time.
EMC has a contract
to provide Investor Relations services for Viper for a twelve month
period. The company has paid EMC $20,000 dollars and 100,000 restricted
shares. EMC has sold 124,000
shares and may sell the entire position at any time.
EMC has an October 14, 2009 contract to provide Investor Relations services
for Reflect Scientific, Inc. for a 12 month period. The company is to
pay EMC $6000 per month plus 300,000 Rule 144 shares every 3 months.
To date the company has paid EMC $12,000 and 300,000 Rule 144 restricted
shares.
EMC has sold 125,000
shares and may sell the entire position at any time.
EMC had a December 16, 2009 contract to provide Investor Relations services
for Oramed Pharmaceuticals for a six month period. The company is to
pay EMC 100,000 restricted shares of Stock and $5,000 monthly. EMC has
been paid 30,000 dollars and 100,000 shares. Oramed has renewed the
agreement and has agreed to pay EMC restricted 50,000 shares as of July
28th and 50,000 restricted shares 3 months
later. EMC has bought 29,000 shares.
EMC has been compensated a total of 1,150,000 restricted shares directly from
Vidaroo Corporation for two separate Investor Relations contracts. EMC has also
received 3,140,000 shares from Vanguard Corporation and James Byrd Jr., Vanguard's
principal. EMC has purchased 1,000,000 from Scott Morris/Julie Morris for a
cost of 150,000 dollars. EMC purchased 2,306,664 shares from Tom O Hansen,
Lynda Byrd, Dan Valladao, and James Byrd Sr. Ryan Painter, wife of Mr Painter (EMC'S principal)
has purchased 1,470,000 shares as a result of assigned option from James Byrd
for a cost of 46,665 dollars. Ryan Painter has also invested 95,000 dollars in the
company at a cost of .20 per share (425,000 shares) with 90,000 warrants to
purchase shares at .30. EMC has sold approximately 5,540,000 shares they have
purchased and or been compensated with. EMC intends to continue to sell its shares.
Emerging Markets and or its affiliates will be selling shares in
the clients profiled on this website. We may sell large quantities of
shares in conjunction with profiles being distributed this will negatively
impact the market. Investors are cautioned the EMC holds a position
in these securities and we fully intend to sell every share. Do not
invest in any client profiled on this website unless you can afford
to lose your entire investment.