Genesis techno
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cashfactory ist so billig, da antwortet man doch garnicht mehr...das geilt ihn doch auf! Da schüttelt der sich doch ins Fäustchenn!!!!
Ein normales Hausschwein hat ein IQ von 10, cashfactory hat 9,5...also lasst ihn links liegen, und dann wird das auch wieder ein seriöses Forum... ECHT
Gruß 123tim
- 12,65% Realtime- und das ist erst der Anfang!!!
Kein einziger der Leute die hier zum Einstieg geblasen haben, äußert sich heute. Dies zeigt doch, wie unseriös diese Personen sind. Nun bewegen sie sich in anderen Threads und vollziehen ähnliche Strickmuster.
In diesem Zusammenhang warne ich ausdrücklich vor den Usern korted und carpediem7. Bitte prüfen Sie deren Aussagen auf den Wahrheitsgehalt und informieren Sie sich dringend auch aus anderen Quellen!!!
und im Gegensatz zu cashfactory möchte ich mit meinen Tipps oder Äußerungen auch kein Geld verdienen...wie läuft denn Aktion mit käuflichen emails Herr cashfactory? Schon genug Dumme gefunden?
Prüfung läuft...
Diese Aktie macht den absoluten Tiefflug...eher noch " Reise zum Mittelpunkt der Erde " und immer tiefer...aber Gott sei dank ist es bis 0 nich mehr weit. Ins Minus gehts dann nich mehr....
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6-Sep-2006
Entry into a Material Definitive Agreement, Unregistered Sale of Equ
Item 1.01 Entry into a Material Definitive Agreement
On September 6, 2006, Genesis Technology Group, Inc., a Florida corporation (the "Registrant" or "Genesis") entered into an Agreement and Plan of Share Exchange ("Exchange Agreement") with certain significant stockholders of Genesis (collectively, the "Genesis Shareholders"), Gold Horse International, Inc., a Nevada corporation (the "Operating Company"), and each of the shareholders of the Operating Company ("Operating Company Shareholders"). The Operating Company develops, owns and operates hotel properties in China.
Upon consummation of the Exchange Agreement on the date of Closing (as defined in the agreement), Genesis will acquire the Operating Company by issuing 306,192,906 shares of its common stock (the "Genesis Shares") to the Operating Company Shareholders, and in exchange, the Operating Company Shareholders shall assign 100% of the outstanding common stock of the Operating Company to Genesis. As a result of the transactions contemplated under the Exchange Agreement, (1) Genesis would acquire the business and operations of the Operating Company, and Genesis' principal business activities shall consist of the business of the Operating Company, and (2) immediately following the Closing, the Operating Company Shareholders would hold 65% of the issued and outstanding stock of Genesis.
The directors of Genesis and the Operating Company, respectively, have approved the Exchange Agreement and the transactions contemplated under the Exchange Agreement. The target date for closing of this transaction (the "Closing") is October 15, 2006, or a date mutually agreed by the parties (the "Closing Date"), however, there can be no assurance that the proposed transaction will ever be consummated. A copy of the Exchange Agreement is included as Exhibit 2.1 to this Current Report on Form 8-K.
The Operating Company develops, owns and operates hotel properties in the Peoples' Republic of China ("PRC") through a series of contractual arrangements with (i) Inner Mongolia Jin Ma Construction Co. Ltd., (ii) Inner Mongolia Jin Ma Real Estate Development Co. Ltd., and (iii) Inner Mongolia Jin Ma Hotel Co. Ltd., each a corporation organized under the laws of the PRC ("PRC Operating Companies"). Through these contractual arrangements, the Operating Company has the right to advise, consult, manage and operate the PRC Operating Companies, and collect and own all of their net profits. In addition, the Operating Company, the PRC Operating Companies, and the shareholders of the PRC Operating Companies have entered into a series of agreements under which voting control over the outstanding shares of the PRC Operating Companies will be vested in the Operating Company and its board of directors, including a Power of Attorney, Shareholders' Voting Rights Proxy Agreement and Covenant Not to Sue ("Power of Attorney") and a Shareholders' Voting Rights Proxy Agreement ("Proxy Agreement"). Prior to closing of the exchange transaction, each of the PRC Operating Companies and their shareholders will grant the Operating Company the exclusive right and option to acquire all of the shares of each of the PRC Operating Companies or all of the assets of each of the PRC Operating Companies ("Option Agreement"). Collectively, the Consulting Agreement, Operating Agreement, Option Agreement, Power of Attorney and Proxy Agreement with each of the PRC Operating Companies are referred to herein as the "Restructuring Agreements."
In connection with the execution of the Exchange Agreement, Genesis, the Operating Company is entering into a Guarantee and Assumption Agreement ("Guarantee Agreement") with each of the PRC Operating Companies, under which these parties shall agree to be jointly and severally liable with the Operating Company and the shareholders of the Operating Company for each and every obligation and liability of the Operating Company and the Operating Company Shareholders under the Exchange Agreement as if they were parties to the Exchange Agreement.
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If and when the exchange transaction is consummated, Genesis intends to file a Current Report on Form 8-K announcing the closing of the exchange transaction and will include appropriate disclosures required under Item 1.01 with respect to the Restructuring Agreements, with each of the foregoing agreements being included as Exhibits in such Current Report, in addition to requisite financial statements of the Operating Company and other required disclosures.
Genesis is presently authorized under its Articles of Incorporation to issue (i) up to 200,000,000 shares of common stock, par value $0.001 per share, and (ii) 20,000,000 shares of preferred stock, par value $0.001 per share. In order to consummate the exchange transaction, Genesis would be required to amend its articles of incorporation to increase the number of shares of authorized common stock to 420 million shares, and convert (or cause to be converted), redeem, rescind or cancel all outstanding shares of preferred stock. As of the date of this Report, Genesis has 84,010,561 shares of its common stock issued and outstanding, and 15,900 shares of preferred stock issued and outstanding and convertible into 685,345 shares of common stock. In addition, Genesis has options and warrants outstanding for the purchase of up to 22,471,611 shares of common stock. Under the terms of the Exchange Agreement, all of the outstanding shares of the Operating Company will be exchanged for 306,192,906 shares of common stock of Genesis. Accordingly, if the exchange transaction closes, Genesis's shares of common stock, on a fully diluted basis, would represent 35% of Genesis's total common stock outstanding immediately thereafter. Following completion of the exchange transaction, the Operating Company will become a wholly-owned subsidiary of Genesis.
Genesis's completion of the transactions contemplated under the Exchange Agreement are subject to the satisfaction of certain contingencies including, without limitation, the delivery of U.S. GAAP audited annual, interim reviewed and pro forma financial information of the Operating Company (on a consolidated basis with the PRC Operating Companies), compliance with regulatory requirements, and the execution of the Restructuring Agreements. Consummation of the exchange transaction is also conditioned upon, among other things, continued quotation of Genesis's common stock on the NASD Over-the-Counter Electronic Bulletin Board ("OTCBB").
The parties plan to close the transactions under the Exchange Agreement on or prior to October 15, 2006, or on an alternative date agreed by the parties. However, there can be no assurances that the exchange transaction will ever be completed. The Exchange Agreement may be terminated by: (i) mutual consent of the parties (ii) if any provision (including, but not limited to, the representations and warranties) of the Exchange Agreement that is applicable to or required to be performed by a party shall be materially untrue or fail to be accomplished by October 15, 2006, or (iii) if any conditions precedent provided in the Exchange Agreement fail to occur or be satisfied prior to October 15, 2006. The Exchange Agreement may be amended by consent of the parties, and may be assigned to and assumed by a subsidiary of Genesis with the written consent of the Operating Company.
Item 3.02 Unregistered Sales of Equity Securities
Pursuant to the Exchange Agreement, if and when the exchange transaction closes, the Company agreed to issue 306,192,906 shares of common stock to the Operating Company Shareholders. The sale and issuance of these shares is exempt from registration pursuant to Regulation S under the Securities Act of 1933.
2007-02-12 06:30 ET - News Release
BOCA RATON, Fla., Feb. 12, 2007 (PRIME NEWSWIRE) -- Genesis Technology Group, Inc. (OTCBB:GTEC) released its Annual Report for fiscal year 2006, the 10-KSB filing. The Company revealed net income of $2.9 million and assets of $7.2 million, making the year its most successful in its history. This equated to net income of $0.03 per common share, fully diluted, and a positive increase of $6.6 million from the previous fiscal year's net loss of $3.7 million.
Under a directive from its newly expanded Board of Directors, the Company has planned a spring marketing campaign that could expand the recognition of its achievements and potential among a broader audience of investors in the U.S. and abroad. The marketing program includes:
* Review of the Company's performance by an established stock market
analyst. This detailed report should be readied for wide
dissemination during the first half of calendar year 2007.
* National publicity campaigns by professional media companies,
designed to reach a broader audience and educate investors of the
success, potential and risks of the Company's current business
model.
* Hosting national investor seminars under the direction of a
professional advisor that will include domestic travel by Company
executives and directors to meet with experienced investors.
* Formulation of a prospectus by its own Board of Directors to secure
future investment for expansion and support of its programs. The
Company believes that it is well positioned to reach a group of
international investors, particularly focused on China, who could
assist the Company and its business model to attain more advanced
and rewarding levels.
* Release of a CEO letter to present the plan and forecast for fiscal
year 2007 and beyond, addressing the status of its current Chinese
partner companies, the procedure by which these companies are
screened and reorganized to attain U.S. public company status, and
the potential benefits and risks to Genesis and its shareholders.
CFO Adam Wasserman summarized the audited Annual Report: "For the year ended September 30, 2006, we reported net income of $2,909,606 or $0.03 per common share, compared to a net loss of $(3,726,929) or $(0.06) per common share for the year ended September 30, 2005, a positive increase of $6,636,535.
"As of September 30, 2006, the Company's total assets amounted to $7,231,773, compared to $1,719,042 on September 30, 2005. Our total operating expenses decreased by $1,066,815 compared to the previous 12 months of operation. Furthermore, through the sale of marketable securities that the Company had previously received for services rendered, our cash and trading marketable securities totaled $809,700 on December 31, 2006."
President Kenneth Clinton said," We are going to attempt to do a better job of reaching out to shareholders, giving earnings forecasts and meeting the expectations of shareowners. In this business climate, we must be both extremely careful and conservative about our expectations. However, we are enthusiastic about our model and our progress in China. We have tried to correspond to our base by outlining the current performance of Genesis, why we feel that our business model is trending up, and, most of all, why we are ardently positioned to capture the most appealing expansion effort and profit opportunities for Genesis in the years ahead."
About Genesis Technology Group, Inc.
Genesis Technology Group, Inc. (d/b/a Genesis China and GTEC) is a U.S. public company that earns, enhances and markets equity positions in small to mid-sized Chinese enterprises. Commitment, dedication, and expertise are the key components to the Genesis "Mission Statement." It has created a successful profit center by incubating Chinese companies in a wide range of sectors, creating so-coined "partner companies." Genesis makes a long-term commitment with management consultation, board of directors composition, creation and implementation of successful business models, which include expansion of markets in China and abroad. To help drive the success and profitability of these operations, Genesis provides resources and proficiency to maximize partners' leadership potential in China and attempts to increase high-margin, predictable earnings. For more information, visit http://www.Genesis-China.net.
Safe Harbor Statement
Certain statements set forth in this press release constitute "forward-looking statements." Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate, or imply future results, performance or achievements, and may contain the words "estimate," "project," "intend," "forecast," "anticipate," "plan," "planning," "expect," "believe," "will likely," "should," "could," "would," "may" or words or expressions of similar meaning. Such statements are not guarantees of future performance and are subject to risks and uncertainties that could cause the Company's actual results and financial position to differ materially from those included within the forward-looking statements. Forward-looking statements involve risks and uncertainties, including those relating to the Company's ability to grow its business. Actual results may differ materially from the results predicted and reported results should not be considered as an indication of future performance. The potential risks and uncertainties include, among others, the Company's limited operating history, the limited financial resources, domestic or global economic conditions -- especially those relating to China, activities of competitors and the presence of new or additional competition, and changes in Federal or State laws, restrictions and regulations on doing business in a foreign country, in particular China, and conditions of equity markets. More information about the potential factors that could affect the Company's business and financial results is included in the Company's filings, available via the United States Securities and Exchange Commission.
CONTACT: Genesis Technology Group, Inc.
Kenneth L. Clinton, President
(561) 988-9880
Facsimile: (561) 988-9890
info@Genesis-China.net
7900 Glades Road, Suite 420
Boca Raton, Florida 33434
United States of America
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Wertpapier: GENESIS PHARMACEUTICALS |
2007-02-12 08:30 ET - News Release
WELLINGTON, Fla., Feb. 12, 2007 (PRIME NEWSWIRE) -- Ken Weiner, Publisher of Shazamstocks.com, today announced profile coverage of Genesis Technology Group, Inc. (OTCBB:GTEC). The profile is a comprehensive look at the company's growth initiative. You can view the complete profile at http://www.shazamstocks.com/profiles/gtec/index.php.
About Genesis Technology Group, Inc.
Genesis Technology Group, Inc. ("Genesis" or "Genesis China") is a business development and marketing firm that specializes in advising and providing a turn key solution for Chinese small and mid-sized companies entering Western markets. We dedicate our expertise and capital resources to expand the potential of Chinese partner companies. We provide the marketing strategy, counsel, and plans to support our clients' business, financial, or marketing goals. We work closely with top management to define their strategy and business model to develop effective tactics to support business development. Our business mission is to create substantial, incremental stockholder value for emerging growth companies by executing strategy-driven programs that professionally incubate and mature Chinese companies and prepare them for Western markets. For more information, visit http://www.Genesis-China.net.
About Shazamstocks.com
Shazamstocks.com publishes profiles on up and coming publicly traded Companies. Shazamstocks.com is one of the nation's top Internet Destinations for small cap stock information. To feature your company, Please call Ken Weiner, our Publisher at (561) 793-2665 or email editor@shazamstocks.com.
Disclosure: We have been compensated by Genesis Technology Group Inc. sixteen thousand dollars for profile coverage.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: This release contains forward-looking information. Statements that are not descriptions of historical facts are forward-looking statements provided under the "safe harbor" protection of the Private Securities Litigation Reform Act of 1995. These statements are made to enable a better understanding of our business, but because these forward-looking statements are subject to many risks, uncertainties, future developments and changes over time, actual results may differ materially from those expressed or implied by such forward-looking statements. Examples of forward-looking statements are statements about anticipated financial or operating results, financial projections, business prospects, future product performance and other matters that are not historical facts. Such statements often include words such as "believes," "expects," "anticipates," "intends," "plans," "estimates" or similar expressions.
These forward-looking statements are based on the information that was currently available to us, and the expectations and assumptions that were deemed reasonable by us, at the time the statements were made. We do not undertake any obligation to update any forward-looking statements in this report or in any of our other communications, except as required by law, and all such forward-looking statements should be read as of the time the statements were made, and with the recognition that these forward-looking statements may not be complete or accurate at a later date.
CONTACT: Shazamstocks.com
Ken Weiner
(561) 793-2665
editor@shazamstocks.com
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Wertpapier: GENESIS PHARMACEUTICALS |
Genesis Beijing Office Offers New Year's Summary of GEP Partner Companies
2007-02-15 06:30 ET - News Release
BEIJING, Feb. 15, 2007 (PRIME NEWSWIRE) -- Genesis Technology Group, Inc. (OTCBB:GTEC) marked the upcoming Chinese New Year by releasing a summary from its Beijing office. The report offered a brief update on the Chinese companies, which are contract partners in the growth and equity program launched by the Company just over one year ago. Genesis Director Dr. Shaohua Tan estimated that Genesis could "sign up as many as six new partnering Chinese companies over the next 12-18 months."
From his Beijing office, Dr. Tan observed: "Our record-breaking fiscal year (2006) achieved by Genesis is the result of its totally revitalized, innovative business model, implemented in late 2005, and the dedicated efforts of its management team.
"This business model, most importantly, appears to be sustainable in China, as an increasing number of fast-growing Chinese companies seek greater international reach, improved efficiency and governance, and more effective access to capital, technologies and markets outside of China.
"The GEP program should significantly strengthen Genesis' profit-earning capability over the long run. Indeed, the large majority of the 2006 income of the Company came from only one partnering company, Lotus Pharmaceuticals in Beijing. We have now signed up three additional companies, with expected project completion dates in the foreseeable future, possibly in this calendar year.
"What's more, Genesis believes that it could be able to qualify and sign up as many as six new partnering Chinese companies over the next 12-18 months, which could put Genesis on the fast-growth track for years to come.
"Briefly, we can report on the four current partner companies, which are at various stages of the GEP program:
"Lotus Pharmaceuticals (OTCBB:LTUS) is the first graduate of the revitalized program. Genesis holds 6,736,896 share of LTUS common stock. For the Genesis 10-KSB, filed on January 16, 2007, a value of $0.51 per share was utilized. Working closely with Lotus management going forward, we are confident that it can show sizable growth and profitability.
"Gold Horse International, Inc. has entered the final stages of the program. The official audit has been completed, and the private-to-public process is now being led by a law firm in Los Angeles. Once Gold Horse attains public company status, Genesis should receive a significant equity position in Gold Horse.
"The Chinese environmental technologies company completed the pre-audit procedure and, in early February 2007, formally engaged an auditing firm in New York to complete its audit and a Shanghai-based law firm to handle its in-China legal matters. If this Company reaches public company status, Genesis should receive a significant equity position.
"The Chinese health foods beverage company completed the pre-audit procedure in February 2007. Genesis now must review the results. If satisfactory, the Chinese company would formally engage a qualified U.S. auditor. If this Company reaches public company status, Genesis should receive a significant equity position.
"New candidate partner companies are being screened in China by the Genesis team. This is a challenging and risk-laden process. Followers of the Genesis business model must understand that, until the Chinese partner company officially reaches public company status and files its initial 8K, a high degree of risk exists that the partner may not ever attain that status. While the receipt of such stock is contractual, Genesis still recognizes that such compensation is conditional on performance and specific deliverables.
"Even though the amount of work, contributed by the U.S. and China teams, may even exceed the costs and risks, we feel that a successful outcome-such as Lotus-proves worthwhile to our shareholders and the future of Genesis.
"This marks the 'Year of the Golden Pig,' the lunar year that augurs particularly well for business ventures, based on Chinese lore. We are dedicated to making Genesis a part of this success," concluded Dr. Tan.
About Genesis Technology Group, Inc.
Genesis Technology Group, Inc. (d/b/a Genesis China and GTEC) is a U.S. public company that earns, enhances and markets equity positions in small to mid-sized Chinese enterprises. Commitment, dedication, and expertise are the key components to the Genesis "Mission Statement." It has created a successful profit center by incubating Chinese companies in a wide range of sectors, creating so-coined "partner companies." Genesis makes a long-term commitment with management consultation, board of directors composition, creation and implementation of successful business models, which include expansion of markets in China and abroad. To help drive the success and profitability of these operations, Genesis provides resources and proficiency to maximize partners' leadership potential in China and attempts to increase high-margin, predictable earnings. For more information, visit http://www.Genesis-China.net.
Safe Harbor Statement
Certain statements set forth in this press release constitute "forward-looking statements." Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate, or imply future results, performance or achievements, and may contain the words "estimate," "project," "intend," "forecast," "anticipate," "plan," "planning," "expect," "believe," "will likely," "should," "could," "would," "may" or words or expressions of similar meaning. Such statements are not guarantees of future performance and are subject to risks and uncertainties that could cause the company's actual results and financial position to differ materially from those included within the forward-looking statements. Forward-looking statements involve risks and uncertainties, including those relating to the Company's ability to grow its business. Actual results may differ materially from the results predicted and reported results should not be considered as an indication of future performance. The potential risks and uncertainties include, among others, the Company's limited operating history, the limited financial resources, domestic or global economic conditions -- especially those relating to China, activities of competitors and the presence of new or additional competition, and changes in Federal or State laws, restrictions and regulations on doing business in a foreign country, in particular China, and conditions of equity markets. More information about the potential factors that could affect the Company's business and financial results is included in the Company's filings, available via the United States Securities and Exchange Commission.
CONTACT: Genesis Technology Group, Inc.
Kenneth Clinton, President
(561) 988.9880
Fax: (561) 988-9890
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