Toks, Inc. was formed in 1996 as a corporation in State of Delaware, a state that allows a Company “with or without par value stock.” Par value stock allows a Company to set its own stock price that never reflects true market value of the Company. But, in hindsight, true “market value” of any Company is subjective that’s why outstanding shares of a Company is used to established the value of the Company.
What were the operations then?
The actual “vision” is to operate a small minority (Black) entertainment and media entity due constant complains that there were not that many minority and entertainment and media entities to feed minority audiences. Actually, we contacted some black investment banks to raise capital to launch a “Black Studio” that would produce and distribute black movies. We contacted some black businesses as our primary investors through list of successful black companies that normally appear in “Black Enterprise” magazine. We actually got some great reception, until one of the black investment banks declined. We later found out through a press release from BET that BET has convened its board to launch a “Black Studio” to produce movies. Our conclusion was that the black investment banks we contacted went to BET as an established entity that could raise the capital from investors as opposed to us.
Any capital raised to reach this goal?
No success even with numerous calls to investment banks and independent capital raising entities that structured private placements for such deals. We did it all from contacting media entities to own a stake to institutional investors and banks.
Was the Company involved in numerous deals?
Yes. Two memorable deal participated were: 1) Bidding of Seagram, when Vivendi merged with Seagram for the entertainment and media assets and Vivendi decided to sell the wine and spirits business. We submitted a bid of $11 billion with condition that Vivendi provided the $3 billion in equity and we use that to raise $8 billion and issue $5 billion in stock to Vivendi to cover the $3 billion it provided since we will be taking Seagram back to public---with strong argument to Vivendi that the $3 billion provided is right back in their hand when we raised $8 billion and add the $3 billion to buy Seagram. Vivendi loved this offer because we went straight to the Paris office. Vivendi agreed to this offer to provide $3 billion with their own condition that we must get a Letter of Intent from any bank to arrange the $8 billion in loan syndication before they can release the $3 billion. We went to work contacting major banks and they all turned such request down, after we have established that $3 billion in equity has been lined. That’s was the first time we realized that the racism and bigotry is well and alive in Corporate America. We lost. 2) The second one is the bidding of Hughes Electronics Corporation’s DirecTV from General Motors Corporation when General Motors Corporation decided to sell DirecTV due to the threat of “Hostile Takeover” of General Motors Corporation by group of financiers to gain control of DirecTV and sell off the auto company. The “hostile takeover” strategy was to raise capital from major automakers that want General Motors Corporation out of the picture and use that capital to conduct the “leverage buyout” through a tender offer to acquire all outstanding shares of General Motors Corporation. Microsoft Corporation was mentioned as one of the backers of such takeover due to Microsoft’s agenda to use such takeover to compliment Microsoft’s products in the “interactive media” business. Again we never succeed.
When did the Company go Public?
Toks, Inc. went public on August 31, 2001 due to one factor to buy General Motors Corporation in stock and own DirecTV. We were just tired of losing out on deals and we felt that the best way to deal with this is go public and gain access to capital markets. Our first filing was never look great because the agent we used to conduct EDGAR, which is the electronic filing of documents with SEC never understood the system, the agent did it wrong. We finally ran to another agent, a specialist of EDGAR, who did it right. That corrected version was filed on September 7, 2001 and SEC labeled it as “Amended.”
How successful was the Company’s Initial Public Offering (IPO)?
Actually, our purpose of filing registration statement for IPO is to register enough common shares at a price we can use to conduct acquisition in “heavy premium.” The phrase “successful” doesn’t apply to us because we never registered thousands or millions of shares to sell to the public. We never conducted “Pre-IPO” funding which is a “Private Placement” where shares are sold to investors at low price before filing registration statement to sell shares of the Company to the public at higher price. But our filing, technically, is still considered an IPO regardless whatever our strategy is.
What Strategy was that regarding the IPO?
We only registered 20 Class A Common Shares at $5,000 per share. The filing fee was $25 because back then SEC ‘s filing fee was .000025 x $5,000. SEC ‘s filing fee is based on the amount the company is trying to raise, not the number of shares the Company is trying to sell. Actually, the wire transfer our bank charges us to pay the $25 SEC filing fee was $35. We figured out that with this price, sky is the limit. We can issue this stock to buy any publicly traded entity regardless of their price.
Did SEC issue any Comments?
Yes. SEC issued comments that it would be impossible to just wanted to sell 20 Class A Common shares at $5,000 per share raising $100,000 and expect to issue billions in corporate bonds to finance acquisition in stock. But the mistake SEC made is that SEC was actually basing this on a typical acquisition aka "leverage buyout" where a "buyer" is required to put down certain percentage of equity in order to receive debt from a lender. Our agenda is never about such approach, the $10 billion corporate bond is designed to finance acquisition and expansion of our operation. SEC also issue comments that we must abide by SEC’s rules and regulations regarding “Plain English” document which is designed for investors to understand the document as opposed to past document loaded with all legal mumbo jumbos that requires a PHD in finance to decimate. SEC also established that Toks, Inc. was not in “good standing” meaning we have to reincorporate and conduct corporate amendment regarding volume of shares since when an entity incorporates, it normally receives 1,000 shares par value. SEC also stated that we needed financial auditing. We responded that “Plain English” requirement is a very delicate requirement. Plain English is a “subjective” issue. What’s plain English to someone may not be to another. We advised SEC that if an investor cannot comprehend our prospectus, then the investor has two options: a) seek a professional advise; b) decline to make investment. Capitalism is a “free enterprise” meaning no investor is ever forced to make investment. About the “good standing” we can always update it and pay all owed taxes. Actually, we observed the 1,000 shares par value limit because we only registered 20 shares. As for the billions in corporate bonds, we established to SEC that we just have to find out how such issue would turn out when we embark on such capital raising activity.
425 Notices
Toks, Inc. conducted its 425 Notices filing with SEC on October 9, 2001 to announce the publicly traded entities we wanted to acquire in stock. We used our EDGAR filing agent who did a “live” filing where Wall Street and other stock exchanges and media got the announcement around the country. We became famous overnight. Our voicemail system was full with no room for others to leave messages. The very reasons why we filed our 425 Notices are: 1) SEC’s division of enforcement conducted a conference call with us via telephone and told us that it seems we would not be able to raise the capital and we must withdraw our registration statement. SEC’s audacity that we couldn’t raise the capital is nothing short of one playing GOD. Can one imagine someone telling a child you will never amount to anything; or a school teacher saying this kid would flunk (without getting the chance to attend school), no school. It’s our business if we fail raising the capital, it won’t hurt SEC. Of course, we declined 2) EchoStar filed to buy Hughes Electronics Corporation in order to gain control of DirecTV because Echo Star was angry that News Corp, who EchoStar was negotiating with to sell equity stake reneged to seek Microsoft’s $5 billion capital to back News Corp to buy DirecTV. 3) By filing these 425 Notices to announce the acquisition, we felt that it would make it easier to raise capital through investment banks (we were naïve) and others to finance these acquisitions. Media entities called our filing “bogus” merger and we must have used some hacking to gain access to SEC’s Web site to announce this filing. But what the media filed to realize that we used our CIK number to conduct this filing. SEC quickly conducted a stock patrol to check if we owned any stock of the very publicly traded entities we announced based on that our intention is to use this announcement to make quick buck by selling off our stock to investors that want them at a premium. Such check by SEC turned up that we never owned any stock or we didn’t know any that owned which SEC and authorities can use as engaging in “insider trading” which means we tipped off some folks about the filing.
Why did SEC conducted a Stop-Order?
Stop-order is used to keep securities being registered from becoming “effective” for sale to the public. According to securities laws, when a Company files for registration statement to register the company’s stock, such securities actually become “effective” for sale to the public 20 days after filing. What SEC does in reviewing the registration statements and issuing comments is called “post-effective” that grants SEC the authority to declare such securities “effective” for sale to the public. SEC has never engaged in recommending any stock for sale. SEC is neutral. What SEC does is make sure full disclosure of the Company’s operation be it “positive” or “negative” is disclosed. The very stop-order SEC’s division of enforcement used to stop the our 20 Class A Common shares from becoming “effective” for sale to the public has been abandoned 25 years ago on the very day SEC decide to conduct a "stop-order." SEC doesn’t use stop-order anymore. It makes sense because what SEC should do is not declare the securities registered for sale until the “issuer” (Company) meets all demands SEC wanted to declare the securities “effective” for sale. One must realize that SEC (the “Commission”) did not authorize this stop-order against us. Actually, one of the SEC Commissioners was on record that the division of enforcement at SEC exceeds their authority all the time and engage in conflict with the commission. Interpretation: The commission never authorizes most of the actions division of enforcement takes. Some cases have resulted in the Commission overruling the division of enforcement’s actions. Federal courts have tossed out cases brought against companies by division of enforcement. The reason SEC’s division of enforcement gave was that the 425 Notice Filed on October 9, 2001 to conduct acquisition. To answer the real reason why division of enforcement filed a stop-order against Toks, Inc. was to “embarrass” the Company, because such stop-order requires an administrative hearing heard by SEC Administrative Judge. And the pressure from the media that stated that SEC could stop the 425 Notices or merger. SEC has no authority to stop a merger, only shareholders of such merger or Department of Justice based on anti-trust provisions. DOJ stopped the merger of EchoStar and Hughes Electronics Corporation regarding the DirecTV. The Department of Justice has lost cases to stop a merger, example is Oracle and PeopleSoft merger which DOJ lost the case. We tried to accommodate SEC in the hearing, but later discovered that SEC’s intention is too juvenile because we were consistent about our agenda to conduct acquisition with the stock. The stop-order was granted and the Administrative Judge went on her own biased mode calling the Company’s filing “hyperbole.” One wonders if everything about life is “hyperbole.” This is the same judge who accused us of not establishing with SEC that we would be in possession of our own shares, which was outlined at the back of the registration statement…and furthermore we don’t even need to establish that with SEC because it’s the Company’s business to declare to be in possession of shares registered. Same judge stated that best –effort doesn’t apply to us because we had no investment bank, but we never claimed an investment bank as the underwriter due to “self-underwriting” we outlined inside the registration statement filed with SEC. Self-underwriting is accepted. Self-underwriting is all about an issuer (Company) to sell its shares to public on its own without the help of an investment bank after SEC has declared them “effective” for sale to the public. Is lawful to even advertise sale of such securities after SEC has declared the securities for sale to the public. The only requirement is the issuer must send a prospectus to any investor that saw the advertising and wanted to purchase shares.
Why did the Company established that the Stop-Order was Invalid?
After some years we discovered that our 425 Notices established that we would be in possession of our 20 Class A Common Shares registered at $5,000 per share. Inside the 425 Notices document we stated that the founder or the Company would take possession of all our 20 shares registered with SEC. A reminder, we paid the $25 SEC filing fee and 20 days passed which makes our securities “effective.” But SEC ‘s stop order came after the 425 Notices was filed making the stop-order invalid because the very purpose of SEC’s stop-order is to make those 20 shares from becoming “effective” for sale to the public, only. SEC has no authority over our decision to take possession of the 20 shares because we paid for the filing fee. So, the stop-order was actually invalid and the ruling by the SEC Administrative Judge is mute. Another interesting factor is SEC during a conference call when SEC officials called us made a note that we might not be able to raise the capital in other words SEC's action to proceed with the stop-order is based on our lack of "ability" to raise capital, not the filing of the registration statement itself.
Why such SEC's opinion on the Company's "ability" to raise capital has changed?
Well, with $5,000,000,000 coming from Nigeria to gain access to capital markets, and all of our agenda has changed since then, sky is the limit. Part of the proceeds from the $5,000,000,000 will allow us to register 8,000,000,000 Class A Common Shares at $250 per share or $2,000,000,000,000 ($2 Trillion). We can raise $5,000,000,000,000 in capital using some registered securities as collateral to register our 4,000,000,000,000 ($4 Trillion) Class A Common Shares at $250 per share or $1,000,000,000,000,000 in stock; or we can raise $500,000,000,000 through private placements of our major projects starting from Nigeria, United States, etc. Please note that most of our projects will become publicly traded entities which will allow us to be able to conduct private placements to sell shares of such projects at a lower price before we conduct IPO. Just review the "Corporate Finance" page on this Web site.
Why is Toks, Inc.’s Class A Common Shares still Valid?
After the stop-order, we received a statement from SEC showing the $25 SEC filing fee and we were advised to claim such fee through refund. We declined this nonsense from SEC. If we accepted this offer to claim this $25 SEC filing fee refund, SEC would have invalidated all of our filings because we took back the $25 filing fee. No management in its right mind would take back $25 SEC filing fee after so much money has been spent to get that far. If SEC is serious, let SEC refund all the money spent over years and years to get to that point. Because we refused and on record that we are possession of those 20 shares, we have an entity we call Toks, Inc. today. All is needed is capital to register our 1,000,000,000,000 Class Common Shares at $250 per share or $250,000,000,000,000 in stock.
Why Did SEC Sue Toks, Inc. and its Founder?
When Bank of America declined to serve as an underwriter of our $10,000,000,000 corporate bond issue we drafted a prospectus to conduct capital raising via a “Commercial Paper” issue. We adopted the typical 9-month Promissory Note which is exempted from registration and filing with SEC. We purposely did this after our research shows that both publicly traded and private entities adopt this 9-mont promissory note exempted from registration to conduct capital raising. We set up a Web site and posted all of our documents for the Commercial Paper issue on the Web site and conducted mass-press release about our commercial paper. SEC sued us that we are engaging in fraud. We responded with a “Change of Venue” motion with the court. The “Change of Venue” motion requires such defendant to stipulate what would occur in the different venue as the other court that would hear the case. We established to get a court order against Microsoft Corporation's agenda to pay dividends back then because we wanted to buy Microsoft Corporation as well (for the record we took Microsoft out of the list of publicly traded entities that will be acquired in stock--we may start own software company to compete with Microsoft products); we established that we would countersue SEC for defamation based on the fact that we conducted a press release like most major entities do when they wanted the public to know what they were doing and there was never any intention of fraud after we have engaged ourselves to be known that this is what we were doing; we established that the very commercial paper is exempt from registration; we finally established to the court that we wanted a trial by jury in order for the jury to determine if we were actually trying to commit fraud. The court rejected such motion and a temporary injunction was issued against us, and finally permanent injunction. The irony about this very lawsuit by SEC calling us fraud is we actually told the truth in as in making "full disclosure" in our prospectus we drafted to conduct the commercial paper about the ‘good standing,’ SEC stop order, etc. we never lied or conducted cover-up. The very prospectus that was drafted and posted on the Web site had a “legend” stating that the securities we are selling have never been passed by any government agency as accurate and any reference to such is criminal. We followed the law. Even SEC acknowledged that we were truthful with our full "disclosure," but what SEC didn’t like is how we turned all our obstacles to our advantage. It takes special talent to do that.
Can the Company explain the Injunction?
Yes. Our society is a racist society and racism and bigotry will never stop. Most securities attorneys have tried to portray the injunction as being barred from securities. This is not true. People that are barred from holding any public office or engaged in securities transaction are actually people that have been convicted of securities fraud or insider trading. Examples are Dennis Levine, Michael Milken, Ivan Boesky, Bernard Ebbers, etc. We have never been tried, convicted of any crime, or incarcerated. We have never defrauded any investors. Not one person can come forward and claim fraud against us. The injunction was flawed and mistakes inside that order were visible---like for example the order stated that we had no investment bank, lawyers to assist us and when one goes to next page the order was stating that the order must be delivered to our financial advisors and attorneys on record. The injunction only stated that that we must have money or access to fund before we filed any such notices (425 Notices) to buy companies.
How is the Company preparing to address any “Slander” or “Libel? We are prepared. We will pursue all legal avenues through the court to sue any individual or entity (especially the media) that portrayed us as “fraudsters,” “scam artists,” etc. We just addressed that issue when an “idiot” who stated in an e-mail that we were “fraudsters” that have been sued in U.S. Courts. We are aware of people sending e-mails to people we have contact with that we are “fraudsters.” The individual that called us “fraudsters” made a mistake to use plural as in “courts” to establish the number of times authorities have taken us to courts (which is not true)---establishing our understanding that people are reading our e-mails and doing everything to pollute people that we are trying to work with. We are talking about real bigots here and they are scared that the real truth will come out, not their lies. When someone calls one a fraudster, then let them go public and make a fool of themselves, in this case, the authorities are working 24 hours to make arrest of the founder through their so-called entrapments and illegal surveillance that is nothing short of Nazism all in the name to protect the "greed" and keep this from going public. We will remind any individual or entity that they should gather all evidence of frauds, court proceedings, indictments, victims, verdicts regarding the “frauds.” Not because SEC took us to court doesn’t mean we are guilty as charged. Innocent people are incarcerated everyday in our legal system. People have been tortured to confess to crimes they never committed. Innocent people have been executed. We encountered racist judges who are happy to be called “your honor” or “honorable,” but behind closed doors, they are “bigots” and “racists”---to them the bench is the place to flaunt their true identity. Major law firms took this transaction personally as if all these publicly traded entities are theirs. We will sue to give that individual or entity the opportunity to present all evidence that we are “fraudsters.” We will not submit to confess to a crime we never committed. We don’t care if all the courts in U.S. are behind these racist and bigots. Society had never and will never advocate or embrace agenda to force people to admit to a crime they never committed. If SEC wants another round of fight, we are ready. All the surveillance, entrapments, local law enforcement officials engaged in to get the founder into trouble failed. We detailed these egregious acts in all our court filings when we engaged in the Madoff bankruptcy. They think technology is their “god” that can tell them everything. Technology will never be “GOD” and law enforcement officials will continue to be fools to think so. At the end of the day, the legal system will determine, not a law enforcement official. These bigots took it upon themselves like Nazis that they have authority to tell who can go to court. We went all the way to Supreme Court challenging the authorities to present whatever evidence they possesses. As usual, the “cowards” rely on the color of their skin to get favorably results. We are forced to file complaints with Judicial Commission against authorities engaging in obstruction of justice and "civil righjts" violation disguised as "public virtue." We detailed how local law enforcement officials that hide close by in order to be where the founder is if they get a call of disturbance, while real crimes are ongoing. Our complaints also establsihed that people are engaging in obstruction of justice and impeachable offenses (this will be elaborated in the future). The authorities go to stores, talk to security personnel, lying and engaging in false characterization. Only cowards behave that way. If one is a threat to public, take them to court to protect the public. Nixon was forced to resign. We are quick to remind authorities that no one is below the law or above the law, even if you’re a judge---be it lower or higher court. The founder is a black man, a Nigerian and anyone who has a problem with such ethnicity, we will be glad to head to court. This is no one’s planet. We are all here on a “borrowed” life. Anyone that thinks this is his “planet,” will continue to run into people that say, no way, this is not “your planet.” We have stated this and we will continue to state this: ‘we are no one’s problem.’
Can Toks, Inc. engage in any Transaction?
Yes. We see any reason not to. Some bigots and racists have tried to say we were barred because of SEC’s civil action that never amounted to anything. A civil action is supposed to address impropriety by an officer of a company or the company itself. We never, never set out to do so, everything we did was transparent. Take a look at companies like Goldman Sachs (paid $500 million in SEC settlement), Bank of America (paid $133 million in SEC settlement), etc. These companies actually defrauded investors because investors lost money, but no one is stating that they are barred from conducting business as usual. Martha Stewart served time in prison and got out to continue running her publicly traded entity. SEC cannot be on record that it actually stopped investors from being defrauded. Bernard Madoff defrauded investors of $120,000,000,000 ($120 Billion); $180,000,000,000 ($180 Billion) collapse of AIG is caused by "mortgage securities" SEC declared "effective" for sale by investment bankers and bankers that resulted in the world financial crisis in "modern capitalism"; Billionaire R. Allen Stanford is accused of defrauding investors of $8,000,000,000; Shareholders of General Motors Corporation were wiped out. Like we stated no investors had lost money on our watch and racist securities and corporate attorneys are trying to claim that we were barred. From what? We are proud of our record and no one can come forward that our operation or agenda has resulted in investors losing billions or trillions. Investors lost trillions during the "dot-com" bust---not only that, U.S. lost big on collecting taxes on all the stock options. Investors and homeowners lost trillions because of the so-called mortgage securities.
Why is this Company not entertaining stock option for its future Employees?
Stock option is one of the worst ideas of "modern capitalism." Is like "mortgage securities" that we are on record not to participate in when we open our mortgage operation. Stock option first grant stock at certain price to an employee, then the employee has to exercise to buy the stock at such price, the employee is forced to borrow money to buy and finally, the employee must paid tax on such option. If the employee fails to file tax in time when the stock is granted, the employee may end up paying more taxes and losing big. This is why SEC sued Apple Computer Inc. for backdating their stock options. Stock option forces "fraud." Our agenda is simple, we will grant stock to employees and pay off the taxes on behalf of our employees. That simple. No complications, no room to want to backdate in order to pay so little tax, etc.
Why Didn’t the Company Appeal?
We first stated that we should have appealed the injunction from the lower court, but looking back even if we did, the Appeals court would uphold the lower court based on this factor that the order or the injunction only stated that must round up the fund to conduct acquisition. The Appeals would see no civil rights violation that the Company cannot engage in any opportunity or transaction that comes along.
What Correspondence Did the Company sent to SEC?
After the order was served and we read that we must "disgorge” all ill-gotten fund, we sent a letter to SEC’s division of enforcement to conduct a press release that any investors that have contributed or invest money in our commercial paper can call SEC and file a claim. We also advised SEC that as soon as SEC has had all the list of names, we must be notified. No such press release from SEC, no response from SEC about our request because there was never, never intention to defraud or take money from investors. And there wil never be any 'victims" on record to file claim for money lost. Actually, when we engaged in buying Bernard L. Madoff Invesdtment Securities LLC through the bankruptcy proceeding, the Trustee of Bernard L. Madoff Investment Securities LLC and his counsels used the Injunction SEC obtained back then agianst us that we were "fraudsters" and the trustee lied in its filing that they called authorities on us while in our service list SEC was served the Motion For Intervention. We discovered that the Injuction Order was different missing the paragraph that stated we must "disgorge" all ill-gotten money. It's very spooky that a different document we were served is no longer the same document now on record we were served---which the trustee used to respond to our Motion For Intervention. Now, we are in Nigeria, they are upset we are still trying to raise $2,000,000,000 to jumpstart everything. Let them be upset all they want to. They stopped us from buying Bernard L. Madoff Investment Securities LLC that we planned to use the remaining $1.1 billion to jumpstart. Now, they are angry as if this is their planet for tapping intio another source.
Is it true SEC is trying to stop Toks, Inc. from committing fraud?
There was never a case where authorities have tried to stop an individual or company from committing a crime. Most case scenario is always sting by authorities to conduct a sting to nab the company or individual when authorities get a tip of fraud being committed. We actually experienced people pretending to buy our securities before such declaration of the securities “effective” for sale to the public. It never worked, because if we wanted to commit fraud, we wouldn’t file documents with SEC. If SEC wanted to stop us from committing fraud, why is the agency engaging in its own entrapments to make us committ fraud?
Why Did the Company refused to fold?
No one gets anything playing it safe. Why should we fold? We are not hurting anyone by staying alive and seeking any opportunities. It’s our business to deal with our shortcomings. Also we have nothing to lose, but everything to gain if we remain open for business and wait for that window of opportunities. Writers have spent years searching for a publisher. Teams in sports have gone without championship for… God knows. Producers have spent years to get one movie made. We can go on and on this. It’s nothing new. David was a king and spent years running from Saul who wanted to kill him and David took over the throne after Saul was killed in battle.
What are the Company’s Assets?
Our asset is our “vision,” “ideas,” projects lined up that will include manufacturing and “stock” priced at a “premium” that can be issued out to any shareholders or use for negotiable instruments to raise capital. We are conducting the largest transaction in the world valued $2,000,000,000,000,000 ($2 Quadrillion) all stock tax free global transaction. The irony here is if we have some assets, we may not be able to conduct this transaction. Our operations will cover every business one can think of. Banking, investment banking, insurance, aircraft, shipping, construction, entertainment, media, technology, philanthropies, etc. When we unveil our business plan, investors will be breaking our doors down to make investments.
Is it not required to have some assets to conduct this DEAL?
No it's not required. First, do we ask an artist to create a master piece on a work already created? No. An artist can only create a master piece on a blank piece of paper. Same thing will apply to a sculptor, writer, etc. Actually, experts in humanities will be the first to tell society that humans have been achieving great things starting with nothing or from the scratch. People have taken nothing and turn it into something. This universe is a good example that started as a place of darkness to its present form. We are are a vsionary and we have lined up projects around the globe to create jobs. We are a “ buyer” like all successful entities be it "private" or "public" and a “buyer” doesn’t need any assets to buy, only a “seller” needs assets to sell. A “buyer” needs one thing which is either “cash” or “stock” to buy. Most entities actually form a new corporation to buy an entity for sale meaning they use the very assets of the company for sale to buy the company (known as “leverage”). General Motors Corporation had all the assets in the world and still filed for bankruptcy. This transaction is not a merger where two entities have to combine their assets to merge. This is a tender offer where shareholders would tender their shares for new shares and the shareholders will end up owning the entity 9Toks, Inc.) issuing new shares for them.
Did any officer of this Company put any of his own money into this?
This is one of the greatest myths of “capitalism” it ranks up there with mortgage securities, stock options, insurance companies underwriting policies to back financial instruments, etc. There is and there will never be anybody claiming to invest their own money into any deals. Some experts may even argue that someone gave you a chance to make a living or you got money from someone and claim it as yours. The phrase Other People’s Money (OPM) is a joke. If such is the case, why do we have the word: “investors.” Any entrepreneur that brags or boasts of putting in their own money is a joke. If an entrepreneur forks in $10 million to put together a deal, one can rest assured that he would make 1,000 times of that $10 million, so it really doesn’t make any difference if he puts any money into that deal. Good example is a billionaire that purchased Tribune Company, parent Company of Los Angeles Times and Chicago Tribune with over leveraged debt securities and raided the coffer of the employees’ pension fund and had the audacity to put a banner on the building that reads: “YOU OWN THIS PLACE NOW.” One can interpret that the banner is referring to the employees—sort of a flattering gesture (or say “suckers”). Well, they own a Company now in bankruptcy. We cannot answer this question, because it has no meaning. Of course, there’s a saying that there’s no such thing as a stupid question, but what those people didn’t say is one is not entitled to answer all questions presented. Well, who cares, big deal you put up your own money.
What Can this Company Tell Us about “Feed The World Farm & Stores?”
“Feed The World Farm & Stores” is a unique project to grow produce and food on 5,000,000 to 10,000,000 acres of land making it the largest agricultural operation/farm in the world. This operation will be launched in Nigeria and expanded around the globe buying up lands around the globe to grow foods. We will grow all major food and produce of different countries on this farm. What is so unique here is these products will be fresh, healthy and low in cost. The purpose is to feed the poor better food. For example if a regular store sells banana for 59 cents per pound, we will sell same banana at 5 cents per pound. If a regular store sells peanuts in a 16oz jar for $2.69, we will sell same item for $0.75. We also have an agenda to expand “Feed The World Farm & Stores” to manufacture our own products that will allow operation of plants and create enormous jobs. We will have our peanut butter, orange juice, apple juice, cashews, ice-cream and candies (for the kids), etc. We proposed this to Nigeria due to the partnership with Nigeria to provide the $2 billion which is now $5 Billion to jumpstart this which will serve as part of the model to fight global poverty. Our stores will be called “Feed The World Farm & Stores” open in poor neighborhoods around the globe to create jobs and feed the poor quality foods at a low cost. For the record, the rich and middle-class are welcome to come to these stores (laughs).
What is Aurelia Stephen Banc Corp?
This the wholly-owned subsidiary of Toks, Inc. The “Bank” is called the largest bank in the world due to the way we structured it. This bank will become independent after the closing of the whole transaction through a spin-off. What’s so unique about this bank is it’s the first bank of its kind that set aside 30% stake owned by a Trust that will use income from that stake to fight global poverty. The stake this bank will control through ownership of stakes in major banks around the globe is the key to its size.
What role is the Investment Bank Aurelia Stephen Securities Would Play in this Transaction?
This is part of our investment banking division that will oversee the $1,000,000,000,000,000 ($1 Quadrillion) all stock tax free global transaction. All the “equity” and “debt” securities issued to investors will be handled by this investment bank. We have no intention at this stage to share this investment banking services with any investment bank in the world. We want to start making money for our incoming shareholders that by the time we close the whole transaction, there will be plenty of money generated through fees waiting for shareholders. After the closing of the largest transaction in the world and the banking and investment banking operations are spun-off, the financial institution as an independent will begin to entertain working with other investment banks and banks around the globe. For now, this is our deal and for our incoming shareholders.
How much does the Company need to start this process?
We think $5,000,000,000 will start the whole process. We just closed the $5,000,000,000 capital raising private placement transaction with Central Bank of Nigeria that will appear in our Tombstone in major Newspapers around the globe announcing the start of the process to close this $1,000,000,000,000,000 ($1 Quadrillion) all stock tax free global transaction.
Is the size of this transaction not some concern?
SIZE? We love to educate people here for a change. It’s not the size of a transaction, it’s the “concept” or the “vision.” An entrepreneur/company can put together a $250,000 transaction and fail miserably. An entrepreneur/company can put together $2,000,000,000,000,000 and become a smash hit. Take a look at our transaction (we haven’t even unveiled the whole business plan, yet), just the tip and one can see a solid deal. For the record , it was $100,000,000,000,000 in stock deal, until we realized that when we unveil this, it would cost more than $100,000,000,000,000 in stock. Some experts may project more than $2,000,000,000,000,000. Because Great Depression is spreading around the globe so fast and no end in sight the whole transaction now is $2,000,000,000,000,000 ($2 Quadrillion) in stock global transaction.
Any information on the “Partial List?”
The “Partial List” is the list of major publicly traded entities of who is who around the globe we are on record to acquire in stock. It gives an average person what’s coming. It’s like a big, huge upcoming summer blockbuster movie everyone is waiting for. A peek. Some experts would say acquisition of these publicly traded entities in the partial list will be enough. Make no mistake, there’s a strategy here, this not all about just acquisition. Every move we make has a reason. We actually outlined in “parenthesis” the very reason why each company is acquired---it’s an understatement shareholders/investors would love this. We will release this “Partial List” in Nigeria.
What’s the Company’s role on the Bailout?
We were instrumental in influencing the banks to return the bailout fund. We proposed that through the $100,000,000,000,000 ($100 Trillion) all stock tax free global transaction back then we would pay off all the money borrowed by the banks and in return request the banks to pay us back that money. This was outlined inside the motion for intervention we filed to conduct buyout of Bernard L. Madoff LLC. The banks had no intention of paying this money back. Why do you think some of these entities like Goldman Sachs, Metlife became “Bank Holding Company” overnight to receive bailout? It was all about not paying this money back. The bailout is flawed because it discriminates. Lehman Bros didn't get any. Bear Stearns didn't get any. Merrill Lynch. It looks like they picked these banks that got money due to connection. When it comes to taxpayers' money, discrimination is the last element that should be exercised. Then, we are looking at the "czar" nonsense that dictates salary, compensation, etc. total "power hungry." For the record, we got a kick out of the so-called Wall Street banker (we refrain from mentioning name) that suggested that big banks should be allowed to fail. We all know why he said that, because the Federal Reserve will be right there to provide his “bank” billions to buy that failed “big bank” just like they got billions to buy Bear Stearns and bully the shareholders of Bear Stearns (read between the lines who we are talking about) last time we checked.
What role of this Company in Global Economy Recovery?
Some people might say economy is rebounding. We say great. This transaction is timeless. If the economy is not rebounding, we will use all the resources to assist the global economy to recovery through projects and jobs creation. If the economy is doing great, we create jobs through projects lined up and conduct the acquisition and close the deal and embark on fighting global poverty with an agenda to close the gap between the rich and the poor. The irony about the “rich” and the “poor” is that the very “rich” got their money from the very “poor.” Show us any successful entity that didn’t owe its success to the “poor?” We rest our case.
Why is the Company conducting registration of 8,000,000,000 shares or $2,000,000,000,000 in stock?
The purpose of this registration is based on these factors: 1) Establish our currency at $250 per share because the original 20 shares at $5,000 per share undergone stock split at 20-For-1. Currently we own 400 Class A Common shares at $250 per share which means instead of conducting 1-For-1 to a shareholder at $5,000 per share, we will now conduct 1-For-1 at $250 per share which will make it easier to conduct acquisition. Please note that not all shareholders will have the luxury of 1-For-1 deal. Some shareholders that are holding shares trading very low may have to be required to tender more than one share to get our share (example is 3-For-1) where a shareholder is required to tender 3 shares for 1 share of our company due to the trading price. We never sold these shares, so our stock split is lawful, 2) We will be able to conduct different filings of documents to communicate with the public what our agenda are and make full disclosure of any developments regarding the transaction. 3) This registration will allow us to establish our business plan to conduct “shelf” registration to register 4,000,000,000,000 (4 Trillion) Class A Common Shares at $250 per share or $1,000,000,000,000,000 ($1 Quadrillion) in stock to close the $1,000,000,000,000,000 all stock tax free global transaction. 4) We are also using part of the 8,000,000,000 shares at $250 per share or $2,000,000,000,000 in stock as “collateral” regarding the $5,000,000,000 loan by Central Bank of Nigeria. And we may conduct more borrowing using some stock as “collateral” before we conduct our first $5 trillion commercial paper.
Is it true that Donations will be part of this transaction?
Yes. Definitely. We cannot divulge the size of donations, but some of the major entities that will receive donations in stock are: 1) United Nations, 2) European Nation, 3) African Union, 4) Asian Union, 5) Latin Union, 6) United States. The United States’ donation is based on U.S. to waive paid taxes on these donations in return for its own donation which the U.S. government would agree that it makes sense. Other notable names for donation will be announced as well in the future.
What’s Madoff got to do with this Company?
We submitted an offer to buy Bernard L. Madoff Investment Securities LLC in stock to reimburse all money lost by the victims. Our offer was impeccable where we proposed that we will set aside $100 billion in stock for the victims and use cash to buy back some of the stock issued to the victims and later resell that very stock back to the public. We went all the way to Supreme Court because the statute Title 11 U.S.C. Section 363 (b), (e), (f) was on our side. This is the same statute Bankruptcy Courts have used for years to allow the sale of an entity in bankruptcy proceedings in spite of objection. This statute was used to allow the sale of Chrysler LLC and General Motors Corporation. We lost our bid when Supreme Court denied our Petition For Writ of Mandamus. It was a great experience and our involvement validates these two phrases: i) “the regret one has in life is not what you did, is what you didn’t do” ii) “every disappointment is a blessing in disguise.” We never regretted the fact we made this offer. Our eyes are better open to the legal system and overall the lies and deceits of the very people that pride themselves in being civil and decent---interpretation: “hypocrites.” And the current situation now, we wouldn’t have asked for a better opportunity.
The Company wants to use this MEGA Transaction to make a difference, can Company cite any example(s)?
We will be glad to do so. Take Nigeria, we are prepared to address the $120 per month minimum wage paid to an average worker. We will be the first entity to pay $120 per week in minimum wage. It's insane for any country in today's economy to think anyone can actually survive making $2 per day. We are not counting government deducting its taxes on this $120 per month minimum wage. What we are witnessing is in 21st Century, "indentured services" or "indentured servants" are coming back. When employees are paid $2 per day to work, they are not making a living---they are 'indentured servants' and countries like Nigeria will be a breeding ground for "greedy financiers" disguised as "foreign investors" that love to exploit workers. Talk about "barbarism parading as public virtue." The second example is the U.S. state of Wisconsin bill the Governor just signed regarding the union workers. The Governor said that the union jobs were draining the economy and the state has over $3 billion in deficits. That's not the way to go about this at all. Anytime we take away people's right to make decent living, what we are creating is another class of poor people and the economy will suffer. When people make money, they will spend. These workers have goals to send their kids to college, own a home, make investments ,etc. You take that away , economy will suffer. Our goal is state like Wisconsin we will make investments and let the Governor and lawmakers realize that encouraging investments that will generate tax revenues for the state is the only way to address any state's fiscal problem. That's what we will use this transaction for. We are talking around the globe.
Why is the Company Suing United States Department of Justice For Civil Rights Violation and Defamation?
United States Department of Justice has been working with local law enforcement agencies to get the founder into trouble since the founder filed with United States Bankruptcy Court in New York to buy the defunt Madoff Company which the founder lost the bid to do so; and later the founder submitted proposal to Central Bank of Nigeria as well. The last straw that broke the camel's back was when DOJ contacted EFCC, the Nigerian law enforcement agency in Nigeria that the founder is working with Internet Scammers. EFCC contacted the attorney in Nigeria working on closing the $5,000,000,000 Equity/Debt transaction between Central Bank of Nigeria and the founder that DOJ stated the founder is engaging in criminal activities. The attorney relayed such contact to the founder. The founder was livid beyond being angry. This DOJ created a "criminal profile" of an individual with no criminal record and they tried to undermine his years and years of hard work all because he is a black man that got $5 billion. For the record the founder sent an e-mail to EFCC and CBN and established to EFCC that DOJ is a racist institution that cares about one thing, to use EFCC to undermine the founder. The founder also sent e-mail to DOJ, CBN & EFCC to establish a lawsuit filing agaiinst DOJ in the future. The lawsuit will be extensive and detailed incidents after incidents as in "entrapments" to get the founder to commit a crime that would possibly led to incarceration. Stay tuned.
Any Last Thought?
We hope you enjoyed our response. It’s impossible to write every question, but this will give people a better understanding. Many people are still angry at what we are doing, but we need to remind people here that trillions have been spent to fight wars that destroyed lives. Investors and banks have financed wars either to support the “bad” guys or the “good” guys. The transaction is GOD’s vision. The very people objecting to this are doing well. They have food on their tables. They can take care of their children, etc. The people that opposed abolition of slavery were never slaves. The irony about life is the very people that oppose good things about life are actually beneficiaries of what’s good about life.
