the_worm06

Thoughts, Comments and Research on Publicly Traded Companies and Internet Stock Message Boards

Monday, May 19, 2008

[LBWR] Labwire, Inc. Controller Randy Moseley was CFO of scam company Fronthaul Group/Conversion Solutions (CSHD)

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1. On December 4, 2007, LBWR issued a press release announcing the appointment of Randy Moseley as its Controller. It also lists Moseley as the Chief Accounting Officer of CapNet Risk and Financial Management, Inc. (CRFM), which was hired by LBWR and will be responsible for the public company accounting and finance functions for Labwire:

http://snipurl.com/29mfh

December 4, 2007 --

Labwire Engages the Financial Management Firm of CapNet
Risk and Financial Management, Inc.


HOUSTON, Dec. 4 /PRNewswire-FirstCall/ -- Labwire, Inc.
(Pink Sheets: LBWR), a leading provider of employee screening solutions and
canine security and surveillance services, announced today that it has engaged the Firm of CapNet Risk and Financial Management, Inc. (CRFM). CRFM will be responsible for the public company accounting and finance functions for Labwire and to prepare and file the necessary documentation to apply for full reporting status as an OTC Bulletin Board listing. As a part of the engagement, Labwire has appointed Marlin R. Williford Jr. as Advisory Director and Chief Financial Officer of Labwire. Mr. Williford is a thirty-year finance professional whose experience includes the Presidency of two banks and CRFM. Additionally, the Company has named Randy Moseley as its Controller. Mr. Moseley is a CPA with over twenty years of public company accounting experience and he is the Chief Accounting Officer for CRFM.


"We are pleased to announce the engagement of CapNet Risk and Financial
Management," commented Mr. Dexter Morris, Chief Executive Officer, of Labwire Inc. This is another major step in fulfilling our commitment to shareholders to become a fully reporting public company and represents another significant milestone toward increasing shareholder value."



2. A press release from another company states that Randy Moseley was CFO of The Furia Organization, Inc. during 2005 and 2006:

http://snipurl.com/29mgt


3. The March 31, 2006 Proxy Statement for The Furia Organization, Inc. shows that it changed its name to The Fronthaul Group, Inc. and further shows Randy Moseley as Chief Financial Officer at that point in time:

http://snipurl.com/29mgz


4. On July 8, 2006, The FrontHaul Group, Inc., a Delaware corporation ("FHAL"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Conversion Solutions, Inc.

The Merger Agreement included in the 8-K filed on July 11, 2006 with the SEC shows Randy Moseley signing for The Fronthaul Group, Inc. as Chief Financial Officer:

http://snipurl.com/29mi8

At this time it was widely known that Conversion Solutions, Inc. was a complete and total scam company. This can easily be seen by the bogus $843 million in Assets shown in the balance sheet included in this 8-K. Underscoring the scam label that was given to Conversion Solutions, Inc./The Fronthaul Group, Inc. were the bogus terms of the pricing of the stock in the Merger Agreement:


2.6 AVERAGE CLOSING PRICE ADJUSTMENT.

In the event that the Actual Average Closing Price is less than $15.00, the Surviving Holdings Company shall deliver written notice to the Company no later than the second (2 nd ) Business Day preceding the Closing Date pursuant to which the Surviving Holdings Company shall elect, in its sole discretion, to: (a) maintain the Average Closing Price at a price equal to the Actual Average Closing Price; (b) set the Average Closing Price at $15.00 and pay the holders of Company Shares receiving shares of Buyer's Stock as Merger Consideration (after giving effect to the allocation procedures set forth in Section 2.4 ) an amount in cash equal to $15.00 minus the Actual Average Closing Price per share of Buyer's Stock to be received by such holders of Company Shares; or (c) set the Average Closing Price at $15.00 and pay no additional consideration to the holders of Company Shares receiving shares of Buyer's Stock as Merger Consideration (after giving effect to the allocation procedures set forth in Section 2.4 ). In the event that the Buyer elects option (c) described above, the Company may terminate this Agreement by providing the Buyer written notice of termination no later than one (1) Business Day prior to the Closing Date.



Yet, Randy Moseley, the CFO, continued with the Merger of The Fronthaul Group, Inc. and Convesion Solutions, Inc. even though the whole thing was an obvious scam based on the bogus balance sheet and pricing of the deal.


5. It was not clear at the time when the Merger was closed. Several Amended 8-K's were filed regarding the Merger. Here is the last one filed on September 29, 2006:

http://snipurl.com/29mjd

This SEC filing still included the financial statements, but the bogus Total Assets were reduced slightly from $843 million to $830 million.


6. Rufus Paul Harris signed as Chief Executive Officer of Fronthaul/Conversion Solutions on September 29, 2006 in this late 10-K notice:

http://snipurl.com/29mjq


7. Randy Moseley was reappointed CFO of Fronthaul/Conversion Solutions on November 1, 2006:

http://snipurl.com/29mjz

At this point in time the Fronthaul/Conversion Solutions was known as a complete and total scam. Why did Moseley join this scam company as CFO at this time?


8. On November 14, 2006 Randy Moseley resigned again as CFO of Fronthaul/Conversion Solutions:

http://snipurl.com/29mkd


9. Two weeks later, on November 27, 2006, Randy Moseley again was appointed CFO of Fronthaul/Conversion Solutions:

http://snipurl.com/29mko

Why did Randy Moseley again rejoin the company, which was, by this time charged with Securities Fraud by the SEC?


10. There is no more record in the SEC filings as to how much longer Randy Moseley stayed with Fronthaul/Conversion Solutions.


11. Did Randy Moseley, as CFO of The Fronthaul Group, Inc./The Furia Organization, Inc., a publicly traded company, have a fiduciary responsibility towards the stockholders of the public company to do the proper due diligence on Conversion Solutions, Inc. and Rufus Paul Harris, its CEO, to make sure that it was not a fraudulent company, including the fraudulent $830 million in assets listed in the Balance Sheet and the bogus structure of the terms of the pricing of the stock in the merger transaction?


12. What does this say about the quality of the financial statements being produced by Labwire, Inc. and the due diligence being made in future acquisitions and strategic alliances that Labwire, Inc. might be involved in?








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1 Comments:

Anonymous Anonymous said...

If this Conversion Solutions was a SCAM why weren't the priciples convicted of criminal FRAUD? Randy Moseley was supposed to figure out what the SEC, FBI, INTERPOL can't? Just a thought...just a thought.

8:08 AM  

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