Is Wealth Generators registered to offer securities through Investview?
On the footer of the Wealth Generators website you’ll find the notice:
Wealth Generators LLC is a wholly owned subsidiary of Investview (OTC:INVU)
Investview is a Nevada corporation that actually operates out of Utah, run by Ryan Smith, Annette Raynor and Chad Miller and Mario Romano.
In light of our recent report on Wealth Generators’ Crypto mining package investment offer, the assertion is that Investview being registered with the SEC makes it kosher.
Today we dig into Investview’s SEC filings, in an attempt to answer whether Wealth Generators’ investment opportunities are indeed registered securities offerings.
As per a press-release issued by Investview, Wealth Generators launched Crypto on November 13th.
According to the filing, Investview has recorded $5.9 million dollars in unaudited losses throughout the 2017 financial year (6 months).
Which is kind of ironic, seeing as Wealth Generator’s whole schtick is generating wealth for its affiliates.
Explanations for Investview’s losses include $1.1 million from “spin-off operations” and $2.7 million from “debt settlement”.
As of September 30th, 2017, here’s how Investview describe their Wealth Generators opportunity:
Through our wholly owned subsidiary, Wealth Generators, we provide research, education, and investment tools designed to assist the self-directed investor in successfully navigating the financial markets.
These services include research, trade alerts, and live trading rooms that include instruction in equities, options, FOREX, ETFs, binary options, and crowdfunding sector education.
In addition to trading tools and research, we also offer full education and software applications to assist the individual in debt reduction, increased savings, budgeting, and proper tax management.
Each product subscription includes a core set of trading tools/research along with the personal finance management suite enabling an individual complete access to the information necessary to cultivate and manage his or her financial situation.
Four packages are available through a monthly subscription that can be cancelled at any time at the discretion of the customer.
A unique component of the product marketing plan is the distribution method whereby all subscriptions are sold via current participating customers who choose to distribute and sell the services by participating in the bonus plan.
The bonus plan participation is purely optional but enables individuals to create an additional income stream to further support their personal financial goals and objectives.
Bearing in mind Wealth Generators didn’t launch Crypto until after this filing, it’s still a far cry from Randy Schrum’s promises of passive earnings through Equity:
The obvious question: How does a company claiming to generate a 300% ROI on just one of its offered affiliate subscriptions record almost six million dollars in losses over six months?
The majority of our revenue is generated by subscription sales and payment is received at the time of purchase.
We recognize revenue for subscription sales over the subscription period and deferred revenue is recorded for the portion of the subscription period subsequent to each reporting date.
Well you see Wealth Generators, at least on paper, evidently don’t use their own offered service subscriptions. Funny that.
Not so funny is the complete lack of disclosure regarding ROI payments to affiliates processed through Wealth Generators.
As per Investview’s filing;
On October 20, 2017, we entered into a Contribution and Exchange Agreement with HODO-mania, a Texas corporation.
Under the terms of the agreement, we acquired the exclusive use of the RYZE.ai algorithm currently marketed by Wealth Generators as the Multiplier, the option to add certain travel services to its product lineup, and HODO-mania’s member database.
Upon the successful transfer of the assets, we will issue $50,000 of our common stock to HODO-mania, calculated using the closing sales price on that date.
The agreement also includes earn-out provisions that could result in the issuance of up to 200,000,000 shares of our common stock if certain milestones are met.
Hodo-mania doesn’t return any results on the SEC’s database, meaning neither the company or their Ryze platform are licensed to offer securities in the US.
But no problems, Wealth Generators through Investview are – right?
Well um, no. Investview don’t record Ryze ROI payments made to Wealth Generators affiliates in their SEC filings.
As far as I can tell, other than in Wealth Generators marketing (as above), Ryze’s ROI payments are made completely off the books.
In fact Investview don’t even acknowledge they’re paying affiliates ROIs through Equity and Ryze:
Through our wholly owned subsidiary Wealth Generators, we provide education and technology designed to assist individuals in navigating the financial markets.
Our services include research, newsletter alerts, and live education rooms that provide instruction on the subjects of equities, options, FOREX, ETFs, binary options, and crowdfunding.
In addition, to tools and research, we offer education and technology applications to assist individuals in debt reduction, increased savings, budgeting, and proper tax expense management.
Nope, nothing about Equity and Ryze passive returns there.
And I’m not being selective here, you can peruse Wealth Generator’s quarterly report ending September 30th and see for yourself.
But Oz, Crypto launched after September 30th!
Right. And dating back to an earlier quarterly report filed on August 14th, Investview have since filed:
- a few “current report” filings throughout October (8-K)
- the quarterly report referenced above on November 14th (10-Q)
- two “current report” filings and an amendment across November (8-K)
- a preliminary statement on December 6th (PRE 14C)
- a current report on December 13th (8-K)
- “other definitive information statements” on December 20th (DEF 14C)
- a notice of exempt offering of securities on December 21st (D)
One of the October reports deals with payment agreements among Investview’s founders.
The other two deal with “unregistered sales of equity securities” and “entry into a material definitive agreement”.
The unregistered sales of equity securities filing deals acknowledges $2.1 million raised from 17 accredited investors in exchange for shares. Another $50,000 of debt was also converted into shares, again for an accredited investor.
The definitive agreement filing details a “contribution and exchange agreement” with Hodo-mania pertaining to Ryze.
On October 20, 2017, InvestView, Inc., entered into a contribution and Exchange Agreement with HODO-mania, a Texas corporation.
Under the terms of the agreement, InvestView acquired the exclusive use of the RYZE.ai algorithm currently marketed by Wealth Generators as the Multiplier, the option to add certain travel services to its product lineup, and HODO-mania’s member database.
Upon the successful transfer of the assets to Investiew, InvestView will issue $50,000 of its common stock to HODO-mania, calculated using the closing sales price on that date.
The agreement also includes earn-out provisions that could result in the issuance of up to 200,000,000 shares of InvestView’s common stock if certain milestones are met.
There’s no mention of ROI payments to Wealth Generators affiliates by dumping money into Ryze.
The November current report filing and amendment deal with another “entry into a material definitive agreement”, “unregistered sales of equity securities” and “financial exhibits”.
The November 13th filing deals with an agreement with Priam Technologies and Binnacle Research Marketing, who appear to be shell companies that issue licenses for the use of Ryze.
On November 13, 2017, InvestView, Inc., entered into three material definitive agreements:
The first is a Product Contribution Agreement with Priam Technologies, Inc., a Seychelles international business company.
Under the terms of that agreement, Priam will arrange for InvestView to enter into a license agreement with Binnacle Research Marketing, Inc., for the rights to a software program used in the foreign currency exchange market under the name Multiplier 2.0 or “Ryze” for use in the direct sales market.
In consideration, InvestView will grant to Priam 25,000,000 shares of InvestView’s common stock upon execution of the agreement, with earn-out provisions for an additional 150,000,000 shares.
The second is the Exclusive License Agreement with Binnacle Research Marketing, Inc., under which Investview will actually license the Ryze technology.
Upon execution of the agreement, InvestView will grant to Binnacle 20,000,000 shares of its common stock, with earn-out provisions for another 20,000,000 shares.
In disclosing the third agreement, for the first time InvestView acknowledges the Wealth Generators Crypto service.
The third agreement is a Product Contribution Agreement under which InvestView will acquire from WestMyn Technology Services, Inc., a Delaware corporation, the right to lease certain hardware and firmware to be used in mining cryptocurrencies.
Under the terms of that agreement, Investview will issue 40,000,000 shares upon execution, with WestMyn to receive up to another 85,000,000 shares under certain earn-out provisions.
Although Priam, Binnacle, and WestMyn are affiliates of each other, they are not affiliates of InvestView, and these agreements were the result of arm’s-length negotiations between InvestView and each of the entities.
WestMyn Technology appears to be a shell company incorporated in Delaware back in August and run by persons unknown.
The registered agent for the incorporation is Northwest Registered Agent Service, who charge $300 to $400 to incorporate a business in Delaware.
WestMyn Technology have no public presence on the internet as far as I can see.
What’s particularly interesting is that all of the shell companies InvestView is entering into agreements with are “affiliates of each other”. Ie. they’re likely run by the same person/people.
Although Investview claims not to be directly affiliated with any of the shell companies, I’d be willing to bet if you dug deep enough you’d find a connection to Investview’s owners – even if it was through X degrees of separation.
Otherwise why the need to operate Wealth Generators’ various investment opportunities through “affiliated” compartmentalized shell companies run by persons unknown?
As per the attached Product Contribution agreement between Investview and Westmyn Technologies;
Westmyn Technologies desires to compile and provide to Investview certain valuable contract rights to products and to provide a cloud mining agreement, in exchange for issuance of stock in Investview and for the opportunity to earn-out additional Investview stock based on the performance and benefits conferred on Investview by Westmyn Technologies’ cloud mining agreement.
Casting further aspersion on the assertion that it’s a shell company unaffiliated with Investview, Westmyn Technologies signed the agreement through a lawyer in Utah – the same state Investview operates out of.
Further down the document it’s revealed the Director of Westmyn is none other than Travis Bott.
I went ahead and checked Investview’s product contribution agreement with Priam Technologies and the exclusive license with Binnacle Research.
Travis Bott is cited as the Designee of both Priam Technologies and Binnacle Research.
Aaaand here’s where things get really murky.
Wealth Generator’s acquisition of Hodo-mania came about after a failed merger between Divvee and Hodo Global.
Both the Priam and Westmyn agreements secure Bott shares in Investview.
The Binnacle Research is a license agreement and details an agreement over handling of Ryze subscription fees paid by Wealth Generators affiliates.
Basically in exchange for millions of shares in Investview, Travis Bott is providing Ryze and Crypto mining packages to Wealth Generators affiliates.
I’m not a securities lawyer and therefore can’t say for sure whether that muddies the waters over who’s offering what.
What I do know is Ryze AI and Wealth Generators’ Crypto are both marketed as investment opportunities with a definable ROI.
Investview is registered with the SEC but does not disclose revenue purportedly generated by Westmyn Technologies mining operations or ROIs paid out to affiliates in their filings.
They do however have no problem with boasting how Wealth Generators Crypto has already generated over a million dollars in investment as of December 20th.
For reference neither Westmyn Technologies, Priam Technologies, Binnacle Research or Travis Bott are registered to offer securities in the US.
So if Investview aren’t going to disclose the obvious securities offerings Wealth Generators is making available to its affiliates, who is?
Additional filings by Investview in December reveal
- a $325,000 share purchase agreement with D-Beta One EQ, a shell company incorporated in the Cayman Islands
- a $5 million standby equity distribution agreement with YAII PN, a shell company also incorporated in the Cayman Islands
Both D-Beta One EQ and YAII PN appear to be related, with Mark Angelo, Founder and President of Yorkville Advisors, signing off on both agreements on their respective behalfs.
For what it’s worth, the SEC busted Angelo and Yorkville Advisors for $280 million in pension fund fraud back in 2012.
The SEC claims that Yorkville did not adhere to its own stated valuation policies and ignored negative information about certain investments by the funds.
Yorkville also withheld adverse information about fund investments from Yorkville’s auditor, which allowed Yorkville to carry some of its largest investments at inflated values, the SEC says.
The SEC also charged Yorkville’s chief financial officer Edward Schinik with securities fraud.
According to the 35-page complaint the SEC filed in federal court in Manhattan, Angelo made Yorkville’s funds seem more attractive through fraudulent means in order to attract new investors, resulting in more than $280 million from pension funds and funds of funds that allowed Yorkville to charge the funds more than $10 million in excess fees based on the bogus asset valuations.
Strange that, through shell companies in the Cayman Islands, these guys would be so keen to drop millions into Investview.
Or maybe not.
While I’m certain there’s more research that could be done on Travis Bott’s investment opportunities and Investview’s recent financial ties to Yorkville Advisors and Mark Angelo, my interest stops at the Wealth Generators MLM opportunity.
Despite Investview owning Wealth Generators and being registered with the SEC, I can’t see any disclosure of affiliate ROI revenue generated by Ryze, Westmyn Technologies or any of Travis Bott’s other businesses.
Nor is there any disclosure of the amount paid to Wealth Generators affiliates through Bott’s various investment opportunities.
That makes Wealth Generators Crypto and pretty much everything else they offer attached to a return, unregistered securities. And as we’ve seen recently with USI-Tech, US regulators are starting to crack down on unregistered cryptocurrency securities offerings.
Needless to say this probably isn’t going to end well, least of all for Wealth Generators affiliates who have no idea of what they’re really getting into.
Update 29th June 2018 – On around March 2018 parent company Investview renamed Wealth Generators to Kuvera Global.