AOOR/MDWS Dramatische Schieflage..... - 500 Beiträge pro Seite

[Spindocter]

in der Bewertung.

AOOR: 79 Mio Aktien x 0,44 $ = MK 36 Mio.$
MDWS: 23,86 Mio Aktien x 4,40 $ =MK 105 Mio.$

88% der Anteile von MDWS gehören AOOR.

Dazu die Veröffentlichung von gestern.

Ich kapiers nicht.

Form 8-K for MEADOWS SPRINGS INC

20-Sep-2005

Entry into Material Agreement, Change in Assets, Sale of Equity, Change in Co


Item 1.01. Entry into a Material Definitive Agreement.

Effective September 13, 2005, Meadows Springs, Inc. (the "Company") entered into a Securities Purchase Agreement (the "Agreement") with Apollo Resources International, Inc., a Utah corporation ("Apollo"). As part of the Agreement, the Company issued to Apollo 21,000,000 shares of the common stock of the Company, in consideration of the contribution by Apollo to the Company of 8,000 shares of the issued and outstanding common stock of Earth Biofuels, Inc., a Mississippi corporation ("Biofuels"), constituting 80% of the outstanding common stock of Biofuels. Biofuels` assets consist primarily of a biodiesel refinery and refueling station. Apollo currently owns approximately 88% of the issued and outstanding shares of the Company.



Item 2.01. Completion of Acquisition or Disposition of Assets.

The Company has completed an acquisition of assets pursuant to the Agreement described in Item 1.01 above.



Item 3.02. Unregistered Sales of Equity Securities.

Effective September 13, 2005, the Company entered into the Agreement with Apollo as described in Item 1.01. Pursuant to this Agreement the Company has issued 21,000,000 restricted shares of its common stock to Apollo. Apollo currently owns approximately 88% of the issued and outstanding shares of the Company.

The restricted shares of the Company`s common stock have been issued pursuant to the exemption provided by Section 4(2) of the Securities Act of 1933 and Regulation D promulgated under the Securities Act of 1933.



Item 5.01. Changes in Control of Registrant.

The Company`s execution of the Agreement described in Item 1.01 above has resulted in a change of control of the Company, by virtue of the share issuance to Apollo.



Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On September 13, 2005, the Board of Directors appointed Mr. Dennis McLaughlin to serve on the Board of Directors and serve as Chairman. In addition, on September 13, 2005 Mr. Tommy Johnson was appointed to serve on the Board of Directors.

Also on September 13, 2005, the Company received the resignations of Mr. Carl Chow as President, CEO and Director and Mr. Herbert Wong as Treasurer, CFO, Secretary and Director. These resignations will take effect on September 29, 2005, which is ten days after the Company`s September 19, 2005 mailing of Schedule 14f-1 to shareholders of the Company at the close of business on September 13. Schedule 14f-1 was filed with the Securities and Exchange Commission on September 14, 2005.



Item 9.01. Financial Statements and Exhibits.

Financial statements of Biofuels and consolidated pro forma financial information on the Company following the acquisition of assets pursuant to the Agreement described in Item 1.01 above will be provided in an amendment to this Form 8-K within 71 calendar days of the date of this filing.

Exhibits

Spin


Exhibit 10.1 Securities Purchase Agreement.

[poikl]

Betrug ?

[bioperformer]

nee, krasse Unterbewertung nennt man das..

[poikl]

der Kurs von Meadows wurde doch gezüchtet !

[poikl]

abstract und virtuell
nicht real und virtuos

[poikl]

MEADOWS SPRINGS INC
30.09.05 19:11 Uhr
5,00 USD


aoor
0,425

also ohne entsprechende Regie können doch die beiden Aktien nicht so auseinanderlaufen.