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Post# of 114953
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Distracted Scientist

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Distracted Scientist

Re: ezzo post# 58705

Saturday, 04/07/2007 11:04:08 PM

Saturday, April 07, 2007 11:04:08 PM

Post# of 114953
The answers to your post are available if you are simply willing to conduct a little DD, as I am sure you know (you had to have come across the answers to your questions while digging them up). In the future, do so for the convenience of others, as it is presumptuous for you to present the facade of conspiracy and expect others to do your DD for you.

Paypro as we know it was first developed through a reverse merger with Ostrich Products of America, inc (OPA), which was incorporated in 1988 (Paypro never sold ostrich products). The company events surrounding this time, are as follows:

1. The OPA shell was acquired around June 2005 (reorganized with a 1-1000 reverse split).

2. Paypro acquired both MyBankCard and Chexcard for 100mm shares on June 26, 2005 (200mm A/S at the time).

3. And, the company completed a 50-1 forward split on July 16, 2005 (thus increasing the A/S to 10b).

Every since the inception of Paypro, Mike Terrell (MT) has adamantly assured that he will never conduct a reverse split.

Now, it must be noted that, prior to the formation of Paypro, MT ran MyBankCard and Jack Brown ran ChexCard. Both men decided to go into business together and wanted to go public via the aforementioned reverse merger. When Paypro acquired their respective companies, each man received 50mm shares of Paypro. And, subsequent to the forward split, each man owned 2.5b shares of Paypro.

For the subsequent months, the corporation continued to develop their business model, which has always included selling debit cards, phone cards, gift cards, etc. During this time, the company released limited PRs and the PPS of the company remained in the low $.000Xs. By April, Jack Brown decided that he wanted out. I do not recall if the exact reason has ever been publicly released, but I do recall that MT stated that they simply disagreed as to the direction that the company should be heading. Two reasons that appear obvious to me are that the share price remained in the low $.000Xs for almost a year and that MT was planning on expanding his business model into more of what we have with Panamersa, while Jack Brown wanted to stick with the debit card business model (as can be seen at www.chexcard.com ). Regardless of the reasons, Jack Brown and ChexCard (his former company) decided to part ways with Paypro on April 1, 2006, and Jack Brown agreed to give up 2b of his shares in Paypro as part of the agreement.

As the direction that Paypro was heading appears obvious in retrospect, MT must have been pursuing a greater expansion into Panama and Latin America. It is also apparent that Pedro Borges Fiol and his crew were loading up on shares from the float (I will get to why in a moment).

On October 9th, 2006, Paypro decided to further pursue the expansion in Latin America with the purchase of Ebiz Finance Savings & Loan. This purchase is very interesting for several reasons:

1. Ebiz was said to be the only Panamanian corporation that was allowed to do business online at the time.

2. Ebiz specializes in procuring microloans in a region where small loans can change people's lives (the reason why Muhammad Yunus received the Nobel Peace Prize last year for developing the whole concept, see: http://www.chicagotribune.com/news/nationworld/chi-0610140237oct14,1,3952805.story or http://www.usatoday.com/money/world/2006-11-26-yunus-usat_x.htm ).
***Interestingly, the Nobel Peace Prize for developing the microloan concept was announced four days later on October 13, 2006. And, this is presently one of the bigger banking movements of the past few years because it helps the poor and promises larger returns, similar to sub-prime mortgages, but on a much smaller scale.

3. The concept goes hand in hand with Paypro's business model of issuing funds on debit cards, as they can integrate the two and issue the loan on a debit card.

4. And, the combined concept allows them to expand upon their corporate manifest of bringing banking to poor Pan Americans. With this concept in place, they have the business front and tools by which to issue debit cards that will hold money like a bank account and function like a debit/credit card to individuals who previous could not receive either a bank account or a credit card; and it allows them to issue loans to these same unfortunate people (although, unfortunate for them and fortunate for us, the interest rate on the loan is ~22%).

Ebiz had assets of ~$5mm, but was purchased for $1mm because it was not a profitable business venture at the time of purchase. When Paypro purchased the company, it had revenues of only ~$50k. Potential revenues and net income are major factors that are taken into strong consideration when calculating a purchase price (return on investment).

Interestingly, the direction that Paypro began taking at this point leaned strongly in the direction that Pedro Borges Fiol has publicly devoted his life to (promoting Pan Americanism and bettering the lives of the Pan American people). Additionally, within a few days Paypro appointed Hector Bolivar Aleman Estevez and Manuel A. Gonzalez–Puron to the BOD, two of the biggest businessmen in Latin America (look them up). Along with these guys came an increased business scope, as Estevez is in charge of the Panama Canal Expansion project and Gonzalez-Puron is a partner of the Trinitum group, which is involved with selling real estate, microforests, and insurance. Accordingly, Paypro is now coordinating the Panama Canal Expansion Project and sells microforests and insurance that is underwritten by one of the largest insurance brokers in the world, Willis Group Holdings NYSE:WSH (the connection was verified from Willis Group by members of this board). These developments lead us a great way towards the current business model of Panamersa and gave us a lot of the connections that we presently have.

Now, the reasons that I think that Pedro was accumulating shares between January-August 2006 are as follows (some speculation):

1. As per a recent email from Pedro, we know that the Foundation Panamersa, for which he is the protectorate and director, presently owns ~51.98% of Paypro. This equates to roughly 2.9b shares. As Pedro and his crew were sold 2b restricted shares of Paypro, that means that he purchased ~900mm shares on the open market.

2. Around March of 2006, the float of Paypro was ~2.3b, according to the former T/A. But, by the time the NOBO list was announced on October 12, 2006, the float was estimated by MT to be around 700mm. This means that a major chunk of the float had been accumulated and was held tightly enough that MT considered it to be eliminated from the float.

3. With 900mm shares, Pedro would have had a major say in the direction that the company was going at the time, which would explain how the company direction lined up perfectly with his interests and how the company became connected with some of the biggest businessmen of Latin America. This scenario would also explain why Paypro would know to consider such a large chunk of the float restricted (although large levels of accumulation could have been a dead giveaway).

4. It is apparent that the current setup of Panamersa has been in the works for a while, as the retiring of shares and the sell of 2b shares to Pedro lined up perfectly for the Foundation to own 52% of Panamersa and for Pedro take over the helm (including MT canceling 2b of his own shares and eliminating his majority ownership).

5. And, very shortly after purchasing the 2b shares, Pedro publicly took control of the corporation, as the majority owner both then and now.

In the process of "combating naked short selling" and altering the share structure to what it presently is, 2b shares were retired on October 16, 2006, and 2b shares were retired on January 5, 2007. This reduced the outstanding shares from 9.63b to 5.63b. And, as of the March 16, 2007 PR, the A/S were reduced from 10b to 6b. So this means that the present share structure includes 6b A/S and 5.63b O/S, which directly correlates with what has been said by our present T/A. The latter number has not been issued on a financial report yet, so it has not yet been updated on all of the stock quote sites, including Pinksheets.com.

As for the tax issue, that is definitely a good question. I believe that it is because the income was earned offshore and is held within the foundation.

The Foundation and the Foundations beneficiaries have no reporting requirements and pay zero taxes when assets are donated to or received from the foundation. (source: http://www.panama-offshore-services.com/panama_offshore_services.htm ).

The September 30, 2006 quarterly report was issued prior to founding the Fundacion Paypro/Panamersa "in accordance with Law 25 of the 25th June 1995 of the Republic of Panama" (lol... I just find it funny when they write that like it means anything to anyone). If they were to simply "donate" their income to the Fundacion Paypro/Panamersa, then they would pay zero taxes either when depositing or debiting their account. This idea is supported by the fact that they have said numerous times that the money that they have in the bank is deposited in the Foundation Panamersa (HSBC accounts). This is also the reason for all of the secrecy with the certification of the audited financials, as Panamanian "law 25 of the 25th June 1995" requires privacy. Regardless of the arguments against the company, they have over $100mm in the bank and that has been certified to be true by the Panamanian government (the documents are available on the Panamersa website). As far as I can tell, tax-free is a good thing for the benefactors of the Foundation Panamersa.

In fact, the tax-free situation applies to all of the benefactors of the foundation, and is one wonderful benefit to depositing your shares and trading on the PDR platform (although it is not my intention to suggest that you do so, as I would personally wait for more information). According to everything that I have read, by selling your shares through the foundation, you do not pay capital gains taxes and you do not have to report your income. Theoretically, you could "donate" your income to your HSBC account within the foundation and not pay income taxes in the US either (although I would definitely not take my word on this without proper DD and dotting all of your i's and crossing all of your t's... could be big trouble).

Pedro is now in control of Paypro/Panamersa, and he intends to integrate all of Latin America into the rest of the world. Presently, the company is still developing their revenue streams, but they have already grown by leaps and bounds. And, they have numerous projects in line that could bring in exorbitant revenues over the coming years. To demand that they complete the projects within a few months of them reaching agreements to even participate in an enormous project (e.g. the Panama Canal Expansion) is absolute ignorance. Give them time and your investment will grow with the company, which is presently very exponential.

Our present stock issues have been caused by the previous Lebed pump and dump that destroyed the nice growth pattern that had developed, and the general distrust that people have in these stocks due to others, such as SLJB and CKYS. However, this company is different, they have major developments going on, and they have proven that they have more money in the bank than most OTCBBs and probably every other Pinksheet stock combined.

As their April 2, 2007 PR stated:
PANAMERSA Corporation
A whole new game

Believe it or not.


The previous statements are mostly facts, but are partly of my personal opinion. They are not intended to pump the stock in any way and are not a recommendation to purchase the stock. These statements have only been presented as clarifications for and answers to questions addressed in previous posts. However, my bias is obviously in favor of Panamersa.
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