Is $PSCR penny stock overpriced? (Formerly $YNXG Yanex Group, Inc.)

This is my opinion and brief attempt of trying to figure out what this penny stock company might be valued at.  When penny stocks are manipulated and promoted, it is very often quite difficult for the crowd to determine what their penny stock should actually be valued at.

Formerly YNXG (now PSCR) Yanex Group, INC. IPO price was $0.05 per share. http://www.otcmarkets.com/edgar/GetFilingPdf?FilingID=8010719

We have incurred losses since our inception. We rely upon the sale of our securities to fund our operations. We have not generated any revenues from November 18, 2010 (date of inception) to May 31, 2016.”

Michelle Rico (President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Director) owns 90.77% of the outstanding shares.

“The Company’s primary source of revenue comes from the repair and rental of power wheelchairs and scooters.” 

Accordingly, on June 29, 2016, the Company entered into a Share Exchange Agreement (the “Share Exchange”) with Proto-Script Pharmaceuticals, Corp., a California corporation (“PSPC”), whereby the Company acquired 100% of the issued and outstanding common stock of PSPC, in exchange for Thirty Million (30,000,000) restricted shares of the Company’s common stock. Accordingly, PSPC became a wholly-owned subsidiary of the Company and the business direction of the Company has shifted to the business of PSPC.

It is my understanding that restricted shares usually have a 6-month period where the restricted shareholder is not allowed to sell those shares.  But after the 6-month period is over, ie. Dec 29 2016, those 30,000,000 shares are allowed to be sold in the open market.

“Stockholders’ Equity
9 Months Ended
Sep. 30, 2016
Equity [Abstract]

Stockholders’ Equity
Note 5 – Stockholders’ Equity
In connection with the reverse merger transaction described in Note 1, the Company issued 30,480,000 shares for net liabilities of $106,262. [It is my understanding that this would value those 30,480,000 shares at $0.0034 each]

The Company prior to the reverse merger made a distribution to its sole stockholder of $59,593. Also $83,987 was reclassified from retained earnings to additional paid in capital as a result of PSPCs S corporation status being terminated.

On October 13, 2016, the Company affected a 10 for 1 forward stock split. All share and per share information has been retroactively restated to reflect this forward stock split.”

https://www.sec.gov/cgi-bin/viewer?action=view&cik=1521420&accession_number=0001078782-17-000022&xbrl_type=v#

As you can see, $PSCR stock price has moved up from $0.021 to $2.19 in an extremely short amount of time.  Most people would agree with me that this isn’t natural, and something is going on behind the scenes, possibly a penny stock manipulation pump n’ dump scheme, etc.

 

PSCR-daily-chart

I’ve made bold some interesting items I found while reading through some of the $PSCR and $YNXG SEC filings.

ITEM 1.01

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

Stock Purchase Agreement

On July 15, 2015, Leonardo Correa Rodriguez, our sole officer and director (the “Seller”) and 2470992 Ontario, Inc. and 2470993 Ontario, Inc. (the “Purchasers”) entered into a stock purchase agreement (the “Stock Purchase Agreement”), whereby the Purchaser purchased from the Seller, Two Million Five Hundred Seventy Eight Thousand (2,578,000) shares of common stock, par value $0.001 per share, of Yanex Group, Inc. (the “Company”), representing approximately 84.58% of the issued and outstanding shares of the Company (the “Shares”), for an aggregate purchase price of Twenty Five Thousand Dollars ($25,000) (the “Purchase Price”) paid by the Purchasers through the payment of certain outstanding expenses on behalf of the Company in the amount of the Purchase Price. Prior to the closing of the Stock Purchase Agreement, the Seller was our majority shareholder, President, Chief Executive Officer, Secretary, Treasurer, Chief Financial Officer, and member of the board of directors of the Company. 2470992 Ontario, Inc. is owned and controlled by Jason Abbott, and 2470993 Ontario, Inc. is owned and controlled by John Kim.

The foregoing description of the terms of the Stock Purchase Agreement is qualified in its entirety by reference to the provisions of the Stock Purchase Agreement filed as Exhibit 10.1 to this report, which is incorporated by reference herein.

Source: https://www.sec.gov/Archives/edgar/data/1521420/000151712615000165/form8k.htm

ITEM 1.01

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

Stock Purchase Agreement

On October 7, 2015, 2470992 Ontario, Inc. and 2470993 Ontario, Inc. (the “Sellers”) and Leonardo Correa Rodriguez (the Buyer) and entered into a stock purchase agreement (the Stock Purchase Agreement), whereby the Buyer purchased from the Sellers, Two Million Five Hundred Seventy Eight Thousand (2,578,000) shares of common stock, par value $0.001 per share, of Yanex Group, Inc. (the Company), representing approximately 84.58% of the issued and outstanding shares of the Company (the Shares), for an aggregate purchase price of $20,000.  Mr. Rodriquez was appointed as the Company’s President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and sole Director as of October 7, 2015.

Prior to the closing of the Stock Purchase Agreement, the Sellers were our majority shareholders. 2470992 Ontario, Inc. is owned and controlled by Jason Abbott, who was our President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer, and a Director prior to his resignation on October 7, 2015.  2470993 Ontario, Inc. is owned and controlled by John Kim, who was our Chief Financial Officer, Secretary, Treasurer, and Director prior to his resignation on October 7, 2015.

The foregoing description of the terms of the Stock Purchase Agreement is qualified in its entirety by reference to the provisions of the Stock Purchase Agreement filed as Exhibit 10.2 to this report, which is incorporated by reference herein.

Source: https://www.sec.gov/Archives/edgar/data/1521420/000151712615000227/form8k.htm

PROTO SCRIPT PHARMACEUTICAL CORP

FORM 10-K/A

(Amended Annual Report)

Filed 11/07/16 for the Period Ending 05/31/16

Overview

We were founded in the State of Nevada on November 18, 2010, as an early stage company operating within the concept architectural, interior design project and related areas in Germany initially. Our plan was to operate in various architectural fields and to be responsible for the concept architectural vision of future private and public buildings as well as municipal organized public areas. Also, we intended to work with interior design view, visualization and renderings. After attempting to implement our business plan, we have determined that it would be in the best interest of the Company and our shareholders to seek out and identify potential acquisition partners, joint ventures or other strategic alliances.

Accordingly, on June 29, 2016, the Company entered into a Share Exchange Agreement (the “Share Exchange”) with Proto-Script Pharmaceuticals, Corp., a California corporation (“PSPC”), whereby the Company acquired 100% of the issued and outstanding common stock of PSPC, in exchange for Thirty Million (30,000,000) restricted shares of the Company’s common stock. Accordingly, PSPC became a wholly-owned subsidiary of the Company and the business direction of the Company has shifted to the business of PSPC.

It is my understanding that restricted shares usually have a 6-month period where the restricted shareholder is not allowed to sell those shares.  But after the 6-month period, ie. Dec 29 2016, those 30,000,000 shares are allowed to be sold in the open market.

Said another way: Effective June 29, 2016, the Company and PSPC entered into a share exchange agreement whereby the Company acquired 100% of the issued and outstanding shares of common stock of PSPC, in exchange for 300,000,000 shares of the Company’s common stock. Upon completion of the transaction, the Company had an aggregate of 330,480,000 shares of common stock issued and outstanding. As a result of the share exchange agreement, PSPC is now a wholly owned subsidiary of the Company.

We are a development stage company. Our independent registered public accountant has issued an audit opinion which includes a statement expressing substantial doubt as to our ability to continue as a going concern. Our common stock trades on the OTC Pink Sheets under the symbol “YNXG”.

We do not have any subsidiaries. Our principal office is located at 9830 6th Street, Suite 103, Rancho Cucamonga, California 91730. Our telephone number is (855) 476-7679. Our fiscal year end is May 31.

We have incurred losses since our inception. We rely upon the sale of our securities to fund our operations. We have not generated any revenues from November 18, 2010 (date of inception) to May 31, 2016.

We are not involved in any bankruptcy, receivership or similar proceedings.

Who We Are:

The Company was incorporated under the laws of the State of California on June 27, 2001 under the name of Proto-Script Pharmaceuticals, Corp.

The Company’s primary source of revenue comes from the repair and rental of power wheelchairs and scooters. The Company deals with federal, state and private insurance providers such as Medicare, Medi-Cal, Nevada Care and Blue Cross among several others. PSPC has very limited dealings with non-insured cash patients. We have tangible assets comprised of company delivery vehicles, loaner wheelchairs, office equipment and furniture. Inventory is purchased on an as needed basis, typically when patients/customers are approved for coverage by their insurance provider. Intangible assets comprise of its current patient list and working relationships with the various insurance providers who refer their clients to us for their repair and rental needs.

Outstanding Equity Awards at Fiscal Year End

As of May 31, 2016, we did not have any unexercised stock options held by any of our shareholders.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The following table sets forth the ownership, as of August 17, 2016, of our common stock by each of our directors, and by all executive officers and directors as a group, and by each person known to us who is the beneficial owner of more than 5% of any class of our securities. As of August 17, 2016, there were 3,048,000 common shares issued and outstanding. All persons named have sole voting and investment power with respect to the shares, except as otherwise noted. The number of shares described below includes shares which the beneficial owner described has the right to acquire within 60 days of the date of this Annual Report.

Name and Address of Beneficial Owner Title of Class Amount &Nature of

Beneficial Ownership

(1)

Percent of Class

(%)(2)

Michelle Rico

9830 6th Street, Suite 103

Rancho Cucamonga, CA 91730

Common 30,000,000 90.77%
All Officers and Directors

as a Group (1)

90.77%
Leonardo Correa Rodriguez,

Hooft Graaflandstraat 21

VM Utrecht, Netherland 3525 (3)

Common 2,578,000 7.80%

 

(1)

Michelle Rico is our President CEO, CFO Secretary, Treasurer and a Director.

(2)

Calculated based on issued and outstanding shares of 33,048,000 as August 17, 2016.

(3)

As of June 29, 2016, Mr. Rodriguez resigned as an officer and director of the Company.

 

Source: http://www.otcmarkets.com/edgar/GetFilingPdf?FilingID=11670499