Medinah Minerals (MDMN) - 2017 Q1General Discussion

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If I was Les, i would start buying back the shares I sold now, the more he waits, the more it will cost him.

I have watched a bit of American Greed on CNBC, and I find it interesting that these corrupt fraudsters deny and deny all the way to prison and even then some try to conduct their schemes from their prison cells. They never believe they will get caught and when they are caught they never believe there is enough evidence to prosecute them.and find them guilty. I believe Les, still believes he will not be found guilty and as a result he believes he will get away with it like he has in the past. So it is deny deny all the way to jail and the final sentence. JMO

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I just hope someone will be able to locate his mugshot and post it here for our enjoyment.

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Looks like the ask is currently showing less volume available that in the recent past.

Les Price is our;
Bernie Madoff >1960 - 2008
Chales Ponzi >1920’s
Georgw Graham Rrice >1900 - 1920’s

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I wonder how much stock was given away to Oakanidan over the years. The answers to the complaint says they made investments over thirty times. It appears that they may have been funding Medinahs overhead for the since 2000. All this time we were told that Greg was funding the company and Les billed the company for millions of dollars. We were raped by everone, not just Les. I, like Jim Gold, could not read the whole thing. I am sick.

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Unbelievable stuff. All of it. Really makes you wonder where this thing could be if they had followed the rules and got help earlier…

Here are some thoughts on the two new updates regarding the legal proceedings were added to the MDMN website last night.

One was a response by Les Price et al regarding Medinah’s civil suit against him in British Columbia.

This is the typical ā€œI didn’t do itā€ defense and it just protracts the inevitable while making MDMN shareholders’ blood boil. Les is guilty as sin and we’re just going through all the preliminary legal formalities at this point. Medinah’s next move I think will be to step up its discovery.

The other more significant update is that Medinah’s ā€œMotion to Amend Answers and Add Counter and Cross Claimsā€ to the Okanadian case filed in Nevada has been granted by the court.

Previously this motion had been rejected without prejudice by the court and needed to be revised/refiled. Through discovery, Medinah had discovered new facts to make their case of fraud against Price. What Medinah is arguing both in its amended answer and cross claims against Les Price and MMC Mines is
essentially the following:

  1. The $100,000 Okanadian paid was for 100,000 shares of MDMN preferred shares, not 100 million shares. The motion points out the absurdity of Okanadian’s claim that they are entitled to the latter. If immediately converted, the shares would be worth $200 million for their $100K investment. Nobody can reasonably expect that kind of immediate return for their investment.

Additionally, Medinah did not have available authorized shares to accommodate Okanadian’s claims. This data was all in Medinah’s publicly available disclosures and market data on OTC. Because of the absurdity of Okanadian’s claim, Medinah is arguing the defense that it was caused by either fraud or a unilateral/bilateral mistake and that Okanadian should have known of the mistake, and the parties should either rescind the contract or revise it.

  1. Medinah has discovered cross-claims against Price et al. As we all know by now, Price had been creating director resolutions and forging signatures to pervade his scam and defraud the company for who knows how many years. It is apparent that he did the same with the Okanadian deal. The $100K for the deal was paid to Les’ MMC Mines, not Medinah. Therefore, Medinah is arguing that Price/MMC exerted ā€œwrongful dominionā€ over Medinah’s property, not to mention unjust enrichment and so forth.

  2. Because of this, and most significantly, Medinah further argues that any claim by Okanadian against Medinah should be made against Price, not Medinah. If for some reason Medinah is determined by the court to be liable to Okanadian, then because of the fraud (wrongful dominion, unjust enrichment, etc.) perpetrated by Price/MMC, Medinah should be indemnified and Price/MMC will bear the burden of the claims/judgement made by Okanadian.

The legal tide has shifted and by the judge granting Medinah this motion, Medinah now has the legal leverage to effectively argue against Okanadian’s claims. Okanadian doesn’t have a leg to stand on and will probably have to drop/settle the case against Medinah and/or pursue Price for any recompense…unless of course Okanadian and Price were in cahoots, which is also a possibility.

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I believe Les is exactly that type of person. In the mean time he fights this to the bitter end and this lawsuit can drag on ā€œforeverā€. Your thoughts Jak 167?

Did a quick overview and a lot has happened. I could spend a lot of time going over the new info, which would probably bore most of you, so I will try to make my observations as concise as I can. Considering my post is as long as everyone else’s posting today, I don’t think I succeeded. LOL! :wink: I am starting with the BC litigation as it affected what happened with the Okanadian litigation.

RE the GKX v MDMN lawsuit, nothing really new has occurred in this litigation. I already expressed my reservations RE MDMN’s 11/24 response and how it seemed, IMO, to offer a milquetoast response and let GKX off the hook. GKX raised the very similar issues in its reply on 12/2. MDMN has mitigated the weak nature of this response through its new lawsuit MDMN v. Price & GKX et al; however, I have not seen anything else in GKX v MDMN which would, IMO, properly defend MDMN and gut GKX’s claim. I can only speculate MDMN will seek to consolidate all three BC cases into one. The purpose of consolidation acts to conserve judicial resources and the parties time and effort in a case when you are dealing with the same parties and the same facts, only applying the law differently. IMO we clearly have three cases which should be consolidated. All three use the same facts and each party is basing their respective complaints off the the same facts over the same period of time. All three cases involve the same parties. All three cases would utilize the same witnesses if it went to trial. And all three cases would use the same physical evidence in their respective cases. If the court grants consolidation, then the MDMN v. Price & GKX would act as MDMN’s counter-claim against GKX v. MDMN.

RE the Price v. MDMN lawsuit, MDMN’s 1/3 response to the Price complaint takes a definitely more combative, and IMO more appropriate, tone in its denial of Price allegations and goes on to offer some insight on how MDMN will defend the lawsuit. In summary, it states MDMN denies Price allegations and also has uncovered fraudulent activities by Price and others which rose the level of a conspiracy to defraud MDMN and did in fact defraud MDMN to Price benefit. MDMN then goes on to state in the response to the prayer for relief Price should not get any recovery because Price unjustly enriched himself through the fraudulent scheme to steal from MDMN. IMO, although the labeled it as unjust enrichment, this defense also falls under the unclean hands defense I posted about earlier. It means even if Price has a technical claim for breach of contract, the court should not reward him due to his bad acts. Overall, this response, IMO, better sets forth MDMN’s aggressive defense of MDMN’s rights. As stated above, MDMN should request the court consolidate all three cases together.

RE the Okanadian litigation, MDMN has tried to expedite the amendment to its response, affirmative defenses, and counter-claims. It is trying to do so before MMC gets held in default. Once a party has filed an appearance in a case, which MMC did with an attorney (the same one as the other MDMN defendants, BTW) it submits itself to the jurisdiction of the court. The court can then allow the amendment of the complaint, response, affirmative defense, and counter-claims without requiring any party to reserve the entity a new summons. Now, the info uncovered in the BC litigation comes into play in Okanadian lawsuit. I posted previously as to why the same attorney representing MDMN, Gary, Price, and MMC when MDMN has stated publicly Price committed fraud against MDMN. I posted I felt, IMO, a clear conflict of interest existed and the attorney had to withdraw. Because MDMN has uncovered the Price scheme to defraud MDMN and feels it has sufficient evidence to make this claim in the BC litigation, it reinforced my view of the conflict of interest. Fortunately, MDMN, Gary, Price, and MMC’s legal counsel did withdraw from representing all parties due to this conflict of interest. This withdrawal now forced MDMN and Gary to secure separate counsel from Price and MMC. Price can represent himself if he wants, as and individual, but a corporation must have an attorney represent it. Since MMC seems to not have secured an attorney yet to represent it, the Plaintiff Okanadian moved to hold MMC in default and secure a default judgment against MMC. MDMN doesn’t want this to occur because it has not filed its affirmative defenses and counter-claim against Price and MMC due to recently uncovering the evidence as referenced in the BC litigation. If the court granted the default against MMC, MMC would complete its part in the Okanadian litigation and MDMN would have to file a new lawsuit against MMC (pain in the a**). So MDMN has requested the court continue the default until it rules upon MDMN’s motion to amend its affirmative defenses and counter-claim. The court has now done so and MDMN can file its affirmative defenses and counter-claim against Price and MMC without having to start a new case or reserve a summons.

RE the motion for leave to amend, I posted previously, when a party misses the statutory right to file affirmative defenses and counter-claim, they must seek court permission to then file them. This motion show the pain in the a** it can be sometime to get them filed late. Ultimately, however, MDMN given leave to file. Generally, when you file you motion for leave to amend, you attached the proposed amended pleadings to the motion.

I previously posted a concern about seeing the actual contract entered into in the Okanadian litigation. All parties reference the contract, and usually the plaintiff must attached the written contract to the complaint in which it seeks to enforce the contract. To date, no one has see a copy of the actual contract. In this motion, MDMN provides the clearest details RE the contract when it states Okandian’s paltry (like it) investment of $76k would reap over $200 million if the contract correct. MDMN then states it will attack the contract under various defenses, mistake of fact, reformation, rescission, impossibility and other defenses. This statement makes men believe the written contract does in fact state $200 million for $76k investment. MDMN going to have a difficult time fighting this fact. Written contracts stand on their own and extrinsic (outside) evidence not usually admissible to define, understand, or attack a contract. To attack this contract, MDMN has to get in to the minds of both the Plaintiff and Price at the time of the creation of the contract (not an easy task). We state the four-corners of the document contain the entire contract and the contract speaks for itself. Now if MDMN can show Price committing some type of fraud, then you get into the issues of principal/agent liability. A full discourse in and of itself, which I will not get into here.

MDMN than goes on to state everything should be consolidated instead of separate (see above discussion) and MDMN would be seeking reimbursement from Price parties. This last statement raises an interesting issues, but only if Okandian succeeds with enforcing the contract in full, as written. If MDMN has to comply with contract as written, MDMN seeking Price parties to pay for it due to the Price parties’ fraudulent actions. If effect, if MDMN forced to give Okanadian 100 million in stock, then Price parties have to give MDMN 100 million (or its equivalent in cash) to make MDMN whole again due to Price parties’ fraud.

MDMN goes into a factual recitation showing the time line of the transaction and the fact the BOD was actively involved in the transaction, but Price then hijacked the process to benefit himself. I like the impossibility defense due to the conversion requiring the tendering of 14 billion shares after conversion.

I am a little concerned MDMN does not know what happened to all the funds sent by Okandian. MDMN states Price took some or all of the funds. This statement leaves the door open MDMN in some fashion received some of the funds, but it doesn’t say how. Either MDMN got funds or they didn’t. MDMN should know this fact without doubt. If MDMN received funds, it could affect their defense against Okandian (MDMN not an innocent party anymore because they reaped a benefit) and against Price parties (MDMN got money so they had knowledge of what was occurring).

Also, how did MDMN BOD issue the 100k Class C certificate if they did not verify MDMN’s bank account contained all funds from Okandian? Who authorized the share issuance? A big mess up by whichever BOD member signed off on certificate, exposing them to liability to MDMN. We could have another fracture in this case whereby MDMN has to, and should, IMO, bring a complaint against the offending BOD member.

The rest of the motion relating to procedural history and legal authority speak for themselves and I can really add nothing relevant to those sections.

RE the proposed amended answer and counter-claim, most of the documents speak for themselves and set forth in detail the events leading up to and subsequent to the transaction. A couple of relevant points stick out. The fact the MDMN BOD authorized a transaction with Okandian (regardless of the terms) using Price as a middle-man are quite disturbing due to the BOD’s direct knowledge of Price’s past conduct. Usually the approval of this type of transaction would shield the BOD for liability as they were exercising their due diligence, etc. before approving the transaction. If our case, I feel MDMN, IMO, must allege the BOD breach their fiduciary duties to MDMN by entering into any transaction in which Price involved himself. I feel MDMN not willing to do so as it really opens up the internal workings of MDMN to court scrutiny, but I think it needs to happen. Also, MDMN may have previously settled with the offending BOD or officer as MDMN has recovered many shares back from BOD members to date. As such, the settlement may preclude MDMN from filing a claim against the offending BOD member. I feel the MDMN BOD let their prior relationships with Price cloud their judgment on this deal.

Next, I don’t see any reference as to who signed and released the certificate to Okanadian and how the BOD and/or officers verified MDMN had full possession of Okanadian’s payment before the signature and release of the certificate. One or more of MDMN’s BOD and/or officers seriously dropped the ball on this issue. MDMN would clearly have a claim against the offending BOD or officer for breach of their fiduciary duties. As stated above, I don’t think MDMN wants to open up the screwed up nature of its inner workings to court review and MDMN may have already settled with the offending BOD or officer member, precluding their making a claim in this case.

RE the counts against Price, they are based upon the factual recitation, which speaks for itself; but I find the low demand of $10k damages in all of the counts perplexing. How does Price changing the offer to 100 millions shares only result in $10k of damages? This change could cause MDMN to lose up to $200 million dollars. How does this change only harm MDMN by $10k? MDMN locks themselves into the damages they request. In this case they are only asking for $10k plus their attrorneys fees. What happens if the court rules in favor of Okanadian and requires MDMN to give Okanadian 100 million Class C preferred? I feel the demand should cover all the potential loss. MDMN does address this issue in a sideways fashion with its indemnity claim count five. It would require Price to reimburse MDMN for any out of packet damages it has to pay Okandian; however, it won’t stop the harm to MDMN and its stock price if Okanadian successfully wins it suit. We all know getting reimbursed from Price will be difficult at best.

Overall, I see nothing, IMO, unorthodox or missing from MDMN’s filings in the Okanandian case. Yes they could have claims against the BOD members, but they also could have good reasons fro not bringing those claims in this case and I cannot fault them for not doing so at this time. I feel MDMN’s filings shine a bright light upon MDMN’s past operation model and it is not pretty. Price and JJ hand picked MDMN’s BOD and officers and either the BOD/officers were complicit with Price and JJ’s illegal acts or were too stupid to use their own judgment, relying upon Price and JJ for the ā€œfacts.ā€ I cannot understand the BOD’s willingness and continued to conduct business with Price and rely upon him in any manner relating to MDMN. Price has shown his utter disregard of the well being of MDMN and his only desire to line his own pockets. After all the crap Price put MDMN through with Ulander and other shady deals the BOD lets him negotiate another deal and then doesn’t even verify MDMN got the money before issuing the stock certificate? Really?

I’m surprised MDMN survived as long as it has operating in this way. Knowing this information in the past, hindsight being 20/20, I don’t think many of us would have invested in MDMN. I wouldn’t run the smallest sole proprietor business in the way MDMN ran, let alone a public company utilizing public funds. Knowing this information, I cannot express my gratitude to Kevin for jumping into this mess and getting the ship turned around. He has taken on a monumental task, way bigger than I ever thought. I know he’s probably had to make many really tough decisions and had take many bites from the shit sandwich. We may be way behind, in a bad spot, but Kevin has worked to stop the bleeding and his actions and the actions taken by current counsel will, IMO, result in positive results for MDMN. I cant predict when. But the share recoveries to date, the settlement with third parties, the new and vastly improved dissemination of MDMN status info, the cleanup of financials, the current state of the lawsuits, and the state of the mining property all look positive now for MDMN. I feel MDMN has hit its bottom and we are now on the way up. Slowly, but on the way up.

Many of us have different skill sets and different levels of knowledge RE mining, public companies, legal issues. Those of you with these high levels of experience, if you haven’t done so already, IMO, reach out to Kevin privately and offer your help to him. I have. Let him know he has resources to draw upon which only have one focus, the success of MDMN. Let’s use our collective knowledge and skill to give Kevin all the tools so he can continue making great progress and even elevate to a greater level to help MDMN and to help us. We are in this together and if we help him it will do nothing but benefit us.

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jak167, you’re a breath of fresh air around here. I’m afraid I have nothing to offer MDMN in getting this thing turned around, but definitely appreciate those of you who post solid information here (like jak) regarding this whole process. It’s the only reason I’m still here.

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On no! Please don’t let what I say keep you here! Run! Run away as fast as you can! LOL! :wink:

Thanks for the vote of confidence. Kevin has helped keep MDMN shareholders more informed and I feel I would be doing a disservice if I didn’t try to help as well.

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Jak,
I believe that the reason MDMN doesn’t know how much of the OK $100k has been pocketed is because Price was doing work on MDMN’s behalf in Chile and there may have been bills paid in Chile unknown to them. This is just a guess on my part. Medinah would need to have access to MMC’s checkbook to follow the money trail.

The fact that Medinah gave Price a degree of autonomy outside of the corporate structure is the crux of why we’re in this place to begin with. And as you inferred, no responsible business should’ve operated in this fashion.

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That would not surprise me!. I can’t believe anyone thought for $100K they were getting a $200M investment. I personally believe that the OKanadian deal was made intentional by Les and Okanadian is definitively a partner of Les’ in crime, I also believe this last deal was intentional to gain an upper hand in negotiating a settlement in relation to the fraud on the common shares. perpetrated by Les. In other words Les proposes a settlement against him if he gets Okanadian to drop their suit against MDMN. JMO

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How about this for tin foil helmet. …Okandian = O(ri) K(owarksk) AND IAN (dow)…must be Friday!

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What I really don’t understand is why this sub human didn’t work a legit deal to mine the property instead of share shuffling
With the number of shares he owned he would have been quite wealthy with a Volcan or equal deal
Instead, continual dilution from illegal share issuance
I really hope he lives long enough to have a very large cell mate who likes to be the husband

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LOL, really funny

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Can you imagine where we would be today?

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Done deal, don’t even think it. I used to ask my mom why she was so obsessed with watching the news. She said, ā€œI’ve gotta do something to keep my blood pressure up.ā€ We read stories about scumbags like Les Price on the front pages of newspapers from time to time…little did we know we had one in our midst. And I don’t for a second think SeƱor Quijano is Snow White.

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