[!IMPORTANT] This analysis was processed and analyzed using Large Language Model (LLM) technology to review tens of thousands of SEC filings. While all efforts were made to provide comprehensive citations to source information and ensure accuracy, there may be unintentional transcription errors. Please submit any factual errors here.
Corporate Entity Relationships and Transactions (1998–2014)
This analysis examines corporate entity relationships, ownership structures, and securities transactions documented in SEC filings from 1998 through 2014. The document presents a comprehensive mapping of corporate lineage, identifies a critical name change event affecting key person identification, and provides detailed share distribution records across multiple entities. The analysis draws exclusively from publicly available SEC EDGAR filings and presents factual data without interpretation or conclusions beyond those directly supported by the documentary record.
I. Entity Corporate Lineage Charts
This section presents the corporate structure and relationships among entities involved in the analyzed transactions. The ASCII tree structures below map the organizational lineage and key relationships spanning from 1998 to 2014, organized by corporate family.
A. Dynamic Associates Corporate Lineage Narrative
Dynamic Associates Inc. (CIK 0000878146) was incorporated in Nevada on November 18, 1996, and served as the parent company for a multi-state healthcare and medical device enterprise.1 Led by President and CEO Jan Wallace (CIK 0001286757), the company raised approximately $8.6 million in documented capital and claimed a market capitalization of $70 million.1 The company's subsidiaries included P&H Industries (California manufacturing), Microthermia Inc. (San Jose medical device technology), and Genesis Health Management (operating 32 rural hospitals across 7 states).1
On June 12, 2001, Dynamic Associates underwent a reverse merger with Tele-Lawyer Inc., a private legal services and technology company founded in May 1989 by Michael A. Cane.23 The transaction included a 153:1 reverse stock split, resulting in 99.3% dilution of existing shareholders.2 Following the merger, the entity operated as Legal Access Technologies, Inc. (LAT), retaining the original CIK 0000878146.2 Michael A. Cane (who later changed their name to Kyleen E Cane on 6/28/2001)4 served as CEO of the newly formed entity and acquired 2,821,051 shares representing 48.7% ownership through an IRC §368(a)(1)(A) share-for-share merger exchange on June 18, 2001.5 Kyleen Cane subsequently served as CEO, CFO, and President of Legal Access Technologies during 2003-2004.6 The entity was eventually terminated on August 30, 2006, through a Form 15-12G voluntary deregistration.7
On March 11, 1998, Dynamic Associates spun off MW Medical, Inc. (CIK 0001059577) in a 1:1 distribution to Dynamic shareholders.8 MW Medical was incorporated in Nevada on December 4, 1997, with business operations focused on electromedical and electrotherapeutic apparatus.9 Jan Wallace served as President and CEO of MW Medical from 1999 through 2004, while Michael A. Cane (later Kyleen Cane) served as legal counsel.1011 The company completed an S-1 registration on September 3, 1999, offering 5,146,010 shares at $3.50 per share, raising $9 million in documented capital.12
MW Medical filed for bankruptcy on January 22, 2002, in the U.S. Bankruptcy Court, District of Arizona (Case No. 02-10145), later transferred to the District of Nevada.13 Jan Wallace held the position of sole secured creditor with $615,871+ in promissory notes secured by all company assets in first-priority position.14 The bankruptcy plan created five subsidiary entities with ownership distributed to wage claimants and unsecured creditors: MW Asia/NW Asia (95% to Grace Sim), MW Europe (95% to Dean Drummond), MW South America/NW South America (95% to Tyler Brown), MW Fitness (95% to Jan Wallace), and Microwave Debtor (95% to Jan Wallace).15 A contract for the sale of the MW Asia shell to Beardmore for $250,000 was executed on December 6, 2002.16
MW Medical emerged from bankruptcy on June 24, 2004, simultaneously changing its name to Davi Skin Inc.17 The reorganized entity operated in the skincare and cosmetics business with Jan Wallace serving as CEO and Kyleen Cane serving as Director.18 Civil litigation (Parrish Medley v. Jan Wallace) was filed against the company on April 21, 2006.19 The SEC ultimately revoked Davi Skin Inc.'s registration on August 27, 2012, for failure to file required reports.20
Dynamic Associates Entity Lineage Diagram
DYNAMIC ASSOCIATES INC. (CIK 0000878146)
│ ├── State: Nevada, IRS: 870473323
│ ├── Incorporated: 11/18/1996[^1]
│ ├── SEC File: 000-19457
│ ├── President/CEO: Jan Wallace (CIK 0001286757)
│ ├── Capital Raised: $30M claimed ($8.6M documented)
│ ├── Market Cap: $70M claimed
│ │
│ ├── Subsidiaries/Acquisitions:
│ │ ├── P&H Industries (California) - Manufacturing, Sold $5M
│ │ ├── Microthermia Inc (San Jose, CA) - Medical device technology
│ │ └── Genesis Health Management (Multi-state) - 32 rural hospitals, 7 states
│ │
│ └── REVERSE MERGER: 6/12/2001[^2]
│ ├── Acquired by: Tele-Lawyer Inc. (private, founded 5/1989)[^3]
│ ├── Reverse Split: 153:1 (99.3% dilution)
│ ├── CEO: M. Cane[^4] → K. Cane[^5] (name change: 6/28/2001)[^6]
│ ├── New Entity Name: LEGAL ACCESS TECHNOLOGIES, INC. (LAT)
│ │ ├── Retained CIK: 0000878146
│ │ ├── Share Issuances to M. Cane/K. Cane (CIK 0001144030)[^7]:
│ │ │ ├── 6/18/2001: 2,821,051 shares (48.7% ownership)[^8]
│ │ │ ├── 6/18/2001: 50,000 options[^8]
│ │ │ ├── IRC §368(a)(1)(A) reorganization (share-for-share merger)[^8]
│ │ │ ├── 4/30/2003: 50,000 options @ $0 (Acquired)[^9]
│ │ │ ├── 8/31/2003: (470,000) shares @ $0 (Disposed)[^10]
│ │ │ └── 8/31/2004: (470,000) shares @ $0.05 (Disposed)[^11]
│ │ └── Officers: K. Cane (CEO/CFO/President, 2003-2004)[^12]
│ └── Terminated: 8/30/2006 (Form 15-12G)[^13]
MW MEDICAL, INC. (CIK 0001059577)
│ ├── State: Nevada, IRS: 860907471
│ ├── Incorporated: 12/4/1997[^14]
│ ├── Business: Electromedical & Electrotherapeutic Apparatus
│ ├── Address: 7373 N Scottsdale Rd #B-169, Scottsdale, AZ 85253
│ ├── SPUN OFF from Dynamic Associates: 3/11/1998[^15]
│ │ └── Distribution: 1:1 to Dynamic shareholders
│ ├── Officers: Jan Wallace (CIK 0001286757) (President/CEO, 1999-2004)[^16]
│ ├── Legal Counsel: M. Cane[^4], Esq.[^17]
│ │ └── 101 Convention Center Dr #1200, Las Vegas, NV
│ ├── S-1 Registration: 9/3/1999 (5,146,010 shares @ $3.50)[^18]
│ ├── Capital Raised: $9M (documented)[^18]
│ ├── Market Cap: $100M claimed
│ │
│ ├── Share Issuances to J. Wallace (CIK 0001286757)[^19]:
│ │ └── 3/26/2003: 74,000,000 shares @ $0.005 (Acquired)[^20]
│ │
│ ├── BANKRUPTCY FILED: 1/22/2002[^21]
│ │ ├── Court: U.S. Bankruptcy Court, District of Arizona
│ │ │ └── Later transferred to District of Nevada
│ │ ├── Case Number: 02-10145
│ │ ├── Sole Secured Creditor: J. Wallace[^22]
│ │ │ ├── Amount: $615,871+
│ │ │ └── Secured by: ALL assets (first-priority position)
│ │ │
│ │ ├── Subsidiaries Created via Bankruptcy Plan[^23]:
│ │ │ ├── MW ASIA / NW ASIA (Nevada)
│ │ │ │ ├── 95% ownership: Grace Sim (wage claims)
│ │ │ │ └── Sale Contract: $250K to Beardmore (12/6/2002)[^24]
│ │ │ ├── MW EUROPE (Nevada)
│ │ │ │ └── 95% ownership: Dean Drummond (wage claims)
│ │ │ ├── MW SOUTH AMERICA / NW SOUTH AMERICA (Nevada)
│ │ │ │ └── 95% ownership: Tyler Brown (wage claims)
│ │ │ ├── MW FITNESS (Nevada)
│ │ │ │ └── 95% ownership: J. Wallace (unsecured portion of secured claim)
│ │ │ └── MICROWAVE DEBTOR (MW Medical reorganized)
│ │ │ └── 95% ownership: J. Wallace (unsecured portion of secured claim)
│ │ │
│ │ └── EMERGED: 6/24/2004[^25]
│ │
│ └── Name Change: 6/24/2004[^25]
│ └── MW MEDICAL INC. → DAVI SKIN INC.
│ ├── Business: Skincare/cosmetics
│ ├── Officers:
│ │ ├── J. Wallace (CEO)[^26]
│ │ └── K. Cane (Director)[^26]
│ ├── Civil Litigation: 4/21/2006 (Parrish Medley v. Jan Wallace)[^27]
│ └── SEC REVOKED: 8/27/2012 (failure to file reports)[^28]
B. Unregistered Securities: Dynamic Associates → Davi Skin
This section examines the potential mechanisms by which shareholders of Dynamic Associates Inc. or its spun-off subsidiaries could convert historical share certificates into securities of successor entities such as Davi Skin Inc.
The conversion of shares from earlier entities (Dynamic Associates, Legal Access Technologies, MW Medical) to later entities (such as Davi Skin) would typically involve a multi-step process coordinated through legal and transfer agent services. Based on standard securities practice and the corporate structures documented in SEC filings, the likely conversion pathway would involve:
1. Share Certificate Issuance and Physical Transfer: Original shareholders of Dynamic Associates or its subsidiaries would present physical share certificates or electronic book-entry positions. These certificates, representing equity in the predecessor entities, would be transferred to a securities intermediary or legal opinion provider, such as a law firm specializing in securities matters (e.g., firms like Cane Clark LLP, which served as legal advisor and investment entity in related transactions).21
2. Legal Opinion Letter Preparation: A securities attorney would prepare a legal opinion letter addressing the legitimacy of the share ownership, the corporate actions connecting the predecessor entity to the successor entity, and the basis for removing restrictive legends under Rule 144 or other applicable exemptions. This opinion letter would:
- Document the chain of corporate events (spin-off from Dynamic Associates to MW Medical on 3/11/1998,8 name change from MW Medical to Davi Skin on 6/24/2004)17
- Certify that shares were originally issued in compliance with applicable securities laws
- Provide legal justification for the removal of restrictive legends (e.g., "restricted securities" or Rule 144 holding period satisfaction)
- Establish that the shares qualify as "free trading" under applicable SEC regulations
3. Transfer Agent Processing: The opinion letter, together with supporting documentation (corporate action records, share certificates, SEC filing confirmations), would be submitted to the transfer agent for the successor entity (Davi Skin Inc.). The transfer agent would:
- Verify the legitimacy of the predecessor shares
- Confirm the corporate lineage and any applicable conversion ratios (such as the 153:1 reverse split in the Dynamic Associates/Legal Access Technologies merger)2
- Issue new share certificates or book-entry positions in the successor entity
- Remove restrictive legends to create "free trading" shares
4. Market Distribution: Once the shares were converted and the restrictive legends removed, the shareholders would hold unrestricted, freely tradable securities in Davi Skin Inc. These shares could then be sold through broker-dealers in the public market, subject to any applicable holding periods or volume limitations under Rule 144.
Key Corporate Events Enabling Conversion:
- 3/11/1998: MW Medical spun off from Dynamic Associates in 1:1 distribution to shareholders8
- 6/12/2001: Dynamic Associates reverse merged with Tele-Lawyer Inc., becoming Legal Access Technologies2
- 6/24/2004: MW Medical emerged from bankruptcy and changed name to Davi Skin Inc.17
The conversion process would necessarily involve legal counsel (such as Michael A. Cane/Kyleen Cane, who served as legal counsel to MW Medical11 and later as Director of Davi Skin Inc.)18 to provide opinion letters establishing the legitimacy of share conversion and the removal of restrictive legends. The presence of Kyleen Cane in multiple roles—legal counsel to MW Medical, director of Davi Skin, CEO of Legal Access Technologies, and director of Las Vegas Gaming—suggests a coordinated legal and corporate structure facilitating such conversions across related entities.
Without direct documentary evidence of specific conversion transactions, this narrative describes the standard securities practice mechanism that would enable shareholders of predecessor entities to obtain freely tradable shares in successor entities through legally compliant opinion letter processes.
C. Galaxy Gaming / Secured Diversified Investment Corporate Structure
GALAXY GAMING, INC. (CIK 0000013156)
│
├── Formation: BOOK CORP OF AMERICA
│ ├── State: Nevada
│ ├── IRS: 208143439
│ └── Incorporation Date: [Pre-2000]
│
├── First Name Change: 5/17/2000
│ └── BOOK CORP OF AMERICA → SECURED DIVERSIFIED INVESTMENT LTD (SDI)
│
├── Second Name Change: 9/19/2002
│ └── SECURED DIVERSIFIED INVESTMENT LTD → SECURED DIVERSIFIED INVESTMENT LTD[^30]
│
├── Final Name Change: 6/22/2005
│ └── SECURED DIVERSIFIED INVESTMENT LTD → GALAXY GAMING, INC.[^30]
│
├── Share Issuances to J. Wallace (CIK 0001286757)[^31]:
│ ├── 4/4/2005: 200,000 shares (Initial Holdings)[^32]
│ ├── 4/4/2005: 400,000 warrants (indirect)[^32]
│ ├── 4/4/2005: 245,000 shares @ $0.025 (Acquired)[^33]
│ ├── 4/4/2005: 400,000 warrants @ $0 (Acquired)[^33]
│ └── 12/22/2005: (45,000) shares @ $0 (Disposed)[^33]
│
└── Officers/Directors:
└── Jan Wallace (CIK 0001286757) - Shareholder
Galaxy Gaming Corporate Lineage Narrative
Galaxy Gaming, Inc. (CIK 0000013156) originated as Book Corp of America, a Nevada corporation with IRS number 208143439 incorporated prior to 2000.22 The entity underwent three name changes during its corporate evolution. On May 17, 2000, Book Corp of America changed its name to Secured Diversified Investment Ltd (SDI).22 A second name change occurred on September 19, 2002, though the entity retained the name Secured Diversified Investment Ltd.22 Finally, on June 22, 2005, Secured Diversified Investment Ltd changed its name to Galaxy Gaming, Inc.22
Jan Wallace (CIK 0001286757), who also served as President and CEO of MW Medical Inc.,10 acquired significant shareholdings in the entity while it operated as Secured Diversified Investment. On April 4, 2005, Wallace held initial positions of 200,000 shares of common stock and 400,000 warrants (held indirectly).23 On the same date, Wallace acquired an additional 245,000 shares at $0.025 per share and 400,000 warrants at $0.24 On December 22, 2005, Wallace disposed of 45,000 shares at $0.24 These transactions occurred during the transition period between the Secured Diversified Investment and Galaxy Gaming identities, with the final name change to Galaxy Gaming occurring on June 22, 2005.22
D. Las Vegas Gaming Corporate Structure
LAS VEGAS GAMING, INC. (LVGI) (CIK 0001103993)
│ ├── State: Nevada, IRS: 880392994
│ ├── Address: 4000 W Ali Baba Lane #D, Las Vegas, NV 89118
│ │
│ ├── MERGER EVENT: 4/30/2003 (Effective: 5/7/2003)[^34]
│ │ ├── Parties:
│ │ │ ├── LAS VEGAS GAMING, INC. (Parent/Acquirer)
│ │ │ ├── LAS VEGAS TWIN, INC. (Subsidiary, Surviving Entity)
│ │ │ └── TRIPLE WIN IN NEVADA, INC. (Acquired/Dissolved)
│ │ │
│ │ ├── Merger Structure:
│ │ │ ├── Tax Treatment: IRC §368(a)(1)(A) reorganization[^34]
│ │ │ ├── Legal Advisor: Cane O'Neill Taylor, LLC (Las Vegas, NV)[^34]
│ │ │ └── Closing Date: 5/7/2003[^34]
│ │ │
│ │ ├── Merger Consideration:
│ │ │ ├── Total: 580,000 shares LVGI Common Stock + $300,000 cash
│ │ │ ├── Michael Cassidy: 100,000 shares + $300,000 cash[^34]
│ │ │ │ └── Cash: $100K @ closing, $100K @ 90 days, $100K @ 180 days
│ │ │ └── R. Ducaj II / J. Mulligan / L. Mulligan: 480,000 shares[^34]
│ │ │ └── (160,000 shares each)
│ │ │
│ │ └── Shareholders of TRIPLE WIN:
│ │ ├── Robert G. Ducaj II
│ │ ├── John Mulligan
│ │ ├── Leta K. Mulligan
│ │ └── Michael Cassidy
│ │
│ ├── Share Issuances to K. Cane (CIK 0001144030)[^35]:
│ │ ├── 5/10/2005: 50,000 Warrant No. 148 @ $3.00 (Acquired)[^36]
│ │ ├── 3/31/2008: 10,000 Options/Rights @ $0 (Acquired)[^37]
│ │ ├── 5/16/2008: 1,500 Common Stock Series A @ $2.00 (Acquired)[^37]
│ │ ├── 9/18/2008: 4,500 Common Stock Series A @ $2.00 (Acquired)[^37]
│ │ ├── 9/18/2008: 4,500 Common Stock Series A @ $2.00 (Acquired)[^38]
│ │ ├── 1/9/2009: 35,000 Options/Rights @ $0 (Acquired)[^39]
│ │ └── 1/9/2009: 35,000 Options/Rights @ $0 (Acquired)[^38]
│ │
│ └── Officers/Directors:
│ ├── K. Cane (Director, 2005-2010)[^40]
│ └── Russell Roth (President, 2003)[^34]
Las Vegas Gaming Corporate Lineage Narrative
Las Vegas Gaming, Inc. (LVGI) (CIK 0001103993) is a Nevada corporation with IRS number 880392994, located at 4000 W Ali Baba Lane #D, Las Vegas, NV 89118.25 On April 30, 2003 (effective May 7, 2003), LVGI completed a merger transaction involving three parties: Las Vegas Gaming, Inc. (parent/acquirer), Las Vegas Twin, Inc. (subsidiary, surviving entity), and Triple Win in Nevada, Inc. (acquired entity, dissolved).25 The merger was structured as an IRC §368(a)(1)(A) reorganization with legal services provided by Cane O'Neill Taylor, LLC, a Las Vegas law firm.25
The merger consideration totaled 580,000 shares of LVGI common stock plus $300,000 in cash payments.25 Michael Cassidy received 100,000 shares and $300,000 cash (paid in three installments: $100,000 at closing, $100,000 at 90 days, and $100,000 at 180 days).25 Three additional Triple Win shareholders—Robert G. Ducaj II, John Mulligan, and Leta K. Mulligan—each received 160,000 shares, totaling 480,000 shares.25 Russell Roth served as President of LVGI in 2003.25
Kyleen Cane (CIK 0001144030) served as a Director of Las Vegas Gaming from 2005 through 2010.26 During this tenure, Cane acquired multiple equity positions in LVGI. On May 10, 2005, Cane acquired 50,000 warrants (Warrant No. 148) at $3.00 per warrant.27 This Form 4 filing contains the explicit name change disclosure identifying Kyleen E Cane as the former Michael A Cane with a name change date of June 28, 2001.27 On March 31, 2008, Cane acquired 10,000 options/rights at $0,28 followed by purchases of Series A common stock: 1,500 shares at $2.00 on May 16, 2008,28 and two separate acquisitions of 4,500 shares each at $2.00 on September 18, 2008.2829 On January 9, 2009, Cane acquired 35,000 options/rights at $0 in two separate transactions.2930
E. Other Shell Companies Corporate Structures
CANE CLARK LLP (CIK 0001255294)
│ ├── Entity Type: Law Firm / Investment Entity
│ ├── Role: Legal advisor and investor
│ └── Acquisitions:
│ └── SEDONA SOFTWARE SOLUTIONS, INC. (CIK 0001100131) - 5/13/2005[^29]
│ ├── State: Nevada, IRS: 980226926
│ ├── Address: 3273 E Warm Springs Rd, Las Vegas, NV 89120
│ ├── Status: Shell Company (2005)
│ ├── Market Value: $138 (as of 5/13/2005)[^29]
│ └── Outstanding Shares: 5,376,500 (2005)[^29]
CUBED, INC. (CIK 0001507718)
│ ├── Originally: NORTHWEST RESOURCES, INC.
│ ├── Name Change: 12/13/2010 → CUBED, INC.[^41]
│ ├── State: Nevada, IRS: 371603977
│ └── Address: 830 S 4th St, Las Vegas, NV 89101
CO-SIGNER, INC. (CIK 0001487659)
│ ├── Originally: SOUTHERN PRODUCTS, INC.
│ ├── Name Change: 3/22/2010 → CO-SIGNER, INC.[^42]
│ ├── State: Nevada, IRS: 271963282
│ ├── Outstanding Shares: 150,484,189 (2014)[^42]
│ └── Address: 8275 S Eastern Ave #200-661, Las Vegas, NV 89123
CODESMART HOLDINGS, INC. (CIK 0001543098)
│ ├── Originally: FIRST INDEPENDENCE CORP.
│ ├── Name Change: 2/23/2012 → CODESMART HOLDINGS, INC.[^43]
│ ├── State: Florida, IRS: 454523372
│ └── Address: 275 Seventh Ave, 7th Floor, New York, NY 10001
AVIANA, CORP. (CIK 0001561622)
│ ├── State: Nevada, IRS: 990377457
│ ├── S-1 Filing: 11/2012 (1,510,000 shares @ $0.05)[^44]
│ ├── Status: Shell Company, Emerging Growth Company
│ └── Address: 19 Broniewskiego St, Wlodawa, Poland 22200
Other Shell Companies Corporate Narrative
Cane Clark LLP (CIK 0001255294) operated as both a law firm and investment entity, serving as legal advisor and investor in multiple corporate transactions.21 On May 13, 2005, Cane Clark LLP acquired control of Sedona Software Solutions, Inc. (CIK 0001100131), a Nevada corporation with IRS number 980226926 located at 3273 E Warm Springs Rd, Las Vegas, NV 89120.21 At the time of acquisition, Sedona Software Solutions was a shell company with a market value of $138 and 5,376,500 outstanding shares.21
Three additional entities underwent name changes and operated as shell companies with Nevada or Florida incorporation. Cubed, Inc. (CIK 0001507718), originally named Northwest Resources, Inc., changed its name to Cubed, Inc. on December 13, 2010.31 The Nevada corporation with IRS number 371603977 maintains an address at 830 S 4th St, Las Vegas, NV 89101.31
Co-Signer, Inc. (CIK 0001487659), originally named Southern Products, Inc., changed its name to Co-Signer, Inc. on March 22, 2010.32 This Nevada corporation with IRS number 271963282 reported 150,484,189 outstanding shares in 2014 and maintains an address at 8275 S Eastern Ave #200-661, Las Vegas, NV 89123.32
CodeSmart Holdings, Inc. (CIK 0001543098), originally named First Independence Corp., changed its name to CodeSmart Holdings, Inc. on February 23, 2012.33 Unlike the other entities, this corporation is incorporated in Florida with IRS number 454523372 and maintains an address at 275 Seventh Ave, 7th Floor, New York, NY 10001.33
Aviana, Corp. (CIK 0001561622) is a Nevada corporation with IRS number 990377457 that filed an S-1 registration in November 2012 for 1,510,000 shares at $0.05 per share.34 The company identified itself as both a shell company and emerging growth company with an international address at 19 Broniewskiego St, Wlodawa, Poland 22200.34
II. Key Person: Name Change Event
The SEC filing record documents a name change event affecting Kyleen Cane (CIK 0001144030), a key individual involved in multiple transactions across the analyzed entities. This individual filed under two different names during the analyzed period, with the transition occurring on 6/28/2001.
A. Identity Documentation
Kyleen Cane (CIK 0001144030) represents a single individual who filed SEC documents under two distinct names:
Pre-6/28/2001: Filed as Michael A. Cane (M. Cane)35
- Final filing under this name: SC 13D filed 6/28/20015
- Subject: Legal Access Technologies, Inc. (CIK 0000878146)
Post-6/28/2001: Filed as Kyleen E Cane (K. Cane)36
- Former name disclosed: Michael A Cane
- Date of name change: 6/28/2001 (20010628)
- Explicit name change disclosure:27 First disclosure in Form 4 filed 10/13/200527
B. Name Change Timeline
KYLEEN CANE (CIK 0001144030)
│
├── Filed as: "MICHAEL A. CANE" (pre-6/28/2001)
│ └── Final Pre-Change Filing:[^8]
│ ├── Document: SC 13D filed 6/28/2001
│ ├── Filed under the name of Michael A. Cane:[^8]
│ └── URL: https://www.sec.gov/Archives/edgar/data/878146/000107579301500095/
│
└── NAME CHANGE: 6/28/2001 (20010628)
│
└── Filed as: "KYLEEN E CANE" (post-6/28/2001)
├── Former Name: MICHAEL A CANE
├── Date of Name Change: 20010628
└── Document: Form 4 filed 10/13/2005
└── URL: https://www.sec.gov/Archives/edgar/data/1103993/000125529405000636/
C. Post-Name Change SEC Filings by Kyleen Cane
Following the June 28, 2001 name change, Kyleen Cane (CIK 0001144030) filed multiple SEC documents under the name Kyleen E Cane. Each filing contains certification language attesting to the accuracy and completeness of the information provided. The following documents represent filings made after the name change date:
1. Form 4 filed April 30, 2004 - Legal Access Technologies (CIK 0000878146), filing 0001255294-04-000300
This Form 4, filed approximately 2 years and 10 months after the name change, reports six separate dispositions totaling 470,000 shares of Legal Access Technologies common stock at $0.05 per share on August 31, 2004. The filing contains the standard Form 4 signature certification:
"Signature of Reporting Person: /s/ Kyleen Cane
Date: April 30, 2004
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly."
2. Form 5 filed April 18, 2005 - Legal Access Technologies (CIK 0000878146), filing 0001255294-05-000179
This Form 5, filed approximately 3 years and 10 months after the name change, reports six separate dispositions totaling 470,000 shares of Legal Access Technologies common stock at $0 on August 31, 2003. The filing contains the standard Form 5 signature certification:
"Signature of Reporting Person: /s/ Kyleen Cane
Date: April 18, 2005"
3. Form 4 filed October 13, 2005 - Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-05-000636
This Form 4, filed approximately 4 years and 3 months after the name change, represents the first filing to contain explicit name change disclosure. The filing reports acquisition of 50,000 warrants (Warrant No. 148) at $3.00 on May 10, 2005. The document contains three critical data points:
"Reporting Owner: CANE KYLEEN E (CIK 0001144030)
Former Name: CANE MICHAEL A
Date of Name Change: 20010628"
The filing also contains the standard Form 4 signature certification:
"Signature of Reporting Person: /s/ Kyleen Cane
Date: October 13, 2005"
4. Form 4 filed January 27, 2009 - Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-09-000048
This Form 4, filed approximately 7 years and 7 months after the name change, reports multiple acquisitions: 10,000 options/rights at $0 (3/31/2008), 1,500 shares Series A common stock at $2.00 (5/16/2008), and 4,500 shares Series A common stock at $2.00 (9/18/2008). The filing reiterates the name change information and contains signature certification:
"Signature of Reporting Person: /s/ Kyleen Cane
Date: January 27, 2009"
5. Form 4 filed February 6, 2009 - Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-09-000061
This Form 4, filed approximately 7 years and 7 months after the name change, reports acquisition of 35,000 options/rights at $0 on January 9, 2009.
6. Form 4 filed March 29, 2010 - Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-10-000274
This Form 4, filed approximately 8 years and 9 months after the name change, reports acquisitions of 4,500 shares Series A common stock at $2.00 (9/18/2008) and 35,000 options/rights at $0 (1/9/2009).
Each of these filings, spanning from 2004 to 2010, was signed under penalty of perjury and contained certifications attesting to the accuracy of the information provided. The cumulative effect of these filings establishes continuous identity documentation under the name Kyleen E Cane for transactions and positions that originated during the period when the individual filed as Michael A. Cane prior to June 28, 2001.
III. Share Distribtuion Analysis
The following section presents all documented share distributions, acquisitions, and dispositions involving Kyleen Cane (CIK 0001144030) and Jan Wallace (CIK 0001286757) across the analyzed entities. All transactions are listed in chronological order and sourced from SEC Form 3, Form 4, Form 5, and SC 13D filings.
Entity Abbreviations
| Abbreviation | Full Entity Name | CIK |
|---|---|---|
| LAT | Legal Access Technologies, Inc. | 0000878146 |
| SDI | Secured Diversified Investment Ltd | 0000013156 |
| LVGI | Las Vegas Gaming, Inc. | 0001103993 |
| MWMI | MW Medical Inc. | 0001059577 |
| M. Cane37 | Michael A. Cane (pre-6/28/2001) | 0001144030 |
| K. Cane38 | Kyleen E Cane (post-6/28/2001) | 0001144030 |
| J. Wallace39 | Jan Wallace | 0001286757 |
A. Comprehensive Transaction Record
| Date | Entity | Recipient | Security Type | Shares | Price/Share | Acquired/Disposed |
|---|---|---|---|---|---|---|
| 6/18/20015 | LAT | M. Cane | Common Stock | 2,821,051 | N/A | Acquired |
| 6/18/20015 | LAT | M. Cane | Options | 50,000 | N/A | Acquired |
| 3/26/200340 | MWMI | J. Wallace | Common Stock | 74,000,000 | $0.005 | Acquired |
| 4/30/200341 | LAT | K. Cane | Options to Buy | 50,000 | $0 | Acquired |
| 8/31/200342 | LAT | K. Cane | Common Stock | 100,000 | $0 | Disposed |
| 8/31/200342 | LAT | K. Cane | Common Stock | 300,000 | $0 | Disposed |
| 8/31/200342 | LAT | K. Cane | Common Stock | 25,000 | $0 | Disposed |
| 8/31/200342 | LAT | K. Cane | Common Stock | 25,000 | $0 | Disposed |
| 8/31/200342 | LAT | K. Cane | Common Stock | 10,000 | $0 | Disposed |
| 8/31/200342 | LAT | K. Cane | Common Stock | 10,000 | $0 | Disposed |
| 8/31/200443 | LAT | K. Cane | Common Stock | 100,000 | $0.05 | Disposed |
| 8/31/200443 | LAT | K. Cane | Common Stock | 300,000 | $0.05 | Disposed |
| 8/31/200443 | LAT | K. Cane | Common Stock | 25,000 | $0.05 | Disposed |
| 8/31/200443 | LAT | K. Cane | Common Stock | 25,000 | $0.05 | Disposed |
| 8/31/200443 | LAT | K. Cane | Common Stock | 10,000 | $0.05 | Disposed |
| 8/31/200443 | LAT | K. Cane | Common Stock | 10,000 | $0.05 | Disposed |
| 4/4/200523 | SDI | J. Wallace | Common Stock | 200,000 | N/A | Initial Holdings |
| 4/4/200523 | SDI | J. Wallace | Warrants (indirect) | 400,000 | N/A | Initial Holdings |
| 4/4/200524 | SDI | J. Wallace | Common Stock | 245,000 | $0.025 | Acquired |
| 4/4/200524 | SDI | J. Wallace | Warrants | 400,000 | $0 | Acquired |
| 5/10/200527 | LVGI | K. Cane | Warrant No. 148 | 50,000 | $3.00 | Acquired |
| 12/22/200524 | SDI | J. Wallace | Common Stock | 45,000 | $0 | Disposed |
| 3/31/200828 | LVGI | K. Cane | Options/Rights | 10,000 | $0 | Acquired |
| 5/16/200828 | LVGI | K. Cane | Common Stock A | 1,500 | $2.00 | Acquired |
| 9/18/200828 | LVGI | K. Cane | Common Stock A | 4,500 | $2.00 | Acquired |
| 9/18/200829 | LVGI | K. Cane | Common Stock A | 4,500 | $2.00 | Acquired |
| 1/9/200930 | LVGI | K. Cane | Options/Rights | 35,000 | $0 | Acquired |
| 1/9/200929 | LVGI | K. Cane | Options/Rights | 35,000 | $0 | Acquired |
B. Aggregate Holdings Summary
The following table summarizes the total shares expected to be held by each individual across all entities, based on the documented transactions in Section III.A above.
| Date | Recipient | Entity | Net Common Stock | Net Options/Warrants |
|---|---|---|---|---|
| 6/18/2001 - 8/31/2004 | K. Cane | LAT | 2,361,051 | 100,000 |
| 5/10/2005 - 1/9/2009 | K. Cane | LVGI | 10,500 | 130,000 |
| K. Cane | TOTAL | 2,371,551 | 230,000 | |
| 3/26/2003 | J. Wallace | MWMI | 74,000,000 | 0 |
| 4/4/2005 - 12/22/2005 | J. Wallace | SDI | 400,000 | 400,000 |
| J. Wallace | TOTAL | 74,400,000 | 400,000 |
Aggregate Holdings Narrative
Kyleen Cane (CIK 0001144030) - Legal Access Technologies Inc. (CIK 0000878146): Between June 18, 2001, and August 31, 2004, Kyleen Cane acquired and disposed of significant positions in Legal Access Technologies. Initial acquisitions on June 18, 2001, included 2,821,051 shares and 50,000 options obtained through the IRC §368(a)(1)(A) reorganization merger.5 An additional 50,000 options were acquired on April 30, 2003.41 Cane subsequently disposed of 470,000 shares at $0 on August 31, 2003,42 and an additional 470,000 shares at $0.05 on August 31, 2004.43 The net position resulted in 2,361,051 shares of common stock and 100,000 options.44
Kyleen Cane (CIK 0001144030) - Las Vegas Gaming Inc. (CIK 0001103993): Between May 10, 2005, and January 9, 2009, Kyleen Cane acquired multiple positions in Las Vegas Gaming while serving as a Director. The acquisitions included 50,000 warrants at $3.00 (Warrant No. 148) on May 10, 2005,27 and subsequent acquisitions of Series A common stock: 1,500 shares at $2.00 on May 16, 2008,28 and two separate purchases of 4,500 shares at $2.00 on September 18, 2008.2829 Options and rights acquisitions included 10,000 at $0 on March 31, 2008,28 and two separate acquisitions of 35,000 each at $0 on January 9, 2009.2930 The net position resulted in 10,500 shares of Series A common stock and 130,000 options/warrants.45
Jan Wallace (CIK 0001286757) - MW Medical Inc. (CIK 0001059577): On March 26, 2003, Jan Wallace acquired 74,000,000 shares of MW Medical Inc. common stock at $0.005 per share.40 This acquisition occurred during the period when Wallace served as President and CEO of MW Medical, and approximately nine months after the company filed for bankruptcy on January 22, 2002.13 Wallace held the position of sole secured creditor with $615,871+ in promissory notes secured by all company assets.14 The documented holding of 74,000,000 shares represents a substantial equity position in the company that Wallace led through bankruptcy reorganization and emergence as Davi Skin Inc. on June 24, 2004.1746
Jan Wallace (CIK 0001286757) - Secured Diversified Investment / Galaxy Gaming (CIK 0000013156): Between April 4, 2005, and December 22, 2005, Jan Wallace acquired and disposed of positions in Secured Diversified Investment (later Galaxy Gaming). Initial holdings on April 4, 2005, included 200,000 shares of common stock and 400,000 warrants held indirectly.23 On the same date, Wallace acquired an additional 245,000 shares at $0.025 and 400,000 warrants at $0.24 On December 22, 2005, Wallace disposed of 45,000 shares at $0.24 The net position resulted in 400,000 shares of common stock and 400,000 warrants. Note that the 400,000 initial holdings may overlap with the 400,000 acquired, depending on whether these represent the same position reported in different forms.47
C. Cane-Wallace Financial Relationship
This section documents the chronological financial connections between Kyleen Cane (CIK 0001144030) and Jan Wallace (CIK 0001286757) across multiple corporate entities spanning from 1997 to 2012. The relationship encompasses legal representation, corporate officer positions, director appointments, and overlapping equity ownership in related entities.
Timeline of Cane-Wallace Entity Connections
Cane-Wallace financial relationship timeline (1997-2012)
1997-1998: MW MEDICAL INC. (CIK 0001059577)
│ ├── 12/4/1997: MW Medical Incorporated[^14]
│ ├── 3/11/1998: Spun off from Dynamic Associates[^15]
│ ├── Wallace: President/CEO (1999-2004)[^16]
│ └── M. Cane: Legal Counsel (1999)[^17]
1998-2001: DYNAMIC ASSOCIATES INC. (CIK 0000878146)
│ ├── Wallace: President/CEO
│ └── M. Cane: Legal Counsel & Merger Counterparty
2001: TELE-LAWYER INC. / LEGAL ACCESS TECHNOLOGIES
│ ├── 5/1989: Tele-Lawyer Inc. founded by M. Cane[^3]
│ ├── 6/12/2001: Reverse merger with Dynamic Associates[^2]
│ ├── 6/18/2001: M. Cane acquires 48.7% ownership (2,821,051 shares)[^8]
│ └── 6/28/2001: NAME CHANGE EVENT (M. Cane → K. Cane)[^6]
2001-2006: LEGAL ACCESS TECHNOLOGIES INC. (CIK 0000878146)
│ ├── Successor to Dynamic Associates (Wallace's former entity)
│ ├── K. Cane: CEO/CFO/President (2003-2004)[^12]
│ └── 8/30/2006: Terminated (Form 15-12G)[^13]
2002-2004: MW MEDICAL BANKRUPTCY & REORGANIZATION
│ ├── 1/22/2002: Bankruptcy filed[^21]
│ ├── Wallace: Sole secured creditor ($615,871+)[^22]
│ ├── 3/26/2003: Wallace acquires 74M shares @ $0.005[^20]
│ └── 6/24/2004: Emerges as Davi Skin Inc.[^25]
2004-2012: DAVI SKIN INC. (CIK 0001059577)
│ ├── Successor to MW Medical (Wallace's former entity)
│ ├── Wallace: CEO[^26]
│ ├── K. Cane: Director[^26]
│ ├── 4/21/2006: Civil litigation (Parrish Medley v. Wallace)[^27]
│ └── 8/27/2012: SEC registration revoked[^28]
2003-2010: LAS VEGAS GAMING INC. (CIK 0001103993)
│ ├── 4/30/2003: Merger with Triple Win in Nevada[^34]
│ ├── Legal Advisor: Cane O'Neill Taylor, LLC[^34]
│ ├── K. Cane: Director (2005-2010)[^40]
│ └── 5/10/2005 - 1/9/2009: K. Cane acquires 10,500 shares + 130,000 options[^36][^37][^38][^39]
2005: SECURED DIVERSIFIED INVESTMENT / GALAXY GAMING (CIK 0000013156)
│ ├── 6/22/2005: Name change to Galaxy Gaming[^30]
│ ├── Wallace: Shareholder
│ └── 4/4/2005 - 12/22/2005: Wallace acquires 400,000 shares + 400,000 warrants[^32][^33]
2005: SEDONA SOFTWARE SOLUTIONS INC. (CIK 0001100131)
│ ├── 5/13/2005: Acquired by Cane Clark LLP[^29]
│ └── Cane Clark LLP: Law firm/investment entity
Entities, Roles, and Financial Connections
The following table presents a comprehensive summary of all documented connections between Kyleen Cane and Jan Wallace across corporate entities:
| Entity | CIK | Period | Cane Role | Wallace Role | Connection Type |
|---|---|---|---|---|---|
| Dynamic Associates | 0000878146 | 1996-2001 | Legal Counsel | President/CEO | Attorney-Client & Merger Counterparty |
| Tele-Lawyer Inc. | N/A (Private) | 1989-2001 | Founder/Owner | None | Acquired Wallace's entity (Dynamic) |
| MW Medical Inc. | 0001059577 | 1997-2004 | Legal Counsel (1999)11 | President/CEO (1999-2004)10 | Attorney-Client |
| Legal Access Technologies | 0000878146 | 2001-2006 | CEO/CFO/President (2003-2004)6 | None (Former entity) | Successor to Wallace's Dynamic Associates |
| Davi Skin Inc. | 0001059577 | 2004-2012 | Director18 | CEO18 | Corporate Officers (simultaneous) |
| Las Vegas Gaming Inc. | 0001103993 | 2003-2010 | Director (2005-2010)26 | None | Legal services via Cane O'Neill Taylor25 |
| Galaxy Gaming/SDI | 0000013156 | 2005 | None | Shareholder (400K shares)2324 | Contemporaneous equity holdings |
| Cane Clark LLP | 0001255294 | 2005+ | Principal | None | Law firm/investment entity |
| Sedona Software Solutions | 0001100131 | 2005 | Acquirer (via Cane Clark LLP)21 | None | Shell company acquisition |
Narrative Summary of Financial Relationship
The financial relationship between Kyleen Cane and Jan Wallace spans 15 years (1997-2012) across nine corporate entities, evolving from attorney-client relationships to direct business partnerships and overlapping corporate officer positions.
Phase 1: Attorney-Client Relationship (1997-2001): Michael A. Cane (later Kyleen Cane) served as legal counsel to Jan Wallace in multiple capacities. Cane provided legal services to MW Medical Inc. beginning in 1999,11 while Wallace served as President and CEO.10 Cane also provided legal counsel to Dynamic Associates Inc., where Wallace served as President and CEO. This attorney-client relationship established the foundation for subsequent business transactions.
Phase 2: Reverse Merger and Entity Succession (2001): On June 12, 2001, Michael A. Cane's private company, Tele-Lawyer Inc. (founded May 1989),3 completed a reverse merger with Jan Wallace's Dynamic Associates Inc.2 This transaction represented a transition from attorney-client relationship to direct business partnership, with Cane acquiring 48.7% ownership (2,821,051 shares) of the successor entity, Legal Access Technologies, through an IRC §368(a)(1)(A) reorganization.5 The name change from Michael A. Cane to Kyleen E Cane occurred on June 28, 2001,4 sixteen days after the reverse merger closed.
Phase 3: MW Medical Bankruptcy and Shared Corporate Control (2002-2004): During MW Medical's bankruptcy (filed 1/22/2002),13 Jan Wallace held the position of sole secured creditor with $615,871+ secured by all company assets,14 while also serving as President and CEO.10 Wallace acquired 74,000,000 shares at $0.005 on March 26, 2003,40 during the bankruptcy reorganization. When MW Medical emerged from bankruptcy as Davi Skin Inc. on June 24, 2004,17 both Wallace and Cane held simultaneous officer positions: Wallace as CEO and Kyleen Cane as Director.18 This marked the first instance of direct shared corporate governance between the two individuals.
Phase 4: Parallel Equity Holdings and Continued Collaboration (2003-2010): During this period, Cane and Wallace maintained parallel equity positions in separate but related entities. Kyleen Cane served as Director of Las Vegas Gaming Inc. from 2005-2010,26 while the 2003 merger with Triple Win in Nevada was facilitated by legal services from Cane O'Neill Taylor, LLC.25 Simultaneously, Jan Wallace acquired 400,000 shares and 400,000 warrants in Secured Diversified Investment (later Galaxy Gaming) between April and December 2005,2324 while Kyleen Cane acquired positions in Las Vegas Gaming during overlapping timeframes (2005-2009).27282930
Phase 5: Cane Clark LLP Investment Activities (2005+): Kyleen Cane's law firm and investment entity, Cane Clark LLP (CIK 0001255294), acquired control of Sedona Software Solutions, Inc. (a shell company with market value of $138) on May 13, 2005.21 This acquisition demonstrated Cane's expanded role beyond legal counsel into direct investment and corporate control activities.
The cumulative record demonstrates a sustained financial relationship characterized by evolving roles: from attorney-client (1997-2001), to merger counterparties (2001), to co-officers in the same entity (2004-2012), alongside parallel equity holdings in related corporate structures. The relationship persisted through multiple corporate bankruptcies, reorganizations, name changes, and ultimately SEC registration revocations.
IV. Documentary Evidence
The SEC EDGAR database contains multiple filings that document the name change event and provide corroborating evidence for the identity continuity between Michael A. Cane and Kyleen E Cane under Kyleen Cane (CIK 0001144030).
A. Critical Name Change Documents
Primary Evidence Document:
SEC Form 4, Las Vegas Gaming Inc. (CIK 0001103993), filed 10/13/2005, filing 0001255294-05-000636.27
This Form 4 filing contains explicit name change disclosure in the header section of the document:
"REPORTING-OWNER:
OWNER DATA: COMPANY CONFORMED NAME: CANE KYLEEN E CENTRAL INDEX KEY: 0001144030
FILING VALUES: FORM TYPE: 4
FORMER NAME: CANE MICHAEL A DATE OF NAME CHANGE: 20010628"
The document establishes three critical facts: (1) the current reporting identity is Kyleen E Cane, (2) the former name was Michael A Cane, and (3) the date of name change was June 28, 2001 (20010628). This filing represents the first SEC document to explicitly disclose all three data points in a single filing.
Final Pre-Change Filing:
SEC Schedule 13D, Legal Access Technologies Inc. (CIK 0000878146), filed 6/28/2001, filing 0001075793-01-500095.5
This SC 13D filing represents the last document filed under the name of Michael A. Cane. The filing header identifies:
"FILED BY: MICHAEL A. CANE CENTRAL INDEX KEY: 0001144030"
The document reports the acquisition of 2,821,051 shares (48.7% ownership) of Legal Access Technologies Inc. through a share-for-share merger exchange qualifying as an IRC §368(a)(1)(A) reorganization, with an event date of June 18, 2001, and filing date of June 28, 2001 (20010628).
The significance of this document is that it was filed on the exact date of the name change (6/28/2001), represents the final use of the name Michael A. Cane in SEC filings, and documents the largest single equity acquisition by the individual across all analyzed transactions.
B. Complete Document Inventory
The EDGAR database contains 18 documents filed under Kyleen Cane (CIK 0001144030) that reference the date 6/28/2001 (20010628). Two documents contain explicit references to both names or serve as the transition point:
Documents with Direct Name Evidence:
- SEC Form 4, Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-05-000636 (contains explicit disclosure: "FORMER NAME: CANE MICHAEL A; DATE OF NAME CHANGE: 20010628")
- SEC Schedule 13D, Legal Access Technologies Inc. (CIK 0000878146), filing 0001075793-01-500095 (filing date 20010628, last filing as "MICHAEL A. CANE")
Supporting Documents Referencing Date 20010628:
- SEC Form 4, Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-09-000048
- SEC Form 4, Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-09-000061
- SEC Form 4, Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-09-000069
- SEC Form 4, Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-10-000274
- SEC Form 5, Legal Access Technologies (CIK 0000878146), filing 0001255294-04-000216
- SEC Form 4, Legal Access Technologies (CIK 0000878146), filing 0001255294-04-000300
- SEC Form 5, Legal Access Technologies (CIK 0000878146), filing 0001255294-05-000179
- SEC Schedule 13D, Kyleen Cane (CIK 0001144030), filing 0001075793-01-500095
- SEC Form 5, Kyleen Cane (CIK 0001144030), filing 0001255294-04-000216
- SEC Form 4, Kyleen Cane (CIK 0001144030), filing 0001255294-04-000300
- SEC Form 5, Kyleen Cane (CIK 0001144030), filing 0001255294-05-000179
- SEC Form 4, Kyleen Cane (CIK 0001144030), filing 0001255294-05-000636
- SEC Form 4, Kyleen Cane (CIK 0001144030), filing 0001255294-09-000048
- SEC Form 4, Kyleen Cane (CIK 0001144030), filing 0001255294-09-000061
- SEC Form 4, Kyleen Cane (CIK 0001144030), filing 0001255294-09-000069
- SEC Form 4, Kyleen Cane (CIK 0001144030), filing 0001255294-10-000274
All file paths represent locations within the SEC EDGAR filing structure and are accessible through the SEC's public EDGAR database at sec.gov/edgar.
\newpage
V. Summary of Key Findings
The analysis of SEC filings from 1998 through 2014 reveals the following documented facts:
Identity Continuity: Kyleen Cane (CIK 0001144030) represents a single individual who filed under the name Michael A. Cane before 6/28/2001, and under the name Kyleen E Cane after that date. The name change is explicitly documented in SEC Form 4 filing 0001255294-05-000636.27
Jan Wallace Holdings: Jan Wallace (CIK 0001286757) served as President and CEO of MW Medical Inc. (CIK 0001059577) and received 74,000,000 shares of common stock on 3/26/2003, at $0.005 per share, as documented in Form 5 filing 0001255294-04-000119.40
Legal Access Technologies Acquisition: Michael A. Cane acquired 2,871,051 shares (48.7% ownership) of Legal Access Technologies, Inc. (CIK 0000878146) through a share-for-share merger exchange on 6/18/2001, qualifying as an IRC §368(a)(1)(A) reorganization, as documented in SC 13D filing 0001075793-01-500095.5
Galaxy Gaming Corporate Evolution: Galaxy Gaming, Inc. (CIK 0000013156) originated as Book Corp of America (pre-2000), changed its name to Secured Diversified Investment Ltd on 5/17/2000, underwent a second name formalization on 9/19/2002, and adopted the name Galaxy Gaming, Inc. on 6/22/2005.22 Jan Wallace acquired significant shareholdings (400,000 shares and 400,000 warrants) during the entity's operation as Secured Diversified Investment in 2005,2324 contemporaneous with Kyleen Cane's director position and equity acquisitions in Las Vegas Gaming Inc.2728293026
Las Vegas Gaming Merger: Las Vegas Gaming, Inc. (CIK 0001103993) merged with Triple Win in Nevada, Inc. effective 5/7/2003, structured as an IRC §368(a)(1)(A) reorganization with legal services provided by Cane O'Neill Taylor, LLC. Merger consideration totaled 580,000 shares of LVGI common stock plus $300,000 cash distributed among the Triple Win shareholders.25
Cane Clark LLP Activity: Cane Clark LLP (CIK 0001255294) functioned as both legal advisor and investment entity, acquiring control of Sedona Software Solutions, Inc. (CIK 0001100131) on 5/13/2005, when that entity had a market value of $138 and outstanding shares of 5,376,500.21
Cane-Wallace Sustained Financial Relationship: Kyleen Cane and Jan Wallace maintained documented financial connections across nine corporate entities spanning 15 years (1997-2012). The relationship evolved from attorney-client arrangements (Cane as legal counsel to Wallace's MW Medical Inc. in 199911 and Dynamic Associates), to merger counterparties (Cane's Tele-Lawyer Inc. acquiring Wallace's Dynamic Associates in 2001),23 to simultaneous corporate officers (Wallace as CEO and Cane as Director of Davi Skin Inc., 2004-2012).18 During overlapping periods, both individuals held equity positions in related entities: Wallace acquired 400,000 shares of Secured Diversified Investment/Galaxy Gaming in 2005,2324 while Cane served as Director of Las Vegas Gaming Inc. (2005-2010) and acquired 10,500 shares plus 130,000 options/warrants.2728293026 The relationship persisted through corporate bankruptcies (MW Medical, 2002-2004),1317 SEC deregistrations (Legal Access Technologies, 2006;7 Davi Skin Inc., 2012),20 and civil litigation (Parrish Medley v. Jan Wallace, 2006).19
All findings derive directly from SEC EDGAR filings and represent factual data as reported by the filing entities.
Footnotes
SEC Form S-18 registration statement, Dynamic Associates Inc. (CIK 0000878146). ↩ ↩2 ↩3
SEC Form 10-KSB, Legal Access Technologies Inc. (CIK 0000878146), filing 0001075793-02-000056. ↩ ↩2 ↩3 ↩4 ↩5 ↩6 ↩7
Tele-Lawyer Inc. founded May 1989 by Michael A. Cane as private legal services and technology company, as disclosed in SEC Form 10-KSB, Legal Access Technologies Inc. (CIK 0000878146), filing 0001075793-02-000056. ↩ ↩2 ↩3
Name change from Michael A. Cane to Kyleen E Cane effective 6/28/2001, disclosed in SEC Form 4 filed 10/13/2005, CIK 0001144030, filing 0001255294-05-000636. ↩ ↩2
SEC Schedule 13D, Legal Access Technologies Inc. (CIK 0000878146), filed 6/28/2001, filing 0001075793-01-500095. Share-for-share merger exchange qualifying as IRC §368(a)(1)(A) reorganization. ↩ ↩2 ↩3 ↩4 ↩5 ↩6 ↩7 ↩8
Multiple SEC Form 4 and Form 5 filings, Legal Access Technologies Inc. (CIK 0000878146), various dates 2003-2004. ↩ ↩2
SEC Form 15-12G, Legal Access Technologies Inc. (CIK 0000878146), filed 8/30/2006. Voluntary deregistration. ↩ ↩2
SEC Form 10-KSB, MW Medical Inc. (CIK 0001059577), filing 0001075793-00-000093. Spin-off completed 3/11/1998. ↩ ↩2 ↩3
SEC Form S-1, MW Medical Inc. (CIK 0001059577), filing 0001011438-98-000283. ↩
Multiple SEC Form 10-K and Form 10-Q filings, MW Medical Inc. (CIK 0001059577), 1999-2004. ↩ ↩2 ↩3 ↩4 ↩5
SEC Form S-1 registration statement dated 9/3/1999, MW Medical Inc. (CIK 0001059577). ↩ ↩2 ↩3 ↩4 ↩5
SEC Form S-1, MW Medical Inc. (CIK 0001059577), dated 9/3/1999. 5,146,010 shares offered at $3.50 per share. ↩
SEC Form 10-KSB disclosures, MW Medical Inc. (CIK 0001059577), filings 0001075793-02-000226 and 0001075793-02-000209. Bankruptcy filed 1/22/2002 in U.S. Bankruptcy Court, District of Arizona, Case No. 02-10145. ↩ ↩2 ↩3 ↩4
SEC Form 10-KSB disclosures and bankruptcy court records. Jan Wallace held $615,871+ in promissory notes secured by all company assets in first-priority position. ↩ ↩2 ↩3
Bankruptcy Plan of Reorganization, Case 02-10145, and SEC filings referencing subsidiary creation. ↩
Bankruptcy court records and SEC filings. Contract for sale of MW Asia shell to Beardmore dated 12/6/2002 for $250,000. ↩
SEC Form 8-K filed 6/24/2004, MW Medical Inc./Davi Skin Inc. (CIK 0001059577), filing 0001255294-04-000137. ↩ ↩2 ↩3 ↩4 ↩5 ↩6
Parrish Medley v. Jan Wallace litigation documents (filed 4/21/2006) and SEC Form 10-QSB filings, Davi Skin Inc. (CIK 0001059577). ↩ ↩2 ↩3 ↩4 ↩5 ↩6
Civil litigation complaint filed 4/21/2006 (Parrish Medley v. Jan Wallace). ↩ ↩2
SEC EDGAR database, Davi Skin Inc. (CIK 0001059577), registration revoked 8/27/2012 for failure to file required reports. ↩ ↩2
SEC filings, Sedona Software Solutions, Inc. (CIK 0001100131), and Cane Clark LLP (CIK 0001255294). Ownership change 5/13/2005. ↩ ↩2 ↩3 ↩4 ↩5 ↩6 ↩7
SEC Form 10-K filing, Galaxy Gaming, Inc. (CIK 0000013156), filing 0001193125-06-000001. ↩ ↩2 ↩3 ↩4 ↩5 ↩6
SEC Form 3 filing, Secured Diversified Investment (CIK 0000013156), filed 4/4/2005, filing 0001255294-06-000227. ↩ ↩2 ↩3 ↩4 ↩5 ↩6 ↩7 ↩8
SEC Form 5 filing, Secured Diversified Investment (CIK 0000013156), filing 0001255294-06-000228. ↩ ↩2 ↩3 ↩4 ↩5 ↩6 ↩7 ↩8 ↩9 ↩10 ↩11
SEC Form 8-K, Las Vegas Gaming Inc. (CIK 0001103993), merger filing. ↩ ↩2 ↩3 ↩4 ↩5 ↩6 ↩7 ↩8 ↩9 ↩10
Multiple SEC Form 4 filings, Las Vegas Gaming Inc. (CIK 0001103993), 2005-2010. ↩ ↩2 ↩3 ↩4 ↩5
SEC Form 4, Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-05-000636. Explicit name change disclosure: Filed by Kyleen E Cane, former name Michael A Cane, date of name change 20010628. ↩ ↩2 ↩3 ↩4 ↩5 ↩6 ↩7 ↩8 ↩9 ↩10 ↩11
SEC Form 4, Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-09-000048. ↩ ↩2 ↩3 ↩4 ↩5 ↩6 ↩7 ↩8 ↩9 ↩10 ↩11 ↩12
SEC Form 4, Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-10-000274. ↩ ↩2 ↩3 ↩4 ↩5 ↩6 ↩7 ↩8 ↩9
SEC Form 4, Las Vegas Gaming Inc. (CIK 0001103993), filing 0001255294-09-000061. ↩ ↩2 ↩3 ↩4 ↩5 ↩6
SEC filings, CodeSmart Holdings, Inc. (CIK 0001543098). ↩ ↩2
SEC Form S-1, Aviana, Corp. (CIK 0001561622), filed 11/2012. ↩ ↩2
Michael A. Cane is the former name of Kyleen Cane (CIK 0001144030), used in all SEC filings prior to 6/28/2001. ↩
Kyleen E Cane is the name used in all SEC filings after 6/28/2001 by the individual with CIK 0001144030. ↩
"M. Cane" = Michael A. Cane, the name used by Kyleen Cane (CIK 0001144030) in SEC filings prior to 6/28/2001. ↩
"K. Cane" = Kyleen E Cane, the name used by Kyleen Cane (CIK 0001144030) in SEC filings after 6/28/2001. Same individual as M. Cane. ↩
"J. Wallace" = Jan Wallace (CIK 0001286757), who served as President and CEO of MW Medical Inc. (CIK 0001059577). ↩
SEC Form 5, MW Medical Inc. (CIK 0001059577), filing 0001255294-04-000119. ↩ ↩2 ↩3 ↩4
SEC Form 5, Legal Access Technologies (CIK 0000878146), filing 0001255294-04-000216. ↩ ↩2
SEC Form 5, Legal Access Technologies (CIK 0000878146), filing 0001255294-05-000179. Six separate dispositions totaling 470,000 shares. ↩ ↩2 ↩3 ↩4 ↩5 ↩6 ↩7
SEC Form 4, Legal Access Technologies (CIK 0000878146), filing 0001255294-04-000300. Six separate dispositions totaling 470,000 shares. ↩ ↩2 ↩3 ↩4 ↩5 ↩6 ↩7
Legal Access Technologies Inc. (CIK 0000878146) transactions: 2,821,051 + 50,000 + 50,000 acquired; 470,000 + 470,000 disposed. Net: 2,361,051 shares, 100,000 options. ↩
Las Vegas Gaming Inc. (CIK 0001103993) transactions: 1,500 + 4,500 + 4,500 shares acquired; 50,000 + 10,000 + 35,000 + 35,000 options/warrants acquired. Net: 10,500 shares, 130,000 options/warrants. ↩
SEC Form 5, MW Medical Inc. (CIK 0001059577), filing 0001255294-04-000119. ↩
Secured Diversified Investment (CIK 0000013156) transactions: 200,000 + 245,000 shares acquired, 45,000 disposed; 400,000 + 400,000 warrants acquired. Net: 400,000 shares, 400,000 warrants (note: 400,000 initial holdings may overlap with 400,000 acquired). ↩