UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934

Release No. 99936 / April 10, 2024

ADMINISTRATIVE PROCEEDING

File No. 3-21877

In the Matter of

MBG Holdings, Inc. (f/k/a American Metals 

Recovery and Recycling, Inc.),

Respondent.

ORDER MAKING FINDINGS AND 

REVOKING REGISTRATION OF 

SECURITIES PURSUANT TO 

SECTION 12(j) OF THE 

SECURITIES EXCHANGE ACT OF 

1934

I.

The Securities and Exchange Commission (“Commission”) deems it necessary and 

appropriate for the protection of investors to accept the Offer of Settlement submitted by MBG 

Holdings, Inc. (f/k/a American Metals Recovery and Recycling, Inc.)(CIK No. 1488638) 

(“MBGH” or “Respondent”) pursuant to Rule 240(a) of the Rules of Practice of the Commission, 

17 C.F.R. § 201.240(a), for the purpose of settlement of these proceedings initiated against 

Respondent on February 29, 2024, pursuant to Section 12(j) of the Securities Exchange Act of 

1934 (“Exchange Act”).

II.

Solely for the purpose of these proceedings and any other proceedings brought by or on 

behalf of the Commission, or to which the Commission is a party, and without admitting or 

denying the findings herein, except as to the Commission’s jurisdiction over it and the subject 

matter of these proceedings, which are admitted, Respondent consents to the entry of this Order 

Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the 

Securities Exchange Act of 1934 as to Respondent (“Order”), as set forth below. 
III.

On the basis of this Order and Respondent’s Offer, the Commission finds that1:

1. MBGH (CIK No. 1488638) is a a Nevada corporation located in Austin, 

Texas with a class of securities registered with the Commission under Exchange Act 

Section 12(g). As of As of February 8, 2024, the common stock of MBGH (Symbol 

MBGH) was quoted on OTC Link whose parent company is OTC Markets, Inc.

2. MBGH has failed to comply with Exchange Act Section 13(a) and Rules 

13a-1 and 13a-13 thereunder because it has not filed any periodic reports with the 

Commission since the period ended September 30, 2022

IV.

In view of the foregoing, the Commission deems it necessary and appropriate for the 

protection of investors to impose the sanction specified in Respondent’s Offer. 

Accordingly, it is hereby ORDERED, pursuant to Section 12(j) of the Exchange

Act, that registration of each class of the securities of MBG Holdings, Inc. (f/k/a American 

Metals Recovery and Recycling, Inc.) (Ticker: MBGH; CIK No.: 1488638) registered pursuant 

to Section 12 of the Exchange Act be, and hereby is, revoked. The revocation is effective as of 

April 11, 2024.

2

For the Commission, by its Secretary, pursuant to delegated authority.

Vanessa A. Countryman

Secretary

1 The findings herein are made pursuant to Respondent’s Offer of Settlement and are not binding on any 

other person or entity in this or any other proceeding.

2 This Order applies to all classes of Respondent’s securities registered pursuant to Section 12 of the Exchange 

Act, whether or not such securities are specifically identified by ticker symbol or otherwise in this Order.