Friday, June 20, 2014 3:19:15 AM
Wen Peng and Shelly Singhal were not able to follow-through on the first two parts of the plan and they ended up doing only Adia Nutrition which is why the company was renamed Adia Nutrition, Inc.
Although not what had been promised, it was acceptable on the condition that Homeland Forensics, Inc. be spun out as agreed. We all know how that has turned out so far...
With that background, I assume your question about 3Me, Inc. was trying to draw a distinction between ADIA and 3Me so hopefully it is more clear now that there is no difference between them. ADIA is 3Me, Inc. it was just given a new corporate name. The name was changed formally with the Secretary of State in Nevada twice back in 2011.
I have no reason to believe that Bill Hodson has allowed any of the intellectual property or business assets of ADIA to be lost or to be transferred to any other party. It is my understanding that we do still own everything that was owned prior to my resignation as CEO in January, and the only scenario I can imagine in which that might change would involve my return as controlling shareholder and CEO so that the probiotics business could be spun out as a new public startup pursuant to the new JOBS Act Rules.
If investors offer new funding for a spin-out of the probiotics business rather than a spin-out of Homeland Forensics, Inc. then that would be acceptable to me. I've spent eight years dealing with the problems that existed when I became CEO in 2006 and one of those problems has still not been resolved: as a former shell company which concluded a reverse merger in the past the ADIA corporation is prohibited by the SEC from doing a number of things that no brand-new corporation would be prohibited from doing, such as allowing its restricted shareholders to obtain a legal opinion and offer their shares publicly pursuant to the regulations of Rule 144. Because every new investor in ADIA is currently prohibited from ever reselling their shares, it is unreasonably difficult to raise new capital.
People would like to know in advance that if things go well and the company grows there will be some way for them to have liquidity, and right now ADIA is unable to offer that ability to any of its new investors no matter how many shares trade each day and no matter what the price does in the future. A perpetual lock up because of an SEC Rule change that took effect on February 15, 2008 is the first thing ADIA must disclose to any prospective investor until ADIA registers under the 1934 Exchange Act and becomes fully-reporting again like LiveWire is already. I can do all of that regulatory compliance and all of those filings myself and I can provide the capital to rename ADIA to Homeland Forensics, Inc. as originally planned prior to 2011 but the better path forward for everybody still seems to be the one Bill Hodson is creating even if it isn't going as quickly or being explained as clearly as anyone hoped.
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