Adaptive Ad Systems Inc. (AATV)

[StockdungU]

Offshore Boiler Room Crook Bryant Cragun owns most of the shares through Wilmark. Michael Heil has been invoved in many a Bryant Cragun Stock Fraud. Below is Emelinda N. Edralin and is Brant Craguns wife a.k.a Eimee Cragun.


Boiler Room Crook Bryant Cragun makes comback in yet another penny stock scam https://www.otciq.com/otciq/ajax/showFinancialReportById.pdf?id=144992

ADAPTIVE AD SYSTEMS, INC.

Quarterly Disclosure Filing

for

OTC Markets

For the Quarter ending June 30, 2015.

1

ADAPTIVE AD SYSTEMS, INC.

Quarterly Filing with OTC Market for March 30, 2015

1) Name of the issuer and its predecessors (if any) within the past five years

Adaptive Ad Systems, Inc. (6/17/2014 to current)

Adaptive Media, Inc. (4/15/2014 to 6/17/2014)

Praebius Communications, Inc. (12/30/2007 to 4/15/2014)

Synergetic Technologies, Inc. (12/1994 to 12/2007)

2) Address of the issuer’s principal executive offices

Company Headquarters

5015 Birch Street, Newport Beach, CA 92606

Phone: [phone]

Email: [e-mail]

Website: www.aatv.co

IR Contact

N/A

3) Security Information

Trading Symbol: AATV

Exact title and class of securities outstanding: Common Stock

CUSIP: 00650A100

Par or Stated Value: $.001 both common and preferred

Total shares authorized as of: 6/30/2015: 500,000,000 common

100,000,000 preferred

Total shares outstanding as of: 6/30/2015: 45,075,628 common

500,000 preferred

2

Transfer Agent

VStock Transfer

18 Lafayette Place

Woodmere, NY 11598

Phone: [phone]

Is the Transfer Agent registered under the Exchange Act?* Yes: X No:

*To be included in the OTC Pink Current Information tier, the transfer agent must be

registered under the Exchange Act.

List any restrictions on the transfer of security: None

Trading suspension orders issued by the SEC in the past 12 months: None

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization

either currently anticipated or that occurred within the past 12 months:

3/13/2014 - the Company effected a 500 to 1 reverse split of its common stock.

4) Issuance History

Number

Date of Shares Recipient Event

4/24/14 14,709,403 J. Michael Heil Acquisition of Adaptive Media, Inc.

4/24/14 14,709,403 Wilmark Investments LLC Acquisition of Adaptive Media, Inc.

4/24/14 151,250 Emelinda N. Edralin Acquisition of Adaptive Media, Inc.

4/24/14 378,100 Dr. Stephen L. Wheeler Acquisition of Adaptive Media, Inc.

4/24/14 302,500 Dr. Robert Gillespie Acquisition of Adaptive Media, Inc.

4/24/14 3,450,000* Momentum Media Ltd. Conversion of Debt at $.125 per share

4/24/14 2,200,000* Mimosa Ltd. Conversion of Debt at $.125 per share

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4/24/14 2,150,000* Strategic Asst Mgt Inc. Conversion of Debt at $.125 per share

4/24/14 2,150,000* Zhandrea Diversified Conversion of Debt at $.125 per share

4/24/14 2,150,000* Mega Plan Investment Ltd. Conversion of Debt at $.125 per share

4/24/14 2,000,000* Terrano Investments Ltd. Conversion of Debt at $.125 per share

9/12/14 121,900 Dr. Stephen L. Wheeler Correction to acquisition shares

92,500 Dr. Robert Gillespie Correction to acquisition shares

48,750 Emelinda N. Edralin Correction to acquisition shares

11/3/14 5,000 Dr. Robert Gillespie Correction to acquisition shares

Date Number Security Name Purpose

5/1/15 500,000 Common Dustin Carlson Employee benefits

1,200,000 Options** Dustin Carlson Employee benefits

250,000 Common Tony Lenzi Employee benefits

300,000 Options** Tony Lenzi Employee benefits

250,000 Common Dave Carter Employee benefits

300,000 Options** Dave Carter Employee benefits

250,000 Common Brian Marlin Employee benefits

300,000 Options** Brian Marlin Employee benefits

100,000 Common Dave Allen Employee benefits

300,000 Options** Dave Allen Employee benefits

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5/1/15 500,000 Preferred*** J. Michael Heil Management Incentive

None of the foregoing issuances were registered in any jurisdiction.

*Issued as freely tradeable.

** Employee stock options, 25% vesting every six months, exercisable at $1 per for a period of two

years.

*** Class A Preferred, no liquidation preference, no dividend rights, 100 votes per share voting

rights and convertible into 100 common shares per 1 share Class A Preferred

Whether the certificates or other documents that evidence the shares contain a legend (1)

stating that the shares have not been registered under the Securities Act and (2) setting forth

or referring to the restrictions on transferability and sale of the shares under the Securities

Act:

Yes as to those that do not have an “*” notation.

5) Financial Statements

The Company’s unaudited financial statements for the period ending June 30, 2015 have

been posted to www.otcmarkets.com.

6) Describe the Issuer’s Business, Products and Services

Adaptive Ad Systems, Inc. (“the Company”) represents the consolidated and merged

companies Adaptive Media, Inc., which was incorporated in Nevada March 4, 2013, and Praebius

Communications, Inc., which was incorporate in Nevada December 1994. Thus, the Company is the

product of merging several longstanding business entities, assets and new state of the art technology.

As a result of these combined activities, the Company is cash flow positive.

The Company is engaged in the cable television (CATV) and online media advertising

business.. To pursue its business plans, the Company develops, manufactures, markets, deploys, and

operates its video proprietary ad-insertion technology. All of the Company’s technology is “cloudbased,”

which allows the Company to manage thousands of locations from a central hub with a

minimal number of employees. This operational structure allows for advantageous scalability in the

markets it pursues.

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The Company’s unique technology enables the Company to build and create new business

revenue segments in the traditional CATV industry and generate revenue by deploying its adinsertion

technology in previously un-served and under-served markets. Together, these segments

comprise more than thirty million available households (referred to in the industry as “subs”).

The Company is already a leading turnkey technology based provider of CATV ad insertion

and sales to the 2nd and 3rd tier cable operators. The Company is an independent provider of DMA

(Designated Market Area) based Cable TV advertising sales and commercial delivery in the US.

Additionally, the Company is actively creating niche markets in University Campuses and Multi-

Dwelling-Units (MDU’s). The Company’s main objective is to 1) create ad inventory on cable

television systems across the country where there was no inventory before, and 2) deliver reliable,

high quality representation of all newly-created advertising inventory.

In conducting its business, the Company also provides media solutions for local, regional

and national advertisers by inserting advertising into major cable networks such as ESPN, MTV,

DISCOVERY, CNN, LIFETIME, A&E, FOX NEWS, TNT and SPIKE, as well as providing

advertising solutions to a large un-served market by utilizing our new technologies.

The Company provides advertising insertion products and services to cable television headends

that are powered by both conventional and consumer satellite systems. The product takes the

form of a digital computing device and switch matrix that is installed in a cable TV head-end. Our

product provides insertion in conventional C-band and KU-band cable TV head-ends, and has a

particular niche in those that are powered by previously unreachable direct to home satellite systems.

Our services includes acquiring advertising sales from local, regional and national

advertisers, then scheduling, running and billing the advertising time. All operations are carried out

in-house. There are over 210 designated marketing areas in the United States and the Company has

already deployed its technology into many of these markets in 40 states. The Company does not sell

its technology and, therefore, installs its own product and maintains full ownership and control.

Due to the growth of mobile technology (cell phones and tablets), today’s advertisers are

learning the value of splitting their advertising spending between cable television and digital banners

and video ads inserted onto websites, as well as apps on mobile phones & tablets. The Company has

engaged Neovix, Inc., a web development and streaming media company, to develop a network of

websites hosted on a proprietary hosting platform and digital advertising networks that will run

parallel to the Company’s CATV advertising system. This platform will provide new revenue from

the “value-added” offering of web hosting and banner advertising for businesses in and around the

markets where the Company supplies its CATV advertisement services. This expands the

advertising offered by the Company’s sales team to include online advertising, website development

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& hosting, along with its conventional television advertising offerings.

A. Date and State (or Jurisdiction) of Incorporation:

Nevada; December 1994

B. The issuer’s primary and secondary SIC Codes:

7319-02 (Advertising-television) and 3663 (Television communications equipment)

C. The issuer’s fiscal year end date:

December 31

D. Principal products or services, and their markets:

Television advertising and marketing; products and services cable television

operators.

7) Describe the Issuer’s Facilities

The Company currently leases office space as needed to staff operations. The Company

does not own any physical facilities.

8) Officers, Directors, and Control Persons

A. Names of Officers, Directors, and Control Persons.

Currently, the sole officer and director is Michael Heil.

B. Legal/Disciplinary History. Whether in the past five years any of the foregoing persons have

been the subject of:

1. A conviction in a criminal proceeding or named as a defendant in a pending criminal

proceeding (excluding traffic violations and other minor offenses):

None

2. The entry of an order, judgment, or decree, not subsequently reversed, suspended or

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vacated, by a court of competent jurisdiction that permanently or temporarily enjoined,

barred, suspended or otherwise limited such person’s involvement in any type of business,

securities, commodities, or banking activities:

None

3. A finding or judgment by a court of competent jurisdiction (in a civil action), the

Securities and Exchange Commission, the Commodity Futures Trading Commission, or a

state securities regulator of a violation of federal or state securities or commodities law,

which finding or judgment has not been reversed, suspended, or vacated:

None

4. The entry of an order by a self-regulatory organization that permanently or temporarily

barred suspended or otherwise limited such person’s involvement in any type of business or

securities activities:

None

C. Beneficial Shareholders (5% or more)

Michael Heil, (Dir/CEO/Pres; 14,709,063 shares (1)(2),

c/o Adaptive Ad Systems, Inc., 5015 Birch Street, Newport Beach, CA 92606

Wilmark Investments LLC (11,509,063 shares (1)

6126 East Paradise Lane, Scottsdale, AZ 85254

(1) Includes shares held directly or through affiliate entities.

(2) Through ownership of preferred shares, Mr. Heil may vote an additional 50 million

shares.

9) Third Party Providers

Legal Counsel

Procopio, Hargreaves & Savitch LLP

12544 High Bluff Drive, Suite 300

San Diego, CA 92101

Phone: [phone]

Email: [e-mail]

8

Accounting - Annual Review

Pinaki Mohapatra, CPA

Pinaki & Associates LLC

29042 Hillview Street

Hayward, CA 94544

Phone: [phone]

Email: [e-mail]

Investor Relations Consultant: (NA)

Other Advisor: (NA)

10) Issuer Certification

I, Michael Heil, hereby certify that:

1. I have reviewed this Annual Disclosure Statement of Adaptive Ad Systems, Inc.;

2. Based on my knowledge, this disclosure statement does not contain any untrue statement

of a material fact or omit to state a material fact necessary to make the statements made, in

light of the circumstances under which such statements were made, not misleading with

respect to the period covered by this disclosure statement; and

3. Based on my knowledge, the financial statements, and other financial information

included or incorporated by reference in this disclosure statement, fairly present in all

material respects the financial condition, results of operations and cash flows of the issuer

as of, and for, the periods presented in this disclosure statement.

September 25, 2015 /s/ Michael Heil

President and CEO