CMG Holdings Group, Inc. (CMGO)

Current share structure:

AS 450,000,000

OS 446,329,190

Float 300,000,000





NO DILUTION 
NO TOXIC FINANCING (CONVENTIONAL FINANCING PROCURED) 
SHARE STRUCTURE MAXXED OUT AT 450 MILLION SHARES 
NO REVERSE SPLIT / NO CHANGE IN A/S 
CEO IS COMMITTED TO SHARE HOLDER VALUE 
CURRENT OTC FILER
 

CMG Holdings, Inc., the following report from Glenn Laken, Chairman and CEO of CMG Holdings Inc., has been developed to bring CMG shareholders up to date with the most recent company events:

On June 30, 2014 CMG filed an amended complaint against former employees and officers of XA and the entities owned by them. CMG has been grievously harmed by the actions of this group and is determined to make certain this harm is repaired. Lawrence Steckman, the attorney representing CMG in this matter, is widely admired for his expertise and experience prosecuting civil racketeering cases worldwide, and has published extensively on the subject. It is his opinion that the case filed on behalf of CMG in New York's State Supreme Court against the former employees and officers of XA meets all the qualifications and requirements for a successful and sustained Civil RICO complaint. CMG, through the filing of this suit, seeks judgment against former XA executives and staff including, but not limited to, treble damages, attorney's fees and other costs under the RICO statute.

In other news, CMG has been in discussions with a number of groups pertaining to its subsidiary, Good Gaming, an e-sports gaming and tournament site that targets amateur gamers. In late December 2014 Good Gaming held a record-breaking debut tournament in coordination with Activision Blizzard -- but as a consequence of cash flow issues related to the massive conversion of assets by the defendants in the pending RICO case, was forced to throttle back spending on this exciting new start-up. In the intervening months Good Gaming has been working in-house on refining its product, and developing new ideas and applications while searching for additional investment -- in addition to exploring the creation of a spinoff for Good Gaming, in which CMG would maintain a substantial piece of the new entity formed.

As our long-term stockholders know, until mid-2014 XA was an essential asset of CMG, with millions of dollars in revenue. We anticipate that a successful judgment against the defendants of the current lawsuit will repair a substantial amount of the damage XA suffered as a result of their actions.

When I accepted the position of chairman at CMG Holdings in in April 2014, I had no way of knowing what damage had been done to CMG by a cabal of faithless XA employees over the course of a six year conspiracy -- nor any idea that in the first four weeks of my tenure these same employees would complete their devastating plunder of CMG through a series of coordinated thefts and resignations. I have spent the last year reviewing and collating the evidence they left behind; with a view towards bringing them to justice and restoring the losses shareholders have suffered as a result. After months working for no salary against headwinds that sometimes seemed impossible to master, it appears CMG may finally be on the verge of profitability and success, due in large part to the steadfast belief of our loyal shareholders, the determination of a dedicated group of Good Gaming and new XA staffers, and the talents of one of the most respected names in the legal profession.

CMGO Management

Glenn Laken, 60,  member of the Board, Chairman of the Board and Chief Executive Officer ("CEO")

Ok, Lets first start with this bit of news released Jan 6th, 2014

"CMG Holdings, Inc. (“CMG” or “the company”) proudly announces today that for the first time in the history of the company, it is debt free."

http://www.sec.gov/Archives/edgar/data/1346655/000117892414000002/f8k1_form-cmgo.htm





 

CMG Holdings Group inc. Quick Background Summary (FergusVI):

The company first caught my eye in February 2008.  This is when Creative Management Group inc. was reverse merged into Pebble Beach Enterprises inc.  There was a change in control, a name change to CMG Holdings Inc.  This company was run by the old management, Alan Morell, Mike Vandetty, and Jim Ennis.  The future looked bright and the OS was around 42M.  

They quickly acquired the assets of Xa, The Experiential Agency in March, 2009. This was exciting because Xa was a proven revenue driver. The company has been around since 1989, through all markets.  Xa proved to be their main revenue source, as the talent management and commercial rights segments produced very little income.  Old management started issuing convertible notes, most likely to pay their large salaries of $675,000/yr. 

In March 2010, they closed on the AudioEye acquisition.  They paid $30k cash, 1.5 Million in shares and deferred capital commitments of 2.5 million over a few years.  Although the IP and patents AE possesed at the time were valuable, and had good independent valuations, history shows that they were ahead of the curve with this purchase and they had a hard time funding AE, as AE wasn't able to generate much revenue at that time.  It was also difficult to finance a subsidiary, under the umbrella of the holding company, so with this, AE was eventually spun off and became an independent public company trading in the OTC under symbol AEYE.  CMG at the time of spinoff was able to retire senior secured notes, give shareholders a dividend, and hold around 5M shares of AE on books, and they also had revenue sharing % of future AE sales and revenue.

There is a lot I'm leaving out, but essentially the company continued (Old Management) to issue more and more convertible notes.  Along the way, many organized long shareholders were accumulating millions and millions of shares. Many from the toxic convertible sales. The long shareholders had had enough and took matters into their own hands and effected a change in control, and instituted new management and a new direction.  Since then, new management has made some very shareholder friendly moves.  Mainly, they took the company to debt free status as cited above from the Jan 6, 2014 8K.  They also reduced the OS substantially, returned shares to the treasury and nullified other outstanding convertibles.  They appointed powerhouse new management additions to the BOD of CMGO and to XA.  They acquired Good Gaming llC, and are making an entrance into the ever growing Esports sector.  Links to follow.



 

Shareholders take back control of company!!!

 

CMGO's recent change in control summary. This is very rare in the OTC markets.

 

On November 26th 2012, groups of organized long shareholders sent written correspondence to the then

current management indicating they had 55% majority of the stock and wanted to ammend the corporate bylaws.

http://www.sec.gov/Archives/edgar/data/1346655/000117892412000190/f8k1222_form-cmgo.htm


On December 13th, 2012, The Majority shareholders were successful in taking back control of the company and appointing a new board of directors and giving current management their departure notices.
http://www.sec.gov/Archives/edgar/data/1346655/000117892412000198/f8k1223_form-cmgo.htm


On December 19th, The new Board of Directors added new management (Joseph Wagner COO) with industry experience, finalized on termination of old management, and instituted a lock up provision on old managements CMGO shares and AE shares, and retained 55% of UsaveCT and UsaveNJ subsidiaries.
http://www.sec.gov/Archives/edgar/data/1346655/000117892412000200/f8k1224_form-cmgo.htm



On January 22, 2013, new management informs the shareholders of increased communication and updates, a new line of credit for XA, inc., expectations of dramatic increase in revenues (Revenues were already up in 2012 - 9 months ending Revenue 7.5Million).  They also informed shareholdes that AE dividend shares are with TA and ready for distribution around Mid Feb 2013.  Also informed us of possible corporate name change and ticker change to better reflect main revenue driver, XA, inc.
http://www.sec.gov/Archives/edgar/data/1346655/000117892413000011/f8k1222_form-cmgo.htm

 

On August 5, 2013, new management informs the shareholders through an 8K that CMGO has come to an agreement that brings closure to the termination of old management in regards to shares and debt held by the aforementioned resulting in a 11.5% reduction in the company's Outstanding Float and the elimination of an $85,000 note plus two years interest at 20%. There will be a reversal of the $85K note on the company's books.
 

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=9432832
 

eSports Subsidiary

Good Gaming, Inc.

On Twitter:


https://twitter.com/GoodGamingInc




On Facebook:

https://www.facebook.com/goodgaminginc

I would like to address an affidavit against Glenn Laken that I've seen posted on this board on a couple of occasions. The document filed was never meant for the purpose that was proported, it was only drafted by the individual who was trying to hurt CMG, it's shareholders and the CEO. Barry Mlot authored the affidavit for the sole purpose of getting it into the hands of the attornies representing the Hudson Gray defendants in the RICO case Glenn Laken, CMG and XA Agency have ongoing in the courts. Well since that court filing Sol Mlot (with full knowledge) filed an affidavit on Oct.7, 2016 establishing for the record to correct misinformation put before the public and expose his son's actions for including additional falsified addendums that again were never seen by Sol Mlot nor granted permission to incorporate in the subject affidavit. I know this for a fact because I had the opportunity to read Sol Mlot's recently filed affidavit almost a month ago. I debated hard and long as to whether to go public with this information being that I knew it might cause embarrassment to a 92 year old man. But I decided after having consulted with a friend who's an attorney that I couldn't stand by and watch the reputation of a person that I've known for years as being a hardworking, respectable man get continually sullied any longer. The irony here is that he's in possession of this affidavit and could have publicly presented it but abstained from doing so. I on the other hand felt the record needed to be set straight, so I've taken it upon myself to post it here. I suggest those indiviuals concerned take a moment to read it and determine for yourselves who is the victim and who is the unscrupulous individual in this whole affair. 


UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK 
-------- ------------------------ ------------------------- ----------X 
CMG HOLDINGS GROUP, INC. as assignee of 
){A THE EXPERIENTIAL AGENCY, INC., 

Plaintiff, 

-against- 

JOSEPH WAGNER, HUDSONGRAY, INC., DARREN ANDERECK, JESSIE LOMMA, MICHAEL DAY, JEAN WILSON, ESTELLE PIZZO, STUDIO AG, LLC, REMIGIO GUDIN, and MIXED COMPANY, INC. 






Civil Action No.: 15-cv-05814-JPO 




DECLARATION 


Defendants. 

--------- ----------------------------------- ------ - - -------- ---X 
JOSEPH WAGNER, JEFFREY SMITH, DARREN 
ANDERECK, and JESSIE LOMMA, 

Third-Party Plaintiffs, 

-against- 

GLENN LAKEN and ALEXIS LAKEN, 

Third-Party Defendants. 

------------- - --- - - -------------- - ----------------------- ----X 



SOL MLOT, declares under penalty of perjury under the laws of the United States as follows: 

1. I am a non-party to this litigation. I am providing this declaration to correct factual misrepresentations submitted, supposedly in my name and by affidavit, by Defendants. I have never seen certain documents Defendants have attached to the subject affidavit and was never told by anyone that this affidavit would be submitted, here. I strenuously object to statements those who have submitted these documents pretend I support and they never even asked me whether I supported them. 

2. Briefly, Mr. Glenn Laken is a CMG principal and I have lived with Ms. Anita Laken, Mr. 

Glenn Laken's mother, for about I 6 years. My adult son, Barry Mlot, has, since the beginning our relationship, viewed Anita as a threat to his inheritance and he has consistently sought to undermine our relationship. Barry was, in fact, the only person with access to the subject affidavit and I believe it was he who provided it Defendants, for his own perceived benefit. 
3. Briefly, 1 have traded stock for more than 60 years and I trade today. 

4. In April, 2012, I asked Glenn if he would share his opinions on certain stocks with me and make suggestions as to stocks he thought had growth potential. He mentioned CMG and I began to accumulate a position in it, along with other recommended stocks. 
5. Glenn was never my stockbroker. He received no compensation from me for his advice. 

6. 1 subsequently asked him to trade certain of my accounts and he agreed to do so, again for no compensation. Some stocks Glenn recommended began to lose money and I asked him if he would be willing to share in the losses of certain of them, including CMG and TNIB. 
7. He agreed to do so and, on June 29, 2013, we memorialized our understanding regarding loss-sharing in a hand-written agreement. 
8. A dispute later developed between us as to which stocks were the subject of this agreement, Glenn recalling the agreement addressed losses in just CMG and TNIB, and me, recalling the agreement was to cover all stocks Glenn recommended or traded, on my behalf. 
9. In July, 2013, Barry inserted himself into this dispute and he began making accusations that Glenn was manipulating CMG's stock price in response to, among other things, domestic disputes I was then having with Anita. I was unaware of any basis for his accusations and am unaware of any today. 

16. Since I executed the affidavit. I have barely communicated with Barry. It is clear to me that he secretly submitted this document. as if he were me. never seeking my permission to do so and Istate categorically that Iwould not have given such permission if asked. 
17. I never saw the two-page "addendum·• (annexed as Exhibit 2 to my affidavi t) which my affidavit pretends to ratify. Inever wrote it, Inever reviewed it. Inever approved it and Ireject its many innuendos and falsehoods. 
18. I have never spoken to Defendants·lawyers about this affidavit. nor the attached two- page addendum. nor anything else. Ihave no idea why they would submit this in a litigation which, as Iunderstand it. has nothing to do with me. without contacting me to determine the facts and whether Isupported doing so. 
19. The affidavit and its Exhibit 2 presents a totally false impression of the facts. 

20. I regret that my son's connivance has caused hi m to engage in such behavior in his efforts to undermine Mr. Laken and CMG. to try to get what he wants. 
DATED: October 7,2016 

soiMLOT