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NOL Carryforward confirms MDLG responsible for almost $40million!
Going thru Company 10-K's also revealed a lot of interesting facts, the most interesting being that Michael de la Garza and Pamela Thompson issued themselves the preferred shares more than 2 years before the Board could approve this transaction! So, it looks like those preferred shares should have never been issued to de la Garza and Thompson in the first place, thus, de la Garza should have never been able to convert those shares as well. What a slime ball!
Grollman as CEO:
NOL_Carryforward as of 093008_$24.03 and $25.49 million
NOL Carryforward as of 093008 $25.49 per Auditor's letter
NOL Carryforward as of 093009 $24.27 million
NOL Carryforward as of 093010 $25.33 million
MDLG as CEO:
NOL Carryforward as of 093011 $25.87 million
NOL Carryforward as of 093012 $25.91 million
NOL Carryforward as of 093013 $26.54 million
NOL Carryforward as of 093014 $29.38 million (excl Gawk $1.125m "sale")
NOL Carryforward as of 093015 $43.14 million
NOL Carryforward as of 093016 $45.78 million
NOL Carryforward as of 093017 $50.20 million
NOL Carryforward as of 093018 $54.62 million
NOL Carryforward as of 033019 $57.13 million
NOL Carryforward as of 093019 $62est million *trending to exceed $62mil
Appointed as CEO on 11-19-10, signed on 12-1-10?
https://www.otcmarkets.com/filing/html?id=7591352&guid=rZeyUKoEZUKd73h
Other resignations reported in 8-K on 4-30-09:
https://www.otcmarkets.com/filing/html?id=6577816&guid=rZeyUKoEZUKd73h
...and of course I'd expect resistance from those...
who are part of the problem.
There's a lot of cleanup work to be done at Cipherloc...starting with MDLG.
If I were CLOK’s CEO, I would...
Fire everyone except Milton, and figure out how and if I could utilize Al.
I would likely get rid of all of the “consultants”.
I would remove all directors, and only consider keeping the newest guy, Tom Wilkinson.
I would terminate all shady “sales and reseller agreements”.
I would do my best to hire Mike Hufnagel or equivalent and let that person create a core team of engineers.
I would find an experienced sales and marketing guy like Mike Salas and let him build a real sales team.
I would take a modest base salary and take PERFORMANCE-based bonuses.
I would minimize our office space needs down to the bare necessity.
I would not take calls, texts, emails or correspond with investors or ihub forum users.
I would abide by all SEC rules and regulations
I would want to change the corporate bylaws to prevent a CEO from also being the Chairman of the Board.
I would do everything in my power to clean up the company from its current state of disarray.
Michael_de_la_Garza is not qualified to be CEO.
He’s been given too much time to NOT make a sale.
He’s been given too much trust with investor dollars.
He’s taken too much money and stock from CLOK and it’s shareholders.
He has spent most of investor money on himself, and has not used the money to properly make or support a sale. He is more willing to thrown cash at a get rich quick scheme than hire the right people to grow the company. The only recent exception being James Sullivan, and we saw what happened with that.
He’s told too many lies to too many people.
He isn’t conducting business in the best interest of shareholders.
From Michael de la Garza’s ACTIONS, ignoring everything else, it is very easy to see that his only goal is to pull the wool over investor eyes, create an illusion of things to come, extract as much money as possible from CLOK and it’s investors, and run away. It’s con man 101 stuff.
Some CLOK investors may suffer from Stockholm Syndrome
It amazes me that any CLOK investor would defend MDLG for taking so much money from CLOK.
It amazes me that a CLOK investor would be okay with MDLG paying “consultants” in advance of “services”, over and over again, especially when these “consultants” never fulfill the terms of their “agreement”.
CLOK is a publicly traded company, owned by shareholders, managed by a Board, with a CEO who is supposed to be working in the best interest of the shareholders, not himself.
#foolsandtheirmoney...
Replacing MDLG is the best thing for CLOK.
Getting MDLG thrown in prison for all of his wrongdoings is best for humanity.
#andmdlgwillloseafewlbs
Quarter ends in 3_weeks. No sales in sight.
De la garza must be allergic to sales and the truth, cuz he can’t seem to make a sale or find the truth.
Let's see...who's left at CLOK now??
CEO - filed bankruptcy, has paid out MILLIONS in lawsuits, and hasn't made a sale at CLOK...but he's taken MILLIONS of $$dollars from investors and MILLIONS in $$stock.
CFO - also filed bankruptcy. Was a director, then was appointed as CFO, then a week or two later, did not accept the appointment as CFO. Then was no longer a director, and is now the CFO after the previous CFO resigned by email after a few weeks.
COO - seems to be a nice enough guy, however, may not have the support or ability to close a material sale
CIO - lots of talk, no action. seems to enjoy living in academia.
Son of CIO - occasionally answers the phones, takes out the trash, and is wayyyy overpaid to basically do nothing
Social Media Director - daughter of mdlg who is not qualified to be paid $50k or even $5k as a "social media director". is rarely seen at any office and has also done next to nothing
"Consultants" - a conglomerate of individuals and companies who have been paid a few million, mostly cash, to a) not make a sale b) not be held accountable c) disappear within a few months. Are they doing the laundry??
Corporate counsel - another unknown who has been in and out of failed ventures and has guided mdlg through many "questionable" agreements and lawsuits
#nextonamericangreed
...and MDLG never misses a meal!
All paid for by borrowed money or investor money. Normal public company stuff? Nahhh! I have heard from multiple sources that the CLOK auditors have been fed up dealing with de la Garza for years. I heard that the last audit firm had a HUGE write-up to PCAOB, an arm of the SEC, on ALL of the lapses in governance and lack of internal controls.
#fatlonelyandsoontobeincarcerated
Message in reply to 'HockeyFan4Life':
MDLG can’t be trusted I worked there and the only things he did were lie and leaves the office to go to the bank
Wow! So illegal. Exhibit 1 below:
De la garza does not respect SEC regulations.
#idliketospeaktothesec
Message in reply to ‘clok-em-dead’:
I am very happy to report that I received a phone call today from our CEO. Our conversation covered several subjects regarding our company, Most importantly was his response to the allegations in the post below. I made mention here on this thread that I would copy and paste the message below and email it to Delagarza and see if I could get an answer about the claims imposed in it.
I am happy to inform everyone that Michael has assured me that the claims listed below are 100% FALSE and that he does watch this message board from time to time as any interested CEO would. He was happy that I took the time to email him and ask him point blank if the allegations were true. Again I want to assure everyone that they are 100% FALSE.
Re: buynsct Post# 4501
I have been quite clear:
1) A former poster on this board informed me that he was phoned at work by someone identifying themselves as a member of this board.
2) He said that he was threatened with negative consequences if he did not stop posting here.
3) The threatened individual believes that the only way for that poster to have been able to ID him is with the company's help... since they were the only ones that knew his true identity.
4) He no longer posts here.
Draw your own conclusions...
Well, this puts things into perspective!...lol!!
700,000 shares of NSCT = 7,000 shares of CLOK after 100:1 reverse split
Just sayin’
#omgthisissosad
In reply to ‘clok-em-dead’:
Thursday, 12/09/10 11:20:34 AM
Re: stressfreeliving post# 2698
Post # of 18682
Rapture...You couldn't have said it better. The 3-4 years back in the early 2001 era were all NSCT. It was a time in my life when money was free flowing. I would do my 2 hours of bookwork in the AM and then I would live , eat , sleep my investment in NSCT. I still have 700000 shares from way back when. I have talked with Pamela and Michael both and I am so excited that they are bringing our little morsal back to life. It is amazing to me that something I call my "SHIP" has started it's slow way back home !!!
It is kinda ironic to read all the new post here with all of thier excitement. It does remind me of the old days.
I will be long and strong here...not looking for the short term.
It appears that Michael has bought into NSCT for a very good reason. We just will have to wait a little while to find out what exactly that reason is.
I will be here for the long term.
MDLG has enjoyed taking advantage of investors!
Message in reply to ‘clok-em-dead’ from 2010:
Yes it was above a dollar for quite a while. TMOS patent was the reason for the big jump. Back then it was all caught up in the techs and TMOS was going to make us all rich. Well some of us were not smart enough to get out. I have purchased PP twice to help NSc survive. Ya I know....should have sold. But again...I am so happy to be back on the map again. Delagarza could just bring my ship into port.
If true, it’s not slander, and not defamation.
I’ve heard rumors that Eric Marquez is ASSISTING federal investigators on collecting information on de la Garza. This is much more plausible.
Message in reply to ‘clok-em-dead’:
Rumors have it that Eric Marquez the fired cfo of Cipherloc is under federal investigation for criminal dealings before , during and after his employment with Cipherloc.
If it is true that Eric Marquez the fired cfo of Cipherloc has or is or continues to defame the character of mdlg and Cipherloc the company to his FRIENDS and COWORKERS then wouldn't he be liable for slander?
I'm sure that mdlg is seeking lawful counsel for these allegations if they are true. I mean a fired employee can only tell lies for so long before the employer gets mad and puts a stop to it.
...except, Marquez resigned and turned down MDLG’s offer...
Marquez wasn’t fired. The 8-K confirmed this fact. The 8-K also confirmed that Marquez REFUSED a consulting agreement offer from MDLG. Why? Probably the same reason that Sullivan resigned.
Marquez was quoted where? I haven’t seen or heard Marquez make any statements.
#factsnotfiction
#cocaineisapowerfuldrug
#gazillionairesarefuntosue!
Message in reply to ‘clok-em-dead’:
I say Eric Marquez is a liar and a fake and was a terrible cfo and he was fired for failing to maintain the license required to remain as cfo of Cipherloc.
Since being fired he has been quoted by several sources as saying such horrible statements against mdlg.
Eric Marquez the fired cfo of Cipherloc has been on a rampage of defaming mdlg to his comrades at his new place of employment. He has publicly stated lies after lies in an effort to make mdlg look bad. He's even tried to tell friends that it was mdlg fault that he couldn't count to ten or pass the exam.
Mdlg had no choice but to fire him.
Lol...actually, the references to Marquez are all made up!
$250k to risk going to prison by signing off on MDLG. Sounds like an awful agreement!
Sounds like bad intel. Other company crashes, yes.
In 2008, MDLG was still participating in taking advantage of EMED: https://investorshub.advfn.com/Medcom-USA-Inc(fka-EMED)-7256/
MDLG is the major recipient of CLOK$ dollars.
#naiveinvestorsloveclok
Holy crap! Less than $9million remains!!
MDLG is completely out of control with CLOK investor dollars!
This is hands down, the dirtiest set of financials during MDLG’s tenure.
I would be very concerned about my CLOK shares if I was a major investor.
#sec#fbi#irs#americangreed
Haha! My posts are about facts, not fiction...
I believe that CLOK shareholders want to know the truth. Fluffy press releases and industry articles that make people "giddy" are meaningless as CLOK is a habitual under performer in every way possible. Quite sad.
My last post about Sullivan resigning was a) relevant to the Company b) indicative of management's inability to make good decisions for the shareholders c) highlights a potential $500,000 liability
#relevantfactsnotfluff
Shaking my head while reading Sullivan's Employment Agreement
It is obvious to me that MDLG and Carl Ranno chose not to timely disclose CFO James Sullivan's resignation from CLOK. The resignation should have been disclosed sooner in an 8-K, and they should have reported it sooner in the investor call. Their reason; Sullivan didn't "sign" his email.
It also seems that Sullivan terminated the agreement "with cause", which suggests "a breach of any material covenant or obligation". What would constitute a breach of any material covenant or obligation? This sounds to me like MDLG chose not to answer or disclose source documents related to Sullivan's questions related to Sullivan's initial evaluation of CLOK.
If Sullivan terminated the agreement with cause, then he is owed $500,000.
See highlights below.
#mdlgwastingtimeandmoney
(5). Termination by Employee .
i. Without Cause. Employee may terminate this Agreement without cause upon 30 days’ prior written notice to Company.
ii. With Cause. Employee may terminate this Agreement immediately with cause, in which event Employee shall receive the Payment on Termination in accordance with Section 8(4) herein. For the purposes of this Agreement, “cause” for termination by Employee shall be a breach of any material covenant or obligation hereunder; or the termination of this Agreement without the prior written consent of Employee due to the voluntary or involuntary dissolution of the Company, any merger or consolidation in which the Company is not the surviving or resulting corporation, or any transfer of all or subsequently all of the assets of Company.
9. General Provisions.
a. Binding Effect . This Agreement shall be binding upon and inure to the benefit of the Parties hereto their respective devisees, legatees, heirs, legal representatives, successors, and permitted assigns. The preceding sentence shall not affect any restriction on assignment set forth elsewhere in this Agreement.
b. Notices. Any notice, request, instruction, or other document required by the terms of this Agreement, or deemed by any of the Parties hereto to be desirable, to be given to any other party hereto shall be in writing and shall be given by personal delivery, overnight delivery, mailed by registered or certified mail, postage prepaid, with return receipt requested, or sent by facsimile/electronic transmission to the addresses of the Parties as follows:
To Company:
Cipherloc Corporation
825 Main Street, Suite 100
Buda, TX 78610
Email:mdgl@Cipherloc.net << one of many typos
Attn: President
To Employee:
James W. Sullivan
6469 Almaden Expressway
Suite 80-129
San Jose, CA 95120
Email
The persons and addresses set forth above may be changed from time to time by a notice sent as aforesaid. If notice is given by personal delivery or overnight delivery in accordance with the provisions of this Section, such notice shall be conclusively deemed given at the time of such delivery provided a receipt is obtained from the recipient. If notice is given by mail in accordance with the provisions of this Section, such notice shall be conclusively deemed given upon receipt and delivery or refusal. If notice is given by facsimile/electronic transmission in accordance with the provisions of this Section, such notice shall be conclusively deemed given at the time of delivery if during business hours and if not during business hours, at the next business day after delivery, provided a confirmation is obtained by the sender.
MDLG history-repeating-itself lesson.
MedCom USA (EMED) - Discontinued Operations and lawsuits
MedPay USA - Discontinued Operations and lawsuits
Cloud Medical - Discontinued Operations and lawsuits
Cipherloc (CLOK) - $0 revenues and lawsuits
Any questions??
You can't critique an unused, unproven product.
GAWK paid $1.125 million and said that they never received a working product. Multiple audit firms agreed with GAWK.
GoSecured! signed an agreement, never paid the $10k license fee, and never used a Cipherloc product.
SoundFi signed an agreement without any disclosed reference to payment (MDLG mentioned $75k in the investor call, but anything that MDLG states is questionable, at best), and it is low probability that they are able to use CLOK. We don't know if SoundFi paid or has used Cipherloc because the 10-Q has not been released and SoundFi has not advertised use of CLOK.
Any company that MDLG has alluded to "testing" Cipherloc has never become a CLOK customer, has never purchased a license and there is no feedback from anyone that supports any of CLOK's or MDLG's claims of a product working.
The only certainty about Oz is that he has made many outlandish and unsubstantiated claims.
Oh no! CLOK can’t raise $$ until 10-Q...
...gets released. Well, it shouldn’t be that big of a deal with all of these ginormous deals in the works.
#frompipedreamstoamericangreed
CLOK financials are the source of this information.
Also, videos, press releases and now an investor call by MDLG talking about how CLOK is so close to sales, customers, 30/60/90 days out from contracts and revenue. He stated "...not 5 years out, but now."
What MDLG states does not equal CLOK financial performance. That's my source for this information and position.
DataPath is real. CLOK is a joke.
DataPath is a multi-billion dollar private company, and has REAL press releases (see below), publicized U.S. Military contracts, and is not tight lipped in disclosing the solutions they are providing for mission critical areas of the U.S. government.
CLOK and MDLG are running around with their head cut-off "pretending" to do top secret project work. In reality, they don't have a real sale in sight.
Army Selects DataPath for Communications Links Between U.S. Military and Civil Response Agencies
Feb 25 19
DataPath, Inc. announced it was awarded a prime contract from the U.S. Army to provide communications services in support of Homeland Defense and Defense Support of Civil Authorities. Under terms of the contract, DataPath will supply satellite communications hardware, software and systems installation and maintenance services to support communications interoperability between a variety of military and civil response organizations. The program supports the United States Northern Command (USNORTHCOM) Deployable Communications Capabilities Systems (DCCS), including North American Aerospace Defense (NORAD), USNORTHCOM Subordinate and Component Commands, mission partners, and Army North (ARNORTH). USNORTHCOM Theater of Operations commands and controls the Army, Navy, Air Force, and Marine Corps forces in the North American continent.
Youth? MDLG was 44 when he filed bankruptcy!
Mauriello filed in 2011. Mauriello was in his mid-thirties.
Message in reply to 'CLOKtickticktick':
No, you completely missed the point. I would not hold a bankruptcy in the distant past against anyone. Bankruptcy is a loophole in a broken system and you are almost stupid to not take advantage of it at some point in your youth.
....And they'll continue with CLOK investor $$dollars$$!!
Message in reply to 'CLOKtickticktick':
Our country had and still has incredibly stupid bankruptcy laws. Countless millions have utilized these stupid laws at some point in their lives. Even OUR PRESIDENT OF THE UNITED STATES OF AMERICA. The laws are so stupid that anyone without a conscience can win a small lottery simply by establishing a bunch of credit, maxing it all out, stashing valuable assets where they cannot be retrieved, then claim bankruptcy, sell off the valuable assets for cash; and seven years later, Voila, your credit is clean.
I almost feel stupid for not taking advantage of the stupid bankruptcy laws earlier in life...
Gino Mauriello, CPA who filed bankruptcy in 2011?
CEO filed bankruptcy. CFO filed bankruptcy....you can't make this stuff up!
Message in reply to 'CLOKtickticktick':
One of your facts is wrong: "We STILL don’t have a CFO."
Per the SEC.GOV website, "On May 19, 2019 the Board of Directors appointed Gino J. Mauriello, CPA (44) as its Chief Financial Officer. Mr. Mauriello has had his own CPA firm since 2003 and concentrates on tax and audit work for individuals and corporations. He has served as a Director and CFO for the Registrant during 2016 and 2017. Mr. Mauriello is the present controller of the Registrant and has been effective in assisting the outside auditors in preparing the Registrant’s financial statements for several years."
Just add a couple more board members to the recent James Sullivan addition to the board and we will be in good shape. I am hoping one new board member will have a background in cyber security and another will be able to help MDLG professionalize the organization and improve the company's Public Relations.
The issue from 30 years ago? Charges dropped.
I heard that an airport rent-a-cop stopped Marquez for “riding his bike on the sidewalk” in front of the airport. The officer claimed that Marquez did not properly ID himself. Apparently, Marquez was working for Continental Airlines at the time. Two misdemeanors together allowed the officer to arrest Marquez. He was released hours later. Misdemeanor charges were immediately dropped.
#wenowreturntothemdlgshow
Nope, just showing MDLG’s history of poor judgment.
1991 de la Garza pleads guilty to Criminal Mischief
2000 de la Garza files bankruptcy
2008 de la Garza gets sued and has to settle for “acting without lawful authority”
https://www.sec.gov/Archives/edgar/data/907127/000114036109014258/ex10_1.htm
2014 de la Garza issues 25 million shares of NSCT stock to Bob LeBlanc for a consulting agreement, and is currently being sued by LeBlanc for $10 million related to this issuance of stock
This is a very short list of de la Garza’s past history. And don’t forget that he didn’t fulfill a Cloud MD software deal and had to settle with the doctor group out of Mississippi for over $1 million in stock and cash.
What about de la Garza's bankruptcy?
It's history repeating itself. Michael de la Garza has burned through all of the investor money many times before. It's happening again.
Yes, pipe dreams for sure!
Message in reply to:
clok-em-dead Monday, 12/06/10 09:52:47 PM
Re: Better Than Bullish post# 1088
Post # 1090 of 18554
Ya it went from $19 down to nothing. We had pipe dreams.
Everytime I post the price goes up!
Maybe I should be CEO!!
Must not be "in the know". Misinformed.
I know the truth. I don't listen to MDLG at all. It's analagous to listening to diarrhea. One in the same.
Message in reply to 'Inthezone':
That’s not what I heard! ??
Message in reply to'TronCarter':
Friday, 03/15/19 09:47:17 AM
Re: clok-em-dead post# 17499
Post # 17501 of 18534
CFO of a public company is not-just-an-employee
Facts:
A CFO of a public company has to disclose everything to the SEC, followed by a thorough background check
A CFO of a public company cannot be a CFO if they cheat on their (CPA) exam
A CFO of a public company does not even have to be a CPA
Former CFO Eric Marquez resigned from CLOK$ and became the Tax Director for a $500 million company. He is now the CFO of another successful private company.
It seems that no one trusts CEO de la Garza, no one wants to do business with de la Garza, no one wants to sign off anymore as CFO for de la Garza, and a constant number of people want to sue de la Garza.
=====(Fiction)=====
Reply to ‘Clok-em-dead’ post:
It's possible that he cheated on his exam the first time around.
Eric Marquez has appeared to be quite the snake and sneak.
Mdlg was just hiring an employee.....obviously when Eric Marquez couldn't pass the exam to keep his status current mdlg fired him.
That tells me mdlg is the smartest man ever.
Also tells me Eric Marquez was a failure.
Yeah! Where's the 10-Q, sales, governance, $, customers....
MDLG? Sales?? Only if they've got a lawsuit attached to them!!
Tom Wilkinson is a very accomplished business professional.
Unlike Michael de la Garza, who is not an accomplished business professional.
Tom won't put up with MDLG's bs.
Kudos to the major shareholder(s) who made this happen!
#notetotomrecordeverything
MDLG clean as a whistle? Not even close!
Why does Eric Marquez, the CFO who resigned in March of 2017 keep coming up as a topic of discussion? He resigned, rejected a consulting agreement from de la Garza, and then went on to a much bigger and brighter company. Does Eric Marquez have control of Michael? I guess it's possible...
What about de la Garza's criminal past? How will MDLG explain his criminal history? I mean, yeah, he'd be a fool to lie about it, or worse, fail to disclose it.
I wonder if de la Garza's bankruptcy will be an issue. It sure would be to me!
Constant banter from the ex cfo...hmmm, can't say I've heard any banter. I'm sure he will have to testify under oath for the Leblanc lawsuit. I can't wait for that to get started!!
Message in reply to 'clok-em-dead':
I guess time will tell who is lying between Eric Marquez and mdlg.
But I'm betting since mdlg is passing a strict government background check along with the Oz that he's clean as a whistle.
I'm also betting that the constant banter from the ex cfo is going to get him in big trouble.
Mdlg spend some money kicking Eric Marquez to the curb. You have my vote.
So, basically, going off MDLG, a fluffer extraordinaire.
#bgisnotintheknow