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During Igor's reign there was a statement in a 10k or 10q that board members would not sell until Baltia was certified and revenue flights had begun. Barry is no longer obligated by that statement.
Does Baltia even have an office any more?
With Baltia, it's a guarantee that no event, even remotely beneficial to the company will ever occur.
You are mistaken about the DOT transferability.
Transfer of Authority
Commuter authority is not transferable without prior Department approval. Applications for transfer of commuter authority should be filed jointly by the transferor and the transferee with the Department’s Dockets Section at least three months in advance of the proposed effective date of the transfer. Additional time would be required if objections are filed or complex or unusual issues are raised by the application. The applicable filing fee, paid via www.pay.gov, is $290. Applicants for the transfer of commuter authority should describe the circumstances of the transfer, and attach evidence supporting the fitness of the transferee as set forth in section 204.3. In addition, a balance sheet for the air carrier immediately prior to and immediately following the projected closing date of the transfer, as well as copies of all agreements between the transferor and transferee, should be filed. (A sample transfer application is contained in Part II of this packet.)
https://www.transportation.gov/sites/dot.dev/files/docs/Commuter_Packet_2012_Final.pdf
Yep, Tony & crew are going to abandon the loyal Baltia shareholders very soon.
The Buyer, Baltia's really sharp dude Tony, agreed to the Sellers terms in the LOI dated 6/15/17. Tony agreed to the terms of the Seller on the formal agreement dated 8/1/17. There were no amendments to the agreed upon deal that was to close no later than 10/31/17.
After thumbing his nose to the DOT's notice and withdrawing their FAA certification application Tony feeds the shareholders another line manure "As the company undergoes its transition and preparation for operating as a Part 121 air carrier, we understand that it is vital for us to maintain transparency and hold ourselves to the standards we set forth during our Special Shareholders Meeting in May 2017. To that end, we have been working diligently for several months to acquire Songbird Airways and are committed to closing the deal. I want to assure you that we are eager to resolve the delays in the closing with Songbird and remain as dedicated as ever to moving beyond this chapter of our pre-revenue business in order to rapidly proceed toward scheduled passenger flights."
Trips are just a couple of ticks away.
They don't. They can revoke it after one year of dormancy. Look at how many years Igor kept it simply by communicating with them.
No doubt Baltia's super duper sharp dude decided it was in the company's best interest to be free of such frivolous authorities.
From day 1, Baltia has been operate by World Class morons. There is no new scope in getting an air carrier certification.
So Baltia has falsified SEC filings and now you're telling us they blatantly disregard fair disclosure regulations.
Every word Tony udders is broken wind.
That is a problem for Baltia, who is no longer d.b.a. USGLOBAL Airways. So get ready to start this mess all over again, when shares of the new USGLOBAL Airways INC become available.
OH NO, USGLOBAL is a separate entity? What will become of the many billions of outstanding shares when Tony abandons Baltia?
Baltia/USGLOBAL is not an airline, and will never receive any funding from such a program.
If "Money is the least of the problem", why did that super duper sharp guy running Baltia tell us: "Our capital raising efforts have been directly affected by the actions of the legacy company,"
If they were sooooo smart to avoid the pig deal as you call it, why did the agree to twice? And why was the super duper sharp guy still eager to close on that pig of deal 2 weeks after the closing date of 10/31/2017?
You are correct, it appears that a False Claim was stated in Baltia's 8k filed for the period ending 9/1/2017, ....5.6 Sufficiency of Funds. Buyer has sufficient cash on hand or other sources of immediately available funds to enable it to make payment of the Purchase Price and consummate the transactions contemplated by this Agreement. Proof of funds will be made available to the Seller 15 days prior to the Scheduled Closing Date.
Yes Banks, lending institutions, and some people, lend money to make money from the interest. However, they do not have to lend any money, to any company, they believe to be a high risk. Especially a 28.5 year old start-up company, that has never generated a single cent of revenue, and is already more than $10 million in debt with hopes of ever repaying it.
If the Baltia team was good, they would have already been flying.
Get ready for the New Direction. Baltia Coin launches on Monday.
So the people who claimed to have seen the financials a few days ago are liars since they did not provide the evidence?
I agree, it is completely absurd for Baltia's supporters to constantly blame others for every one of Baltia's failures.
Blaming it on someone elses for it's own actions is absurd.
What is an Administrative Law Judge going to decide on? That the DOT does not have the right to revoke Baltia's certificate? Or that Baltia's really sharp dude isn't as sharp as some would like others to believe?
What has Ms Milligan's long solid relationship with the FAA & the DOT ever done for Baltia? She couldn't get them certified with the NY FSDO, nor the East Michigan FSDO. Did the really sharp dude rely upon her expertise when Baltia applied to transfer Songbirds certificates without 3 years of current financials?
No it is a fact. The DOT has revoked Baltia's economic authority and they cannot operate passenger services without it.
The DOT pulled Baltia's economic authority. No economic authority no need to complete the transaction.
The DOT initially pulled the plug back on 9/13/17. It would appear the sharp dude got an extension until 10/31/17 to raise the capital needed, and to satisfy whatever else the DOT required. The sharp dude was suppose to provide proof they had the money to Aerline 15 days prior to the closing, which would have been 10/16/17 at the latest. That didn't happen. Due to Baltia's debts they were unable to raise the capital. Then on 11/1/17, with no money, no plane, and not enough of the required personnel, the DOT made it official.
Baltia's old debts will never go away, and their situation will never change.
Last year Tony was probably given some really bad advice from a whale, who recommended rebranding Baltia, when he should have abandoned it and started a brand new company free and clear of Baltia's legacy.
Was Songbird Airways and their one plane 121 certificate operation a Major Airline?
Where is the required 8k stating that the $1 million purchase deposit was returned?
In case you missed it, they already tried that and were found unfit by the DOT.
You are correct, Aerline, the seller, was only obligated to refund the purchase deposit, if they were guilty of a breach to the agreement Baltia's really sharp dude agreed to twice.
If the non-refundable $1 million purchase deposit was refunded, it would have been stated in the 8k notifying shareholders that Aerline terminated the agreement due to Baltia's failure to proceed with the closing as scheduled.
Tony, Baltia's really sharp dude, agreed to that dog as you call it, twice. The second time was for an extra $300,000.00 plus the $1 million purchase deposit.
Nope, N417XA is an asset of Aerline, Songbird leased it from them.
As you have copied and pasted, it clearly states in the LOI, the agreement was to acquire all of the issued and outstanding shares of capital stock of Songbird Airways, Inc. for $6.2 million, no plane, no office furniture, no employees or Crab Shack coupons, only the shares and certificates.
It should also be noted that the $1 million purchase deposit was still refundable at that time.
Item 8.01 Other Events
On June 15, 2017, Baltia Air Lines, Inc. dba USGlobal Airways (the “Company”) entered into a non-binding letter of intent with AerLine Holdings LLC (the “LOI”) for the exclusive right to acquire of all of the (“Songbird”) for an aggregate purchase price of $6,200,000 (the “Acquisition”). Pursuant to the terms of the LOI, at the time of closing, Songbird shall be debt free, it shall hold a valid and current air carrier certificate issued by the Federal Aviation Administration (the “FAA”), and it shall hold a valid certificate of public convenience and necessity issued by the Department of Transportation (the “DOT”) to conduct interstate and foreign charter air transportation with up to ten large aircraft. As of June 23, 2017, the Company has made a good-faith deposit of $1,000,000 with a third party escrow agent, which funds shall be fully refundable to the Company in the event that the Company and Songbird do not enter into a formal, definitive purchase agreement.
The Company is currently in the process of conducting its due diligence review of Songbird and has already confirmed the current status of Songbird’s FAA and DOT certificates. Pursuant to the terms of the LOI, the closing of the Acquisition shall be no later than 90 days from the date of execution of the LOI. Each of the parties will bear its own costs and expenses incurred or to be incurred in connection with the negotiation and execution of the Acquisition documents.
There can be no assurances that the Company will enter into a definitive agreement with Songbird, and even if the Company does enter into such agreement, we may not consummate this purchase at all or on the terms discussed in the LOI.
Then on August 30, 2017 comes the formal agreement where Baltia's really sharp dude has agreed to buy Songbird's shares and certificates for $6.5 million, nothing else was being bought. N417XA is introduced in a lease agreement. And to sweeten the deal, the Purchase Deposit became non-refundable and given to Aerline.
Item 1.01 Entry into a Material Definitive Agreement
On August 30, 2017, Baltia Air Lines, Inc. dba USGlobal Airways (the “Company”) entered into a stock purchase agreement (the “Agreement”) with AerLine Holdings Inc. (“AerLine”) for the purchase of all of the issued and outstanding shares of capital stock of Songbird Airways, Inc. (“Songbird”), a wholly owned subsidiary of AerLine, for an aggregate purchase price of $6,500,000 (the “Acquisition”) to be paid in cash, plus any amounts related to certain pre-paid assets of Songbird. The Acquisition is scheduled to close on October 15, 2017 (the “Scheduled Closing Date”), but in no event later than October 31, 2017, and the Company is required to present proof of sufficiency of funds to AerLine fifteen days prior to such Scheduled Closing Date. The Company previously made a good-faith deposit of $1,000,000 with a third party escrow agent, which funds were released to AerLine on September 1, 2017.
Pursuant to the terms of the Agreement, until the closing of the Acquisition or until the Agreement is terminated, AerLine covenants to (i) use its reasonable best efforts to preserve the assets of Songbird in all material respects and (ii) not cause Songbird to sell, lease, transfer or otherwise dispose of any assets or permit such assets to become subject to any lien, or make or rescind any material election relating to taxes or settle any material claim, action suit or proceeding with respect thereto, or enter into any material agreement without prior written consent of the Company.
Pursuant to the terms of the Agreement, prior to the date of the closing, the Company shall also enter into an aircraft lease agreement (the “Lease Agreement”) with AerSale 25417 LLC (“AerSale”) for the lease of one B737-400 aircraft. Prior to the closing of the Acquisition, the Company shall pay to AerSale the cost of the inspection of the aircraft.
They did not turn it down. Based upon super sharp dude Tony's shareholder update, Baltia was unable to raise the capital, to pay for the sweet deal and to remain financial fit for the DOT.
The plane was not part of the $6.5 million price tag for Songbird's certificates.
Tony, Baltia's really sharp dude, was willing to pay $6.5 million for Songbird's certificates.
Hawaiian Airlines' CEO is a mucho, mucho sharper dude than Baltia's CEO would ever dare dream about being, plus he has many, many years of real airline experience.
N417XA could not have been placed back onto the open market as of 11/13/2017, if the Songbird deal was still active.
So you want us to believe there was no communication of any kind from Aerline prior to the written letter dated 11/22/2017? How can you make such a claim?
Tony knew the deal had been terminated prior to the 11/14/17 SH update declaring Baltia was still eager to complete the deal.
I have emailed Baltia many times with simple questions that would not violate FD rules. They have never replied back.
"Lots of capital and more waiting in the wings"? If that were true, why did the sharp dude Tony, tell us they are having trouble raising capital?
After 28 years of learning how not to do things, Baltia has mastered the art of failure.
The only escape from Baltia's stigma is delisting.