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I'll need to go back and look at the filing details, but out of that 1.5M - 2M amount, WSGI claimed that only 840K was "real" money vs. the remaining portion which was "recycled" debt funding.
Either way, it's a messed up situation.
Yes there is a lot to think about. I still think LJC has a direct or indirect hand in the price suppression since there is no court order to keep them from doing anything differently for now. There were so many shares flying around (per the filing and my assumption that WSGI is honoring the debt conversion requests from LJC during litigation) it could also be Vista Capital (who assigned their 100k+ "finder's fee' payable by WSGI to LJC), Scottsdale Capital, or Aegis Capital (who both were acting brokers for LJC).
If short covering is happening, then LJC is violating the terms of their agreement, but can they avoid direct involvement by having Aegis or Scottsdale broker the short or shares traded somehow?
Another possibility is those shares transferred to Aegis or Scottsdale through the LJC conversion requests could be sold as soon as they are transferred. Hundreds of thousands or millions of shares sold could easily suppress the share price and aid LJC by keeping the VWAP low. If an ihub'er wants to buy a large block of shares, LJC has them to sell. Plus the LJC shares being sold are potentially discounted at 75% making a gross profit of 25% for LJC.
LJC is in the cat bird seat now since they could issue a conversion notice if the share price shoots higher since the conversion is based on a per share price of 75% of the VWAP using a 30-day look back period. What a great deal for them since they are not shelling out a 250K tranche, yet receive millions of shares in debt conversion plus interest and brokers' fees.
Since the lawsuit response is pushed back to December, LJC can just keep doing what they are doing for a few more months at the expense of the regular shareholder. They aren't looking at this as long term investors, but as a vehicle to make money and recoup their 500k initial investment plus any other of the smaller cash infusions they gave to WSGI.
Yes, when is an order coming? It might be affected by the current budget battle in DC too.
Even Dan mentioned that he didn't know how long the exercises were going to last and hoped the program would continue to grow in the August/September article.
The only thing of late that indicates we are headed in the right direction was the A-T Solutions job opening which was pretty specific to BIB. At least we have a 10-Q in November to look forward to as the next company statement about the state of things.
Maybe somebody can opine on the job description as it relates to the JIEDDO PR from September.
Does it seem like the job will be in support of the exercises that were going to take place or is it a more permanent role implying that the BIB 250 has already gone through its paces and passed?
I guess we wait until the next JIEDDO PR for clarification.
Check out this job. Looks like things are progressing at Ft. Polk.
Aerostat Field Service Representative
Job Function: Military Specific
Job Industry: Government
Job Location: Fort Polk, US-LA
Job Description:
A-T Solutions delivers a full continuum of innovative solutions that meet critical security challenges in technology, training, maritime operations, intelligence and mission support. A-T Solutions has been honored to receive Inc. Hire Power Award that ranks us among top 50 in U.S.A. for Job Creation (2012), ranked #42 on Washington’s Business Journal’s list of 50 Fastest Growing Companies (2012), ranked #33 on Washington Business Journal’s Government Technology Contractor’s list (2012), and placed on the Inc. Magazine list of 500/5000 Fastest Growing Private Companies for six consecutive years.
A-T Solutions is currently looking for a Aerostat Field Service Represtative in the Fort Polk area.
Duty Description:
Provide onsite technical service, customer training, product installation and support. Ensure customer needs and expectations are met and exceeded while promoting a positive image of A-T Solutions. These FSRs serve as key enablers to the Brigade (Regimental) and Battalion Battle Staffs and Senior Officers. Serves as BIB Integrators, including instructing, deploying, servicing, and recovering the BiB 250 system during JRTC rotational exercises. Performs joint and multi-lateral training exercises, and supports strategic engagement policy throughout the Areas of Operational Responsibility (AOR) and Areas of Interest (AOI). Uses a variety of computer software programs to aid in the conduct of work activities. Assists in the coordination of computer support activities and in the development of new applications of software support. Requires skills and abilities in handling classified information. Requires familiarity with military order of battle, chain of command and communication/information security.
Knowledge Skills Ability:
Experience or working knowledge as a the Field Service Representative (FSR)
Demonstrate knowledge and understating of lighter than air systems
Demonstrate ability to deploy, operate, and recovery lighter than air systems
Demonstrate ability to train Aerostat operations, and surveillance equipment
Have or be able to obtain a secret security clearance.
Outstanding communications skills, both oral and written.
Demonstrate ability to trouble shoot and provided limited forward repair capabilities
Understanding of flight dynamics of the Aerostats
Requirements include:
Serve as an embed operator.
Serve as JRTC or NTC Aerostat FSR.
Serve as a systems instructor, providing training to designated rotational soldiers.
Serve as Lighter than Air Systems subject matter expert for JRTC or NTC.
Provide support to JRTC or NTC rotations.
Capable and willing to live in a field environment.
Willing and capable to travel
Bachelor's with 0 - 2 yrs of experience or equivalent experience
Ability to implement US Army and equipment safety procedures efficiently.
Basic networking knowledge, wired/wireless/RF
Additional Desired Qualifications:
Combat Training Center experience.
CENTCOM AOR deployment experience.
Experience working with JIEDDO, CEXC, TF Paladin.
A-T Solutions, Inc. attracts the most highly motivated and qualified professionals in the Anti/Counter Terrorism industry. We appreciate the importance of high caliber professionals and offer an attractive salary and benefits package that includes Medical, Dental, life and Disability Insurance; 401K, Flexible Spending Accounts, paid time off, and holidays to ensure the highest quality of life for our employees. A Career with our world-class team at A-T Solutions, Inc. offers unparalleled opportunities for growth with one of America’s finest business organizations.
Integrity - ‘Doing the right thing all the time!’
Persistent possession of and steadfast adherence to high moral principles and professional standards and conduct.
Commitment – ‘Following through to the end!’
The pledge of courage, passion, time, energy and resolve to see things through to their desired outcome.
Quality Performance – ‘Excellence above expectations!’
Distinctive devotion to the services and products delivered to our Customers…Our Guarantee!
A-T Solutions is an Equal Opportunity Employer M/F/D/V.
Education:
Skills:
??
Classification: PERMANENT
Full Time / Part Time: FULLTIME
Compensation Type:
Compensation Range:
MIN
$ 0
MAX
$ 0
Travel Percentage: 0 %
Telecommute Percentage: 0 %
Benefits:
Posting Start Date:
Posting End Date:
Date Created: 2013-10-08
Requisition Number: EQ0017791843
Flybyday could be correct, Pagan. All the doc said was what WSGI has given out, not what LJC has done with them.
the PACER complaint says 85M shares since Feb 2012 plus millions in warrants.
I guess there is nothing stopping them from playing any sort of game they want until ordered to do otherwise. If trading repeats last year's action, we are going to be stuck until mid Nov at this level.
insighter, I like the optimism, but LJC is still a factor.
Are they the ones that got us to .013 and lower? I don't know. But at least there is indication that WSGI and LJC met, mediated, and are involved in settlement discussions according to PACER. They both agreed to push LJC's original defendant response date out from Oct to Dec so they must be somewhat optimistic about settling. Or, maybe they are waiting for some sort of event to occur that would allow both parties to settle with minimal damages.
I thought this was cool. It's some Shark Week footage using an LTAS blimp. There are others on this site as well.
http://dsc.discovery.com/tv-shows/shark-week/videos/impossible-shot-from-above.htm
BE, I have no idea and we can probably go nuts pouring over the language.
All I observe is that some PR's specify BIB whereas others just say aerostat, but they all mention trailer stuff. So this transport and deployment solution sounds like a swiss army knife for small, tactical UAV deployment. I thought I read somewhere that these LTAS systems were built for the industry from the ground up so that the quality and reliability were very high. They must be doing something right since they keep getting requests for their equipment. They're going to be shipping some units into the overseas theater and also of interest, is their use with SMDC and JIEDDO which are historic groups, yet choose to test with our stuff vs. that of legacy providers.
Totally understand Pagan. I was doing the same. It's a moving 1/1000 of a cent target with above average block sizes for us. I'll be more excited if we ever get back to the days of the full penny move.
I'm just not smart enough to tell whether this above avg volume trading is due to real interest in WSGI from investors/scalpers, LJC games, or warrant/option planning due to potential funding, private placement, or insiders.
I was seeing .013 (15k) x .0135 (170K). Nice to see the bid and ask go up for once, but now, bid was dropped to .0126 (10k) after a 15K trade at the .0135 ask - what a racket.
They use the word 'aerostat' rather than BIB, but they also say "self contained" so I am guessing this is one of those custom builds with a different blimp style that maybe using the tech started with the BIB?
Nice news confirming the platform is good enough to proceed to the next phase of testing. No new money added to the bottom line, I assume, unless there are consulting fees involved, but confirms that our stuff is useful. This is a positive update PR and I am glad they are keeping us informed.
Indy, is it still ringing? The article was also picked up here. Surprised it's not linked to WSGI site yet.
2015 is a ways off. I certainly hope that they can generate enough revs at WSGI to keep things going until then.
http://www.suasnews.com/2013/10/25358/springfield-at-center-of-ohios-uas-effort/
This high volume with no price movement stuff got me thinking of last year. From Sept - Nov 2012, there was a steep drop to sub penny followed by a long period of high volume days with no movement and then a quick jump to .03. Was it LJC or something based on the following that Warp had mentioned.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=81592818
Could it be that something similar is going on now? They took options instead of salary, but rather than actually pay .013 per share in cash, they are exercising options by purchasing them with older stock?
Mad, how do we know Clark wasn't the guy orchestrating LJC since he was willing to put up some property as a gamble? The LJC snafu and resulting litigation was indeed a bad move in hindsight. To let the deal continue after red flags showed up soon after it started was even worse and the resulting dilution has damaged the firm as admitted in the WSGI plaintiff filing. At least Glenn is trying to address it through the courts. Not sure what other options there are other than trying to land more contracts which we do see happening - just not to the scale needed to offset the LJC damage yet.
We'll just need to see where the COB position goes since the intent for now is to search for a replacement per the 8-K. If Glenn was hungry for controlling both, I think he would have made a play already. I hope there is enough diversity in the background of the other board members for them to think in the best interest of the company going forward.
Not much detail here. Reminds me of the V-Track Pakistan PR from a year ago. If it's international business, it probably involves GTC-UK revenue sharing like previous deals - IMO. But it could also indicate the use of the free simplex accounts that we know exist. I can't remember if Phipps also controls a batch of those as well.
Like you said, we need to wait and see how it shakes out in the Q's.
From a shareholder perspective, I welcome the product sales, but concerned about the revolving COB door. Christian, Clark, Bocchichio. First two leaving for personal reasons and the last leaving for contractual. I hope they learn to improve the vetting process and 4th time is the charm. Maybe they start from the back of the alphabet rather than the front?
Could be that each was brought on to serve a particular purpose, knowing they would be gone after that purpose was served. But that part does not hold water with the last one since it became "contractual" rather than the catch-all "personal reasons".
So I wait to see how they handle this going forward and how the recent business moves and sales pan out before deciding if the move was good or a sign that there is a problem.
If he is dumping, though...why do it if there was something good happening around the corner?
We don't know how much he was able to contribute or not, but if I had to take a longshot guess, he came in to help with the Argus mostly - two months before it finished testing and shipped back east. We see where that went, and now the consortium is here to continue so his need has been diminished.
The WSGI webpage was updated with the change - that was mighty quick.
8-K - COB has left the building.
Item 1.01 Entry into a Material Definitive Agreement
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Anthony R. Bocchichio resigned as a member of the Company’s Board of Directors and as its Chairman on September 24, 2013 as a result of contract differences. Glenn D. Estrella, the Company’s President and Chief Executive Officer, has been named interim Chairman while the Company conducts a search for a new Chairman of the Board.
The foregoing information is a summary of the agreement involved in the transactions described above, is not complete, and is qualified in its entirety by reference to the full text of the agreement, which is attached as an exhibit to this Current Report on Form 8-K. Readers should review the agreement for a complete understanding of the terms and conditions associated with this transaction.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
Exhibit Number Description
10.1
Settlement Agreement between the Company and Anthony Bocchichio dated as of September 24, 2013.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
World Surveillance Group Inc.
(Registrant)
Date: September 25, 2013 /s/ Glenn D. Estrella
By: Glenn D. Estrella
Title: President and Chief Executive Officer
Still makes we wonder about that Barry Plans person who spoke on behalf of WSGI, but does not work for them. 100 person workforce and claiming of speaking to state heads, taking tours, avoiding rattlesnakes....etc....
Last time we were this low, we sat there for many weeks before beginning a swift climb to the .03's. Never a dull moment...
The recent 8-k outlines the parameters where each consortium member bares their portion of the expense. I like that idea for now since we don't have a lot of cash to fund the whole nut. WSGI gets all the revenue with a negotiated portion going to the finder of the customer.
Your idea is interesting, though, but then we would be beholden to some entity and further dilute the pieces of the pie. But..it could accelerate things if lack of funding is hindering the commercialization timeline. Depending on the entity providing the funding, it could boost the share price. Imagine if funding came from a big name military contractor or tech giant...La Jolla types---not so much.
Indy, curious about your comment regarding importance of REF vs. the others.
1) Is it the timing? Meaning, it was tied to one of the first wins in the series so we could see the others start to fall into line shortly?
2) It means the components and engineering are top notch and theater ready. Whether it is the Helikite or BIB, we might have other buyers for these trailers and custom load outs? Plus they figured out how to get the payloads off the expensive drones and onto cheaper aerostats?
3) The bigger money is in the hardware vs. the aerostat?
Fly, I was wondering the same. LJC is wrapped up in the courts with us, but there's nothing to prevent them from doing what they do until they are ordered to stop.
If I understand it, since their true-up payments are based on VwAP, closing price has nothing to do with the cost basis. If they can create large volume with trades at a price lower than the closing price like we see are seeing now, they can benefit. They are already sitting on 85M shares - yikes.
It's part of the consortium if I had to guess. Maybe we see an update soon...
I wonder how much testing it needs if it's just a smaller version of an existing design? Does TCOM's existing position with their aerostats make it easier and faster to get a new product to market compared with us?
Can't really compare the TCOM with the BIB without more info - BIB mobile vs. TCOM stationary? If anything, it confirms BIB is after the right space with smaller tactical design.
Better late than never is true, but why did they wait so long before realizing that this was a bum deal with LJC?
Did the financing turn sour when Argus was not commercialized and then open up the door for LJC to do what they did without product or revenue to support a higher share price? Timing seemed critical since they did this deal right around the time of events surrounding Argus testing.
If Argus testing led to a contract, would LJC have provided their monthly tranches or would they have manipulated the situation like WSGI alleges and depressed the share price anyway?
Or, did LJC manipulation prevent WSGI from growing their business and hinder the BIB program and Argus development to the point where WSGI had to take a slower and deliberate method of development until funds trickled in?
The fact that they are involved in mediation is good and I hope they can resolve this and move on.
OK something different...
According to PACER, WSGI and LJC engaged in private mediation on 9/17 and continue with settlement discussions. They are going to continue the Oct 16 hearing to Dec 4.
CP - I thought you ate the Bird a little bit ago?
So was WW onto something? If something is in house, is it of significance or just funds received from the previous announced deals? Time will tell, I guess.
Indy, if you go back several more years, you will see what motivates some of the feelings and commentary displayed here. It was quite the community.
It is probably going to take some time before the company message reaches a level of consistency and comprehension whereby we no longer have to guess or infer from this board what it is that the company does or what they are planning to do. While definitely more focused with quality partnerships and relationships, WSGI still does not have that one big "commercialized" product to build a story upon. If and when they do, I hope DGI can effectively tell our story. As it is, I am looking forward to seeing how they handle the Argus Consortium coverage.
From the perspective if this old GTEL'er, I can leave the past behind once they can get out of the R&D phase and develop a steady and significant stream of sales from any product line. BIB seems to be the focus for now, but GTC Comm products or LTAS products might be lurking in the shadows too. Given our share count, it's going to take something special to move the price.
That's not to say some exciting R&D would not do the same thing. Way back when, we had a fascinating story (though fraudulent) that made things exciting, attracted a lot of money, and supported a higher stock price based on it's potential. The Argus Consortium might accomplish the same level of interest if the story is shared properly like Aeros or the other larger HAP projects that have received plenty of exposure. The founder of Aeros has an interesting story and he's been plugging away for 2 decades. I can only imagine his elation if the cargo blimp works to spec.
It makes sense that the development, training and sales cycle would be fairly long for this sort of thing when it involves detection of devices that could cause some serious harm. I hope the exercises are a success.
Here it is from the email:
JIEDDO Testing 'Blimp In A Box' In Exercises With Soldiers At Ft. Polk
Posted on InsideDefense.com: September 9, 2013
A blimp that can be mounted to a truck bed or trailer to capture surveillance data on the move is being tested in a series of exercises at Ft. Polk, LA, for the Joint Improvised Explosive Device Defeat Organization, according to the blimp's manufacturer.
The "Blimp in a Box" is an aerostat system that can be deployed in 15 minutes. Using a highly stabilized camera, the system can provide important intelligence to troops on the ground while moving, Dan Erdberg, head of business development at World Surveillance Group Inc., told Inside the Army in an interview last month. The ability to use a surveillance blimp while it is moving rapidly through an area makes the system "unique," he added. "We don't believe there is anything like this available."
The blimp can operate at a range of altitudes up to 2,000 feet and its camera can "see" up to 30 miles away, he added.
Looking for capabilities that would support the warfighter in defeating improvised explosive devices, JIEDDO sought out the company and requested the systems, Erdberg noted. JIEDDO awarded a sole-source contract for two of the systems for $605,000 and World Surveillance Group delivered the first system in April and the second in May. The company has been training soldiers on how to deploy the blimps at Ft. Polk in advance of live exercises designed to evaluate the systems.
With the camera on the blimp, "you are able to decipher the difference between someone digging a hole in the ground or if it's a person with a gun or if it's a person with a donkey. You are able to use it for force protection, to look for disturbed earth" -- evidence of roadside bombs -- "or route clearing," Erdberg stated. The system could also be used as a deterrent if the blimps are flown near a forward operating base or used as "an eye in the sky" for patrols about to go into a new town or province, he added.
The systems JIEDDO has purchased are mounted on a trailer towed by a humvee or a Mine-Resistant Ambush Protected vehicle, but the company has an "air-droppable" option that can fit into an airdrop crate and then mounted onto any standard military trailer in theater or bolted into the back of a pickup truck, according to Erdberg.
The system requires a minimum of two soldiers to deploy it. The soldiers pump helium into the aerostat and, once it is inflated, use a remote control to operate a winch that releases the tether at variable speeds, Erdberg said. All power and data communications are provided through the tether, he noted.
The system can fly for about 24 hours before a small amount of helium leaks out, he noted. The system comes with a hose to top-off the helium and re-inflate the balloon within four minutes.
The company is not sure how long the evaluation at Ft. Polk will last, according to Erdberg, but "following these exercises, we hope that the program could continue to grow."
World Surveillance Group has also provided Army Space and Missile Defense Command at Peterson Air Force Base in Colorado Springs, CO, with two systems that have a communications package instead of an ISR payload. The purpose is to extend the range of soldier communications, Erdberg said.
In addition, the company has supported the Rapid Equipping Force's Small Tactical Multi-Payload Aerostat System (STMPAS) program -- providing winches and control systems but not complete packages, he said.
The REF has tested a wide variety of aerostats over the last few years. Most recently, it evaluated six STMPAS aerostats at multiple locations in Afghanistan. STMPAS is manufactured by Carolina Unmanned Vehicles, Inc., consists of several optional ISR payloads developed by Georgia Tech Research Institute, and is attached to a Helikite (ITA, May 13). --Jen Judson
World Surveillance Group Inc. | State Road 405 Building M6-306A, Room 1400 | Kennedy Space Center, FL 32815 US http://www.wsgi.com/
another new article (it's a PDF and I can't cut and paste)
http://ir.stockpr.com/wsgi/media
Looks like the tests are still going on in Ft. Polk.
Thank you, Indy. I forgot about the varied tactical needs and habits of the divisions within the DOD. What you said helped to put things into perspective and goes along with point 2.
Re-reading the consortium PR, the various comments seem to point to an AirForce targeted development program and AVETEC even made mention of a stratospheric goal. It will be exciting as we begin to see Argus progression again.
Indy, since the Chain/Dragon/STS/Argus design concept was first unveiled, it's aerodynamic design was touted as a unique and functional advantage over the competition. Eastcor added a segment stabilization system and integrated engine/payload bay.
After these modifications, there are still no buyers which tells me that it is not at the point where folks can use it to replace a more traditional UAV. Either:
1) it does not yet function to spec
2) it works to spec, but that achievement is not enough to get folks to line up for them. Maybe the specs were what the engineers thought the world needed - without first asking what was needed. Or maybe those needs changed after the initial specs?
Based on your comments and what has been shared on the WSGI website from the various tests, we have only seen free flight at the 4K ASL level. Since that is all that has been shared, that's all we have to go on. If I can take anything away from your comments and the little from WSGI, it is getting it to 20K that is the issue for the moment.
Since the segmented design, and stabilization system are pubic knowledge, do you have an opine on whether that portion of the design is solid and revolutionary?
This think tank they formed have enough products in the pipeline to keep them busy already so they must see something with the ARGUS. Maybe there is a potential customer with a specific need that needs to be met through further development?
Obviously, the Yuma and NV testing did not get it to commercial sales status, for whatever reason, but the exposure benefits and resulting BIB sales have helped keep the lights on.
Thank you for the detailed color wheel, Indy. EWA has quite a robust website of info and 500 employees strong. They seem to be a fitting partner. If they can take the Argus model to the next level and actually get it commercialized, that could add a lot of sizzle to our story and maybe to our share price.
I would agree. I would rather see WSGI partner with a group to further their cause rather than hire more folks or acquire more firms with the "hope" that things work out. Under this partnership scenario, it is easier to break ties and move on to the next partner if the first one does not pan out.
What intrigues me is this relationship with EWA. EWA was involved with CPT and I am thinking the BIB order and parts orders "may" have resulted from that relationship. I hope we do see a follow-on order soon.
Now EWA is involved with ARGUS - I hope they can push that one forward as well.
Indy - any color on EWA?