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Good idea. I suggest contacting FINRA as well. These are the best links:
SEC: https://denebleo.sec.gov/TCRExternal/disclaimer.xhtml
FINRA: http://www.finra.org/Industry/Whistleblower/index.htm
The numbers all came from 10-Ks with audited financials.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=105168531
I created a spreadsheet and added up the total settlement fees and the direct costs charged to those fees since FYE 3/31/09, when the first settlements were received, through the 10-K for FYE 3/31/14.
Total settlements FY09 - FY14 = $18,103,825
Direct cost of settlements FY09 = FY14 = $7,024,541
Net settlement fees FY09 - FY14 = $11,079,284
Cost as a % of total = 39%
Out of net settlement fees of over $11 million, the cash balance at 3/31/14 was down to $1.78 million.
$9.3 million of the settlement dollars have been spent with absolutely NOTHING gained for shareholders!
In fact, shareholders have lost exponentially as the price share price has dropped from the $.15 - $.20 range to $.04. To make it worse there is virtually no liquidity due to lack of demand for the stock. The cash balance will be reported as of 6/30/14 by in the 10-Q due 8/14/14.
It's interesting to break the above into the Duane Morris/Robert Putnam era and the Handal & Asso/Fred Falk/Allen Cocuelli era.
Fees collected during the DM/RP era spanned from FYE 3/31/09 - FYE 3/31/12 and included both the TX and CO cases.
Total settlements FY09 - FY12 = $16,046,771
Direct cost of settlements FY09 = FY12 = $6,032,346
Net settlement fees FY09 - FY12 = $10,014,425
Cost as a % of total = 38%
Fees collected thus far during the current H&A/FF/AC era have been reported spanned from FYE 3/31/13 - FYE 3/31/14 and include the CA cases.
Total settlements FY13 - FY14 = $2,057,054
Direct cost of settlements FY13 = FY14 = $992,195
Net settlement fees FY13 - FY14 = $1,064,859
Cost as a % of total = 48%
Settlements were much higher and costs much lower in the DM era. With H&A litigating, costs are nearly 50%.
Clearly, the main people profiting from e.Digital's lawsuits are the lawyers. DM made about $6 MM and H&A is approaching $1 MM.
Fred Falk also benefits as he gets to keep his salary and perks which total over $200,000/year plus stock options despite that he does nothing at all as a CEO or any other position for that matter. The company is on autopilot with H&A. Mardee does the books.
I'm sure Fred sleeps like a baby, proud and content that at least the doors are still open (which means he still has his job). Somehow he thinks that should comfort shareholders.
Unfortunately, the shareholders, who own over 97% of the common shares of the company (cause insiders sure don't want them), have seen the value of their shares drop exponentially during this patent lawsuit business model from $0.15 upon the announcement of the first patent settlement on 9/25/08 down to its current $.04. The settlements have never benefited the company's true owners.
Public companies are supposed to be run for the benefit of the common shareholders -- not patent attorneys and insiders. The officers and directors have a legal fiduciary duty to assure that this is done. Sadly, Fred Falk and the entire BOD have never cared about that duty or the shareholders who Fred referred to as a cult-following.
It's probably too late to reverse all of the damage that's been done, but I believe that shareholders should bombard the BOD with demands that Fred Falk be fired both for historical lack of performance as well as the fact that there is no evidence that he does anything or that e.Digital needs a CEO being paid over $200,000/year. If I were a shareholder, knowing that Fred is not continuing to profit from this travesty by keeping his job, would give me a little bit of comfort - certainly more that knowing that the doors are still open.
Additionally, because this company is not being run for the benefit of the shareholders, complaints to the SEC may be appropriate.
Jeff Reid lied about the KMAG financial statements needing to undergo a "peer review." There is no such thing!
Auditors undergo peer review -- not financial statements. There is NO reason that the peer review process for an auditor would cause a delay in releasing a client's audited financial statements.
Auditors who are members of the AICPA are required to undergo an annual peer review if the firm performs services within the scope of the peer review standards and issues reports in accordance with AICPA professional standards.
http://www.aicpa.org/interestareas/peerreview/community/cpafirms/pages/default.aspx
http://www.aicpa.org/InterestAreas/PeerReview/Resources/FAQs/DownloadableDocuments/qandaprp.pdf
However, to add further to his lie, audit firms registered with the PCAOB (a requirement for audited financial statements filed with the SEC), undergo PCAOB inspections instead of AICPA peer review so if KMAG had a PCAOB auditor, there would be no "peer review" at all.
I have been informed that Reid issued a press release in April regarding use of social media. Because KMAG used a cheap Canadian PR service that has limited (if any) feeds to financial sites, it didn't register on iHub's news link. Therefore I was previously unable to find it.
http://www.marketwired.com/press-release/kmag-shareholder-update-1896021.htm
I do suggest however, that Reid explain what he means about communication "sensitive" and "non-public" notices and statements.
Such sloppiness does not inspire confidence in a CEO.
This "notice to shareholders" from Jeff Reid that KMAG management will be using Facebook, Twitter and the company's website to communicate "sensitive material updates, non-public notices and statements" was made on Facebook even though there has been no prior investor alert that the company will use Facebook to announce key information.
The reference to communicating "sensitive material updates, non-public notices and statements" via social media is of concern and is the antithesis of the SEC's intent in allowing companies to use social media to publicly announce key information.
Unless Reid really does intend to use FB and Twitter to selectively communicate sensitive and non-public information, the required investor alert regarding use of social media sites for announcing key information first needs to first be made via an already accepted method to announce such information. Because company websites have been allowed for dissemination of key information since 2008, Reid should have announced it there and indeed still should do so even after the notice on FB.
Aerius' corporate address of 69 Trinity Place, Albany, NY 12202 is an apartment building named The Schuyler Apartments:
http://www.apartmentratings.com/rate/NY-Albany-The-Schuyler-Apartments.html
This is obviously a residential address. Who lives in that building that causes it to be the AERS corporate address - Harold Rounds?
Because no apt. or unit number is given, how would any mail addressed to Aerius International, Inc. sent to that address be delivered?
As the scam I believe/know it is, they likely don't care about receiving mail.
From what I can tell, Rani Wu (Wu RangLin) was employed by Aerius as an engineer in China to work on the Aerius phone design from at least 2010 to 2012 according to references I found on this forum mentioning him.
Dates of references (not necessarily the same as the date of the posts):
8/4/2010: http://investorshub.advfn.com/boards/read_msg.aspx?message_id=59570419
3/16/2011: http://investorshub.advfn.com/boards/read_msg.aspx?message_id=60997941
6/28/2011: http://investorshub.advfn.com/boards/read_msg.aspx?message_id=64030784
3/17/2012: http://investorshub.advfn.com/boards/read_msg.aspx?message_id=75509260
The one dated 6/28/2011 announced the that the prototypes had been shipped:
Are there any restrictions on use or description of the colloquialism "hopium" when discussing whether continued hope about a stock is futile?
The only reason e.Digital survived is the Robert Putnam saw the rise in PTSC from its early patent infringement lawsuits and decided to try "patent monetization" with EDIG.
Putnam is the one who handled that effort, not Fred Falk. If Putnam hadn't been there as the de facto CEO, the company would not have survived.
e.Digital has taken in close to $20 million in patent settlements. When the company was flush with cash, instead of using the cash to invest in a sustainable business model or perhaps acquire a promising private company, Fred Falk just used it to extend operations and keep himself employed. Essentially, he squandered it.
As of 3/31/14, there was only $1.78 million left. The 10-Q for QE 6/30/14 is due on Thursday and a more recent cash balance will be known.
Fred Falk is in no way responsible for the company surviving its near-death experience. He has never been more than a puppet who doesn't seem to actually DO anything.
It's my assumption that Allen Cocumelli brought in Handal & Associates, which would explain why Fred paid him $5,000/mo for a year or two to manage them.
Fred doesn't even seem capable of making an appropriate executive decision to close the eVU business, which costs more than the gross revenue it brings in.
Under Fred Falk, e.Digital has become a pathetic patent troll that files dozens of nuisance lawsuits and quickly offers to settle for pennies on the cost of defending even a completely baseless suit.
Certainly this is not what investors who originally bought the stock when Fred Falk announced that MicroOS was destined to become a global standard OS for DAPs, much like CDMA was for cell phones at that time.
Fred Falk is dead weight and a liability. He has repeatedly lied to shareholders and had contributed nothing. He has proven that his main goal is to keep his salary and perks despite doing nothing to earn them. He could be removed without replacement and the company would likely continue on as it currently does.
Why has a photo of this prototype never been made public?
The Aerius website in the "History" part of the "About Us" section says that the company took delivery on one of the two prototypes after a group investors stepped in to pay for the cost of delivery.
Since you have spoken with Brian Sims, perhaps you could obtain a photo from him and post it here to prove this prototype really exists.
Wu RangLin's claim on his LinkedIn page to have worked for Aerius for over 4 years on the prototype is inconsistent with what Aerius claims regarding the dates of design and manufacture of the prototype(s). He shows Aerius as his employer, which is doubtful. How did you come across his name?
Remember, e.Digital paid 33% interest to its then Chairman of the Board Alex Diaz for loans to manufacture a paltry 4,000 Odyssey 1000 music players (the iPod killer).
Not only did Diaz charge exorbitant interest, but he did it in two phases -- funding only 2,000 players followed by another 2,000 after completion of the first 2,000. Clearly the company wasn't able to get financing anywhere else.
Even the COB did not see EDIG as a good credit risk!
Rezdy is operated out of Australia, not NSW (where their website is registerd). It is definitely geared for very small tour and activity operators.
Case studies: http://www.rezdy.com/case-studies
I have some very serious concerns about the authenticity of the vacation packages on the Zeus website and suspect they could be entirely bogus. It's my understanding that to use the Rezdy software to book them would indicate that Zeus itself is the provider of those packages. When one clicks on "Book Now," they are linked to the Rezdy online software.
It's unlikely anyone is going to book any of those packages using Zeus Travel so perhaps the biggest concern is just that the site is false and misleading. However, if someone did book and pay for one of those packages, what would they get?
Given Peter's history with the Pan American ferry scam in which he advertised and sold non-existent ferry passages on the Nissos Rodos in Panama and refused to refund credit card payments for the bogus trips, others should also be concerned.
For some reason Peter shows yacht rentals, but if you click on the link it shows they are not available. Why even include them?
The zeustravelinc.com site has added some vacation packages but is certainly not ready for prime time.
Other than the Home and Contact Us links, all of the other pages are under "heavy" construction.
It's also not possible to book a flight, car, cruise or hotel on the site.
Zeus is using a very inexpensive online booking software out of New South Wales named Rezdy. Rezdy is designed for tour and activity operators to use on their websites to allow customers to book directly with the provider of the service. Rezdy charges low flat flat fees and no commissions. If you look at the website, it's something that even someone who rents bicycles could use.
http://www.rezdy.com/
Rezdy is NOT designed or intended for travel agencies. I'm not sure how it would even work for Zeus customers to try to book one of those third-party vacation packages or how Zeus could make money booking anything other than PVEC cruises, which don't exist. Rezdy does not support booking of travel or accommodations.
I suspect the Zeus site may be window dressing to be used as hype and to reassure investors, but is not truly functional or capable of generating revenue in its current state using Rezdy software. If Peter issues a PR announcing the launch of the site as is, I will be convinced my suspicion is true.
The new logo is a major improvement however.
Even that would be misleading as he was not the CFO of the Year in 2008 -- that award went to Jack Lazar of Atheros Communications, Inc.
The name of the awarding agency should also be mentioned to give context. I would suggest:
"Awarded 2008 "CFO for Hire of Year" by the Silicon Valley Business Journal."
http://www.bizjournals.com/sanjose/stories/2008/11/17/daily65.html
FWIW, this award seems so insignificant and so long ago, if I were Reid I wouldn't continue to tout it. It comes across as his greatest professional achievement. When one see's what it really was and he embellishes the award, it can cause people to think less.
He should focus on what he's achieved recently.
Thank you for clarifying that the award was from one local newspaper/business journal and it was a "CFO for Hire" award. My bad that I read it as CEO of the year - likely because I keep seeing that posted here.
I wonder how many nominees there were in the "CFO for Hire" category. Two? The nominees came from readers. How many would be familiar with CFOs for hire.
I see that Jerry Mikolajczyk claims to have been "CEO of the Year" in 2008.
What organization gave him this award? Was it a local award or a national award? Is there any public documentation of him having received this award?
I ask because two years ago when another stock I follow announced a merger with a private company based in Florida, the CEO of the private company had also previously been declared "CEO of the Year." This guy was not a US citizen, his US companies had no revenue and he his wife had been convicted of and fined for Medicare fraud perpetrated through a medical equipment business they had run in Puerto Rico.
It turned out that these CEO of the Year awards, which if I recall were for a city only, were given away by political parties for making a large contribution. There was no other criteria or even screening to see if these awards were given to criminals. Essentially they were purchased awards.
This same fraudster also paid for vanity listings in at least a dozen Who's Who organizations.
The "CEO of the Year" award he received was no more valid than all of scam Who's Who listings he purchased. To top it off, he also purchased a Ph.D. from a diploma mill that was later raided by the FBI and shut down. Despite this fact, he still used the title "Dr." and continued to claim he had a Ph.D.
So, does anyone have the answers to my questions above?
Open message to Jeff Reid: Either release the Form 10 or release a statement as to why you aren't releasing the Form 10.
Jeff Reid is responsible to release the Form 10, not the SEC. Why don't you ask him why it isn't uploaded to EDGAR?
Is the statement Reid issue that has caused people to believe he submitted the Form 10 to the SEC which isn't making it public?
LPHI is not an example of a company that was "wrongfully" suspended then "took the SEC to court" where it was revealed that the SEC tried to hide the fact that the suspension was improper as has been asserted to be fact.
I am certain that no one can cite such an example. It would have been blasted on the forum of every formerly suspended stock.
LPHI does not fit what has been claimed on this forum for the following reasons:
* It is a NASDAQ stock, not an OTC stock and was not suspended. The SEC only suspends OTC companies.
* LPHI did not "take the SEC to court" but defended itself against fraud charges in a lawsuit brought by the SEC.
The link you previously posted that looked like an article was posted on the website of American Safe Retirements which is the of the sales and marketing organization for LPHI (http://asrsite.com/about). Their version of events is obviously biased and most blatantly false on several points. They falsely claims tha that the judge in the case made a ruling when it was a jury trial with jury verdicts. They also falsely claim they were cleared of all charges.
As Janice noted, verdicts were mixed. There were guilty verdicts on 4 of the 12 charges including
* Section 17(a) (securities fraud)
* Section 13(a) and Rules 12b-20, 13a-1, and 13a-13 (public filing violations)
* Aiding and Abetting Violations of Section 13(a) and Rules 12b-20, 13a-1, and 13a-13
* Rule 13a-14 (false certifications)
http://www.josephmbelth.com/2014/02/no-29-federal-jury-finds-life-partners.html
Reid could create a free Wordpress blog to keep shareholders informed and could post the audited financials there. Wouldn't cost a dime.
What I'm wondering is if money is such a huge issue, how did he pay for the auditing of two fiscal years of financials? That's not an inexpensive venture.
You're right. I realized that after it was too late to edit. However, there is nothing stopping Reid from filing the audited financial statements on the OTC Markets News and Disclosure Service.
Because a Form 10 registration statement requires audited financial statements for the two most recent fiscal years, why doesn't Jeff Reid submit the two 10-K's via EDGAR? Or alternatively, at least submit the audited financials to OTC Markets?
Such action would certainly show that he is serious about a Form 10.
Once a Form 10 becomes effective, a company is required to be fully reporting and submit periodic statements to the SEC.
The reason a Form 10 is made public for 60 days before automatically becoming effective is to allow the public to comment to the SEC as well as for the SEC to suggest changes to the statement to assure that it provides adequate disclosure. It's not uncommon for there to be multiple changes made to a registration statement (be it a Form 10 or an S-1).
How would it benefit the SEC to keep a Form 10 from public view?
Please provide proof your assertion that the SEC has wrongfully suspended companies, tried to hide it until the truth came out by a company taking the SEC to court. Are you able to name even one company for which this happened?
The company is responsible to submit its SEC filings to EDGAR electronically. The SEC is not responsible for or involved in a company's file submissions.
Greg Johnson is indeed the inventor of the antenna technogy patent that was sold by publicly owned Aerius International, INC to privately-owned Delaware corporation Aerius Intenational, LTD in November 2009. I believe Johnson may be one of the owners of the private DE corporation
US7859470 B2: http://www.google.com/patents/US7859470
Assignment #2 shows that the patent was assigned from Aerius International, Inc. to Aerius International, Ltd. on 11/23/09 which was recorded on 1/12/10:
http://assignments.uspto.gov/assignments/q?db=pat&pat=7859470
Pages 2-6 show the drawings for the patent: http://tinyurl.com/nmzl2nt
Interestingly, this is a newer patent. A provisional application was made for this patent 8/27/07 (establishing a priority date) with the full application filed on 8/27/08. The patent was issued on 12/28/2010 after it was assigned to the private corporation.
The was obviously the patent-pending that was referenced in the 11/25/09 PR: http://ih.advfn.com/p.php?pid=nmona&article=40517988
Bill Luxon's 6 previous patents, the last two of which Johnson was a co-inventor, all relied on an extension type antenna. The two Johnson co-invented were assigned to RangeStar Wireless, Inc. -- a company co-founded by Johnson and Luxon and later sold to Tyco.
Luxon's antenna patents: http://tinyurl.com/ppg39df
Johnson's patents: http://tinyurl.com/nodugam
Greg Johnson was the CTO of AERS when Luxon was the CEO. The two seem joined at the hip. Certainly Johnson was aware of all of the false and misleading claims made by AERS after the patent was reassigned to the private Aerius LTD corporation.
Please explain how your post "clearly shows that FINRA has and is trying everything to show how many real trades happen and that manipulation of trades and numbers(volumes)are in fact manipulated and air shares are still a problem even with all the new REGS!!!
I didn't see anything to support your claim. What do you mean by "real trades" and how do they relate to reporting of short positions? Where does FINRA discuss "air shares" being a problem?
Hopefully someone has taken the time to report it to the SEC and FINRA as they're not going to find it on their own.
https://denebleo.sec.gov/TCRExternal/disclaimer.xhtml
http://www.finra.org/Industry/Whistleblower/index.htm
Drawings from Greg Johnson's design patent for an ornamental design:
http://pdfpiw.uspto.gov/.piw?docid=D0571792&SectionNum=2&IDKey=677A9E957A1B&HomeUrl=http://patft.uspto.gov/netacgi/nph-Parser?Sect1=PTO2%2526Sect2=HITOFF%2526u=%25252Fnetahtml%25252FPTO%25252Fsearch-adv.htm%2526r=26%2526p=1%2526f=G%2526l=50%2526d=PTXT%2526S1=aerius%2526OS=aerius%2526RS=aerius
Again, this is not a technology patent.
Johnson may have assigned this design patent to AERS, but it is obsolete and has zero value.
That's incorrect. The intellectual property (patents) were announced as having been sold to Luxon's private Delaware company named Aerius International, LTD in November 2009, years before he was forced out.
Please review the 11/25/09 PR: http://ih.advfn.com/p.php?pid=nmona&article=40517988
The Greg Johnson patent to which you linked is simply for an ornamental design regarding the appearance of a phone with the patented antenna. It is not a technology patent and has zero value.
http://patft.uspto.gov/netacgi/nph-Parser?Sect1=PTO2&Sect2=HITOFF&u=%2Fnetahtml%2FPTO%2Fsearch-adv.htm&r=26&p=1&f=G&l=50&d=PTXT&S1=aerius&OS=aerius&RS=aerius
Click on "Images" to see the ornamental design.
FWIW, I suspect the main antenna patent has expired anyway, which happens 20 years from the date of the patent application. Luxon was working on this patent in the early 90's. I believe Johnson was involved in a couple of the later patents co-invented with Luxon. None are assigned to Aerius International, Inc.
Drawings from the original patent are displayed in the iBox. I can't find the patent number. Luxon has multiple patents but they all involved bulky radiation shields and large, protruding antennas. They were never practical or even needed.
Is there anyway to publicly verify that Greg Johnson has agreed to be an advisor to Aerius? The only place his name is shown is in the iBox. Does he know this is being claimed about him?
The information you posted regarding FINRA Rule 4560 as well as the FINRA Regulatory Notice to which you linked confirm my post that OTC short interest data is only reported semi-monthly:
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=105040874
The daily data reported to FINRA does not represent actual short positions.
FINRA Regulatory Notice on Short Interest Reporting:
https://www.finra.org/web/groups/industry/@ip/@reg/@notice/documents/notices/p158162.pdf
The deletion of three former obscure exemptions is irrelevant to the issue being discussed which is whether the FINRA daily or semi-monthly data represent actual short interest. Your post helped clear up that debate.
Thank you.
The FINRA semi-monthly reports show that there has never been a significant short interest in XNRG compared with trading volume.
http://www.otcmarkets.com/stock/XNRG/short-sales
WARNING! No patents owned by AERS!
Bill Luxon, founder of AERS, sold all of the intellectual property to his private DE corporation (Aerius International, LTD) in 2009:
PR: http://ih.advfn.com/p.php?pid=nmona&article=40517988
Aerius International, INC, the public NV company, does not own any patents and has zero tangible assets. The assets on the balance sheet are bogus.
Details: http://investorshub.advfn.com/boards/read_msg.aspx?message_id=84799346
AERS is nothing but a pump and dump scam formerly promoted heavily by Xtremepicks.
You are referring to a different context and are quoting from Wikipedia: http://en.wikipedia.org/wiki/Pro_forma
The "Accounting" section you quoted is in regard to an accountant removing non-recurring items (expenses or revenues) from their actual historical financial statements in order to review the recurring business in order better project expected future business results. In this situation, the revised (pro forma) statements are not actual financial statements of historical fact but are just an analysis tool used by accountants. This type of pro forma analysis is not what you were referring to regarding XNRG's pro forma balance sheets.
If you look at the section below the section you quoted, you will see the context to which I referred, which is in regard to actual pro forma financial statements which only represent future expectations: