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KITTP:is it the SEC or OTCM?
phleming has never ever in his life submitted a audited financial filing to the sec. Anything you find will be OTCM submissions claiming to be SEC. That's just how phleming rolls.
... Criminally.
ABsolutely hilarious and certainly shows you truly are not an educated or informed person. Please see the links to SEC.GOV and the filings made and signed by Fleming on behalf of the company.
http://www.sec.gov/cgi-bin/browse-edgar?company=incapta&owner=exclude&action=getcompany
Notice in the link the part after the www..(on the internet that usually is considered the home page id). it says SEC.. not OTCM.. NO OTCM there, yep, it does say SEC.. And John Fleming has signed hundreds of documents with the SEC including over 30 plus audited quarterly and annual reports.
In my opinion you have a personal issue with John Fleming and that is conflicting with all facts and reality.
KittP- Clearly you have something against John Fleming and that is cool. My statements all came from reviewing filings on the company going back to 2004 in review of doing this transaction and in preparing the Form 10. As for John Fleming's whereabouts I believe he lived in Kentucky and moved to San Diego after that. I know nothing about Canada(I have never even been to Canada) or other business ventures of John Fleming as I am only concerned with this business venture. Again, I am not here to discuss buying or selling or holding the stock only to address this specific issue. KittP, let's just call this one over and you can discuss other topics. You can be as negative about John Fleming and his management style as you need to be..
Here are a few links you will find out there about me for those interested.
Bloomberg TV-
I am certainly a major shareholder and I haven't said ANYTHING about the company. I simply responded to a person who seems to make huge claims.. Listen Like the company, hate the company, it doesn't matter anyone's position on these boards, saying someone is a criminal when they are not nor ever have been is all I am addressing. I want no part of telling anyone to buy, sell or hold.. DO as the diligence tells you.
I am John but I am NOT John Fleming.. You are right, I have seen the fall of gameznflix and like many didn't want to see it fail. But, between 2008 and 2010 most small cap companies failed or experienced significant turmoil as banks weren't lending, investors weren't investing and things were certainly negative. My comment about John is how he spent the time and effort to rebuild this company and to give it life again and I have respect for that and for him for doing it. I take offense to people calling people crooks and scammers ect when they have never been charged or anything. It is an attack that I feel is too far and not in the spirit of healthy debate in any forum. Lets be critical, let's be cynical, lets be downright negative, but lets not be liars and make false statements or make wild accusations about people and things that have never happened. Call this defending John if you wish, I see it as giving some balance to a one sided false statement.
I am a 10%+ Owner of this company and I am not going to comment on the company in this post. I am however going to defend Mr. John Fleming. John Fleming has never been charged, investigated or accused by any authority of doing any wrongdoing with this company or any other company. All entrepreneurs have failures. Gameznflix which he founded and ran as CEO right here in this company (john never really left the company. He worked hard to bring in a transaction that would make this company viable again (See Form 10 filed with the SEC). In fact, I am sure there are thousands of shareholders still remaining (albeit possibly with a single share). Gamenflix was a direct competitor with Netflix and it raised tens of millions in an attempt to go digital before them and to offer not just movies but games. They got out capitalized and ran out of cash and fell under. Calling someone a scammer and a fraud is crazy, since you see the company did millions in revenues, filed SB-2 registrations to raise the capital, they ran national television commercials, including a super bowl commercial.I think it is fair to say the business failed and you can even blame management for it's failure. I however, believe John Fleming to be of high moral character and someone I have entrusted by 50% ownership of this business in. Anyone have any questions or comments please feel free to ask. I will not now or ever discuss the specifics of the business other than information that has already been released.
To Help shorten your Google searches. Attached is a link to our Press Kit. We have had write up in over 70 major publications and online publications. The Press Kit starts with Forbes. Below link is a dropbox link to download. All are available online and URLS are in the kit. There is actually many more online we didn't include in kit, you will need to google those.
https://www.dropbox.com/s/u5mwmk29lbpwkud/PlayGIG-IT_NewPressKit.pdf?dl=0
Here is a better link that doesn't show any of my previous endeavors and is more focused on just 212 Db's Play gig-it
http://vimeo.com/user16139835/review/76359805/088375171f
password: enjoy (all lowercase)
I believe most of our shareholders are still restricted as I am from purchasing anything in the open market due to insider information. Until that information is disclosed with the combined financials it is impossible for anyone to trade. 212Db shareholders have invested in us a private company and I sure hope now that we are public through Nyxio they will continue to show support of their investment. key thing is, there is many millions at risk for them as with myself personally.
Impact58, you are right it is a joke. It is something that most people who look at a company trading at .0001 would say as well. It is a stigma, we want to fix. It is something that makes it impossible to get genuine financing with. It would cost more to print the stock certificate for one share than the value of the share. In fact to print and mail 1 certificate would cost approximately 1.00 or 10,000 Nyxio shares. I geniunely hope the companies uniting with a great business plan and model of execution can make it possible for us to make a postive impact on the share price. (Disclaimer: in no way am I saying we can or will, simply we are betting as all other shareholders are)
Thank you very much Impact58. Our team has worked hard with Giorgio to integrate into Nyxio and to become one company. Each person focusing on their strengths and each member being accomplished at their roles in previous positions they have held in their careers. We take a person with 1 share as seriously as someone with 3 million dollars worth. Success in my humble opinion comes from open, honest communication and hard work into a business plan that can be executed on with the capital available. Thank you.
Bowtie, I have been vetted by major investors who have poured millions into our private company. I am not a crook, nor would we do this if we felt Nyxio or it's management were crooks. Fact is, our investors and attorneys vetted Nyxio and it's team thoroughly. Nyxio has a problem most small cap companies do, lack of capital. 212Db and it's joining with Nyxio would like to be apart of continuing to raise capital as we have but show our combined investors an exit over time, something they didn't have in a private 212Db investment.
Thank you Bowtie, I assume there will be sellers and appreciate your response to this discussion. I have no idea what the future stock price will be. But, myself and other who have invested millions in 212Db are hoping your guess is wrong of course. But, truth is R/S usually aren't successful without the right things to make it work. We all hope we do the right things.
hello darlin, He reached out to me and I explained in a simple fashion based on all the public information what the reasoning was behind the decision. I also explained it in several of my previous posts on this board just now. I believe all shareholders upon hearing of such a large R/S have a right to answers. Direct, honest answers. The officers appearing here today is our attempt to do that. Answer the hard questions. Be upfront with everyone and to continue to keep an open and transparent management team. Giorgio has been leading the charge to make drastic corporate changes on this issue.
Great question WABASHAMBS, I like you as a shareholder hope it goes way higher than .20 and I am sure everyone does. It is most important for myself that we begin to execute on our business plans in both software and hardware. Execution solves most problems. As to new issuances ect. I believe Giorgio has answered that question on the conference call along with Mark. We are raising significant capital to fund the business plans of this newly combined enterprise. Capital, a good team and time to execute is all we can hope for.
Not sure what you mean by thanks. We are not here to promote the company or ask anyone to buy or sell anything. 212Db as company has raised a lot of money and we aren't trying to raise anything in a message board Impact58. We are here as a company to create an OPEN dialogue with shareholders and potential shareholders. There is no spin or push to influence anyone's independent decision. Stock markets have 50% who believe and buy and 50% who don't and sell.. We only encourage open, honest dialogue.
We are here for another 25 minutes gentleman. I asked the Nyxio team to come here to answer questions related to Nyxio releases and conference call. This is an attempt to address real issues and be honest with each other as a group of concerned shareholders. As I am a large shareholder now myself. My family and I value the long viability of this company as you and your family would.
Further, here are a few points as I see it:
1. The options presented to Nyxio to cover the transaction with 212DB was to authorize an additional 200 billion shares as the stock is at .0001 (a basis point) because Nyxio needed to have enough authorized shares and underlying shares to cover the transaction of over 17 million dollars. Nyxio is currently authorized around 5 billion i believe. Or, it could reverse split the company.
2. going to a major investor and asking them to invest at a basis point with a company that has 205 billion authorized shares is not really a legitimate capitalization that would be seriously considered.
3. Continuing to conduct business with Sony, Sony ATV, Universal Music (and all of it's imprints), Warner Music, Warner Chapell, Facebook, Google, Microsoft and letting them know that not only were we acquired but the company is actively trading at a basis point isn't really something business partners and affiliates would take seriously. In fact, a improperly capitalized company can have serious negative business ramifications if people assume they are some sub penny stock company that no one is interested in investing in. In fact, tens of million of dollars were invested into 212Db as a private company people are in fact interested in our company.
4. 212Db was acquired at it's basis. We constructed this deal to be in line with the capital invested and what we believe to be the basis of 212Db shareholder and debt holders. So, if 212Db debt and shareholders invested almost 17 million give or take into it's business and sells for less, it is in fact a loss. 212Db needs to have the stock reflect it's valuation and will work hard to prove it's business model (as it has done in the private equity markets) in the public equity markets.
Valuation Discussion....Thought I would post a link and have a valuation discussion. This is a link about the January 8th investment into 212DB by Artivision (An SGX company) SGX is the major exchange of Singapore. Please review this link and the valuation associated with their investment into 212DB in January.
http://online.wsj.com/article/PR-CO-20140108-909018.html?mod=WSJ_qtpressrel_pressrel
Not sure what was happening with the video link. Here is the link to a video about 212Db, Inc and it's wholly owned sub Play Gig-it and Rock this and myself. The password must be entered to view.
http://vimeo.com/user16139835/review/84372117/82849705fd
password: enjoy (lowercase)
This is John Acunto former founder/CEO of 212DB and incoming CTO of Nyxio. On the conference call a few hours ago, it was mentioned we would answer all questions from message boards and on the call. This is that opportunity. I have also asked Giorgio Johnson, CEO of Nyxio, to join the forum discussion today as well to answer questions that were discussed on the conference call. Just to be upfront and clear. I am not able to discuss anything that is NON PUBLIC. I believe however, most everything has been made public with the exception of the combined audited financial statements. My email is john@playgigit.com
Wick50 I am sure it was a boiler plate filing and it was overlooked as Fleming never signed and has no authority or relationship to the company. Any leh=gal advisor would tell you it is worthless, but, sloppy legal work and proofing. Betcha that gets fixed or corrected. Good eyes and maybe you should advise the company and proof docs....
Wick50, you do a lot of assuming. I don't think it is good to make assumptions. You act like you know me. I can assure you I don't know anyone here. It seems unlikely this board has any longs, and if so, i would wonder why based on all the leg work. So, The answer is I am not who you are suspecting me to be obviously.
?????????What..How does everyone..
Wick50, you are quite the guy. You have a real issue with John FLeming and I agree with your dispute and concerns. But, you bash everything and as a moderator, I must say, I see That this site is for TGLN, not the John Fleming bash site. You can create one those if you like. But, I am trying to discuss Sterling Yachts and Glenn. John Fleming is resigned, gone. PERIOD. I recommend you call anyone associated with this deal as I have, no one is engaged or doing business with JOhn FLeming or his cohorts. As for R/S and the shareholders. My opinion is it hasn't been a new thing the guy is a bit shaky, and has been since GZFX, GMFX and now TGLN. So anyone who bought and went long just didn't do their homework. John FLemings reputation was disclosed to the world over 5 years ago and the BAD finance deal has been around for years. So, lets look at how we can make posts and suggestions and do diligence on how to clean this up and have some value in it, rather than bash someone who is gone and not involved. (Please provide proof he is and I will recend my comment, but i dug deep and no fingerprints anywhere).
Well quoted. Just ADD, JUST AS HE HAS DONE, HIS FATHER, AND HIS GRANDFATHER BEFORE. NOT ONE FAILURE, BANKRUPTCY OR DISSOLUTION TO DATE.
StockMavin, I know you have your opinions. If you read my posts I did come based on the information released on this deal. Please read all my posts as you seem to put a spin on my stance and my opinions. I choose not to banter about conjecture, speculation and inaccurate bull. You seem by your posts to be level headed and understanding. If Glenn is any way with Fleming it will come out and I will join the BASH anything group, until then I like the fact he is gone and the new company is executing on a plan that seems to be more credible than what Fleming was doing or failing to do. JMHO
Very Interesting. It seems the first move from Glenn is to demonstrate he isn't a broker but a large dealer as he was in the past. As a matter of fact as his entire family 3 generations deep have been in the past. I would say he has a plan and today could be the first step in executing it. Why the 8k if not significant information. I know there are a lot of bashers, but the due dili on Glenn is extremely positive and today I am a fan as it isn't a brokerage it is a dealer, there is money in trades, closeouts etc.. On the other hand, I am keeping vigilant to signs that he is going to begin cleaning this beast of a POS up.
You seem so sure of yourself about John Flemings involvement. As for Glenn's lack of comments or actions. I see it as the right step, he has 10Q and I would suspect he will comment after that. As for your certainty that John Fleming is involved, I will call you to the table on that one. It seems in my opinion as of today, ELVIS HAS LEFT THE BUILDING!!
Again, where is that writen anywhere in any document that John Fleming is getting anything other than his stock cut in half. Look, maybe you still believe Elvis didn't die either. John FLeming is in the business sense, dead to this company. He resigned all positions isn's a factor. Trying to blanket this company with a veil of mystery of IS or ISN'T he isn't fair and actually, assumption is the mother of all #@$! ups.
JMHO
You really want an answer STOCKMAVIN on why, the 10k is the perfect answer and clears up a lot of questions for me on why. TAX LOSS CARRY FORWARD. the transaction will allow for the company and its shareholders to bag over 70 million in cash before sending a penny to the IRS. I would say the shell is perfect for a company looking to earn cash in the next 7 years and wants to offset gains that would be paid to the IRS and pass them down to the shareholders. JMHO
MYSTERY! INTRIGUE!MUST BE WITH THEM!HMM! This isn't a fiction novel. I know this has been aweful for all the previous investors and I am 100% on their side for any and all losses. I did show up as a result of reading and learning about this deal. I came across your posts on a web search and DD. How lovely it has been since, I have never said anything nice about prior management, I have agreed with all of your comments. I have only stated that there is ZERO evidence of that conduct with Glenn. SO, if you now want to say I am a advocate for Glenn, so be it, but I would say I am being FAIR. I believe everyone should be cautious in every investment, especially in the Pinkys and BB world. But, I wil not BASH someone who has no evidence of bad acts or bad business dealings. This POS is a SHELL period and he did a deal with this POS shell and I am supossing he is going to attempt to right the ship with a still unreleased plan or why do the deal. JMHO.
Well lets address each point directly. Nice to hear from you as well.
Regardless of who is at the helm, the company has the history.
THE COMPANY did four R/S wiping out investors everytime and then issuing billions of shares again to the directors and consultants.
THE NEW MANAGEMENT OF THE COMPANY just diluted the stock by a multiple of ten to ensure that the new management owned 80+ percent of the stock.
Without new management being issued stock, there would be no new management or company. I don't think he just wanted to be CEO of this POS shell before he took over.
THE NEW MANAGEMENT OF THE COMPANY still has an agreement for death spiral financing with Golden State Investors.
I can't disagree there. They do, set up by John Fleming years ago, I am sure he is exploring every oppportunity to get out of it. It would only make sense. His last company maintained a massive inventory from my DD with huge credit lines. I would do some leg work on him. He is the real deal.I would address previous shareholders on why the even bought after the filing many years ago with a death spiral. I mean really not smart.
THE NEW MANAGEMENT OF THE COMPANY has not even managed to put a decent website up in the past few weeks, they are using a stock site from "yachtworld" with the info copied from the new CEO's old site. They haven't even bothered to removed the "GoDaddy Free Hosting" banner; does that sound like a million dollar company?
I am sure the new management could explain that away. I would assume he waited for the transaction to close prior to making changes and may even wait for symbol change and filings as per the language of the agreement.
GLENN MCMACHEN was so confident in this deal that he apparently brought absolutely NO ASSETS into it.
Well, have read a 10k or 10Q on this new company yet. It has been two weeks. I mean come on. This guy hasn't even had a chance to sip his coffee in the world of turning a public POS like this around. Really.
Those are FACTS. If you can dispute them, please do.
I don't dispute anything ever, I simply state what I believe to be reported facts as I see them and rely on a lot of ground work and homework before making any decisions or writing anything in a public forum like this.
I see that after I being away for a week after traveling, the board feels quite confident it is because of their posts or even funnier that it is related to something the company did in the past. All of my posts simply ask for the members of this board not to paint a broad brush on people who they can't show have a bad reputation or character. The funny thing is, there is only information on John Fleming and nothing on Glenn as facts. The facts against John are pretty convincing, there are zero negative facts against Glenn. I ask people to consider giving the new management more than a week or two before bashing him. Especially since the entire picture is obviously not released i would assume. I bet he will have a conference call after the K or the Q. That would be a great thing.
There is no information leading anyone to think John Fleming is apart of anything here anymore. He tendered his resignation. Something he hasn't ever done and this new company is coming in and as it appears willingly looking to repair the damage he has created, certainly we can all bash previous management, the track record speak for itself, but this is the bullies and trading in this sub penny world is for investors who should knowingly be skeptical. With that said, having a board established that bashes previous management and clearly the posters are no longer shareholders or investors but people who despise the CEO isn't healthy for those who just want to see what the new management does. If they don't perform we want to run them out like you guys ran out Fleming. By the way, good job at running himout. There should be a BOARD CELEBRATION here.....Kudo's to Wick50 & CO. Maybe this POS can turn a corner and everyone can see some upside. The only backwards chat is hopefully the ones left on this board that want to reflect on the guy they ran out of the company. JMHO
Agree with your thought process, however it does run into a roadblock at the stale numbers and the re gestration of the S-8 offering prospectus as it relates to the issuing of the shares, I am sure they issued all shares due and owing at closing and will register them when the numbes aren't stale. But, this is a assumption just as you make an assumption. I presume the vagueness of the filing will leave this open for the filings. As far as Golden Gate, they can't convert anything without the companies approval. I am not convinced yet that Glenn is going to continue the death spiral funding of Golden Gate. I believe that your assumption may be true in other situations but again is a large assumption here, aspecially looking at the price per share of this stock. It would be extremely dilutive to Glenn's position and the shareholders at this point. So, I guess that leaves us with the point that we wait and see on the billion shares you refered to. That does make it dilutive, but speculation is a bit tough at this stage. Facts soon to come to light and we both can highlight if they or aren't dilutive when they do. As for John Fleming, I hope he goes into the wilderness and goes into a deep woods retirement in Ireland or Scotland or Northern Alaska or the North Pole. The further the better as far as the shareholders of this new company are concerned.....
All the shares after to be issued in a restrictive form as the numbers are now STALE and until they refile their S-8 after they go through the 10Q and 10K and 10Q-A. I do assume the 350 million included the 150 million. I also would never call you or anyone else a liar and apologize if I offended you or anyone else. As far as Golden Gate, it is an assumption and that was my point, I think making assumption to demonstrate your point is not needed. In the event that they do it will be evident in the companies filings as a subsequent event and we will know. As far as my long osts are concerned. I seem to have to explain several questions from several posters so I choose to explain it out. They are intended to be thorough and as accurate as I can make it. I just ask that we examine two possibilities. One, this is a shame, BS and not a good deal(fair enough based on company history). Two, this isn't a shame, BS or not a good deal. Both of these need to be observed. As I have stated before, Glenn and his family are the type of people every manufacturer is looking for as a dealer. They have carried major brands before. Think of it as or like a car dealership. If someone ran the first and largest Cadillac dealership and then later opened up a Mercedes dealership. Left those dealer arrangements and started a new company, I would keep my eyes open for what franchise he gravites to. My basis is in fact. The McMachen family in the boat world are reputable dealers that deal in the highest end of the business. Look up Fairline. They are the Ferrari in the 40 to 74 class. I mean they are unbelievable vessels. Just looking at TWO options.
I agree with the totals, however, I assume the 150 million for the consultant on the transaction was in that number of 325 million. I also assume that the math reflects a number of 82.5 after the issuance of such shares. The shareholders include Fleming and his gang of course, but they now only represent a small fraction in comparison to the float holders.
WOW! now I see why you guys keep losing money in deals. Those numbers posted were absolutely not from a filing I have read. I just reread it and don't know where they come from. see the inferences or assumed facts......below
Three unnamed consultants (wonder who this is guys?) 325,000,000 shares.
Golden Gate now gets their 9.9% or 412,240,173 and reloads as they sell it (a whole nuther story).
Take away the 650,000,000 owned by Fleming
Well lets examine the made up billion here. There are no 325,000,000 phantom shares, according to the filing, Fleming only owns 75,000,000 not 650,000,000. so let's see that changes things a bit I think. That 1 billion shares difference in your phantom mathe is huge but then factor your 412,240,173 of phantom assumption of Golden Gate and that then makes it over a billion in phantom guessing math. Not in any public filing I have read.
Come on guys, keep it real. There is plenty of bad in everything, no need to make it up. No need to create shares that don't exist in public records as required by SEC rules. As for Flemings omissions or intentions on failing to disclose lawsuits. I assume that his day with a microphone may be ahead. I can only assume it is up to new management to sort through all the mess here and return this deal to a clean and narrow road. It is Glenn's problem now and he must have went in with eyes wide open. As in doing a google search on this deal I saw all of your reports and thats what encouraged me to post. I would have to assume Glenn has done all his homework. Repairing the damage in the wake of previous management won't be easy, but it is made harder with FALSE and MISLEADING phantom share postings and BS comments on outside of facts. You guys have all the facts as I was directed to read, focus on that and Wick you are right, lets make sure management is aware of all the things Fleming may be hiding as to help shareholders recoup any missing value that may remain. Again, lets keep this real and discuss the past, present and future in a manner where opinions are not mis stating hard SEC facts.
Wick, You are the moderator, and I am sure you read the 8k. It specifically states that TGLN gets all of the securities of Sterling, therefore in essence getting all of the company. The share for share exchange basically means that all the assets and liabilities of Sterling are now TGLN and by control being turned over as a result of the transaction, Sterling is now TGLN. There is no TGLN. I don't know know why Sterling did the transaction, but I do know that the deal does make sense. An actively traded shell with large volume and shareholders and more importantly aa active registration statement (SB-2) makes TGLN with more as a shell than the business itself. It can take years and hundreds of thousands of dollars to create volume and liquidity in a security. Even longer to create a market maker list as extensive as TGLN. The only thing fishy is why the posters on this board are doing so much talking about things and not being as accurate or straight forward. I am not a promoter or a basher. I am a keep it real kind of guy. I hope to follow the progress here, and hope the posters here are able to make a judgement between facts and pure fiction. More importantly not bash those that have a middle of the road, wait and see attitude. It's Friday and we all need a glass of wine and a weekend to celebrate the end of an era and hope for some real change going forward. Maybe this POS will move to .005 or .01. Who knows... Depends on what side of the trade you may be I assume.
No, I am quite positive that the Sept 30 numbers were reported via a 10Q, below is a link to that filing. The 4th quarter and 10k are what the extention is for. That is A typical when a transaction of this magnitude occurs right before a filing deadline. It is actually, very unusual for a company to close a transaction of this nature after a 10Q as it would require more in audit fees and time to refile under the current regs. The filings as of today are current and the company is or should file to maintain the existense on the BB by April 15th. Accelerated filers have a much different standard and are undera tighter noose of the SEC as to reporting deadlines. SB (or small business) filers are given more latitude in terms of reporting compliance, especially with Sarbanes nipping at their toes and the expense of audiors in todays public world. Hope this helps.
http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=6908769-1140-102164&type=sect&dcn=0001437749-09-001856