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Re: llessurK post# 38464

Tuesday, 04/15/2014 11:27:18 PM

Tuesday, April 15, 2014 11:27:18 PM

Post# of 98675
My Bad,, you are correct,, they never promised weekly..

"Still claiming that the company promised a share structure update every Friday (they never made such promise. Big board stocks don’t even do this)":

However, in an effort to voluntarily be more transparent we have being updating the public 2 or 3 times a month instead of once a quarter.

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=970050

Reply from COO on debt conversions

He gave me the permission to post this answer on my complaint and my frustration on the PPS and the DEBT CONVERSIONS
It's a long one but clear.
I never got an answer like this long.

Hello ***,

I understand your frustration and anger and I appreciate and welcome your communication and opinion regarding ACGX. My hope is that everyone that wants to buy shares of our company can better understand the OTC markets, our specific situation, our options and our goals to try to create shareholder value while reducing debt and growing a business while investors better understand the risk and reward the comes along with a unpredictable market.

We will be discussing this stuff on the conference call and we will continue to disclose all of this information in our quarterly and annual disclosures as well.

The first thing an investor in any OTC company needs to understand is the PPS should be based on a fully diluted share structure and not the current share structure. We have stated multiple times in multiple public disclosures that the fully diluted share count will realistically be over a billion shares and will depend on the actual conversion dates and amounts. Our debt holders can legally convert over a billion shares now but they have agreed to work with the company for the benefit of the current shareholders to try to find a reasonable balance between waiting for their money back and converting. (But they have to convert to get paid back because no one can own more than 9.9% of the company)Some of them have waited for over 5 years now to help protect the dilution rather than get their original principal paid back.

We have not hidden this convertible debt and we are updating the public a lot more often that we are legally liable to. As an OTC Pink Sheet company we only have to update the share count once per quarter (Which most Pinks do). However, in an effort to voluntarily be more transparent we have being updating the public 2 or 3 times a month instead of once a quarter. As for your question of how many other companies have increased their outstanding shares that much during a 2 year period I would say there are probably over 1000+ companies on the OTC markets that have issued more shares than ACGX has during the same 2 year time period. Some have issued much quicker and up to 10’s of billions of shares and others much less and only a few million shares but almost all 10,000 OTC companies have issued some amount of shares during the last 24 months. If someone doesn’t issue any shares they are better off being private or they are no longer looking to grow and they are just trying to maintain their business or have been able to up list to a higher exchange and have substantial cash and profits on hand (usually in the billions of dollars range). Also out of those 1000+ companies that have issued more shares than us in a shorter time period I would guess most if not all of them have less revenue, profits and assets than us.
Another thing I think it is important for people to understand is that in general there are 2 types of Pink Sheet companies out there. The 1st type of company issues free trading shares using rule 504 to raise money directly for the company immediately. The other type of company issuances shares to allow investors that bought convertible notes under rule 506 and waited for over 1 year to convert so they can get their money back and the company does not receive any money for these shares when they are converted.

Usually when a company issues 504 shares they don’t care about the share price because they just keep issuing billions and billions of shares at any price to raise as much money as they can. I’m sure you have seen a number of Pinks that have over 10 billion shares out there and have done this. When a 506 investor converts their notes the last thing they want to do is dump their shares because they invested a specific amount of money over a year ago in order to make a profit in the future and even if they can convert at a discount to market they only have a limited amount of notes (Unlike the 504’s which can be unlimited) so the 506’s all want to sell at higher prices to make more money, especially after waiting so long (Some have waited multiple years)..

As you know from our filings we have not issued any 504 shares, we currently are not doing 504’s and will not do any 504’s to raise any capital for the company by diluting the shares. We do have 506 investors that have been working with us to find a good balance between issuing less shares less often while still being able to get some of their money back that they invested over a year ago.

With that said, when you see big swings in price and increased volume on the OTC market it is usually because a group of MM’s and/or day traders have found a company that is trading in a good range that has decent volume and they can make money on both sides and manipulate the stock. They play a lot of games and everyone seems to love to blame the company but think about it if the company could really control this stuff don’t you think we’d want to be trading 100 times higher and our note holders would love to see the shares go much higher, even during conversions. Unfortunately for us right now the lower the price offers a higher % gain for these traders and they love sub-penny stocks especially the .001 to .005 range stocks.

We, as a company, would love to see the stock go much much higher to help our shareholders, our investors and for us to have better future opportunities to utilize the stock for potential acquisitions and opportunities. We have tried to stop all conversions for a period of over 8 months in the past to see if it would help our shareholders and investors and unfortunately the lack of conversion did not help the shareholders as they thought it would so we have been trying to find a good balance between allowing some conversions and reducing debt while trying to grow the company increase shareholder value.

We will continue to do what we can to increase shareholder value in the future and hope that the market will eventually give us a more normal PPS (Based on the fully diluted share structure) while we keep the public updated on the things we are doing.

If you have any other questions, comments or concerns that you would like us to include in our future disclosures and/or the upcoming conference please email me any time. I will not be offended if you share your frustration and anger at any time because it is important for us to make the best business decisions we can while considering how it effects the shareholders, the investors and the company so the more feedback the better. It is hard to find the perfect balance but we are trying and will continue to try to help everyone at the same time while keeping everyone informed via public disclosures, PRS and OTC updates.

Thanks you and Enjoy the weekend

Paul Sorkin

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