Ilustrato Pictures International Inc (ILUS)

[Tasher123]

Debunking George Sharp’s baseless accusations against ILUS International
Those who were following the OTC FinTwit drama yesterday (5/26/22) will know that
George Sharp made some very loaded accusations against a respected and up-andcoming company, ILUS Int’l, whose stock trades on the OTC under ticker symbol $ILUS.
It is of relevance to note that George Sharp is very bitter and is desperately trying to
remain relevant after having failed miserably in his many custodianship attempts, not
having shown the ability to adapt to the new environment created by the changing SEC
regulations. He did get lucky with one, TSNP/HMBL, which he pumped from pennies to a
high of ~$7 by claiming it was headed to NASDAQ (ironically, he had previously
arrogantly declared that “As soon as an OTC company states a goal of moving to
NASDAQ, it is a SCAM”), at which point he sold tens of millions of shares and made bagholders of an inordinate number of shareholders. That stock is now trading under 10¢.
This is particularly ironic in view of his calling out others as “pump and dumpers”. What
he did with HMBL fits the classic definition of a pump and dump (note that I am NOT
passing judgement on the actual validity of the business he was pumping).
Moreover, his barrage of slanderous and libelous accusations came (coincidentally? )
on the day he was hit with yet another lawsuit (to add to his growing collection). Whether
he intended it or not (I think everyone can draw their own conclusions on that…), his
attack on ILUS served very well to divert attention away from his legal woes.
While at face value, his baseless claims against ILUS should not merit a response, I
realize he has many followers (although I understand a large number of them are likely
bots), so in order for those to be able to hear the counter argument to his false claims (a
courtesy George Sharp (GS) does NOT provide to those he’s slandering, as he blocks
anyone who expresses a viewpoint which deviates by even a millimeter from his own!), I’ll
debunk here most if not all of the false accusations made yesterday:
GS: “It took all of 5 minutes of ACTUAL DD for me to come to the conclusion that $ILUS
is a Pump and Dump scheme.”
This is not a statement I would pride myself on making. Since when can 5 minutes of
researching ANYTHING constitute “actual DD”? That’s barely enough time to type a word
in Google or Twitter and skim through the first page of results! Talk about judging a book
by its cover… By contrast, I have prepared a comprehensive document with extensively
researched information on ILUS (currently 69 pages long), which can be found here:
https://www.dropbox.com/sh/25m5176ofbcwk6h/AABLGABsZneENgZm99j2mNkma
For anyone to make such serious claims as GS made yesterday – which fit the legal
definitions of slander and libel – you would expect that they would devote a little more
than 5 minutes of their time to ascertaining the facts. It is clear from his subsequent posts
that all he did was search “$ILUS” on Twitter and pick out all the typical troll “FUD” posts
that these paid bashers have been spewing forth ad nauseum, despite the refutation of all
these baseless claims time and again.
Prepared by @igal_n May 27, 2022
2
GS: Elements that make $ILUS a Pump and Dump: Deceptive press releases
None of the PRs issued by ILUS contain any info that is less than 100% truthful and
accurate. “Deceptive” is defined as “giving an appearance or impression different from
the true one; misleading”. I challenge GS to show a SINGLE PR which was intentionally
meant to be misleading. The only thing deceptive is GS’s claim that ILUS PRs are
deceptive. As to his claim that the latest PR mentioned the word “agreed” 11 times (yes,
he counted! ) – this is proof of the fact that no deception was intended or existed. Had
ILUS wanted to be deceptive, they would have worded the PR in such a way that it could
have been interpreted as meaning the deal had already been completed. They went out
of their way to make sure that it was absolutely clear at which stage of the process they
currently are, and even provided an estimation of the time needed to complete it.
GS: Elements that make $ILUS a Pump and Dump: Hype – “$ILUS puts out PRs at an
astounding rate, often saying nothing. No legit company issues PRs at this rate.”
No PR has ever been released to “say nothing”. As for an “astounding rate” – indeed, the
company has been extremely prolific in their less than 1.5 years since becoming public,
with 7 acquisitions and a number of partnerships, shareholder meetings, conference
attendances, and more announced via PRs. In what reality can this be twisted to
represent a NEGATIVE? Moreover, GS is defining this as a parameter of what constitutes
a “Pump and Dump”. Even if the PRs could through some twisted logic be construed as
“pumping”, a “Pump and Dump” requires an additional element: the “dumping” by those
doing the “pumping” (which he claims here to be the company). Filings clearly show that
not a SINGLE share has been “dumped” by ILUS management (and those who know GS
will see the irony in this accusation, given his “dumping” of tens of millions of HMBL
shares at a high of $6-7, before the share price plummeted back down to its current level
of under 10¢).
GS: Elements that make $ILUS a Pump and Dump: The players
You would be hard pressed to find a more transparent, honest, trustworthy and hardworking management team in the OTC than Nicolas Link and John-Paul Backwell. Their
history working in the sector in which the company is now developing goes back tens of
years. They have made it clear that this company is their future, and that they are 100%
devoted to making it succeed, for themselves and their shareholders. In which reality can
these be seen as “players” in a Pump and Dump scheme?
GS: Elements that make $ILUS a Pump and Dump: Toxic debt – “Death spiral financiers
dump their stock [referring to Alexander Dillon/GPL and Brett Rosen]”
It is well known that current management inherited toxic debt from GPL (Alexander
Dillon), and disingenuous to neglect mentioning this important detail. Ever since current
management found out about the GPL notes (which were not disclosed when the shell
was acquired), they’ve been doing their best to mitigate the effects of the toxic funding.
While the renegotiated terms of the GPL notes were non-toxic, sentiment against the
lender was very negative (and understandably so), such that ILUS management sought
out alternative funding from NON-TOXIC funders, including Brett Rosen, who provided
loans under favorable, NON-TOXIC terms (it does not become toxic funding just because
Prepared by @igal_n May 27, 2022
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GS decides to call it that). These funds were used, inter alia, to eliminate the toxic GPL
debt – the only remaining notes held by GPL CANNOT BE CONVERTED (GPL has been
issued a LIFETIME BAN from penny stocks – they are prohibited from EVER trading
them again) and will be repaid at FACE VALUE, and are therefore not a threat to the OS
or share price at all. Minimal research would have uncovered this information.
GS: “The usual suspects are pumping the crap out of $ILUS on social media. Everyone of
their pumps ends up in the toilet.”
Which usual suspects would these be, and which of their pumps have “ended in the
toilet”? I would be interested to see to whom he is referring. The only people I am aware
of who are vocally supporting this company cannot by any means be considered
“pumpers”, whose “pumps end up in the toilet”. You cannot simply make such wild
accusations without showing any evidence. Again – things are not so just because GS
says they are (although he’s definitely arrogant enough to think this is the case).
GS: “$ILUS apparently can't get a name & symbol change past FINRA. I don't know
specifics, but I can tell you that FINRA will not execute corporate actions until the
company's house is in order.”
Symbol change – they’re not TRYING to change it, $ILUS is the ticker symbol for ILUS
International and will remain so. Why even mention something that is not on the table?
Name change – With just a LITTLE bit of research (admittedly, perhaps a little more than
5 minutes…) he would have found that ILUS already did change their name to ILUS
International in March 2021. Yes, it is easy to get a company name changed. However,
as they realized that a name change would significantly complicate and delay the 2-year
audit they were seeking to perform in order to become SEC reporting compliant, as the 2
years included the period from previous management, the name was changed back until
the audit could be completed. After realizing that the records of previous management
were in such a state as to make an audit extremely difficult to perform, until not too long
ago it was thought that they may perhaps need to wait out 2 years under current
management to perform the audit at all. However, their newly appointed accountants
have found a way to do it, and it turns out that they are now nearly completed. As soon as
the audited financials are ready and they’ll be SEC reporting, they will immediately submit
a request for the name change and subsequently begin the process to uplist to OTCQB.
GS: Claims that the Georgia Fire & Rescue Supply acquisition has not been completed.
I checked with management today (as anyone can do – they are very open and receptive
to shareholder inquiries and very transparent, to the extent that they are allowed to be by
law and per SEC regulations) and received confirmation that the acquisition is 100%
completed; they have received the share transfer certificates, and the company has
already moved into a new facility since ILUS took over.
Prepared by @igal_n May 27, 2022
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GS: “And exactly how will $ILUS pay for this purported acquisition? $100 million revenue
companies don't come for free. Will it be with cash? They have none. Will it be with
stock? That would take billions of shares.”
If he had done EVEN 5 minutes of “ACTUAL DD” as he calls it, he would have found my
tweet from yesterday where I explained exactly how this 9-figure revenue company
acquisition would be paid for (and also how this would allow the spin-off to uplist to a
major exchange, one of the very important disclosures revealed in the acquisition PR). I
essentially just explained what was already disclosed in the PR, for anyone who had
bothered to actually read it:
There’s a lot of confusion about “how ILUS is going to pay for this acquisition”.
The simple answer: ILUS isn’t going to pay for it.
As stated in the PR, “ILUS will structure the agreed acquisition within its
Emergency Response Technologies subsidiary, alongside a group of several
strategically aligned manufacturing and technology companies. ERT has
simultaneously agreed the acquisition of a fully reporting Special Purpose Vehicle
(SPV) and it is intended that the agreed acquisition will be reversed into this SPV.”
In layman’s terms:
ILUS would be putting ERT & related assets (such as BullHead, Georgia, Vira,
Kurve) into the SPV, which is some OTC company which is already fully reporting.
The SPV would have raised capital from private investors through PIPE
investments, and THIS is what would be used to finance the acquisition, i.e. it's the
investors paying for the acquisition, not ILUS.
ILUS would concomitantly acquire the SPV, in a deal structured under its ERT
subsidiary. ILUS would maintain a majority stake (51-80%) in the SPV (which
includes all the relevant spun-off ILUS assets AND the acquired 9-figure revs
company), thereby allowing ILUS to report ALL the revs of this new company on its
balance sheet, through consolidated accounting.
The addition of the $200M revs company to the SPV, together with all the ILUS
assets that have gone into it (presumably with a high valuation provided by the
investment banks, to which I assume Vira and Kurve should contribute significantly
— this is something we know they’re working on now, per Nick’s recent video), and
with the presumably nice SS the SPV would have, should bring the valuation, and
consequently MC, up to a level that should bring the SPV share price up high
enough ($5+) to qualify for uplist to NASDAQ or NYSE; the SPV is already SEC
reporting, so that would not be a barrier. reporting,