ASYI - The folks ‘running’ this trade are very-VERY-good …
but even THEY make mistakes every now and then. And the single greatest mistake that they have made thus far was to permit the posters Lecorb and Keech to stumble upon AERO-IQ, the PRIVATELY-owned, airline-software company now headed by the former CEO of ASYI, who resigned after having received $6,000,000.00, and then “went dark” for the last 15 months. The absolutely stunning discovery of AERO-IQ, and WHO is on its board, and WHAT it is planning to do, and WHEN it is planning to do it, WAS NEVER, EVER, EVER, SUPPOSED TO BE REVEALED BECAUSE IT EXPOSED EXACTLY WHAT THIS TRADE IS SUPPOSED TO LOOK LIKE … AT ITS VERY CONCLUSION (which we’re coming to in a manner of DAYS)!
The primary goal of all the deception that has taken place here is to mask the FACT that ASYI’s former assets will be used to benefit private parties (i.e., the ASYI “insiders”). That is what the entire previous 15 months has been all about.
Great pains were taken not to associate ASYI, AERO-IQ, and CEO-Johnston on ANY conceivable Google search. While we were all waiting for ASYI, or GCS or even geriatric-Beatty to make a move … CEO-Johnston and his AERO-IQ (now known, incidentally, as a “Merus Capital Portfolio Company”), was going to quietly start selling systems and algorithmic-information that ASYI had burned through $76,000,000.00 to create and develop over a 7-year span of time … and were it not for Lecorb and Keech NONE OF US WOULD HAVE KNOWN ABSOLUTELY ANYTHING ABOUT WHAT WAS ABOUT TO TAKE PLACE … A BRAZEN “WHITE-COLLAR ROBBERY OF ASYI’S CORE ASSETS … PERPETRATED BY ASYI “INSIDERS”!!!
Make no mistake in this: AERO-IQ, and its CEO-Johnston are the personal and very “private property” of the overtly incestuous Dynamic Intelligence-Merus Capital-RocMar Farms group of “insiders” They have done everything humanly possible to make us all just ‘go-away’ … because they have absolutely no intention whatsoever of sharing it with anyone other than themselves. AERO-IQ will remain a privately-held company, owned by these “insiders” until they decide to take it public in the distant future (i.e., well after this trade is concluded), and reap enormous profits when that event takes place.
For FIFTEEN LONG MONTHS, CEO-Johnston, Merus Capital, Dynamic Intelligence and RocMar Farms have all been looking forward to the secret little “Christmas Rollout” of software goodies that were owned and paid-for by ASYI. And suddenly, the scum-bags have been exposed. The entire conspiracy involved the creation of a PRIVATE entity that would make use of a public company’s innovative software so that “insiders” would benefit … to the exclusion of that company’s shareholders.
ASK YOURSELF THESE 3 SIMPLE QUESTIONS:
1. Why hasn’t ASYI sought a federal injunction or restraining order to make CEO-Johnston “cease and desist” from the marketing and WRONGFUL TAKING of ASYI’s very valuable property? And why isn’t time “of the essence”, when CEO-Johnston boldly states (on the Merus Capital web site), that: “The Company has global distribution for its product set, which is being deployed into major airlines in late 2012.
2. And HOW does it come to be that the company (AERO-IQ) of an apparent, sneaky-little-thieving-scumbag-TRAITOR like CEO-Johnston, suddenly appears in the “Portfolio” of Merus Capital, an ASYI “insider”?
3. And why isn’t someone/ANYone at ASYI jumping up and down with RAGE when they read that CEO-Johnston is claiming that his company’s products are wonderful due to “our patented technologies in the area of Type III systems theory.” Who went out and got a “patent” on the technologies that CEO-Johnston created and developed when he was the head of ASYI?!? Why didn’t the ASYI “insiders” know about this … and take action to stop it? And if those “patented technologies” were created and developed while he was still an officer at ASYI, why is he now shouting to the world that they are “OUR” patented technologies (as in AERO-IQ, and not ASYI)??? And at the VERY least, why has no patent infringement action been filed … or even publicly threatened?
WELL!!!
These developments were SO startling that they caused me to run a Google search on ASYI’s PRESENT CEO, Richard Haines, in order to find out if he was DEAD, and thus could no longer protect his company’s interests, nor his shareholders’ concerns. Unfortunately, the “A”-HOLE is still alive … earning his 6-figure salary … while scumbag-CEO-Johnson has backed-up the F-150 to ASYI’s rear door and loaded-up all of its core-assets … and sped off into the night.
SO WHAT TO MAKE OF ALL OF THIS?
The answer is a very painful one: The 15 month INTENT of the people behind this long-running saga of deception is now absolutely simple to see and understand. ASYI’s very valuable “core assets”, which consist of “systems and mathematical algorithms” are going to be deployed to PRIMARILY benefit the 3 insiders in this trade (i.e., Merus, Dynamic and RocMar Farms) … and NOT the general shareholders of ASYI. Those 3 “insiders” conspired with CEO-Johnston to form AERO-IQ for the specific purpose of making money off of ASYI’s assets … which would then be pocketed by those insiders. In this regard, AERO-IQ and scum-bag-Johnston have no intention whatsoever of merging into ASYI. It will continue to transact business as a private entity long into the future … until it EVENTUALLY merges into a public company … and those insiders incur windfall profits.
We all by now that ASYI has been RELENTLESSLY painted to be a hopeless “POS” … and yet it STILLS retained its highly valuable “core assets” as late as June of this year, and a MOUNTAIN of very valuable NOLs (despite what ANYONE here might say). And whoever purchased those 4 BILLION shares, back in the summer, also purchased the ownership of those “core assets”, as well as the right to exercise those NOLs (assuming the purchaser was in the software development business … and you can safely BET that they were).
So just who was that “purchaser” … and how did it come to know that it was actually purchasing OWNERSHIP of ASYI’s “core assets”, as well as $30,000,000.00 of NOLs. And how did it come to be that it was PERMITTED to only pay $400,000 to $500,000 for that ‘purchase-of-a-lifetime?
This narrows the field to only 2 possible candidates on the entire planet:
1. AERO-IQ: Though this company is now considered (wrongly) by some to be the most likely candidate for a plain-vanilla reverse merger into ASYI, such an outcome would face daunting challenges and pitfalls. First and foremost, ASYI presently has approximately $11,280,000.00 of debt and debt-related obligations hanging over its head. The moment AERO-IQ (which presently has no revenues) merges with ASYI, AERO-IQ will become SOLELY responsible for the repayment of those obligations. ASYI will have ceased to exist as a corporate entity for accounting purposes … leaving only AERO-IQ to satisfy $11,280,000.00 of debt and creditors’ claims.
Secondly, AERO-IQ is a start-up and therefore has not produced one single dollar of revenue. Thus, it will not be in a position (for an extended period of time out into the future) to take any advantage whatsoever of ASYI’s mountain of NOLs which have a constantly diminishing ‘shelf-life’.
2. GLOBAL CONVERGENCE SOLUTIONS: GCS still remains the most logical merger candidate. A triangular reverse merger with ASYI and MKHD would provide something that is completely lacking in AERO-IQ’s case … and that’s a CORPORATE FIREWALL to protect GCS’s rapidly growing revenues from ASYI’s rapidly growing debt. That ‘firewall’ is the legal and accounting construct that a HOLDING COMPANY like Mount Knowledge Holdings, Inc. brings to the table.
Secondly (and of equal importance), GCS’s rapidly growing revenues put it in a position to take IMMEDIATE advantage of ASYI’s $30,000,000.00 mountain of NOLs. Indeed, GCS can even receive an immediate tax credit for ALL THE FEDERAL TAXES that it’s paid since 2009. This amounts to a federal ‘rebate’ check of approximately $1,500,000.00 … as soon as a TRM is announced.
Lastly, GCS’s CEO, Neal Axelrad, (unlike Andrew Wells and James Beatty) is a ‘stand-up’ guy. Neal Axelrad would NEVER permit his corporation to be involved as a shill in a dilution scam. NEVER! His interest in taking GCS public is absolutely real … as he and his company have EVERYTHING to gain by virtue of doing so. GCS, like AERO-IQ, are launching revolutionary products as the end of this year. GCS’s brand-new, “NEXT GENERATION”, peer-to-peer portal, whose engine processes “BIG-DATA” in “REAL-TIME” is a quantum jump from the old “least cost routing” methodology still employed by so many telecommunications’ carriers. GCS’s new offering (to be launched this month) will instantly give it “LEVERAGE” in the marketplace over and above its competitors. With all of this at stake, Axelrad would NEVER act as a shill for Beatty.
3. A ‘HYBRID’ OF AERO-IQ AND GLOBAL CONVERGENCE SOLUTIONS: What might such a “hybrid” look like?
First and foremost, it would have a holding company at its core in order to protect the revenues of GCS from the debt obligations of ASYI. That holding company would be Mount Knowledge Holdings, Inc.
The standard structure of the T/R/M that Keech and I divulged months ago would remain intact and as originally envisioned (i.e., GCS merges into MKHD and MKHD merges into ASYI), however, MKHD would not be liquidated in the hybrid scenario [longmike … you were right!].
But what about AERO-IQ? How might it fit into the T/R/M?
The simple answer is that it doesn’t (in a way). The “dumping” of 4 Billion ASYI shares back in the summer did NOT involve AERO-IQ. It only involved GCS and the actions of its investment banker who retained the market maker MAXM. Back then, MAXM was NOT working for ASYI or Beatty or RocMar Farms … and by extension … CERTAINLY not for AERO-IQ. It was working ONLY for Global Convergence Solutions and the share-structuring of the T/R/M.
But again … what about AERO-IQ?:
Isn’t it obvious by now that AERO-IQ, and its CEO-Johnston are the personal and very private property of the overtly incestuous Dynamic Intelligence-Merus Capital-RocMar Farms group of “insiders”? They have done everything humanly imaginable to make us all just ‘go-away’ … because they have absolutely no intention whatsoever of sharing it with anyone other than themselves. AERO-IQ will remain a privately-held company, owned by the “insiders” until they decide to go public in the future (i.e., well after this trade is concluded).
But how does a privately-owned company like AERO get ownership of the “core assets” of a publicly-held company that were purchased by someone during the summer, when 4 Billion shares of ASYI were sold? AERO-IQ needs access to those assets in order to transact business and make money for the “insiders”.
The answer is simple (as well as obvious): Once the TRM is in place, GCS will lease the “core assets” to AERO-IQ (the same way that Dynamic “leased” its license to ASYI). The lease payments will constitute additional revenue to GCS, who will apply that revenue to a gradual pay-down of the ASYI debt. The “pay-down” will be an “expense” that is tax deductible as to GCS. Thus GCS will reduce its outstanding ASYI debt, while simultaneously adding to the MOUNTAIN of NOLs that it received from ASYI as a result of the T/R/M.
One of the primary goals of all the deception that has taken place here is to mask the FACT that ASYI’s former assets will now be used to benefit private parties. The bottom-line here is that AERO-IQ is NOT going to go public; as there is no need to do so. CEO-Johnston has tried that before … and it didn’t work. He’s got a lender now (that’s not one of the ASYI “insiders”). His product is completed now. His marketing is finalized now. He’s got an established client base now. There is no need to take his company public and burden it with $11,280,000.00 of old ASYI debt. Better to be brand-new, almost debt-free, and “squeaky-clean”. My thinking is that he’ll keep it that way for the foreseeable future. It’s certainly a ‘win-win’ for the ASYI “insiders” as well … as they get to (1) privately own AERO-IQ and reap a windfall should it ever go public in the future (and you can BET that it will); and (2) immediately begin to receive a piece of its monthly revenues as soon as it begins to transact business; and (3) get GCS to retire ASYI’s outstanding debt (the great bulk of which is owned by the ASYI “insiders”); and (4) get to swap-out their “dead” ASYI stock for the sexy-money-making BEAST stock of GCS.
So then, the absolute Bottom-Line is that:
1. AERO-IQ cannot commence operations until it has access to ASYI’s “core assets”.
2. Those “core assets” are now owned by GCS, who will lease them back to AERO-IQ, while simultaneously launching its revolutionary new “Next Generation Carrier”.
3. AERO-IQ cannot do what it wants to do until GCS goes public.
4. GCS cannot do what it wants to do until it (GCS) goes public.
THEREFORE, LOOK FOR THE FILING OF A SUPER-8K BY GCS ANY DAY NOW!!! THERE ARE NO FURTHER OBSTICLES IN OUR PATH!!!
