Drone Services USA Inc. (DSUS)

[Seaam]

In regards to issuing shares for aged debt

my self and other creditors I know will not accept Restricted shares or shares of any kind for their debt. they intend to take this company into involuntary bankruptcy if a payment of cash is not made. What else can be said except that with judgments on file now, that cannot be disputed, it only takes three creditors to petition the court. Defaulted judgments are already on file and this has allowed Peter and Company to dispute the claims, which were not, and thus he has already had his day in court and the opportunity to tell his story via disposition. He has already forfeited his rights for a voice in the court. The day of reckoning is coming. In other words Peter and Company, shut up with your lies, this is going to be stuffed down your throat.

And it is my understanding, that shareholders are last in line for a bankruptcy...in other words...your ownership shares become completely worthless. Bye Bye....it was a known risk of investing in this penny and not exercising your right of shareholder corporate governance.


Involuntary Bankruptcy Background

The new bankruptcy law (The Bankruptcy Reform Act) makes bankruptcy court an inhospitable environment for Florida debtors. The new bankruptcy law deprives Florida debtors of many powerful asset protections previous available in bankruptcy including much of their important homestead protection. The new bankruptcy law only affects debtors who are under jurisdiction of the bankruptcy court. Outside of bankruptcy Florida debtors retain their full homestead protection and other Florida exemptions from creditors. The new bankruptcy law creates a substantial divergence between liberal asset protections, including homestead, in Florida’s state court collection proceedings and a federal bankruptcy system which is much more creditor oriented. Because of creditor’s advantages created in the Bankruptcy Reform Act, many debtors are worried about their creditors forcing them into an involuntary bankruptcy.

Many debtors understand that single creditor with a claim of more than approximately $12,000 can file a petition for involuntary bankruptcy, and when a debtor has 12 or more creditors, any three creditors together may petition for involuntary bankruptcy. Alone, these requirements make an involuntary bankruptcy filing seem easy for unsatisfied creditors. In fact, involuntary bankruptcy is uncommon, and the reason is that there are other legal requirements which make it difficult and risky for a creditor to pursue forcing a debtor into bankruptcy involuntarily.

Congress imposed several requirements to compel an involuntary bankruptcy. First, each filing creditor must prove that their claim is not subject of a bona fide dispute. If the debtor can allege any legitimate defense, whether or not the defense is meritorious, the debtor can disqualify the claim as a basis for involuntary bankruptcy. Most courts adopt the test of whether there is a a genuine issue of material fact that bears upon the debtor’s liability as the criteria of a bona fide dispute. A debtor’s challenge to liability or the amount of damages may constitute a bona fide dispute. The purpose of the bona fide dispute criteria is to prevent creditors from forcing bankruptcy upon debtors who have legitimate defenses.In the cse of PV Enterprises and personal guarantee of Peter Villioitis, default judgements have been entered and therefore no defense will be allowed...he already had his day in court to dispute the claim-it has aleady been subject to the court's review

A second filing requirement is that the debtor must be shown to be not paying his non-disputed debts as they become due. That a debtor is not paying one or two creditors, regardless of how upset these creditors may be, does in itself not mean that the debtor generally is not paying his debts. Courts have used several factors to evaluate “generally not paying” test such as the amount of debts long overdue, the debtor’s liquidity, the amount of debt not being paid, the length of time of the debtor’s non-payment, and the debtor’s liquidity. Some courts have defined “generally not paying” to mean that the debtor is regularly missing a significant number of payments that are significant in relation to the debtor’s overall financial situation. The creditor has the burden of proving the debtor is generally not paying debts.PV Enterprises, with personal guarantees by Peter Villiotis have defaulted and not made any attempt to pay many creditorsw

Another basis for involuntary bankruptcy is the debtor’s transfer of substantially all of its assets to a third party such as a trustee or receiver. A voluntary assignment of assets for the benefit of creditors in a state court proceeding or in an out-of-court settlement triggers the right to involuntary bankruptcy if filed within 120 days of the debtor’s transfer. A debtor who makes as assignment for creditors under Florida Statute 727 invites a petition for involuntary bankruptcy.

Perhaps the most important requirement for a creditor’s involuntary bankruptcy petition is that the petition be filed in good faith. A court will dismiss a petition upon determination that the creditor’s motives were in bad faith. The historical purpose of involuntary bankruptcy to prevent unfairness to creditors as a group caused by ensuring fair and proportionate distribution of a debtor’s non-exempt assets. Involuntary bankruptcy properly should be imposed to prevent a debtor from fraudulently conveying assets or from giving preferential payments to favored creditors. Courts will dismiss involuntary bankruptcy petitions filed fore improper purpose such as malice, harassment, or other improper use of bankruptcy procedures.The payment of issuance of shares to certain creditors as stated in this blog many times is prima facia evidence of the debtor's bad faith to the creditor;s as a whole.

"BEWARE OF GREEKS BEARING GIFTS"

Virgil's Aeneid, Book 2, 19 BC:

"Do not trust the horse, Trojans. Whatever it is, I fear the Greeks even when they bring gifts."

"Trust not their presents, nor admit the horse."

Sophocles (496 - 406 BC), in Ajax:

"Nought from the Greeks towards me hath sped well.
So now I find that ancient proverb true,
Foes' gifts are no gifts: profit bring they none."

The ancients said it best and The City of Troy was destroyed.

Peter has not been forthright IMO. In my past personal interactions and dealings with him...he has not been honest. He has alienated his past close personal friends, his former family, his former business associates and collegues. I sincerely know of no one individual who has taken a gamble on Peter and turned out happy

BE VERY VERY CAREFUL!

My recommendation, as it has been since Oct, 2012....

My Pitch: "Be careful. The due diligence does not support many of the company's past statements. May be some fire to the smoke; CEO wants to build a maritime company, by hook or ... Watch for solid announcements / PR's. Discount & ignore 100% any "forward looking" PR. Lookout for legal horseplay."


We now have had two "legal horse plays" in motion in the past month. The increase in A/S repetitively, And also, the Red-Tide dividend spin-out. That Greek horse is certainly playing. Don't get kicked in the head.

Has anybody had any notice or announcement of shareholder meetings, proxies, etc.?

Read the Corporate ByLaws:
See Corporate Bylaws link: http://www.otcmarkets.com/financialReportViewer?symbol=VDSC&id=29320

Shareholders have an absolute right to review the financial records. Has anyone viewed such?

As I have said before, Shareholders must enforce their rights and hold this management responsible for its actions. Employees, creditors, investors, business colleagues expect a public company to be forthright. They expect a public company's shareholders to have some corporate governance of their management.

Sporty and Ray's visit was not a review of corporate financial records as we requested on this blog, but rather a personal ascertain review of "forward looking" promotions.

MY TAKE ON THE RECENT UN-ANNOUNCED A/S INCREASES, BE VERY VERY CAREFUL ...UNTIL THEIR IS MORE CLARIFICATION."

MY TAKE ON THE MERGER, SERIOUSLY, WHY WOULD ANYONE WANT TO MERGE WITH THIS COMPANY?

1) It would be less expensive for another company to simply purchase a shell and be in complete control of their own destiny if they wanted access to US public markets.

2) PV Enterprises is laden with debt.

3) A merger of foreign shipping interests to a US parent company would possibly subject the foreign corporation to US taxation. This is a very complex area of international shipping agreements, actual nature of ship revenues (don't believe ship charter revenues would be exempt as similar to a travel agent), transfer pricing rules, etc. US company working on many and varied types of deals would not be one deal fits all for US taxation. Predict some of these rumored mergers, deals will be subject to US taxation of foreign income. Very complex area and no "flippant" answer will suffice.

4)Management and current administration of PV Enterprises is not developed or in depth to handle administration of current proposed deals. No operational office.

SERIOUSLY, IT JUST DOES NOT MAKE SENSE TO MERGE AN OFF SHORE SHIPPING COMPANY TO THIS COMPANY.....WHAT ADVANTAGE....AND MAJOR EXPOSURES....THE TARGET MERGED COMPANY, IF THIS IS REAL, REALLY NEEDS TO DO SOME DD ON PV ENTERPRISES.


UN-FULFILLED "FORWARD LOOKING" STATEMENTS AND P/R's

Let's look at the history of some of the past P/R's and history of the cOmpany.

VDSC P/R'd - the start of ferry operations between Colombia and Panama. Announced bookings, web site and ship. Listed non related / contracted ship for months on website Nissos Rodos and use of another company's logo. No financing and project cancelled - abandoned without P/R to shareholders.

VDSC P/R'd - overnight 7 day cruise operations to start from Panama / Colombia for lower Caribbean. No financing and project cancelled. Abandoned with no P/R to shareholders.

VDSC P/R'd - announced re-positioning of SAENZ yachts to Bahamas. The where about of the fully mortgaged yachts are still unknown. Never happened. No P/R to shareholders.

VDSC P/R'd - announced charter of Emerald and sub-charter of this vessel for the Korean Exposition in 2011..later it was deemed inappropriate and ship went to the salvage yard by owners - Ship remained on website Emerald(even when this was at the salvage yard in India). Abandoned with no P/R to shareholders.

VDSC P/R'd - replacement vessel Ocean Star Pacific for Korean Exposition. Not seaworthy/ non current certification. Temporary crew abandoned. No P/R to shareholders.

VDSC P/R'd - positioning of Ocean Star Pacific to Caribbean. Abandoned - no P/R to stockholders.

VDSC P/R'd - certain management appointments, public accountant appointments, intent to up-list ...many inaccurate, never happened...no retraction.

VDSC P/R'd - certification of Ocean Star Pacific - rescinded at request of the classification society as inaccurate.

VDSC P/R's - 1700 pax ferry for Ft Lauderdale to Bahamas - still waiting details/confirmation.

VDSC P/R's - 5 day charter from Turkey - still waiting details/confirmation.

VDSC P/R's - merger with Greek operator - still waiting details/confirmation.

VDSC P/R's - oil rig housing charter of vessel -still waiting details/confirmation.

VDSC P/R's - management and positioning of Ocean Star Pacific to Mediterranean. Mexican owners have litigation pending against PV. Ship not certified. - still waiting details/confirmation.

In other words, very few, if any of the past "forward looking" P/R's ever came to fruition.

Be very, very careful .....


In regards to some of the prior postings supporting an investment...

1) The assets of this company cannot be substantiated. The financials are un-audited and non GAAP compliant. The basis of the underlying $13 assets are not supported in the footnotes to the financials nor are they identified via any supporting schedule. Related depreciation/depletion/amortization is not identified. Presented liabilities appear low compared to known public court records of claims.

2) The company's past P/R's have been mostly "Forward looking statements". Very few of these "forward looking statements" have came to fruition /successful ventures. Recent P/R's are all forward looking statements.

3) The company is involved in numerous litigation that could affect the "on-going business" of this organization. SEC and Financial Statement disclosure is made of this "on going business concern" exposure.

4) The m/v Ocean Star Pacific was temporary operated by the company in mid 2012 via charter. It was never seaworthy, never left port,and was not put into service. Litigation and claims with the Mexican owners of m/v Ocean Star Pacific exists. Claims from temporary crew, represented by the ITF (International Federation of Transport Workers) exist. There is some issues regarding a supposed claim of ownership by Peter that is unsubstantiated. The vessel is currently not in compliance with maritime safety certifications and cannot be moved from port except by tug/towage until such certifications are in place.

5) There is little or no established operating support organization for the company. The company retains a small two person planning office in Fort Lauderdale...hardly the support organization necessary to maintain an on-going maritime vessel management operation that according to P/R's is ready to start operations within the next month(s) for multiple international operations.

6) There has been little, if any, revenue since late 2010. That revenue was from some minor re-sell of maritime electronics to the yachting business.

These are not casual comments, but based on years of financial and maritime industry experience and also an intimate knowledge of the this company.

7)UNDERSTAND ANOTHER DEFAULT JUDGMENT HAS BEEN ENTERED AGAINST PV AND PETER BY A CREDITOR. THERE ARE ENOUGH DEFAULT JUDGMENTS NOW TO FORCE IN INVOLUNTARY BANKRUPTCY WITHOUT PV'S RIGHT TO DISPUTE VALIDITY OF THE DEBTS.

My recommendation, as it has been since Oct, 2012....

My Pitch: "Be careful. The due diligence does not support many of the company's past statements. May be some fire to the smoke; CEO wants to build a maritime company, by hook or ... Watch for solid announcements / PR's. Discount & ignore 100% any "forward looking" PR. Lookout for legal horseplay."]

If you need a response to me, I will be unable to respond until later.