Both.
The probiotics business always needed to be a separate legal entity, and it makes no sense for Homeland Forensics, Inc. to own a probiotics subsidiary -- that is illogical, it actually causes people to get upset when they think about such a thing. People have an emotional reaction to concepts of ownership and control, and to names of things and to perceived relationships between them.
What DOES make sense is for the probiotics subsidiary to be launched by Public Startup Company, Inc. -- that is its mission, to launch such public startups and to crowdfund and to grow them with the help of "forensic social media" platforms and crowdsourcing.
The plan is to provide shares of EACH future public startup spin-out and startup subsidiary launched by Public Startup Company, Inc. to the holders of Public Startup Company, Inc. shares -- those shares are going to be distributed to the holders of ADIA stock, pro rata, when the spin-out is complete. There is no need for that spin-out to be finished urgently, but there is an urgent need for the new Adia Probiotics startup company to be launched, so that it operates the probiotics business rather than Homeland Forensics, Inc. operating it...
When the ticker symbol change is approved by FINRA and we switch from using ADIA as our symbol and corporate name to using our new ticker symbol and the Homeland Forensics, Inc. corporate name it is important to understand that the operations of each startup and subsidiary will be legally separate from the parent company, but the ownership and control will (initially) be identical. Making these structural changes prior to recapitalization is pointless, but the changes will be made at the appropriate time.
There are regulatory issues to take into consideration here also, including the fact that an offering of shares in a new spin-out company can be deemed an "illegal" unregistered securities offering if rules are not followed. Before we start announcing the other things that are being done that may result in future spin-out companies, we must get the basic corporate name change, ticker symbol change, and subsidiary formation completed.
We are not making an offer of unregistered securities by describing the plan for the subsidiary relationships and the proposed method of protecting the equity rights of our shareholders. Everyone needs to know what the plan is for the probiotics business assets, now that those assets are not being "sold" to LiveWire in exchange for LVVV shares or warrants as envisioned previously.
