Hi_Lo
1 day ago
Let's review a few uncomfortable CURRENT facts about GVSI:
• FINRA is "concerned" (I'm sure it's more than concerned) about the six years of missing audited financials and previous management's "acts."
• SEC/FINRA approval of name/ticker change that's taking much longer than average (it's been close to a year now for something that FINRA states in its documentation only takes 3 - 4 weeks) - signaling that something went terribly wrong with the SEC/FINRA.
• SEC restriction on corporate actions such as a name/ticker name change and a reverse merger.
• 5 years of SEC/FINRA audited financials delinquent (from 2008 - 2013) *before* filing its Form 15.
• Non SEC registered.
• Non SEC reporting.
• Non audited financials.
• Sharp abandoning getting GVSI audited.
• In continued violation of FINRA Rule 6490.
• FINRA Notice of Deficiency.
• SEC Rule15c2-11 warning.
• Price that has plummeted.
• Accumulation that has plummeted.
• Bloated share structure of 7 billion AS and 2.1 billion OS.
• No reverse merger anticipated and not even a candidate search has begun according to the most recent financials.
• A supposed recent "merger" failure (that wasn't really a merger).
• Sharp dumped his 20 million GVSI common shares and then lied by saying he was never issued the shares.
• A CEO who has repetitively lied and is abrasive, uncaring about shareholders and occupied with other priorities like racing his ponies and attacking other stocks.
What a glowing review from Sharp...full of regret...and in retrospect he would never had done it. Seems like even Sharp thinks GVSI is a disaster.
I had regretted taking over $GVSI. Had I known what I was in for, I would have never had done it. But even my most fervent doubters know that I don't just give up once I start. I spent a lot of my own money to get this done in order to justify the confidence of my supporters. https://t.co/RHSjRXdDyo— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023
I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023
Our attorneys & auditors have concluded that it is impossible to audit $GVSI due to past corporate mismanagement of records/actions. Therefore, we are abandoning efforts to become an SEC reporter & are preparing an application for OTCIQ access to be filed with OTCM within 60 days— American Blockchain Corporation (@OTCpinkGVSI) June 30, 2022
Sharp already said he can't produce what FINRA/SEC is specifically asking for in its Notice of Deficiency - AUDITED financials from 2008 - 2013 to conform with FINRA Rule 6490 which GVSI has and is continuing to violate. And Sharp already said he ABANDONED getting GVSI audited and SEC registered and reporting.
What Sharp says he plans to do in 2025 should be believed about as much as Sharp's tweets saying he would get GVSI SEC registered and reporting, that he would refile GVSI's SEC Form 10 registration statement three Decembers ago and never did, saying that WNFT had reached the "promised land" and would have a "business plan over the next several weeks which will include an acquisition(s)." that never materialized in September of last year and saying he would not reverse split GRDO then did just that.
And Sharp can be "prepared" and "anticipate" all he wants. A merger isn't happening.
$WNFT reaches the promised land, after shedding its $GOFF persona.
The company will address its shareholders next week in a press release. Please do not rely on other peoples' assumptions. Only rely on the filings and statements made by the company.
Have a good long weekend.— Worldwide NFT (@WorldwideNFTInc) June 29, 2022
The mandatory settlement conference did not yield an agreement with Calasse, however we anticipate that $WNFT will proceed with a business plan over the next several weeks which will include an acquisition(s). This statement should not be construed as a guarantee for success.— Worldwide NFT (@WorldwideNFTInc) August 19, 2022
There will be no reverse split, dilution or toxic debt taken on so long as I am involved with $GRDO. Update filings will reflect a zero balance sheet. PRs are forthcoming.— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) October 5, 2018
I regret giving the impression that $GRDO would not r/s, but unfortunately, it was the only way to get things done. Why would the shareholders want as much as 800 million shares in dead certificates? The only purpose that serves is to make it more expensive to raise money.— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) August 9, 2019
I will never be involved with a company that wipes out the shareholders through a reverse split. $FORW $TSNP— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) November 2, 2020
Mind you that Sharp again said in the above tweet that he would NEVER reverse split a stock AFTER he did just that for GRDO - is that being honest?
GVSI continues to slowly bleed out while people who continue to buy keep getting deeper and deeper in the hole with their investment because dilusional and some nefarious pumpers keep telling them that GVSI is "going to dollars!" And that "a merger is coming," all the while the SEC/FINRA is MIA with it's corporate actions approvals.
What a glowing review from Sharp...full of regret...and in retrospect he would never had done it. Seems like even Sharp thinks GVSI is a disaster.
I had regretted taking over $GVSI. Had I known what I was in for, I would have never had done it. But even my most fervent doubters know that I don't just give up once I start. I spent a lot of my own money to get this done in order to justify the confidence of my supporters. https://t.co/RHSjRXdDyo— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023
I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023
Our attorneys & auditors have concluded that it is impossible to audit $GVSI due to past corporate mismanagement of records/actions. Therefore, we are abandoning efforts to become an SEC reporter & are preparing an application for OTCIQ access to be filed with OTCM within 60 days— American Blockchain Corporation (@OTCpinkGVSI) June 30, 2022
Sharp already said he can't produce what FINRA/SEC is specifically asking for in its Notice of Deficiency - AUDITED financials from 2008 - 2013 to conform with FINRA Rule 6490 which GVSI has and is continuing to violate. And Sharp already said he ABANDONED getting GVSI audited and SEC registered and reporting.
Sharp's 2025 Form 10 submission and "merger" should be believed about as much as Sharp's tweets saying he would get GVSI SEC registered and reporting years ago, that he would refile GVSI's SEC Form 10 registration statement three Decembers ago and never did, saying that WNFT had reached the "promised land" and would have a "business plan over the next several weeks which will include an acquisition(s)." that never materialized in September of last year and saying he would not reverse split GRDO then did just that.
$WNFT reaches the promised land, after shedding its $GOFF persona.
The company will address its shareholders next week in a press release. Please do not rely on other peoples' assumptions. Only rely on the filings and statements made by the company.
Have a good long weekend.— Worldwide NFT (@WorldwideNFTInc) June 29, 2022
The mandatory settlement conference did not yield an agreement with Calasse, however we anticipate that $WNFT will proceed with a business plan over the next several weeks which will include an acquisition(s). This statement should not be construed as a guarantee for success.— Worldwide NFT (@WorldwideNFTInc) August 19, 2022
There will be no reverse split, dilution or toxic debt taken on so long as I am involved with $GRDO. Update filings will reflect a zero balance sheet. PRs are forthcoming.— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) October 5, 2018
I regret giving the impression that $GRDO would not r/s, but unfortunately, it was the only way to get things done. Why would the shareholders want as much as 800 million shares in dead certificates? The only purpose that serves is to make it more expensive to raise money.— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) August 9, 2019
I will never be involved with a company that wipes out the shareholders through a reverse split. $FORW $TSNP— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) November 2, 2020
Mind you that Sharp again said in the above tweet that he would NEVER reverse split a stock AFTER he did just that for GRDO - is that being honest?
GVSI continues to slowly bleed out while people who continue to buy keep getting deeper and deeper in the hole with their investment because dilusional and some nefarious pumpers keep telling them that GVSI is "going to dollars!" And that "a merger is coming," all the while the SEC/FINRA is MIA with GVSI's corporate actions approval.
https://www.sec.gov/litigation/apdocuments/3-19407-event-2020-05-12-brief-in-support-of-application-for-review.pdf
FINRA's deficiency determination and the Commission's affirmation of FINRA's deficiency determination would have the collateral consequence of preventing GVSI from ever conducting future corporate actions.
The Company’s many shareholders have essentially all lost their investment in the Company.
Hi_Lo
2 days ago
I will alway like this quote from someone who was there...."I was in Sharp’s last reverse merger ticker. I bought at .016, it ran to .359, I held almost all of it. It then went to .077, down 80%. I felt stupid, but I stayed the course. It ran to $1.93 and I won, selling shares along the way up."
It has been repeatedly pointed out to you and repeatedly ignored by you that TSNP/HMBL was part of a massive coordinated online pump and dump scheme that even Sharp criticized.
Neither $HMBL nor I pump. Period. End of story. The share price took off due to a combination of third party hype and short squeezing. This is not the company's fault. However, tortious interference comes with a price as those guilty of it will soon discover.— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) May 26, 2022
5/12 HUMBL never promoted its stock & it is not their fault that it went to a ridiculous $7+. Outsiders pumped the stock through social media & those that write ignorant advice newsletters like @insidrfinancial. It was FOMO & resulting short covering that caused HMBL to go $7+.— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 14, 2022
And TSNP didn't have all the SEC and FINRA problems that GVSI has.
It's pathetic that the only thing pumpers have to hang on to is hopium and a pump and dump scheme that had nothing to do with GVSI.
Now as far as GVSI is concerned, the missing audited financials from 2008 - 2013 makes GVSI a dirty shell.
https://bradshawlawgroup.com/reverse-mergers-a-basic-primer/
Conducting effective due diligence on the shell company is essential, as merging with a “dirty” shell (i.e., a shell whose management failed to follow proper SEC reporting procedures) could prove fatal for the private company.[13] In searching for “clean” shells, private companies should consider the shell’s number of stockholders, reporting record, and how and where it is listed.[14]
No audited financials means no reverse merger for GVSI and Sharp already said he abandoned getting GVSI audited, SEC registered and reporting and there are SIX YEARS of missing GVSI financial reports.
I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023
Our attorneys & auditors have concluded that it is impossible to audit $GVSI due to past corporate mismanagement of records/actions. Therefore, we are abandoning efforts to become an SEC reporter & are preparing an application for OTCIQ access to be filed with OTCM within 60 days— American Blockchain Corporation (@OTCpinkGVSI) June 30, 2022
This is just one of the many reasons (along with FINRA's Notice of Deficiency and the SEC restriction on its corporate actions) that GVSI is having problems getting the SEC/FINRA approval of it's corporate actions.
Hi_Lo
2 days ago
Hi-lo has an unhealthy obsession with Calasse because he doesn't understand that Calasse was a puppet CEO - he didn't create or issue any press releases.
All lies and only your opinion. You have no proof of any of that. In fact, the SEC says otherwise.
I'm so glad that the detailed SEC description of the aiding and abetting fraud that Calasse comitted as CEO of GOFF was allowed to be presented as evidence again as it was in the lower court case.
Calasse's lawyer side-steps the SEC description of Calasse's aiding and abetting fraud completely and is arguing that all that happened was a simple breach of contract and ran with that false assertion throughout the brief which is a joke.
Then Calasse just blames his previous lawyer for his horrendous representation and supposed "abandonment" which was not true. The district court decided that Calasse was not abandoned by his lawyer. Courts don't have "do overs" because of hiring crappy lawyers.
...but the aiding and abetting securities fraud that the lower court found Calasse perpetrated is significan't in this case.
https://caseinfo.nvsupremecourt.us/document/view.do?csNameID=64060&csIID=64060&deLinkID=909774&onBaseDocumentNumber=23-23834
the district court found that Appellant’s “only service was to
aid and abet securities fraud” and therefore cancelled Appellant’s Stock.
The district court’s decision was clearly erroneous because the district court accepted the conjecture and speculation presented by Respondent as proof of “actual fraud.”
The New Caledonia Bank case shows more than "conjecture" and "speculation."
It in fact described actual fraud by Calasse's fake made up press releases and fake made up documentation about a gold and diamond mine that did not exist.
The district court ruled that the Corporation did not “receive any value” for Appellant’s 50 million common shares and 5 million preferred shares.
Enough said.
in spite of the clear dereliction of duties by Appellant’s former counsel – the district court stated that because Appellant “was represented by counsel at the time of the February 9, 2022 hearing on the motion to cancel his shares in Goff Corp … he was not effectively abandoned by his counsel and cannot avail himself of either NRCP
60(b)(1) or NRCP 60(b)(6) relief.” II AA 269.
Enough said.
If this evidence that was submitted to the court isn't proof that Calasse committed fraud, then I don't know what is.
https://www.sec.gov/litigation/complaints/2017/comp23921.pdf
57. On March 5, 2013 i.e., two months after the initial transfer of Goff stock to
Caledonian, Clear Water and Legacy Global- Goff filed a Report on Form 8-K announcing a
change-of-control transaction in which an individual by the name of Warwick Calasse bought all of the stock owned by officers o·Flynn and Corkery for $25,000. O'Flynn and Corkery resigned, and Calasse was appointed in their stead. Calasse was supposedly qualified to be sole officer and director of Goff because, among other things, "[f]rom 2006 to 2010, Mr. Calasse held vairous training and management positions with horse farms and stables in the United Kingdom and Zimbabwe." Goff's corporate headquarters moved from Cork, Ireland to Medellin, Colombia. During the tenure of O'Flynn and Corkery, Goff's filings with the Commission did not evidence any activity, operations or transactions in the job placement ( or any other) business.
58. The next week, on March 12, 2013, Goff filed a Reporimt on Form 8-K announcing a
significant change in business: the company's newly created Nevada shell corporation, Golden Glory Resources Inc. ("Golden Glory Nevada") had entered into an Assignment Agreement with Golden Glory Resources S.A., a Panamanian corporation ("Golden Glory Panama"), by which Golden Glory Nevada "acquired an option to purchase a 100% interest in and to a certain Columbian mining concession known as La Frontera (The Frontier) Project, code number LGC-
15011, located in the Aquales region, Cal des Department, Republic of Colombia." The Report Fonn 8-K represented that "we have abandoned our former business plan and entered the business of mineral exploration and are now an exploration stage mining company engaged in the identification, acquisition and exploitation of metals and minerals with a focus on gold and diamond mineralization on La Frontera Property."
59. Beginning three days after its change of business, Goff issued a series of press
releases creating the public impression that it was immediately and actively engaged in gold and diamond exploration in Colombia. For example:
• On March 15, 2013, a Goff press release, entitled "Goff Corp. Subsidiary Golden
Glory Resources Acquires 100 Percent Interest in the La Frontera Gold Project in
Colombia's Hottest Gold Exploration Region," represented that "[a]pproximately two-thirds of Colombian gold production has been from placer deposits in the Department of Antioquia, which is immediacy [sic] adjacent to and straddles about 30% of the leases where Golden Glory's La Frontera Project is located." Goff stated that "this project is seen to be on the order of six times as large as notable prospects with similar gold type and potential."
• On March 18, 2013, Goff issued a press release entitled "Goff Corporation Has
Appointed Experienced Colombian Mining and Explosives Expert Manuel Hernando Serna as a Director of the Board."
• On March 22, 2013, Goff announced that "Golden Glory Resources expects to pursue its exploration program that will employ leading geological consultants and their own geological staff to carry out the program .... This first phase exploration is anticipated within 90 days." On March 25, 2013, Goff represented that Golden Glory Resources "plans to begin a 5,000-rneter diamond drilling program on its La Frontera Gold Project in Department of Caldes, Colombia within 90 days .. ,
• In a press_release on March 26, 2013, Goff's sole officer and director, Calasse,
stated that"he expects gold's current price level will help fuel the company's
efforts to target a bulk tonnage, low-grade type gold and silver project on Golden
Glory's leases, and that the time is right for gold in Columbia." Calasse further
stated that "[w]e will be the first [on the Project] to explore using the full range of
modem gold and silver discovery methods."
• On March 27, 2013, Goff related that "Golden Glory Resources is developing a
comprehensive exploration program for its La Frontera Gold Project in Colombia; Phase One groundwork will provide basis for follow-on planned diamond drilling."
60. Bolstering the Goff press releases was a newsletter posted on April 2, 2013 on a
stock-touting website by the name of Penny Stock Pillager, which stated: "After years of tunnoil, the Colombian government is stepping in to help legitimate mining companies pull gold from their resource-rich soil. By grabbing a plot of land directly in the Colombian gold sector, investors in Goff Corporation could be on the verge of true wealth!" (emphasis original)
61. The representations of Goff and Penny Stock Pillager were never supported by
audited financial statements evidencing true wealth, gold mining interests, or diamond drilling.
On or before March 18, 2013, Goff was required to filed a "super" Report on Form 8-K that included all of the information required in a Report on Form 10. The company did not file such a Report on Fonn 8-K on March 18 or any time thereafter. Goff stopped filing Reports on Forms 10-K and 10-Q at all times after March 18, 2013.
62. There is no trading data available for Goff on March 14, 2013, the day before the
company's March 15 press release announcing its mining interest in "Colombia's hottest gold exploration region." On March 18, the first trading day after the release, Goff stock spiked to a closing price of $0.28 per share on a volume of 263,914,096 shares. On April 5, Goff stock at a high of$0.58 per share on a volume of:22,003,500 shares. By June 4, 2013, Goff stock had fallen to a price of $0.01 per share.
63. Simultaneously with the Goff stock promotion, Caledonian, Clear Water, Legacy
Global and Verdrnont sold the stock into the public markets. Theirs were the first sales of the stock to the public. Caledonian Bank sold 35,000,000 shares of Goff stock for proceeds of $6,860,685; Clear Water sold 25,000,000 shares for proceeds of $4,226,689; Legacy Global sold 21,750,000 shares for proceeds of$3,293,816; and Verdmont sold 14,000,000 shares for of $3,526,354. Verdmont sold for the account of customers and received commissions on the sales. Caledonian Bank and Caledonian Securities have represented through counsel that sold for the account of customers and received commissions on the sales.
64. These sales of 95,750,000 shares of Goff stock generated proceeds of $17,907,546.
In making these distributions, the Defendants violated Section 5 of the Securities Act. There was no registration statement in effect for the Defendants' offers and sales of Goff securities. And 1hr, Defendants used the instruments and means of interstate commerce in offering and selling Goff securities.
61. The representations of Goff and Penny Stock Pillager were never supported by
audited financial statements evidencing true wealth, gold mining interests, or diamond drilling. On or before March 18, 2013, Goff was required to filed a "super" Report on Form 8-K that included all of the information required in a Report on Form 10. The company did not file such a Report on Fonn 8-K on March 18 or any time thereafter. Goff stopped filing Reports on Forms 10-K and 10-Q at all times after March 18, 2013.
62.
Major Profits
3 days ago
Agree, but it's not that simple is it? (More on that in a second).
There will be no "good days" until Sharp gets up off his ass and delivers what he previously tweeted about...a reverse merger.
But first, whatever happened to the other "potential candidate" GS said he had??
GVSI management believes that the company is close to a significant acquisition with two potential targets under serious review.[Dec 28, 2023]
And I assume that GS chose the one he thought was the best between the two but that one fell through, so what happened to the other one?
Anyhow, the problem now, afaic, is whether or not GS can get this SEC Reporting again because, from what GS has said (the way I read it), this has to become SEC Reporting again before FINRA will process any applications for corporate actions. As GS has said:
The Issue
A couple of generations of management ago, GVSI used to be an SEC reporter, filing audit financials. The last of these audited financials was filed on February 14, 2008. Then, on June 26, 2008, GVSI filed notice of late filing for the first quarter of 2008 (blue).
On July 10, 2013, GVSI filed a Form 15, which is notice that the company doesn't intend to be an SEC Reporter any longer (yellow). However, in this case, the Form 15 was filed when GVSI was already 5 years delinquent in its reporting requirements. The filing of a Form 15 is only truly effective in absolving a company of its reporting requirements if that company is current in its reporting at the time of the filing.
Here, the filing of the Form 15 did not absolve GVSI of its delinquency. Nor does making the company Pink Current, as was accomplished during 2023. While the company is in good standing with the OTC markets, in the eyes of the SEC and FINRA, GVSI remains a deliquent reporter. FINRA will not process a corporate action such as a name change, symbol change or reverse (or forward) split while an issuer is deemed delinquent in its reporting requirements.
The Solution
In order for FINRA to process GVSI's corporate actions--FINRA does not approve actions, they only process them--GVSI will have to once again become a reporting issue in good standing. To do so, GVSI will have to file two years of audited financials within a Form 10 filing. Current reinstated as an SEC reporter in good standing.[Color emphasis mine]
But in order for him to get this SEC Reporting doesn't he need those FIVE YEARS (2005-2013) of missing financials? I believe he does, so what if he can't get them?
Besides that, I'm wondering if GS can't get the missing financials, and also knows he can't get this SEC Reporting again, would it be legal for him to come off as if everything is fine and, perhaps, even announce a "merger" when he knows it won't or can't happen?
Just asking.
TIA
GLTA
P.S. On the bright side, if he can't get this SEC Reporting again, perhaps what GS could do is change the name of "American Blockchain Corporation" back to "Good Vibrations Shoes, Inc." and start selling vibrating shoes again.
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