stokmonkey
2年前
NOT GOOD. TPTW CEO ST3 is TEE-FEE-SCAMMER. He operates TPTW dilution scam using a loser of an IR Frank (also known as DIMWIT PARROT TWITTER PUMPER FRANKIE) who claims to be watching out for the gullible OTC sheeple when in reality only feeds them half-truths and misinformation that the TEE FEE SCAMMER hands him in order to fleece the OTC dumdums.
They use a TOXIC FUNDER named White Lion ( https://investorshub.advfn.com/boards/read_msg.aspx?message_id=165745696 ) through which they dilute and dump shares on unsuspecting OTC buyers. The dumps happen when they release HUGELY EXAGGERATED FLUFF-PUMPY MISLEADING PRs and trigger percentage jumps on low volume. And once the plebs get suckered in and buying volume picks up, White lion goes to work flinging feces at these OTC “investors” bagging them for life LOL.
The money TEE FEE SCAMMER ST3 fleeces from the plebs pays his house rent (yes … this “CEO” lives in a rental apartment), pays his tee fees (he likes to golf), and pays for his family welfare (yes nepotism … relatives on the board etc). And from time to time, they toss a nut or two at that halfwit loser parrot part-time IR frankie to pump that donkeyturd stock on twitter.
Here’s a post that has a video (at 22m58s) where TEE FEE SCAMMER ST3 LIED about "UPLISTING TPTW to NASDAQ at LIEGHTSPEED by EOY 2021" and releasing a “SUPER (CR)APP” LOL. See:
This was shortly after lying about a big (5 billion dollar) contract in *cough* Ghana LOL. See: https://investorshub.advfn.com/boards/read_msg.aspx?message_id=170050705
That SCAMMER company (Skybridge West Africa) is about to be administratively dissolved by Georgia SOS for non compliance LOL.
Lately TEE FEE SCAMMER ST3 and his DIMWIT PARROT FRANKIE have been pumping some garbage about 650m investment from some harlem realtor john boy who lives in a very shady KIPS BAY COURT APARTMENT #10D .. go figure LOLZ.
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=170465155
Here’s a post showing real DD that exposed TEE FEE SCAMMER ST3 by some people much smarter than me … they called TPTW BS long before it hit the trips.
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=170022586
Now that TPTW pond is all fished out (all that is left over there are a few heavily bagged sheeple huffing hopium and a delusional pumper spouting nonsense all day long). So I suspect TEE FEE SCAMMER is here to start over the SCAM. IMO, the same fate awaits ASHI … aka slow steady dilution to trips periodically pumped by exaggerated, misleading PRs. Death by a thousand cuts for any unsuspecting OTC sheeple that fall for their scam. That’s all. GL.
JMC$
2年前
ASHI - TPT Global Tech’s Broadband Subsidiary TPT Speedconnect Closes Merger Agreement with Pink Sheet Company - ASHI
https://www.otcmarkets.com/stock/TPTW/news/TPT-Global-Techs-Broadband-Subsidiary-TPT-Speedconnect-Closes-Merger-Agreement-with-Pink-Sheet-Company?id=395980
SAN DIEGO, CA / ACCESSWIRE / April 6, 2023 / TPT Global Tech Inc. (OTCQB:TPTW) www.tptglobaltech.com is pleased to announce that its wholly-owned subsidiary, TPT SpeedConnect, LLC ("TPT SpeedConnect") a leading provider of high-speed internet and communication services, has closed on an agreement to merge with Asberry 22 Holdings Inc. (ASHI), a publicly traded formerly shell Pink Sheet company (Stock Symbol: ASHI). Under the terms of the agreement, TPTW will retain majority control over TPT SpeedConnect with approximately 85% ownership or 4,658,318 shares of the common shares and 100% of the Series A Preferred Stock, allowing TPT SpeedConnect's financial statements to be consolidated into TPTW. TPTW acquired the Series A Preferred Stock, which has supermajority voting control, with a 6% convertible promissory note of $500,000 due in 180 days.
"We believe this merger is a major milestone for TPTW and TPT SpeedConnect," said Stephen J. Thomas III, CEO of TPT Global Tech. "We are excited to close on this merger with ASHI. We believe the merger will help create a strong platform for growth, expansion, and raising capital, enabling us to provide even better services and solutions to our customers."
TPT Speed Connect has completed its 4G+/5G network build-out and network upgrade and started its new marketing efforts in the States of Texas, Idaho, and Arizona. The new network deployment is the company's continuing efforts to upgrade its Mid-American overall network for rural broadband and position itself for faster market share growth.
The combined companies will retain the TPT SpeedConnect name and will continue to be headquartered in San Diego CA.
About TPT Global Tech Inc.
TPT Global Tech Inc. (OTCQB:TPTW) is a technology-based company that provides multimedia and telecommunications products and services, including smart city developments, wireless broadband internet services, VuMe (Social Media, VOD, and TV streaming content) and government contracting. TPTW's operations are primarily conducted through its majority-owned subsidiaries, TPT SpeedConnect, TPT Strategic, Inc., and Blue Collar Productions, Inc. based in LA, CA.
About TPT SpeedConnect. TPT SpeedConnect is a leading provider of high-speed internet and communication services to residential and business customers. The company serves customers across [states/countries] and is committed to providing exceptional customer service and innovative solutions that meet the evolving needs of its customers.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of various provisions of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, commonly identified by such terms as "believes," "looking ahead," "anticipates," "estimates" and other terms with similar meaning. Specifically, statements about the Company's plans for accelerated growth, improved profitability, future business partners, M&A activity, new service offerings, and pursuit of new markets are forward-looking statements. Although the company believes that the assumptions upon which its forward-looking statements are based are reasonable, it can give no assurance that these assumptions will prove to be correct. Such forward-looking statements should not be construed as fact. The information contained in such statements is beyond the ability of the Company to control, and in many cases, the Company cannot predict what factors would cause results to differ materially from those indicated in such statements. All forward-looking statements in the press release are expressly qualified by these cautionary statements and by reference to the underlying assumptions.
CONTACT:
Shep Doniger
561-637-5750
sdoniger@bdcginc.com
IR-Frank Benedetto
619-915-9422
SOURCE: TPT Global Tech Inc.
JMC$
2年前
Supplemental Disclosure for Change of Control Events
https://www.otcmarkets.com/otcapi/company/financial-report/363022/content
Asberry 22 Holdings, Inc.
501 S. Broadway, Ste. 800, San Diego, CA 92101
(619) 400-4996
(Website – none at this time)
(Email – none at this time)
The goal of this disclosure is to provide information with respect to a company’s Change of Control
event. Please address each of the below items to the best of the company’s ability and to the extent
they are applicable to the company’s Change of Control event.
Disclosure of Change in Control and Other Material Events:
1. A description of event(s) and relevant date(s) resulting in the Change in Control.1
TPT Global Tech, Inc. acquired control of Asberry 22 Holdings, Inc. through a Securities Purchase
Agreement on March 24, 2023 for the 500,000 Series A Preferred Shares and simultaneously
entered into a Merger Agreement with its subsidiary TPT SpeedConnect, LLC to merge TPT
SpeedConnect, LLC into Asberry 22 Holdings, Inc.
2. The name(s) of person(s) who acquired control and person(s) from whom control was assumed.
For corporations or other business entities, please provide the name(s) of person(s) beneficially
owning or controlling such corporations or entities.2
TPT Global Tech, Inc. purchased Series A Super Majority Voting Preferred Shares from Michael
A. Littman Atty, Defined Benefit Plan. TPT Global Tech, Inc. is a public company (TPTW: OTC
Pink) controlled by Stephen J. Thomas, III as Series A Super Majority Voting Preferred Share
Owner.
3. The name(s) of person(s) that participated in, assisted in, organized, or brokered the transaction
between the purchaser and seller, resulting in the Change in Control (if applicable).
Michael A. Littman as Principal and attorney
Stephen J. Thomas, III is CEO of TPT Global Tech, Inc.
Gary Cook, CPA and Chief Financial Officer of TPT Global Tech, Inc.
1 A “Change in Control” shall mean any events resulting in:
i. Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in
Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the
total voting power represented by the Company's then outstanding voting securities;
ii. The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets;
iii. A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the
directors are directors immediately prior to such change; or
iv. The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation
which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by
remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of
the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding
immediately after such merger or consolidation.
2 See, Securities Exchange Act Rule 13d-3 for determination of “beneficial owner.”
OTC Markets Group Inc.
OTCIQ Order Form Addendum: Change in Control or Court Appointed Custodian (v2.0 March 14, 2023)
4. A description of assets acquired or disposed of in connection with the Change in Control and
the names of the purchaser and seller of such assets (if applicable).
TPT SpeedConnect, LLC has a system of wireless internet nodes to provide wireless internet to
rural areas and has significant annual revenues.
5. Amount and form (e.g., cash, equity securities, promissory note) of consideration paid in
connection with the Change in Control.
$500,000 Convertible Promissory Note as consideration from TPT Global Tech, Inc. for 500,000
Series A Super Majority Voting Preferred Shares of Asberry 22 Holdings, Inc. TPT simultaneously
entered into a merger agreement for TPT SpeedConnect, LLC, a TPT Global Tech, Inc.
subsidiary, to merge into Asberry 22 Holdings, Inc. in consideration for 4,658,317 common shares
of Asberry 22 Holdings, Inc.
6. A description of any material agreements or other events related to the Change in Control.
a) Promissory Note and Security and Pledge Agreement
b) Securities Purchase Agreement for 500,000 Series A Preferred Stock
c) Advisement and Waiver
d) Merger Agreement
Certification:
March 28, 2023 [Date]
/s/ Stephen J. Thomas, III [Officer Signature]
(Digital Signatures should appear as “/s/ [OFFICER NAME]”)
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