Global Digital Solutions, Inc.
777 South Flagler Dr., Suite 800 West Tower
West Palm Beach, FL 33401
NACSV specializes in building mobile command & communications specialty vehicles for emergency management, first responders, national security and law enforcement operations.
Proven Strategic Vision
Global Investor Base
Brand Leadership Through Partnerships and Alliances
Where Digital Solutions Converge
GDSI executive management has an impressive record of building fast-
Focused on long-
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GDSI CEO William Delgado Issues Update to Shareholders
William J. Delgado, Chairman and Chief Executive Officer of GDSI, has issued an update to GDSI shareholders, as follows:
Dear Fellow Shareholder,
After nineteen months of work, thousands of man hours, and a lot of money, we were able to provide an update through last week’s news concerning litigation pertaining to the acquisition of Rontan and a very important financing. These two steps are critical in the company regaining stability and the ability for a path forward. Due to the extremely complex and confidential nature of the legal issues, I have been unable to update everyone on these issues. In this shareholder update, I am going to focus on two items; 1.) Where we are now 2.) Where are we going?
Where are we now? Since May of 2016, two of our most significant achievements have been retaining the Boies Schiller Flexner law firm related to the Rontan litigation and the institutional financing. We are thrilled that BSF has seen the merits of our legal position. We have also been able to achieve an institutional financing which we announced last week. We have already received $300,000 and these funds are non-
Legal Work: I would like to add a few more words about the quality of the legal representation we have had over the past 19 months. Brinen and Associates has done an excellent job representing our company in several different lawsuits. We expect all of these lawsuits to be resolved favorably for GDSI shareholders. The Ramsay/Deckle/NACSV litigation has been settled and dismissed. The other two pending lawsuits by Hull and Lopez have been, in my opinion, trending in our favor. Please do your own due diligence as all of the filings related to these cases are on PACER. The quality of Brinen and Associates work has been vital to our survival as a company.
The ability of the two primary lawyers that will be representing us related to the Rontan litigation speaks for itself. The lead counsel in the lawsuit will be Carlos Sires. Mr. Sires is a partner at BSF working out of their Fort Lauderdale office. Mr. Sires specializes in commercial litigation, primarily complex commercial litigation with a nexus to Latin America, including Costa Rica, Mexico, Venezuala and the Dominican Republic. Mr. Sires has represented officers and directors in securities litigation. Mr. Sires has appeared in numerous Federal and State courts, Florida’s appellate courts, and in the First, Second, Third and Eleventh Circuits of Appeals.
William Isaacson will also be a part of our counsel in the Rontan lawsuit. Mr. Isaacson is a partner in the Washington DC office of BSF. Mr. Isaacson is a 2015 American Lawyer Litigator of the Year, a three-
Liabilities and SEC Issues: During this time, we have also reduced past due liabilities by approximately $516,000. We have settled with the three remaining “Toxic” financing lenders and there will be no more conversions under those notes. As per the SEC actions, the initial action undertaken in August of 2016 has been settled and finalized on January 2, 2018 by the judge handling the case. I will be filing an 8K shortly. The Company currently has an outstanding balance due to the SEC of approximately $103,000. I am currently working on getting this fine and disgorgement penalty paid as soon as possible. In late December of 2017, the SEC also notified the Company it would be holding a hearing regarding the Company’s late filing issues. Our legal team has done a great job of communicating with the SEC regarding the filing of our financial statements. The Company, during this time, has been unable to let anyone outside of the Company, including the SEC, review any information regarding the Rontan lawsuit and the financing due to confidentiality reasons. We intend to notify the SEC in our filings of these events. The legal issue with Rontan has had a significant financial impact on the Company and our ability to file timely financials. The Company has completed a significant portion of the filing work internally, but we have not had the financial capability to pay our auditors. With our financing, we will start that external process immediately. We hope that the SEC will see the damage caused by this event and its impact on our filings.
Where are we going? The Company is currently negotiating a contract for one mobile command center utilizing our subsidiary NACSV. It should be noted that this contract is in the negotiation stage only. If the Company is able to procure the contract (Approximately $450,000), we will announce it in a separate press release and 8K.
After the filings are completed and our balance sheet is in order, I intend to move into two areas: Infrastructure Engineering Technology and Cybersecurity Technology. I believe that these two areas will provide the greatest long term value for the shareholders. I want to stress that this is the plan moving forward. Any merger and acquisition targets will require additional financing and increased management support. I believe that our management and advisory teams, with the proper financing, can attract and enhance company(s) in these areas.
In closing, I want to thank the shareholders who have stood by me and the team during this incredibly difficult time. I hope that I can restore your faith in our ability to make GDSI successful.
GDSI Initiates Legal Action against Grupo Rontan Metalurgica, S.A. and Certain of its Principals and Owners
Boies Schiller Flexner LLP to Represent GDSI
William J. Delgado, Chairman and Chief Executive Officer of GDSI, announced the Company has initiated a lawsuit for damages against Grupo Rontan Metalurgica, S. A, (“Rontan”) and that company’s controlling shareholders, Joao Alberto Bolzan and Jose Carlos Bolzan.
The Company has engaged the law firm of Boies Schiller Flexner LLP to represent it in this action. The case will be handled by William Isaacson of the firm’s Washington office and Carlos Sires of the firm’s Fort Lauderdale office. (Their professional profiles are available at https://bsfllp.com/lawyers.). The action has been filed in the United States District Court for the Southern District of Florida. The complaint alleges that “Rontan is wholly-
Delgado noted, “The filing of this lawsuit is an important step in enforcing the Company’s rights with respect to the acquisition of Rontan. I fully expect that our position regarding this acquisition will be validated by the Courts. I also expect to announce several additional items over the coming weeks related to the company’s on-
GDSI Secures $1,200,000 in Financing from New York-
William J. Delgado, Chairman and Chief Executive Officer of GDSI, has announced the Company has secured $1,200,000 in financing from a New York-
The financing is non-
The New York-
Delgado noted, “This financing is a validation by a well-
GDSI Completes All Required SEC filings; Regains Current Status on OTC Markets
William J. Delgado, Chairman and Chief Executive Officer of GDSI, has announced the Company has completed its overdue filings for the years 2015 through 2018 and has regained current status on OTC Markets.
The Company completed the following required filings:
Delgado commented, "These financials were, by a wide margin, some of the most difficult filings I have ever undertaken. Our management team and consultants did a fantastic job in getting the filings completed. This critical step allows us to be current on OTC Markets and shows the financial community our commitment to our shareholders and other stakeholders. I expect to announce more news shortly about future plans and other significant milestones that we will have completed."
United States District Court, Southern District of Florida has Authorized Service of Process to Controlling Shareholders of Grupo Rontan Metalurgica, S. A.
Defendants Risk Default Judgement for Failure to Respond and Appear, Court Document Shows
William J. Delgado, Chairman and Chief Executive Officer of GDSI, has announced the United States District Court, Southern District of Florida on August 20th authorized service of process to Joao Alberto Bolzan and Jose Carlos Bolzan, controlling shareholders of Grupo Rontan Metalurgica, S. A, (“Rontan”) to appear and respond to GDSI’s court filing against them. Among other things, GDSI’s complaint contends Rontan, Joao Bolzan, and Jose Bolzan breached their Share Purchase and Sale Agreement (“SPA”) with GDSI by failing to consummate the transfer of the shares of Rontan pursuant to the SPA. GDSI is seeking:
The court’s order indicates the defendants may be in jeopardy of the court issuing a default judgement against them in the event they fail to respond and appear.
GDSI Announces Five-
Proceeds to Be Used for Debt Reduction and Acquisition Financing
William J. Delgado, Chairman and Chief Executive Officer of GDSI, has announced the Company has arranged for a common share equity financing facility that will allow the Company to draw up to $5 million as needed to reduce debt and fund anticipated acquisitions. Details of the transaction will be provided in an upcoming 8-
Commenting on the financing, GDSI’s Chairman and CEO, William J. Delgado, noted, “Today’s announcement demonstrates our ability to raise significant capital as we seek to retire debt, strengthen our balance sheet and fund our acquisition and growth strategy as the Company looks beyond our expected fruitful conclusion of the Rontan situation. This capital should be begin to be available in approximately 120 days.”
Florida Court Denies Rontan Motion to Dismiss in GDSI Share Purchase Breach Lawsuit
Brazilian Company had moved for dismissal on jurisdictional and other grounds
William J. Delgado, GDSI’s Chairman and Chief Executive Officer, on April 16th announced the United States District Court for the Southern District of Florida denied a motion by Grupo Rontan Metalurgica, S. A, (''Rontan'') and other defendants to Dismiss based on Corporate Jurisdiction. The ruling was issued by the court on Friday, April 12, 2019. Among other things, GDSI's complaint against Rontan contends Rontan and its controlling shareholders, Joao Alberto Bolzan and Jose Carlos Bolzan, breached their Share Purchase and Sale Agreement (''SPA'') with GDSI by failing to consummate the transfer of the shares of Rontan pursuant to the SPA. The Company is represented in the case by the law firm of Boies Schiller Flexner LLP. The case is being handled by William Isaacson of the firm's Washington office and Carlos Sires of the firm's Fort Lauderdale office.
Delgado noted, ''The Company is very happy the court has evaluated this portion of our lawsuit and ruled on our behalf. We look forward to a final decision on the remaining issues related to Rontan's Motion for Dismissal. In a related filing from Friday, Rontan's current counsel, Tenzer Arrieta, has filed a petition to withdraw from the case citing irreconcilable differences. This filing will not affect our legal claim or strategies related to our current $63 million claim. I fully expect our position will be validated by the Courts.''
Delgado also announced the two remaining class action lawsuits, commonly referred to as the ''Hull'' and ''Lopez'' cases, have been tentatively settled. The company is awaiting final documentation and court approval. Terms of the settlements are confidential. Delgado commented, '' These are the final two cases that were left to be resolved from actions undertaken by the Company's previous management. The settlements will have little to no impact on the Company's financial condition. I am looking forward to the rebuilding process with the settlement of these two lawsuits.''
GDSI Acquires HarmAlarm
Company Launches New Aviation Services Unit, Based on Patented PALS Technology
William J. Delgado, Chairman and Chief Executive Officer of GDSI, on March 4th announced the Company closed on the purchase of substantially all of the assets of HarmAlarm, a company specializing in patented Aviation Technology.
Delgado commented, "We are very excited to announce this closing. I am very happy to begin building this company and supporting Gary and Bob in this new chapter for GDSI and HA."
The companies have agreed on a strategic plan in which HarmAlarm would be acquired by GDSI to license the patent-
Ball formed HarmAlarm in 2002 in Texas to pursue Infrared commercial applications as a restricted "dual use" of Infrared technology, a US Government restricted technology. PALS will satisfy the present need for an affordable, robust, precision low visibility landing aid for general aviation. The precision and robustness of PALS has generated a host of new applications mainly through "landing trajectory" optimization which provides additional safety margin against weather related hazardous conditions, like wind shear, wake turbulence, icing, as well as low ceilings and fog.
Commenting on the closing, Ball said, "My team at HA is excited to begin testing and ultimate deployment of our patented technology to the General Aviation marketplace. I look forward to working with Bill and his team as we launch this exciting new technology."
GDSI’s CEO Issues Update to Shareholders
Company Secures Additional $650,000 from New York Institutional Investor
Dear Fellow Shareholder,
After almost three and a half years of work involving the Rontan acquisition, I am pleased to announce the following: All of the Motions to Dismiss have been resolved in the company’s favor. We are now in the final stages of the court process. We have submitted the bulk of our written documentation and have completed the first deposition of the former CEO of Rontan on Friday August 9, 2019. Depositions continue next week, with the GDSI management group scheduled for depositions in September. Discovery is scheduled to close at the end of September. We are anxiously awaiting the trial, which is currently scheduled for December 9, 2019 to present all of our information. All of our stakeholders, including GDSI management, Legal, and financial partners are very confident regarding our position.
HarmAlarm Acquisition: The development of the PALS system is going very well. The high tech camera has been received and our vendor is currently installing the infrared components. Next up is ground testing, which will be taking place in Houston. The final steps are the aerial tests and compilation of the data, which will then be sent to the FAA for approval. The company expects that there will be additional functionality of the patented system, in addition to the landing system component. The previous version of our patented technology is currently in use in high end general aviation aircraft and a freight carrier. The market for the system will be general aviation, freight carriers, corporate flight departments, and charter operators. The company intends to be generating revenue from PALS by the second quarter of 2020.
Additional Financing: The company has received a commitment for an additional $650,000 of financing from the New York institutional investor originally announced in 2018. This brings the total commitment to the company of $1,850,000, based on certain terms and conditions. The company has either met or expects to meet all of the conditions required for the financing. None of the committed capital is slated to the legal team of BSF. Financing for the Rontan legal action is separate from this capital and has been previously disclosed.
William J. Delgado