Michael Roussel | Page 1

SHORT
SHORT, target: < $0.50 Crypto Pump & Dump; Management Fraud History
Digital
Digital Power
PowerHoldings,
Holdings,LLC
LLC
NYSE: DPW Akin to the newly listed companies touting “.com” in their name in the late
NYSE: DPW 1990’s, “crypto” companies are given extraordinary valuations, even where little
P: $2.30 Avg Volume: value exists. In the last few months, several companies in entirely unrelated
Price: $2.85 industries (beverages, textiles, advertising) have announced “pivots” and seen
9.6m
Market Cap:
MC: $46.1m $85.8m their valuations appreciate enormously (RIOT 6x, LBCC 4x, CNET 9x, DPW 11x).
Average Volume: 9.08m
XXXXXXXXXXXXX There is a current thematic decline in these valuations which underlay this short
thesis on Digital Power. The only sell-side research is optimistici
Figures as of 5 Jan 2018
.
By Michael Rousselss
Digital Power Holdings LLC, incorporated in 1969, is a
historically marginal/failing power supplies-turned-
holding company, with core revenues in terminal
decline amid a lack of technological improvements,
which underwent a management shakeup in late 2016.
Philou Ventures purchased a $1.5m, 40.06%, stake from
Telkoor Telecom Ltd. in late 2016. Philou Ventures is
effectively owned and managed by Kristine Ault (she
retains beneficial ownership over the Philou shares),
wife of the new CEO and Executive Chairman Milton
“Todd” Ault, a VP of Philou Ventures. Digital Power is
in dire financial duress and engages in frequent equity
dilution as they struggle to meet NYSE listing minimum
requirements. Digital Power exists in a web-like nexus
of other companies owned and/or run by Mr. and Mrs. Ault and their associates; these tiny companies appear to do
business almost exclusively among themselves or with other virtually non-existent companies and are often run by the
same management. At least two of Mr. Ault’s prior companies highly suggest pump-and-dump schemes (Angel
Acquisitions [AGEL] - delisted by the SEC after a pump and dump scheme1 and Cross Click Media [XCLK] – covered in
Appendix IV). Mr. Ault was banned by FINRA2 in 2012 for breach of fiduciary duty, sued by a group of hedge funds he
allegedly defrauded after using funds for a pornography venture3, and sued in 2014 for breach of fiduciary duty and
fraud4. Former Philou manager Guillermo Jalil sells Wyoming shell companies5,6 - includes Philou7.

Cryptomanic Valuation from Exaggerated Claims

Digital Power has ridden crypto-mania to an outrageous valuation; However, (1) DPW has near zero actual exposure to
anything ‘crypto’ related. (1a) Digital Power got its purported start through partnership with PoW mining – a quick look
at the website 8 suggests the near-zero value add: the company evidently only exists in conjunction with the DPW
partnership and is only staffed by the 60-year old equities writer who produces and disseminates Digital Power’s press
releases, Steve Kanaval. Mr. Kanaval has also been accused of several scams, even as recently as 2015,9,10 and was
closely connected a major 2002 fraud11. He neglects to mention the PoW position on his Linked-in12. Digital Power later
announced, in conjunction with the PoW partnership, they had launched a line of ‘mining power systems’ and were
filling orders for the 1,000 pre-ordered units from Digital Power subsidiary Coolisys-owned supercryptopower.com.
Upon inspection, ‘supercryptopower’ sells equivalent power supplies at a massive premium to market and has nearly no
internet traffic13,14. The domain, retained only for two years, is also registered through Domains by Proxy - concealing
the identity of the registrar 15 . Even acknowledging the likely bubble in mining equipment preceding an inevitable
consolidation of the mining base, it immediately appears unlikely that 1,000 units were pre-ordered by outsiders in a few
days. 200% premium to market, a virtually fraudulent warranty, and months between the order and shipping – a vague
date of “Q118”; how many unreasonable people would even find this “opportunity” given the recent creation and near-
non-existence of site traffic and linked sites? (1b) Digital Power also announced they have created a Cryptocurrency
 Michael Roussel | Page 2

Mining Division and “secured an agreement” with IMG

Networks, a subsidiary of Imagine Media Group 16 (legacy
business only does poorly designed advertising, mostly for
eXtreme autofest 17,18 a once-a-year venture by an employee
[also says he started working at the company 3 years before
founding19) to create a “network of 10,000 mining machines”.
To be clear, this management team has no experience which Chula Vista, CA
would suggest a reasonable likelihood of success. These
entities are sparingly operated by their degreeless (excepting a
VP’s DeVry “Electronic Engineering Technology” degree) co-
involved management20 and, as with PoW Mining, appear to nearly not exist outside of its dealings with the Aults,
excepting three 2010 contracts – one of which was for an employee company21,22. There is no available information on
this deal or the proposed “network”, that includes on their own site supercryptomining.com23. (1c) Despite no formal
DPW release concerning actual mining operations, the company released several videos on their Facebook purporting
to show their mining rigs at work – the videos were shortly after removed along with the Facebook page, which had been
recently delegated to release material information. Why would such operations only be disclosed on the Facebook page
and then quickly and quietly removed, not to be mentioned again? (1d) Digital Power lacks any advantage in mining
cryptocurrency. They may produce their own outdated power supply equipment, though this is only a small portion of
total costs of such an operation. Digital Power has as much an edge as any other heavily indebted and unrelated
company; they lack the financial resources and the technical expertise to effectively scale and compete.

$50m DPW Growth Narrative Cannot be Trusted - Massive Ownership Overlap

The crypto investments and $50m contract are by far the most exciting news on the company; these events are
frequently covered by DPW hypeman Mr. Kanaval 24. (2a). After taking control of DPW in 2016, the Aults quickly
acquired Microphase Corporation (which had been used as a pass-through company in a pump-and-dump run by an
Ault affiliate25), a military sub-contractor for radar and communication systems and announced a 3-year $50m contract
with MTIX Ltd. to manufacture, install, and service six textile machines. MTIX, a subsidiary of Avalanche (OTC: AVLP),
is controlled by the Aults through DPW and Philou Ventures.

CEO / Chairman of the Board

Kristine Ault Milton Ault
Chairman of

Owner/Manager
the Board

William Horne
VP
MCKEA
CFO / Head of Audit
Committee
Director /
Sole member
CFO-to-be
Financing
Philou Avalanche Owns 74%
Ventures 80+% voting power
Holdings

Owns 100%

$50m order
MTIX
Digital Power
Owns 16% Holdings
Director
 Michael Roussel | Page 3

(2b). Oversight Impossible with Overwhelming Ault Control; $50m MTIX Deal Likely Impossible. In 2014 Philou
Ventures purchased 1.9m shares of Avalanche International (OTC: AVLP), a glass tile distributor, for 150k, owning 74%
of the company26. That same day the company created its single subsidiary - an e-vapor liquid company Smith & Ramsay.
MCKEA Holdings’ subsidiary Vape Nation, an online e-juice and vape retailer, accounted for 70 and 88% of AVLP’s
Smith and Ramsay 2014 and 2015 revenue27, yet does not appear to have done any major non-Ault business dealings.
Cross Click Media, consistently provided non-interest bearing financing (much of which was forgiven) and received 59%
of 2014 revenue from Smith & Ramsay. In July 2015 a $200,000 Vape Nation order was announced by Avalanche. 3
days before the deal was announced, Vape Nation made a posting inquiring how to become unbanned by Amazon28.
The order never occurred and the company went dark. Further information on Cross Click and management history is
available in the appendix.

Avalanche International then re-emerged in

Ault Ventures are Mainly Related-Party Transactions: 2014 Snapshot
Q117 (after Digital Power had purchased
250k shares at 85k) announcing acquisition of Sole member
MTIX, Ltd, a textile machine manufacturer. MCKEA Philou
The acquisition was made possible through a Ventures
50% owner
DPW non-revolving credit facility of up to 80+% voting
$5m. Related documents and late Q116 filings Vape Nation
88% of 2014 rev.
were the only company postings in FY201729. Avalanache
54% owner Freq. financing Holdings
Management then issued Philou Ventures Cross Click
Shared Sole subsidiary
warrants to purchase 5,000,000 “as Media 64% of 2014 A/R
owners
compensation for services that it provides to 59% of 2014 rev. Smith and
the Company”30. Two days later, AVLP then 32% of 2014 A/R
Ramsay
2014 rev
23% of
issued Philou all 50,000 authorized Class A Foundation for a
Shares (convertible at $0.50/share) in Greater America
exchange for the surrender of 2,000,000
Common Shares. Philou controls 80% of
shareholder votes despite only owning 214,000 shares of common stock.

With new Philou control, in September 2017, DPW issued a $3.5m Avalanche BS Q415 Q116
Convertible Promissory Note (convertible at $0.50/share) to AVLP and Cash 405 58
received warrants to purchase 6,948,800 shares at $0.50/share. In A/R 17,222 17,222
addition to 314,231 shares acquired on the open market, Digital Notes/R 123,975
Power owns 14m shares, or 74% of the company31. Other current 705 15,615
Total Assets 18,332 156,870
It is very unlikely that Avalanche is capable of financing such a
relatively massive transaction. Avalanche is a holdings company, A/P 177,004 260,207
though immediately prior to the MTIX acquisition in 2017, Avalanche
A/P, related 63,699 197,159
controlled a single operational subsidiary with a single investment.
Derivative liability 1,313,012 1,084,408
Restaurant Capital Group LLC 32 (which lists Milton Ault as the
Convertible N/P 416,975 498,352
manager) financed Giuliu, a restaurant in DTLA, possible only through
N/P 135,031 246,260
a 100k loan from MCKEA Holdings. Opened April 8, 2017, Giuliu
Total Current 2,105,721 2,286,386
appeared to be a significant focus of CEO Mr. & Mrs. Ault through
LT Convertible N/P 844
2017, per their social media accounts.
Total Liabilities 2,105,721 2,287,230

On announcement of the MTIX/DPW contract, AVLP’s market

capitalization of $1.4m rose to $2.4m - could anyone reasonably Common stock 6,310 6,842
believe the struggling company to have $50m for installment of Add. Paid-in Cap 1,119,118 1,383,871
machines nobody is purchasing? Could such a consistently non- Accum. Deficit -3,212,817 -3,521,073
profitable and distressed company even receive a $50m loan? Even Total SD -2,087,389 -2,130,360
assuming an ability to finance the move, why would AVLP pay 50m
 Michael Roussel | Page 4

for manufacturing, installation, and servicing of six machines whose “The total cost of a fully installed solution, including
training, shipping, etc, … will be in the region of $2.5m euro”33?

Digital Power’s financial health is enormously overstated. DPW Common-sized BS Q316 Q416 Q117 Q217 Q317
Facing pressure to meet $6m in shareholder equity to remain
C/CE 29% 18% 20% 3% 2%
listed, management copes by inflating assets. As of Q317,
goodwill from the Microphase acquisition (mostly equity- A/R 25% 26% 18% 9% 16%
financed, also note Microphase CEO Amos Kohn Inventories 27% 21% 16% 12% 10%
temporarily became DPW CEO) accounted for 34% of total Prepaids and other 5% 5% 5% 5% 3%
assets. According to DPW, ~2m DPW common shares at Restricted 0% 0% 0% 1% 0%
$0.50/share = Microphase operations + $6m, where $6m is Intangibles 0% 0% 0% 1% 2%
equal to the value of Microphase’s brand and relationships. Goodwill 0% 0% 0% 43% 36%
While goodwill is a somewhat subjective measurement, PP&E 14% 10% 10% 4% 3%
management’s near-delusional assessment may even be Related party Invest 0% 19% 29% 18% 21%
considered fraudulent. Meanwhile, investments in related Other investments 0% 0% 0% 3% 4%
parties composed 21% (almost entirely a promissory note for OI - related 0% 0% 0% 0% 2%
Avalanche, with a doubtful ability to repay) and unverifiable Deposits and loans 0% 0% 2% 2% 1%
100%
accounts receivable (mostly related to MTIX deal) made up Total Assets
17%. Together, these account for 70% of total assets. Less
the laughably bloated goodwill as well as investments in and accounts receivable from related parties under severe
financial duress, liabilities would exceed assets by a significant margin. These remaining 30% of assets, worth 5.4m,
represent all DPW Holdings subsidiaries: Digital Power, DP Limited, Microphase, Coolisys, Power-Plus, and DP Lending.
Additionally, there is no disclosure regarding DPW’s massively expanded accounts payable, which amounts to ½ total
liabilities.

With shared ownership and management, the relationship between Digital Power and Avalanche is difficult to analyze
and fraught with incentive conflicts. Indeed, William Horne is both the CFO and Audit Committee Chairman of
Avalanche Holdings as well as a director and CFO-to-be of Digital Power. The Aults effectively control Avalanche
International through indirect holdings. This is a ripe situation for fraudulent activity and the impossibility of the
announced deal certainly suggests some degree of purposeful misrepresentation. Notably, Cross Click’s (former Ault
venture) auditor was charged by the SEC in 2016 related to violating accounting standards while performing audits of
microcaps34 and the Aults changed auditors from an EY global partner as soon as they assumed ownership of DPW (the
new auditor was 30+% more expensive, cost couldn’t have been the factor) – management’s prior history of fraudulent
activity further covered in Appendix IV. In the past, The Ault cabal acquires companies in dire financial duress,
aggressively inspires hype from announced deals with other Ault-owned businesses, issues themselves options and/or
warrants at an attractive price, and then engages in massive equity dilution – often funneling the funds into their other
businesses while likely something far smaller, if anything, is ever delivered.

Even Ignoring Fraudulent Misrepresentation, Inevitable Continuation of Short-term Pain

(3) Further dilution is an inevitable fact of the current financial situation – As a company with five consecutive years of
losses, Digital Power must meet $6m in shareholders’ equity to remain NYSE listed. This is a race between the negative
cash flows, adding to the accumulated deficit, and equity dilution. It appears Digital Power acquires portfolio companies
which allows them to raise revenue guidance and then raise more capital at a more attractive valuation – however, these
portfolio companies are often heavily leveraged and create even more negative cash flows, thus forcing Digital Power to
dilute further. It is an endless cycle of losses and dilution; after the Microphase and Enertec acquisitions the company
must certainly dilute further or de-list.

In this case, we have seen massive dilution across the last few months as Digital Power is hyped on announcements of
the bogus $50m contract and crypto “involvement”. Furthermore, after reaching their authorized share cap of 32m in
late December, the company reorganized as a Delaware entity and now has an authorized capital stock of 250m35.
 Michael Roussel | Page 5

Date 3/24/2017 Q217 7/31/2017 Q317 11/17/2017 12/1/2017 12/13/2017 1/2/2018

Common
8,855,941 10,467,658 13,205,910 13,745,540 15,817,393 17,107,784 23,276,813 30,397,299
Shares

(3a) Microphase was previously headed by Amos Kohn, current director of DPW. Microphase has not turned a
profitable quarter since 2014. The company’s income statement is available in appendix II. Though Mr. Kanaval’s reports
celebrate revenue accretions, the acquisition will produce even more deeply negative cash flow and ensure further
dilution. Zacks Research also takes a favorable perspective36. (3b) Enertec Additionally, in early 2018 Digital Power
purchased Areospace and Defense subsidiary Enertec Systems 2001 Ltd. from Micronet Enertec Technologies, a tiny
Israeli microcap. The deal consists of a cash payment of $5.25m and assumption of $4m of Enertec liabilities. The
subsidiary, an Areospace and Defense contractor, has also had negative cash flows over the last two years.

Microphase, thousands Q116 Q216 Q316 Q416 Q117 Q217 Q317

Revenues 1,953 2,118 1,373 1,144 1,066
Late on filings
Operating Income -505 -110 -553 -926 -1,038

Enertec, thousands Q116 Q216 Q316 Q416 Q117 Q217 Q317

Revenues 2,531 2,322 1,703 2,908 2,558 2,157 1,458
Operating Income 159 -135 -729 -278 -417 -413 -446

As Digital Power Holdings acquires yet another portfolio company in which management has no experience, this case
presents a distressed, capex heavy, international company. The only other business dealings by DPW in Israeli appear to
be when CEO Amos Kohn used $300k of shareholder funds, classified under “other investments”37, to finance a property
purchase for his daughter38(Mr. Kohn’s daughter will be vested with the optionality to purchase DPW’s 28% stake for
$120.00 over the next few months39).

Valuation Less 80% of the inflated goodwill and investments in other Ault shell companies, DPW has < $7.3m in assets.
This will conservatively (and simplistically) act as a base assumption of real value, yielding $0.24/share. Even if
management achieves guidance revenue of $35-40m, I believe a properly informed market would enforce the required
low fractional P/S multiple for a clear value trap.

Conclusion:
In summation, we have a unique equity play which offers an opportunity to short crypto-mania as well as a phony cartel
of shell companies run by sketchy and dishonest management. We therefore have a $70m company with smoke and
mirrors of related, virtually non-existent parties for business prospects. There is not $70m of value here and over a near-
term timeline there will be no value at all as the Aults and their associates move onto another venture.
Catalysts: Release of next major filing
End of ‘crypto-mania’
Continued dilution
Management could very well be charged with market manipulation or misrepresentation
Risks: Continuation of the ‘crypto-premium’
Other hype-based announcements rile up retail
 Michael Roussel | Page 6

Appendix I. December 2, 2017 Share Dump

Shareholder Prior to offering After offering % of total

Cantone Asset Management, LLC 1,481,211 0 8.9%

Firstfire Global Opportunities Fund, LLC 1,490,583 0 9.0%
DiamondRock, LLC 635,250 0 3.8%
IntraCoastal Capital, LLC 1,090,723 337613 6.6%
Iroquois capital Investment Group LLC 253,417 0 1.5%
Iroguois Master Fund Ltd. 920,701 167591 5.6%
JLA Realty 83,333 0 0.5%
Oppenheim/Slagle Family Trust 160,000 0 1.0%
Daniel Eng 125,000 0 0.8%
Sichenzia Ross Ference Kesner LLP 100,000 0 0.6%
Spartan Capital Securities, LLC 200,000 0 1.2%

Total Listed 6,540,218 39.5%

Total Shares Out (12/4/2017) 16,568,356

Appendix II. Digital Power Holdings, LLC Selected Financials

Balance Sheet Q316 Q416 Q117 Q217 Q317

C/CE 1,292 996 1,138 443 314

A/R 1,110 1,439 1,030 1,253 2,8921

Inventories 1,186 1,122 937 1,609 1,858

Prepaids and other current 239 285 272 659 603

Current Assets 3,827 3,842 3,377 3,964 5,667

Restricted 100

Intangibles 93 420
2
Goodwill 6,002 6,490

PP&E 615 570 543 623 603

Investments - related parties 1,036 1,653 2,582 3,7823

Other investments 20 3984 679

OI - related 354

Deposits and loans 13 24 112 219 265

Total Assets 4,455 5,472 5,705 13,981 18,260

A/P 757 1,231 896 2,835 5,460

A/P – related 28 100 104

Advances on receipts 1,475

1
Over ½ related to MTIX acquisition
2
Goodwill related to Microphase Acquisition
3
Avalanche promissory note
4
75% financing of an Israeli house for Romi Kohn, daughter of former CEO and current President Amos Kohn
 Michael Roussel | Page 7

Revolving credit facility 612 310

N/P 250 250 1,247 1,609

Notes payable - related5 220 278 274

Convertible Notes Payable 250 4656

Other current 528 398 448 427 144

Total Current 1,285 1,879 1,842 5,749 9,841

Notes payable 569 659

N/P - related 128 132

Convertible Notes 34 78 122 166

Total Liabilities 1,285 1,913 1,920 6,568 10,798

Paid-in Cap 15,094 16,537 17,736 22,519 24,667

Accumulated deficit -11,201 -12,158 -13,152 -15,218 -17,212

Accumulated other comprehensive loss -723 -820 -799 -721 -722

Non-controlling interest 833 729

Total Equity 3,170 3,559 3,785 7,413 7,462

Income
Q116 Q216 Q316 Q416 Q117 Q217 Q317
Statement
Revenue 1,628 2,064 1,826 2,078 1,628 1,822 3,220
COGS 920 1,310 1,123 1,537 920 1,092 2,124
Gross Profit 708 754 703 541 708 730 1,096
R&D 227 170 147 165 227 265 306
S&M 295 233 235 153 295 327 423
G&A 973 340 404 583 973 1,582 1,685
Operating Income -787 11 -83 -360 -787 -1,444 -1,318
Interest income -207 55 23 206 -207 -407 -753
Pretax -994 66 -60 -154 -994 -1,851 -2,071
Tax 22 -2

Net Income -994 66 -38 -196 -994 -1,851 -2,071

GM 43% 37% 38% 26% 43% 40% 34%

OM -48% 1% -5% -17% -48% -79% -41%
NM -61% 3% -2% -9% -61% -102% -64%

Appendix III. Microphase Selected Financials

Microphase I.S. Dec-15 Mar-16 Jun-16 Sep-16 Dec-16 Mar-17

Revenue 2,598,219 1,952,817 2,118,416 1,373,064 1,143,733 1,065,661
COGS 1,347,348 1,374,194 1,157,292 979,882 848,287 800,989

5
Microphase Acquisition, 12% annual interest
6
From Avalanche
 Michael Roussel | Page 8

Gross Profit 1,250,871 578,623 961,124 393,182 295,446 264,672

SG&A 1,067,780 825,650 817,303 738,850 1,030,319 1,129,174
R&D 261,150 258,410 253,587 207,660 191,321 173,399
Operating Profit -78,059 -505,437 -109,766 -553,328 -926,194 -1,037,901
Other income -6,018 -106,857 -115,445 -450,000 2,687
Interest income -59,287 -98,832 -30,050 -111,895 -117,474 -122,654
Pretax Income -143,364 -711,126 -255,261 -665,223 -1,493,668 -1,157,868
Taxes -39,317 -5,750
Net Income -182,681 -716,876 -255,261 -665,223 -1,493,668 -1,157,868

Shares Out 1,898,680 1,898,680 6,130,789 6,201,858 2,282,128 2,428,152

Assets 5,534,385 4,868,447 3,556,391 3,275,723

Liabilities 6,136,592 5,808,760 4,405,788 5,067,137
SH Deficit -602,207 -940,313 -849,397 -1,791,414

Appendix IV. Mr. Ault’s Professional History

Company Position From Until Public? Ault’s
LinkedIn 40

Ault & Co Chairman 2015 Present Y Y

Alzamend Neuro, Inc Executive Chairman 25-Feb-16 Present Y

DPW Holdings, Inc Executive Chairman, CEO 3/16/2017 Present Y Y

Avalanche International corp Chairman of the Board 2014 Present Y Y

MCKEA Holdings VP of Business Development 2011 Present

CoreStream Energy, Inc Chairman, President 2011 2011

Clear-lite Holdings, Inc 2011 2011 Y

BioGeron, Inc Chairman 2010 2011 Y

Zealous , Inc CEO 2007 2011 Y

Zealous Capital Markets, LLC CEO 2007 2010 Y Y

Tytan Holdings, Inc CEO 2008 Y

Atlantic Syndication Network CEO, President 2007 2008

Ault Glazer Investment
Chairman, CEO 1998 2007 Y
Management & Co, LLC
Franklin Capital Corp CEO 2004 2007

Patient Safety Technologies CEO 2004 2006 Y

Ipex, Inc Interim CEO 2005 2005

DigiCorp Interim CEO 2005 2005 Y

China Youth Media CEO 2005 2005

ASNI-II Inc. Chairman, CEO, President 2008

 Michael Roussel | Page 9

Appendix V. Management History Example

Cross Click Media ft. Super PAC Pump-and-Dump our
same management pivoted a MCKEA-funded beer pong
table company, Cross Click Media, as it accepted a
contract running call centers for Foundations for a
Greater America, a HRC super PAC which shares the
same address as MCKEA41. Cross Click Media’s auditor
has been charged by the SEC for improper audits of
microcaps42. The super PAC was registered by close
Ault-associate Arash Shirdel (apparently tells clients
he’ll prevent cases from happening, obstruction of
justice?43) and headed by Milton Ault, husband of
manager of ‘family office’ MCKEA Holdings; company
announcements neglected to mention this44. MCKEA
and FFAGA even share the same address45. This super
PAC never donated any money to the candidate. The hype drummed up from the deal by other Ault counter-parties on
various pennystock investor forums, Cross Click stock exploded x12 and the company then engaged in massive equity
dilution: 170m to 2,600m shares in less than 12mo46. Yet FFAGA only paid Cross Click the same amount Cross Click
had loaned – in fact, the fee structuring was soon after redacted from the filed agreement47. Meanwhile, FFAGA instead
paid over 220k to Bandb Ltd. for “telephone fundraising services”. There is no record Bandb ever conducted calls –
Bandb head is closely associated with Aults and banned for life by FINRA. FFAGA lists Bandb, Ltd. as in “Ridgefield”,
yet Bandb is registered in Nevada, where no Ridgefield exists. Bandb only existed between November 2014 and
November 201548. Evidently the only filings on the web are incorporation details – the President is “Don Hunter”. In
2012 FINRA permanently banned Donald Horton Hunter for life from selling securities or working at any firm that sells
securities49 after he purposefully misrepresented the dismal financial condition of his company as he sold high-interest
debt to unsophisticated investors50. Nonetheless, Donald Hunter, as CEO of YouFunding Inc (another entity with no
other business dealings), entered into agreement to list Cross Click’s massively dilutive private placement offering51, or
the dumping of the shares. The crowdfunding platform also listed Avalanche International Corp52. YouFunding.com
and Bandb, Ltd. actually share the same address53. Finally, the super PAC made $242k in loans to Finiks Capital, a fund
which evidently only exists to fund Ault ventures, to “invest in small-cap equities”. James Hodgins, listed as FFAGA
Treasurer, also worked at Finiks Capital and Ault & Glazer Co.

Interestingly, the Republican wife of a broker who had been charged by the SEC for involvement in a pump-and-
dump scheme which used Microphase Corporation as an exit outlet54, loaned 200k and paid $150k by FFAGA.
The largest donator/lender, Judson Church, is also a registered republican. The Super PAC also made several
1,000+% interest rate loans to Cross Click Media.
My hypothesis: Finiks Capital financed an Ault venture, likely Cross Click, with the loaned money from the super PAC.
Cross Click was hyped on exaggerations about operating a call center on behalf of FFAGA and the share price rose.
Cross Click issued massive amounts of shares for “services” in the months prior55. Management/Finiks Capital was able
to dump at an attractive price while FFAGA instead retained a shell company for the call centers – thus funneling the
money into a proverbial black hole. It appears to be both a leveraged pump-and-dump and bait-and-switch.

In the meantime, related Ault ventures provided the appearance of legitimacy: 81% of Cross Click 2014 revenue and
96% of accounts receivable were from either Avalanche or FFAGA.

Additionally, Cross Click Media, formerly co-signer.com, had engaged in minimum retainer contracts with IMG
Networks parent Imagine Media Group LLC – the very same company with which Digital Power is purportedly creating
its network of 10,000 mining machines – since 201356. As hype ramped up, the company announced a 3-year
$1,000,000 contract57. The company engaged in massive equity dilution, settled a default suit by major creditor and
shareholder KBM Worldwide58, and then went dark, filing for the last time only months later.
 Michael Roussel | Page 10

Citations
i
Zack’s Coverage: http://s1.q4cdn.com/460208960/files/News/2018/January-3-2018_DPW_Thompson.pdf

1
https://www.sec.gov/litigation/admin/2014/34-72875.pdf
2
https://www.securitieslawyer.com/milton-ault-fined-and-suspended-by-finra/
3
https://www.courthousenews.com/the-old-switcheroo-2/
4
https://www.leagle.com/decision/incaco20140812014
5
http://www.wyomingvirtualoffice.com/
6
https://www.assetprofile.com/index1.htm
7
https://www.bizapedia.com/wy/philou-ventures-llc.html
8
http://powdigitalmining.com/
9
https://www.ripoffreport.com/reports/kanaval-mark-and-steve/las-vegas-nevada-89139/kanaval-mark-and-steve-voiceamerica-finance-conman-and-pervert-las-vegas-
nevada-433668
10
https://www.ripoffreport.com/reports/tomahawk-internet-cafe-steve-kanaval/tomahawk-wisconsin-54487/tomahawk-internet-cafe-steve-kanaval-steve-kanaval-steve-
kanaval-from-the-tomahawk-inter-1202035
11
https://www.institutionalinvestor.com/article/b151369qn20wlx/redemption
12
https://www.linkedin.com/in/steve-kanaval-14877212/, https://www.equities.com/user/steve-kanaval/profile?id=8760&limitstart=0
13
https://supercryptopower.com/
14
https://www.similarweb.com/website/supercryptopower.com#display
15
https://wa-com.com/supercryptopower.com
16
http://imaginemediagroup.com/
17
https://www.instagram.com/imaginemediagroup/
18
http://dnamotoring.com/web/event/extreme-autofest-2015/
19
https://www.linkedin.com/in/ale-santos-18758617/
20
https://www.linkedin.com/search/results/people/?facetCurrentCompany=%5B%221098139%22%5D
21
https://www.usaopps.com/government_contractors/contractor-5076660-IMAGINE-MEDIA-GROUP-.htm
22
http://government-contracts.insidegov.com/d/d/Imagine-Media-Group%2C-L.L.C-..-
23
http://supercryptomining.com/
24
https://www.equities.com/user/steve-kanaval
25
https://www.sec.gov/litigation/litreleases/lr19465.htm
26
Avalanche International Corp 8-k, filed May 14 2017
27
https://ir.avalancheinternationalcorp.com/annual-reports/xbrl_doc_only/2732
28
https://sellercentral.amazon.com/forums/thread.jspa?messageID=3264936&tstart=0
29
https://www.marketwatch.com/investing/stock/avlp/secfilings
30
https://www.bamsec.com/filing/121465917004811/1?cik=1537169&hl=71036:71154&hl_id=ekn4xsvnv
31
13D filed September 6 2017
32
http://www.restaurantcapitalgroup.net/
33
https://www.switchmed.eu/en/documents/big-business-corner/29-solutions/mlse.pdf
34
https://www.sec.gov/litigation/admin/2016/34-77997-s.pdf
35
Agreement and Plan of Merger of DPW Holdings Inc and Digital Power Corporation
36
http://s1.q4cdn.com/460208960/files/News/2018/January-3-2018_DPW_Thompson.pdf
37
DPW November 7 20178-K
38
https://www.sec.gov/Archives/edgar/data/896493/000143774917019763/dpw20171118_8k.htm
39
https://www.sec.gov/Archives/edgar/data/896493/000143774917019763/ex_100792.htm
40
https://www.linkedin.com/in/miltontoddault/
41
https://www.bamsec.com/filing/125529414001270/2
42
https://www.sec.gov/litigation/admin/2016/34-77997-s.pdf
43
https://www.complaintslist.com/2015/arash-shirdel-lawyer-maybe-not-really-go-law-school/
44
http://www.marketwired.com/press-release/crossclick-media-to-lead-national-call-center-effort-for-voters-for-hillary-otc-pink-xclk-1973220.htm
45
https://www.google.com/search?rlz=1C1GCEB_enUS780US780&ei=J0RmWs-
kGdGI_Qam6qbQBA&q=P.O.+BOX+3587+TUSTIN+CA+92781&oq=P.O.+BOX+3587+TUSTIN+CA+92781&gs_l=psy-
ab.3...2717.3561.0.3806.6.6.0.0.0.0.76.314.6.6.0....0...1c.1.64.psy-ab..0.0.0....0.yIKKApGA8Nc
46
https://www.propublica.org/article/how-a-dubious-super-pac-boosted-a-questionable-penny-stock
47
Ex-10.1, Cross Click Media Inc. December 2 2014 8-K
48
http://nvsos.gov/SOSEntitySearch/CorpDetails.aspx?lx8nvq=Qj%252fg22DWMkVI4RSBiL5J2Q%253d%253d&nt7=0
49
https://brokercheck.finra.org/individual/summary/1849030
50
https://www.hrw.org/sites/default/files/brule/37.FINRADonald_HortonHunter_August162012.pdf
51
Ex-10.1, Cross Click May 20 2014 10-Q
52
https://web.archive.org/web/20140808204405/http://you-funding.com/investments/
53
2 April 2014 Form of Posting Agreement between YouFunding Inc and Co-Signer Inc
54
https://www.google.com/search?ei=bj9iWuzRFMuj_QbW0bzIBQ&q=microphase+packetport&oq=microphase+packetport&gs_l=psy-
ab.3...58197.59018.0.59098.10.6.0.0.0.0.0.0..0.0....0...1c.1.64.psy-ab..10.0.0....0.pN3nH9Hd5LA
55
https://www.sec.gov/cgi-bin/viewer?action=view&cik=1487659&accession_number=0001262463-15-000678&xbrl_type=v#
56
Ex-10.3 of August 12, 2013 Co-Signer, Inc 8-K
57
Ex-10.1 of June 1, 2015 Cross Click Media 8-K
58
https://www.pacermonitor.com/public/case/8308014/KBM_Worldwide,_Inc_v_Cross_Click_Media,_Inc_et_al