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I feel confident that if the company indeed
goes private an investigation will take place
for the reasons you have stated.
please keep on it and keep us informed...I appreciate it...I am sure everyone does...
Well, I can certainly understand your frustration as well as the others on here. All of you guys have been here much longer than I have.
I am just here to try and post any new information that hasn’t already been covered.
Thanks for your input.
IMO and FWIW.
Terry Lee said the same things starting in 2007. Building value over the long haul.The message has not changed nor have the results....let's see.....oh yeh .01 per share. It HAS been a long haul..
He's took over a company and drove the value down and then he and his family acquired most of the shares..approximately 85%. He also had Heartland acquire a mobile home company he and his brother owned which created additonal debt for Heartland and provided a nice profit for himself. Who appraised the acquired company? Create enough debt for Heartland and it will never show a profit. That keeps the stock price down, doesn't it? We also had a reverse split to create more stock value we were told. We went from about 46 million shares to 23. The stock was then at 60 cents. It headed south and somehow today we are at about 56 million Sares? How did that happen and what did it do to share value. Who authorized the dilution? I didn't get to vote. Today through Heartland, he controls the company and the assets inside. Did you ever get to vote for a board of director? Ever wonder why? The current board has never been elected.
So he rides the value down, acquires the majority of shares and files to take the company private. After going private and with the controlling shares he offers pennies to buy out the remainder. Nothing the share holders can do; accept or dangle in the breeze forever.
So he gets Heartland and the companies inside it, including the company he and his brother sold to Heartland. Which means he profited by selling it to Heartland and then gets it back with pennies. Where did Heartland get the money to make the acquisition?
He is committed to growing Heartland over the long term? Or should he just be committed?
Really...He should be investigated.
sheetrock,
Those were my exact thoughts as well. You are correct that the company is still required to post financials. They need to either file a notice of late reporting like a 10Q-NT or a 15-12G to suspend SEC filings. Even if they file to suspend SEC reporting, they are still required to post financials to be a fully reporting OTC pink sheet.
The one thing that I took away from the shareholder update is that he clearly has financials done for the company. He could easily pay the small fee to OTCmarkets and file an Initial Company Information and Disclosure statement. He could then file the delinquent quarterly and annual reports and have an attorney sign off on the paperwork. The financial reports are not even required to be audited by a third party.
I have a stock that after several years of being dormant recently started posting financials again.
Here is the link as an example of how the filings would look if they were to go this route.
http://www.otcmarkets.com/stock/GWTR/financials
Whether or not they will is still a mystery.
GLTU, IMO and FWIW.
Anyone care to take a shot at where this is going now?
They are more confusing than any woman I've ever met!
Last November they filed paperwork to begin proceedings to take the company private and for the first time when they released the 10-Q from the quarter ending Sept 30th they turned a profit. Since then, they have actively been trying to take the company private, they haven't released any financials since Nov 2011, and then I read the letter from Lee dated April 18, 12 - which makes no mention of going private and promises "focus on building shareholder value... over the long run..." What gives? Are they going private or aren't they? Aren't they still required to submit financial statements quarterly?
FWIW, on April 18th 2012 Terry Lee posted an updated shareholder letter. That coincides with the date that stockcharts.com added the HTLJ chart to their library.
http://www.heartlandholdingsinc.com/?page_id=33
April 18, 2012
To: Heartland, Inc. Shareholders
From: Terry L. Lee, Chairman/CEO
Our Board of Directors and Management Team would like to thank each shareholder for their support over the past year. While the economic recovery continues at a record slow pace, Heartland has been focused in improving operations and cutting cost across all operating segments. While more work is yet to be done, 2011 results show our efforts are affecting Heartland’s profits and cash flow in a very quick and positive manner. Heartland’s (unaudited) financial show we were able to reduce net income loss to ($375,212) and improve free cash flow as measured by its Debt Coverage Ratio (DCR) to 1.12%.
Top-line revenue grew by approximately 10.4% over the previous year. This increase in revenue allowed us to post revenue in excess of one hundred eleven million dollars ($111,979,559) for the year.
Heartland Steel, Inc., our steel service and logistics center located in Washington Court House, Ohio, saw much improved operating margins and operating cost reductions in 2011.
Heartland Steel, Inc. lead by Neal Spears, general manager, saw the positive results of management’s business strategy to shift away from a standard steel service facility and move more to a value added steel supplier and warehousing/logistics operation. In addition to this business strategy shift, Heartland Steel formed a local and long haul trucking operation, Heartland Steel Transportation, LLC, which will enhance the ability to grow its logistics and warehousing operation while at the same time better utilizing trucking assets to haul third party box and flatbed trailer freight.
Heartland Steel made substantial improvements in 2011; however still at an operating loss, management feels the changes made will lead the company to operational profit within the next two years.
Mound Technologies, Inc. our steel fabricator located in Springboro, Ohio, saw continued profitability even though Thomas Miller, the company chief operations officer, saw margins compressed due to excessive bidders for fewer jobs. Mounds business plan has proven to remain effective as shop work hours and sales have remained strong even during the economic down turn the past 3 years.
Mound Technologies, Inc. has proven itself to be a high quality steel fabrication shop delivering jobs on time. This reputation coupled with internal engineering expertise has allowed Mound Technologies to remain profitable in very challenging times. With projected economic recovery, Mound has positioned itself to take advantage of greater structural steel demand and management feels 2012 will be another strong year for growth and improving profitability.
Lee Oil Company, Inc. saw continued strong profitability even with a slow 1st quarter of 2011 due to snow and ice in its market area which severely limited travel. Terry Lee, the chief operating officer of Lee Oil and CEO of Heartland, Inc., continues to grow top-line revenue and increase store population numbers.
Lee Oil Company, Inc. continues to grow inside store sales with better store design and marketing. These improvements resulted in a 13.26% inside store sales increase in 2011 for stores open at least one year. With improved technology store margins and sales will improve allowing Lee Oil to take advantage of faster growth while maintain strong operating margins.
While 2011 was a turnaround year for Heartland, Inc. it was a very trying year in terms of profitability, however, we saw much improved cash flow as a result of operational improvement and restructuring debt. With the Board of Directors and management team clearly focused on cost control, margin growth and new business development we feel 2012 will continue upon 2011 operational improvements.
It is the Board of Directors belief that Heartland, Inc. continued success and growth can only be accomplished over the long run by solid cash flow operating subsidiaries. The Board and I will continue to focus on building shareholder value by growing our diverse portfolio of businesses over the long run rather than short term decisions leading to the perception of short term gains without any substance.
Terry L. Lee
Chairman/CEO
I dont know that it means anything, but wanted to throw it out there for anyone who had not seen it.
IMO and FWIW.
Probably not. I only mentioned it because before I became a mod, I had sent requests to stockcharts.com to add it to their site.
That was 6 months ago.
I thought it was odd that they added it now.
From what I can tell, HTLJ hasn’t had their chart available there since 2010, which is why I had to use a profitspi chart in the ibox at the time.
IMO and FWIW.
Does anyone have any idea if that is significant in any way?
I don’t know if matters to anyone, but stockcharts.com sent me an email stating that HTLJ has been added to their data base.
IMO and FWIW.
Any Idea why Heartland hasn't posted 10K from the quarter ending December 31, 2011? It should have been out late Feb or early Mar. I don't see anything for an extension and they aren't private... so what gives?
e-ore on the Reverse Splits board caught something I had missed, and I wanted to repost it here.
"trades in such shares would only be possible through privately negotiated transactions or, if the Company qualifies, in the OTC Markets ® (a centralized quotation service that collects and publishes market maker quotes for securities)."
"After the Reverse Stock Split, the remaining stockholders will enjoy the financial benefits of the Company’s no longer being subject to the federal securities laws, rules and regulations applicable to public companies. As a result, the Company’s expenses will be reduced by approximately $350,000."
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=72957842
IMO and FWIW.
Thanks for the update.
GLTU, IMO and FWIW.
Couple new filings. Looks like they place value at 1 cent a share. Complete BS.
Waiting to see what action the SEC takes. If none, then other Federal agencies
should be complained to.
Not bailin'! Fightin' !!
Has anyone heard what is happening with our friends at HTLJ? It has been awfully quiet for the past month or so. I wonder if everyone bailed out?
This is why it's important that not only the SEC is informed of what is going on specially
the buy of a trailer company from a Board member. I was recently told that an email to
the President will be forwarded to the SEC. We need more shareholders to complain.
Thanks orioles, Just saw it myself.
SC 13E3/A
Looks like an ammendment to the time frame. Gave it the quick scan since its late.
IMO and fwiw.
Don't have time to read it now, but here is something new from Heartland:
http://www.sec.gov/Archives/edgar/data/1084415/000101376212000063/form14a.htm
Thanks for the update orioles.
IMO and FWIW.
This is new on the Heartland site - formed in December 2011.
http://www.hstllc.net/
I found this part to be a little amusing:
"Our drivers are required to be honest" - maybe one of them could become the CEO.
Great, several complaints are needed, due to the number of complaints
on penny stocks. I encourage others to please do the same. This is
a ripoff and we should not let them get away with it.
Several complaints are a must, otherwise they will put it in a back burner.
Letter to SEC written and sent....I encourage anyone with good intentions to write them, to do so ASAP...
Thanks for the help..I have written an initial communication to the SEC. I will re-write and send it this weekend. I have read the uploads thanks to Orioles link and see that there must be something amiss in Heartland's reporting. I trust the filing to go private will be denied and SEC looks into Heartland's accounting methods and business practices.
The 1 for 2000 reverse split is an insult...In my opinion the stock is undervalued, unpromoted, unloved by investors and diluted by design.
https://denebleo.sec.gov/TCRExternal/index.xhtml
Please do file a complaint. Sometimes the SEC will only investigate after several complaints
have been filed.
golf, please do not hesitate to file your own complaint, as there is always a better chance of getting a response with more complaints. I encourage all minor shareholders to file, as we are being royally raped and robbed.
Magic
http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001084415&owner=include&count=40
This page links to the SEC company filings for Heartland. If you read the documents marked UPLOAD, CORRESP you will find a dialogue between the SEC and Heartland.
Here is the final letter from the SEC:
http://www.sec.gov/Archives/edgar/data/1084415/000000000011065048/filename1.pdf
I guess I am not finding what you are referring to..I don't see anything the govt. released when I follow your link posted dec. 23rd...sorry.
Thanks....got off the phone with the former CEO of Heartland earlier today... he doesn't have the ability to pull together any offensive even though he claims he stands to lose alot. I'll read your post and hope that something comes of this...It may be that Lee has done everything legally but morally he is bankrupt...
If you check the link on my post last week you will see that the SEC is already interested. Someone spoke to them about the Premium Homes deal, the relationship with Commercial Bank, and qualifications of certain officers.
How do you contact the SEC to investigate? Is there a specific email address? I want to protest Terry Lee taking Heartland private. The stock has been diluted with this specific intent. It went from about 46 million shares to 23 in a 2 for 1 reverse split about 2 years ago. I was told at that time by Terry Lee the reverse was recommended to increase the value on the stock and to get it closer to being qualified to be listed on the AMEX. He also told me prior to that, that I would be a happy investor in about 3 years. Hmm....I AM NOT HAPPY. Terry Lee acquired about 19 million of those 23 million shares. Those shares were transferred to a private company. Do you think that move was intended to insulate himself because his plan has always been to take Heartland private?
Today I see there are now 56.52 million shares which further dilutes shareholder value. I know I never got to vote on anything. Did You? It would not have changed the course of events since Terry Lee controls the company. However, he does not represent my best interests or anyone elses. Over 6 years ago I was one of the top dollar investors in the company. I have attempted to get my money back ever since. Today my "investment" is worth a fraction of what is was. I sent Terry Lee an email dated Nov. 1, 2010 asking if he was planning to take Heartland private...I got no response. Here we are one year later and guess what? Who do I talk to???
Thanks for the summary.
It saves me some time. Amended filings are pretty common, but the correspondence might be of interest to the longs who have been here awhile and have questioned the actions of the company in the past.
Have a Merry Christmas, and thanks for sharing your opinion.
IMO and FWIW.
I just went through the pertinent documents and unless I am missing something they don't mean anything to us except that Heartland has some sloppy and/or devious accountants.
Nice find orioles. I havent gone through them all yet, but will check it out.
IMO and FWIW.
There are several - they are earlier dates and marked UPLOAD and CORRESP.
What is the document name or number? Not sure which one you are talking about. Thanks
Interesting stuff:
The SEC has been in touch with Heartland regarding Premium Homes, Commercial Bank, etc. since mid-year. They threatened to release the correspondence if questions were not adequately answered. Well, those documents were released today.......
http://www.sec.gov/cgi-bin/browse-edgar?CIK=0001084415&action=getcompany
Well guys & gals, I guess there will be a new date in 2012, for a potential R/S, see below!
"The issued and outstanding shares of the Corporation’s common stock shall be reverse split, on two thousand (2,000) to one (1) share ratio, with each two thousand (2,000) currently issued and outstanding shares of the Corporation’s common stock being replaced by one (1) share of post-split common stock. Par value shall remain unchanged. All other rights and privileges of the common stock shall remain unchanged. Preferred stock shall not be affected by this Amendment. Any holders of fractional shares resulting from the reverse stock split will receive cash for the fair value of the fractional share as of the date of payment. The effective date of the reverse split is December 14, 2011 or such other date determined by the Board of Directors"
Lets go gettem!!!!!!!!!!!
Come on guys and gals, lets get some ideas on the table. The Book value is 12 cents a share.
and not too log ago, they claimed it was worth a heck of a lot more.
ADDENDUM:
Please correct any errors and if enough of us file complaints we may get
some results. I am sure there must be a lot more out there that I did not
see. let's get as many suggestions as possible and then post the different
addresses where we can file complaints with.
GREAT IDEA:
Permit me to begin by making the following recommendations.
TO THE SEC AND OTHER FEDERAL AGENCIES AND BUREAUS.
1. On October 1, 2010, Lee Oil company, inc. a wholly owned subsidiary of Heartland, Inc.
entered into and closed on a sale of membership interest agreement . The subsidiary
acquired and the sellers sold 100% of the ownership interest in Premium Homes, LLC. The
seller received an aggregate of $10,000.00 cash and an aggregate of 650,000 shares.
The question raised is the company permitted to buy from one of it's officers, Terry Lee,
the company's chief executive officer and a director of the company his private business.
The cash paid to Terry Lee came from cash generated from operating activities of the company.
Premium Homes engaged in the marketing and sale of mobile homes a business not in line
with the companies present line of business and a business that it's sales was said to be in decline.
2. On January 18, 2011, Lee Holding Company together with several non-affiliated shareholders
of Heartland ( The Company ) assigned shares of common stock of the company held by each
party to another company called Diversified Companies, Inc.
3. In june 2011, the company sold Premium homes to Terry Lee. This resulted in inventory and
notes payable to related parties of approximately $350,000.00.
4. On October 20, 2011, the company entered into and closed a shares for debt Agreement
with Lee Holding holding company and Gary Lee ( The Creditors )
The company said it was indebted to the creditors in the amount of $1,084,259.90. The
Company ( Heartland ) issued the Creditors an aggregate of 20,164,774 of the company's
common stock for payment of the debt. in excess of .18 cents per share.
5. The company had said that they were willing to pay other goods by cash as they felt the
stock was undervalued.
6. The company promised to buy back shares as the price per share was below the value
of the stock.
The company has decided to instead do a reverse split of 2000 to 1 for share. Shareholders
owning less than 2000 shares would be paid in cash. The stock now is selling for between
.05 and .07 cents per share. It also intends to take the company private.
The shareholders respectfully request, that the appropriate Government Agencies STOP
what a number of minority shareholders feel is an injustice.
And what is it you propose we put in this complaint letter to the SEC?
I'm on board with it.... just need some good hard evidence and facts to stand on. Maybe we should start drumming up a list, whether it be unethical or illegal.
Anyone care to start a list?
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Heartland, Inc., (OTCBB: HTLJ), is a growing diversified holding company comprised of subsidiaries within several different industry segments. With the most recent acquisitions, Lee Oil Company, Heartland now has annual sales in excess of $130 million and a corresponding EBIDTA of approximately $4.25 million. From structural steel products, custom steel fabrications, construction services and fifty-five gallon steel oil barrels to oil and gas distribution, Heartland is developing broad product and service offerings to provide economic protection and growth opportunities for investors. Heartland intends too grow by acquiring companies with historically profitable results, strong balance sheets, high profit margins, and solid management teams in place, although we cannot provide any assurance that we will be able to close any such acquisition. By providing access to financial markets, expanded marketing opportunities and operating expense efficiencies, we believe Heartland will become the facilitator for future growth and long-term profits. In the process, new synergies among the acquired companies may develop, along for greater cost effectiveness and efficiencies, thus further enhancing each individual company's strengths. The headquarters are located in Cumberland Gap, Tennessee directly on the border of Tennessee, Kentucky and Virginia.
Subsidiaries
Lee Oil Company
Lee Oil Company, Inc. and it's wholly owned subsidiary Lee's Food Marts, LLC (collectively "Lee Oil) are headquartered in Middlesboro, Kentucky.
Lee Oil Company started in August of 1988 by Gary and Terry Lee as a two person operation and has grown to currently 220 employees and operating 26 convenience stores and selling approximately 40 million gallons of product through a combination of both retail and wholesale operations.
Lee's Food Mart
Lee's Food Marts offers a wide variety of convenient store items with most stores offering in-store fast foods and deli products. Lee's Food Marts is also an operator of drive thru and self service carwashes. All these combine to make Lee's Food Marts a premiere convenient store chain in the markets we serve. Lee's Food Marts operates 26 convenient stores located in Southwest Virginia, Southeast Kentucky and East Tennessee.
Lee's Food Marts markets gasoline, diesel, kerosene and racing fuel under the brand names of BP, Marathon, ExxonMobil and Phillips 66.
Heartland Steel
Heartland Steel, Inc. located in Washington Court House, Ohio, is a start-up segment of the business that we are working to develop into full fledged service center for the distribution of steel products, value added steel products, steel warehousing and logistics. In just a short period of time, Heartland Steel has become a key player in the steel fabrication and logistics market.
Mound Technologies, Inc. located in Springboro, Ohio, is a fabricator of structural and miscellaneous steel. Products include stairs and railings, both industrial and architectural quality.
Mound provides steel bar joist, metal deck and erection services to complete the metals contract requirements.
Heartland Steel Transportation LLC.
Heartland Steel Transportation, LLC. was formed in December 2011 in the state of Ohio. Heartland Steel Transportation was formed to provide transportation and logistics services for Heartland Steels customers and others. Heartland Steel Transportation provides customers a fleet of dependable short and long haul capabilities for box and flat bed trailers covering the entire lower 48 state of America.
Insider Transactions Reported - Last Two Years |
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