Powerwave Tech Inc fka PWAVQ

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Renee

04/08/16 6:21 PM

Post #555

Re: #480: @Renee - PWAV delisted from Nasdaq to OTC and symbol

PWAVQ: CUSIP Suspended. Finra deleted symbol:

http://otce.finra.org/DLDeletions

Millonario Free

05/20/15 1:58 PM

Post #554

Why PWAV is trading daily ?

I was captured with 20.000 PVAW before the BKPC
And I have them yet, but gived this as a failed intent by my side

At this prices no sense to sell

But, ... is there any hope ?
I mean, people is trading daily

Thanks

Millonario Free

04/21/15 1:54 PM

Post #553

Re: #552: @TPennbud - What's up with all the accumulation going on

Why PWAV is trading ?

I assumed with great fortitude and no less pain bankrupt company after seeing so hopefully that contract with the Washington subway. But obviously they were deceived or defrauded in what promised to be the ladder to get out below. And as weak as were PWAV so condemned to death.

However they are still in my portfolio and I see that there are transactions frequently. My question is what to expect from this. Not to be aware all of its assets were auctioned

LOBO

TPennbud

04/01/15 3:18 PM

Post #552

What's up with all the accumulation going on the past week, something's up

dragon52

05/16/14 10:14 AM

Post #551

Re: #549: @jaxstraw - Order Converting Case to Chapter 7

Kiss of death... this is done.

Chap 7 no recovery - total loss and if you got shares... get out period... once Chap 7 hits, this is closed.

Penny Roger$ Free

08/29/13 5:16 PM

Post #550

jaxstraw

08/23/13 10:27 AM

Post #549

Re: #546: @jaxstraw - Order Converting Case to Chapter 7

Order Converting Case to Chapter 7

http://www.kccllc.net/documents/1310134/1310134130611000000000002.pdf

kranthikumar Free

07/24/13 10:16 AM

Post #548

PWAVQ is up by 100%

Penny Roger$ Free

07/08/13 7:28 PM

Post #547

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c

jaxstraw

06/20/13 5:56 AM

Post #546

Re: #520: @jaxstraw - CASE INFORMATION - COURT DOCS

Order Converting Case to Chapter 7

http://www.kccllc.net/documents/1310134/1310134130611000000000002.pdf

Petestool

06/03/13 7:15 PM

Post #545

Re: #544: @jaxstraw - It is odd someone would even hit the

Considering the volume, it is probably some, not so bright, risk taking micro penny stock guys trying to turn a penny perhaps not even knowing that they are BK and nonexistent soon. You'd be surprised how many people bought Enron after they filed. This is days away from .0001.

jaxstraw

06/03/13 3:22 PM

Post #544

Re: #543: @Petestool - That means the end of the line for

It is odd someone would even hit the ASK. You would figure even if the large note holders still had shares it would just be a dump at the BID. Very strange.

Petestool

06/03/13 3:18 PM

Post #543

Re: #542: @jaxstraw - Motion for Entry of an Order Converting

That means the end of the line for this loser. Common are worthless. Cannot believe someone actually bought some today to raise the price a hair.

jaxstraw

06/03/13 7:59 AM

Post #542

Re: #520: @jaxstraw - CASE INFORMATION - COURT DOCS

Motion for Entry of an Order Converting Case to Chapter 7 and Implementing Settlement Among Debtor, P-Wave Holdings, LLC and the Official Committee of Unsecured Creditors

http://www.kccllc.net/documents/1310134/1310134130530000000000003.pdf

Petestool

05/28/13 9:58 PM

Post #541

Re: #540: @jaxstraw - Sorry, I do not know. Nothing has been

Online auction for the PWAV junk in parts to whomever. It will go for a penny on the dollar. Common shares are dead. Surprised they are even holding a penny. worthless.

jaxstraw

05/13/13 9:29 AM

Post #540

Re: #539: @Liam_S - Any idea who the bidders are? Don't see

Sorry, I do not know. Nothing has been released as far as I can tell.

Liam_S

05/12/13 10:05 PM

Post #539

Re: #538: @jaxstraw - There are quite a few parties interested if

Any idea who the bidders are? Don't see anything on KCC.

jaxstraw

05/07/13 6:15 AM

Post #538

Re: #536: @Liam_S - Thanks. Hear anything about who's bidding or possible

There are quite a few parties interested if you read the billing docs....no names mentioned of course.

But once again, how much are they bidding is the key.

Petestool

05/03/13 5:31 PM

Post #537

Re: #536: @Liam_S - Thanks. Hear anything about who's bidding or possible

Hey, are any of you (unfortunately) share holders here? If so, any hope the common survives or is that a lost cause? Sorry if you are holders of this company. The management should have been dismissed here years ago. They ran it into the ground and stole what they could get their hands on.

Liam_S

05/03/13 2:20 PM

Post #536

Re: #535: @jaxstraw - May 9 deadline for bids....May 13 auction....hearing to

Thanks. Hear anything about who's bidding or possible interested parties? TIA

jaxstraw

05/03/13 1:58 PM

Post #535

Re: #534: @Liam_S - Anyone know the status of the proposed auction?

May 9 deadline for bids....May 13 auction....hearing to approve May 15

Liam_S

05/03/13 1:55 PM

Post #534

Re: #533: @jaxstraw - No. It will depend on the value of

Anyone know the status of the proposed auction?

jaxstraw

04/17/13 12:06 AM

Post #533

Re: #532: @CowBoE - Any thoughts on potential common value?

No. It will depend on the value of the patent portfolio in the auction. They've hired an IT valuation company to assess that to present to potential bidders. Small share structure helps though

CowBoE

04/16/13 11:45 PM

Post #532

Re: #531: @jaxstraw - Read post 528

Any thoughts on potential common value?

jaxstraw

04/16/13 2:28 PM

Post #531

Re: #530: @CowBoE - $.03, up 35%, Anyone know why?

Read post 528

CowBoE

04/16/13 1:55 PM

Post #530

$.03, up 35%, Anyone know why?

Don't see any news.

jaxstraw

04/05/13 5:23 AM

Post #529

Re: #528: @jaxstraw - It appears totally upside down when looking at

Notice of Extended Dates for Bid Deadline and Auction

Deadline May 9
Auction May 13

http://www.kccllc.net/documents/1310134/1310134130404000000000009.pdf

jaxstraw

03/28/13 7:58 AM

Post #528

Re: #527: @syoking1 - So do you think this has a chance

It appears totally upside down when looking at it. No chance of recovery. But certain items are starting to be filed that make it at least worth looking at, and show a possibility of some recovery for equity.

The company has been bleeding for a while in the end of last year and took on a secured credit facility of 35mm from a distressed debt vulture known as Gores Group last Sept.
There were certain covenants in place that if thresholds weren't maintained Gores had ramifications.
The Debtor states that when Gores swept all it's cash in Jan due to breaking the covenant agreement it was forced to file.

One of the items in the 10K though, in the Agreement for the CF with Gores, was a 'Solvency Certificate' where they state in Sept 2012.....

"Pursuant to Section 4.01(g) of that certain Credit Agreement, the undersigned, Kevin Michaels, as Chief Financial Officer of Borrower, hereby certifies, solely in his capacity as an officer of Borrower and not in any individual capacity, that as of the Closing Date, the sum of the Borrower’s current liabilities do not exceed the present fair saleable value of the Borrower’s assets.

http://www.sec.gov/Archives/edgar/data/1023362/000119312513014948/d469213dex101.htm
All the way down to the bottom almost.

This directly contradicts the Statements of Assets and Liabilities when they filed only 3 months later. By a huge margin.

Maybe things have changed, and I know Gores has argued in some of the docs ( Use of Cash Collateral for one) that the assets are not enough, and used that argument to try and sway the court into siding for that particular motion . But have never actually challenged that Solvency Certificate, or even mention it.

So the Debtor is now looking to sell all assets in a 363 sale.

Here is what originally caught my eye about that and made the possibility of equity seeing some recovery if certain things fall into place .....
http://www.kccllc.net/documents/1310134/1310134130304000000000007.pdf

Part of the sale they might be seeking (and/or) is to try and have a 'Plan Sponsored Agreement' where the buyer will purchase all , or part of, the equity interests in the debtor.
http://www.kccllc.net/documents/1310134/1310134130222000000000004.pdf
pg 8

And/or is the catch.

But clearly some of the thought process of the Debtor is for an equity recovery.

Something to notice and depending on the individual, possibly risk an investment.

It is worth noting that the UCC is representing two underlying notes large held by large funds that hold large convertible notes in the agreements. These are the largest Subordinated Debt the debtor has.
The holder at the bottom is P-Wave Holdings ( Gores Group) that is secured.
Kryznowski is Deutsche Bank, and I believe Silver Lake ( big fund..took Dell private) , Empire and Aries are part of the repurchase of the two notes that took place in 2011.
They all took a large stake in the company.
This is from the Financial Statements when they filed. Any of these become less than 5% owners they need to file and none have so far.
Of course they could be selling presently, but would have to exercise the notes first and then file as soon as they get below 5%
http://investorshub.advfn.com/uimage/uploads/2013/3/14/ckrfrrsz_pw1.jpg
Most have been represented in the courtroom telephonically. As well as some other big distressed debt funds.
http://www.kccllc.net/documents/1310134/1310134130204000000000004.pdf

Also interesting to note, from the sign in sheet of the hearing last week on the 21st, ( the sign in sheet was on the minute entry court doc....now it is gone for some reason...was 3 pages when entered...now 1) that an 'Ad Hoc Note Holders Committee' is being represented. Why they are not part of the UCC is a development I would like to uncover. Their interests should be aligned, as well as paid for by the estate...yet some have sought their own representation.

As far as these funds holding the convertible notes, they are presently convertible, yet none seem to be divesting. .Although I do not ever get my hopes up when dealing with these funds anymore since their self interest can very easily submarine equity...even when it appears they are aligned.

The share structure is small. About 32mm OS, and about 15mm is held by those funds and insiders. There were a few 13g filings after BK showing that the convertible is being counted towards the present OS ( I believe I'm right about that.)
http://investorshub.advfn.com/uimage/uploads/2013/3/14/ckrfrrsz_pw1.jpg
http://investorshub.advfn.com/uimage/uploads/2013/3/14/sgiivrsz_pw2.jpg

syoking1

03/28/13 12:57 AM

Post #527

Re: #526: @jaxstraw - http://www.nasdaq.com/symbol/pwavq/institutional-holdings

So do you think this has a chance to come out of BK with commons intact?

jaxstraw

03/21/13 5:25 PM

Post #526

http://www.nasdaq.com/symbol/pwavq/institutional-holdings

jaxstraw

03/18/13 10:21 AM

Post #525

Powerwave Technologies and Prepetition lender P-Wave Holdings reach last minute deal to hire Chief Restructuring Officer Bradley Dietz.

http://investing.businessweek.com/research/stocks/private/person.asp?personId=1024491&privcapId=729442&previousCapId=30201696&previousTitle=ACA%20Financial%20Guaranty%20Corporation

jaxstraw

03/13/13 8:49 AM

Post #524

Re: #523: @Liam_S - Any idea whether the stalking horse bidder has

They had until 5pm yesterday to submit bids.

There is 3 days according to the approved bidding procedures for the Trustee, the Prepetition Agent, and the Committee to object.

If that does not happen the Debtor should file a certificate of counsel with the court and disclose the Stalking Horse Bidders identity.

Since 3 days from 5pm Tuesday puts it at 5pm Friday, the court would be closed, the earliest the clerk could file anything submitted would be next week.

But there is no exact way to accurately pinpoint a date certain with the variables still in play..

http://www.kccllc.net/documents/1310134/1310134130304000000000007.pdf

Liam_S

03/13/13 7:57 AM

Post #523

Re: #522: @CowBoE - April 10, 2013 (3:00 p.m. ET) Notice of

Any idea whether the stalking horse bidder has been announced?

CowBoE

03/10/13 1:43 PM

Post #522

April 10, 2013 (3:00 p.m. ET) Notice of Auction and Sale Hearing

http://www.kccllc.net/documents/1310134/1310134130305000000000004.pdf

CowBoE

03/10/13 1:41 PM

Post #521

Re: #520: @jaxstraw - CASE INFORMATION - COURT DOCS

March 14, 2013 (1:00 p.m. ET), Meeting of Creditors Notice of Commencement and Meeting of Creditors

http://www.kccllc.net/documents/1310134/1310134130207000000000001.pdf

NOTICE OF COMMENCEMENT OF CHAPTER 11 BANKRUPTCY CASE,
MEETING OF CREDITORS AND FIXING OF CERTAIN DATES
On January 28, 2013, the above-captioned debtor and debtor in possession in the abovecaptioned
case (the “Debtor”) filed a voluntary petition for relief under chapter 11 of title 11 of the United
States Code, 11 U.S.C. §§ 101 through 1330 (the “Bankruptcy Code”). The Debtor’s address, case
number and federal tax identification number are as follows:
Powerwave Technologies, Inc. 1801 E. St. Andrews Place
Santa Ana, CA 92705 13-10134 (MFW) 11-2723423
DATE, TIME AND LOCATION OF MEETING OF CREDITORS. In accordance with section 341 of
the Bankruptcy Code, a meeting of the Debtor’s creditors will be conducted on Thursday, March
14, 2013, at 1:00 p.m. prevailing Eastern Time, J. Caleb Boggs Federal Courthouse, 844 King
Street, 2nd Floor, Room 2112, Wilmington, DE 19801.
DEADLINE TO FILE A PROOF OF CLAIM. Notice of deadline will be sent at a later time.
NAME, ADDRESS AND TELEPHONE NUMBER OF TRUSTEE. None appointed to date.
POTTER ANDERSON &
CORROON LLP
Laurie Selber Silverstein (DE Bar No.
2396)
Jeremy W. Ryan (DE Bar No. 4057)
R. Stephen McNeill (DE Bar No.
5210)
1313 North Market Street, Sixth Floor
P.O. Box 951
Wilmington, DE 19801
Telephone: (302) 984-6000
Facsimile: (302) 658-1192
PROSKAUER ROSE
LLP
Mark K. Thomas
Peter J. Young
Three First National Plaza
70 West Madison, Suite
3800
Chicago, IL 60602-4342
Telephone: (312) 962-
3550
Facsimile: (312) 962-
3551
PROSKAUER ROSE LLP
Jared Zajac
Eleven Times Square
(Eighth Avenue & 41st
Street)
New York, NY 10036-
8299
Telephone: (212) 969-
3000
Facsimile: (212) 969-
2900
1 The last four digits of the Debtor’s federal tax identification number are 3423.
Case 13-10134-MFW Doc 70 Filed 02/07/13 Page 1 of 2
PAC 1093261v.2
COMMENCEMENT OF CASES. Petition for reorganization under chapter 11 of the Bankruptcy Code
have been filed in this Court by the Debtor listed above, and an order for relief has been entered. You
will not receive notice of all documents filed in this case. All documents filed with the Court, including
lists of the Debtor property and debts, are available for inspection at the Office of the Clerk of the
Bankruptcy Court. In addition, such documents may be available at www.deb.uscourts.gov (the “Court
Website”).
PURPOSE OF CHAPTER 11 FILING. Chapter 11 of the U.S. Bankruptcy Code enables a debtor to
reorganize pursuant to a plan. A plan is not effective unless approved by the court at a confirmation
hearing. Creditors will be given notice concerning any plan, or in the event the case is dismissed or
converted to another chapter of the Bankruptcy Code. The Debtor will remain in possession of its
property and will continue to operate any business unless a trustee is appointed.
CREDITORS MAY NOT TAKE CERTAIN ACTIONS. A creditor is anyone to whom a debtor owes
money or property. Under the Bankruptcy Code, a debtor is granted certain protection against creditors.
Common examples of prohibited actions by creditors are contacting a debtor to demand repayment,
taking action against a debtor to collect money owed to creditors or to take property of a debtor, and
starting or continuing foreclosure actions or repossessions. If unauthorized actions are taken by a creditor
against a debtor, the Court may penalize that creditor. A creditor who is considering taking action against
a debtor or the property of a debtor should review § 362 of the Bankruptcy Code and may wish to seek
legal advice. The staff of the Clerk of the Bankruptcy Court are not permitted to give legal advice.
MEETING OF CREDITORS. The Debtor’s representative, as specified in Rule 9001(5) of the Federal
Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), is required to appear at the meeting of creditors
on the date and at the place set forth above for the purpose of being examined under oath. Attendance by
creditors at the meeting is welcomed, but not required. At the meeting, the creditors may examine the
Debtor and transact such other business as may properly come before the meeting. The meeting may be
continued or adjourned from time to time by notice at the meeting, without further written notice to the
creditors.
CLAIMS. Schedules of creditors will be filed pursuant to Bankruptcy Rule 1007. Any creditor holding a
scheduled claim which is not listed as disputed, contingent, or unliquidated as to amount may, but is not
required to, file a proof of claim in these cases. Creditors whose claims are not scheduled or whose
claims are listed as disputed, contingent, or unliquidated as to amount and who desire to participate in the
cases or share in any distribution must file its proofs of claim. A creditor who desires to rely on the
schedule of creditors has the responsibility for determining that the claim is listed accurately. Separate
notice of the deadlines to file proofs of claim and proof of claim forms will be provided to the
Debtor’s known creditors. Proof of claim forms also are available in the clerk’s office of any
bankruptcy court. Proof of Claim forms are also available from the Court’s web site listed above.
Additionally, Kurtzman Carson Consultants LLC (“KCC”) is the claims agent in this case and can
provide a proof of claim form if you cannot obtain one from your local bankruptcy court. Proof of claim
forms are also available from KCC’s web site at www.kccllc.net/powerwave.
DISCHARGE OF DEBTS. Confirmation of chapter 11 plan may result in a discharge of debts, which
may include all or part of your debt. See Bankruptcy Code § 1141(d). A discharge means that you may
never try to collect the debt from the debtor, except as provided in the plan.
For the Court: /s/ David D. Bird Dated: February 7, 2013

jaxstraw

03/02/13 8:45 AM

Post #520

Re: #512: @jaxstraw - CASE INFORMATION - COURT DOCS

CASE INFORMATION - COURT DOCS

http://www.kccllc.net/Powerwave

smf222

02/19/13 8:25 AM

Post #519

PWAV must declare in court their intention to reorganize or sell assets today.

Also, they may seek more funds for continued operations 2/22, Friday.

smf222

02/15/13 5:58 PM

Post #518

Volume Surge - Big Move Coming Next Week

Nearly one million shares traded. Highest volume in two weeks. PWAV must declare in court their intention to reorganize or sell assets Tuesday....

IMO, Gores Group has taken the lead in salvaging the company's assets out of Chapter 11 - preserving the interests of Clear Lake, Empire, Deutsche Bank, and their own - and will resurrect the assets (likely later sell them at profit) as a profitable company.....

But, unfortunately, at the expense of common shareholders....

smf222

02/14/13 11:12 PM

Post #517

Silver Lake, Empire Financial, Deutsche Bank Reveal 80 Percent Combined Interest in PWAV in SEC Filings

add Gore Group's financial involvement (which offered in excess of $150 million in loans and guarantees in September) and the list of corporate interest is impressive.....

smf222

02/14/13 10:45 PM

Post #516

Empire Capital Management Reveals 29.4 Percent Interest in PWAV

Amended Statement of Ownership (sc 13g/a)
Date: 02/14/2013 @ 4:38PM
Source: Edgar (US Regulatory)

December 31, 2012 - Date of Event Which Requires Filing of this Statement

smf222

02/10/13 5:55 PM

Post #515

RE: Sign in sheet for the 1/31 Hearing

This is a very interesting audience. Thank you.

First, I must clarify my earlier statement regarding Silver Lake's current interest in PWAV to note they received warrant interests as "payment in kind."

But most interesting, in reviewing PWAV's credit agreement with Gore Group, it contains these provisions which would become effective should PWAV fail to maintain any of numerous covenents detailed in the credit agreement:

" Pursuant to the terms of the Security Agreement, the Company (i) granted to the Agent, on behalf of the Lenders, a first priority perfected security interest in substantially all of its assets, including all of its intellectual property rights; and (ii) pledged and delivered possession of all of the equity securities held by the Company of certain of its domestic subsidiaries and 66% of the equity securities of certain of its foreign subsidiaries held by the Company.

" The Security Agreement further provides that, amongst other things, upon the occurrence and during the continuance of an Event of Default (as defined therein), the Agent will become entitled to (i) take possession of and to sell the assets of the Company in order to recover the amounts due to the Lenders under the Credit Agreement and any other amounts, fees or payments that may be due and payable to the Lenders under the Credit Agreement or any related documents; and (ii) transfer the pledged securities into its name, to vote those securities and, subject to applicable securities laws, to sell those securities in order to recover amounts owed to it by the Company under the Credit Agreement.

" Furthermore, the Company and the Agent entered into a customary Copyright Security Agreement, Patent Security Agreement and Trademark Security Agreement, in substantially the forms attached to the Security Agreement. "

Current report filing (8-K)
Date : 09/12/2012 @ 9:15AM
Source : Edgar (US Regulatory)

Sounds as if Gore Group got "first priority" legal rights to the company's assets for $50 million, doesn't it?

jaxstraw

02/10/13 4:00 PM

Post #514

Re: #513: @smf222 - RE: CASE INFORMATION - COURT DOCS

You might be interested in looking at the sign in sheet for the 1/31 Hearing.

Some pretty big distressed debt firms as well as capital management firms were listening in.

As well as some large law firms ,that regularly handle CH11 case constituents, but are not assigned to any party (yet?) in this case.

Silver Lake was represented by Franklin Leong.

http://www.kccllc.net/documents/1310134/1310134130204000000000004.pdf

http://www.silverlake.com/secondary.asp?pageID=8

smf222

02/10/13 1:05 PM

Post #513

RE: CASE INFORMATION - COURT DOCS

Thank you for the link.

I agree with you that even large entities take losses and that shareholders hold on to the hope that because big players are involved there is hope.

But the timing of Gore Group and Silver Lake involvement is, indeed, curious to me.

We have details and timing of Gore Group funding, but not so with Silver Lake. I'm surmising that since they noted becoming beneficial owners as of 12/31/12, they had recently provided some financial consideration to PWAV for which they received payment "in kind" in the form of shares.

In this apparent end-stage of PWAV's operation, they appear to be attempting to delay the inevitable. However, based on Gore Group and Silver Lake individual track records, I see them well aware of what they were getting into when they engaged with PWAV; and, further, that they saw a profitable outcome for their respective interests. PWAV common shareholders will not likely see a profitable outcome; but I believe we will see profitable outcomes for both Gore Group and Silver Lake, indeed.

BTW, are you aware of any connection between Gore Group and Silver Lake? That would be an interesting item....

jaxstraw

02/10/13 8:54 AM

Post #512

Re: #511: @jaxstraw - That's an interesting item. Who knows where it

CASE INFORMATION - COURT DOCS

http://www.kccllc.net/Powerwave

jaxstraw

02/10/13 8:40 AM

Post #511

Re: #510: @smf222 - Silver Lake Reveals 30.8 Percent Ownership in PWAV

That's an interesting item. Who knows where it will lead.

What is more interesting is that they were never listed as 5% owners of security in the Voluntary Petition.

And if acquired after the Petition they would need Court approval from my understanding.

Something is strange there.

That being said in many CH11 cases big funds and investment firms end up taking a loss just like shareholders.

Even as shareholders hold on to hope that because there are 'big players' involved they must be involved for other reasons.

Maybe this time it will be different....but normally it is just another bad investment that even large entities make.

smf222

02/09/13 9:13 PM

Post #510

Silver Lake Reveals 30.8 Percent Ownership in PWAV

Amended Statement of Ownership (sc 13g/a)
Date : 02/08/2013 @ 1:50PM
Source : Edgar (US Regulatory)

Interesting to see how Gores Group AND Silver Lake (both shrewd, profitable global players in high-profile buyouts/acquisitions) is emerging in the PWAV story...(Silver Lake is a partner in the buyout to take Dell Computer private).

Will they strike a deal and take over--leading a reorganized company out of Chapter 11? Or will they purchase the company's assets in bankruptcy?

PWAVQ must declare their intentions in court on Feb. 19, 2012....