Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
VVDL FINRA Deleted Ticker.
http://otce.finra.org/DLDeletions
"Cash merger; VVDL acquired by ASHI Holding Company, a private entity; for every 1 share of VVDL shareholders have the right to receive $1.94 in cash"
Good morning!!! Just found out I still have some of this stock...anyone have updates or news?
Good afternoon Vivid Learning Systems Inc. (VVDL) looking for a strong hour of power!
maybe...
If so, I suggest any/all who got shares instead of cash pull certs and become holders of record...
RE: >> Their whole point was to de-register with less than 300 shareholders. If they're not cashing out, they must have more than 300 shareholders, I'm thinking.
The 300 number is 300 record holders, so as of August 6th they already knew the number of record holders that would be cashed out, and it must have been enough to get them comfortably below 300. Street name folks are all lumped together as one record holder (the brokerage). Cashing out street namers is always just a courtesy in these things.
dunno...truth be told, this is my first brush with a 13E-3.
But, will say this, it seems squirrely to me, first rattle outta the box.
First mention I see of the R/S followed by an immediate F/S is the 13E-3 dated Aug. 7. In that one, in the 2nd paragraph, the company is already wrangling to set up the "Pay Date" as the "Ex-Date," or at least the "Record Date." In other words, how can a filing on the 7th make an effective date for the day before, on the 6th? That flies all over 10b-17.
Next is the 8K, also dated Aug. 7. There, the company uses more flat and neutral language, aka, "the effective date." What are they hiding?
Then there's three, very slippery amendments to the 13E-E, each casted as a 13E-3A.
Bottom line? Looks like stock fraud, to me...
For instance, if peeps are getting F/S shares instead of cash payouts....well, uh, what happened with that Form 15 filing--when the company de-regged on Christmas Eve?
Their whole point was to de-register with less than 300 shareholders. If they're not cashing out, they must have more than 300 shareholders, I'm thinking.
As in the Nathan Drage/MXSV affair, something is very wrong here.
Wow, you are totally right... There wasn't a DEF doc. How is that allowed?
There was Def 14? I've just been looking at one the 13E-3As that specifically mentions no state or SEC approval...
I just meant that the SEC already approved the DEF 14C filing, which contained the Payment Date language.
The problem with that explanation is that it's very confusing. for instance, this part:
I sent them this link
http://www.sec.gov/answers/dividen.htm
no response so far...
Yeah I let that slide, forgot to mention that in their piles of mistakes.
Also, Bilgert, as posted elsewhere, please note that Scottie most incorrectly refers to the DTCC as a government agency.
Really? The SEC has already been informed?
As posted elsewhere:
This is from a NASD notice to brokers, which to my knowledge has never been superceded:
http://www.finra.org/web/groups/industry/@ip/@reg/@notice/documents/notices/p003997.pdf
This is from the sections on divvies < 25%:
This is such horseshit. I'm calling the DTCC later today.
Dear Client:
Thank you for your e-mail.
You are correct that the ex-dividend date was 01/12/2010. However, this does not apply to the cash payout. The ex-date only applies to the split that occurred. The date applicable to receive the cash distribution was 08/06/2009. Our Reorganization Department confirmed the details. The DTCC provides all brokerages of the terms of each reorganization. The DTCC provided us with the information that the record date for the cash payout was 08/06/2009. The DTCC is the government agency responsible for these types of transactions and we comply with the terms that the DTCC provides us. Again, I would recommend contacting the company's investor relations department if you need further clarification and to confirm the record date of 08/06/2009. The reorganization was applied to your account according to the DTCC terms that were provided to Scottrade.
Please let us know if we may be of further assistance.
Sincerely,
XXXXXXXXXXXXXXXXXX
National Service Center
Scottrade Inc.
At least you still have all your shares; 1 for 1.
I too am expecting a Nathan Drage-like outcome, good luck with your efforts though and I look forward to reading the updates.
They said it, but it doesn't mean anything... I expect this may be a real pain in the ass to remedy- and this may end up being some Nathan Drage-ish horseshit, but we'll figure it out. I'm going down swinging.
The 8/6 "Payment Date" thing is in the filing, i just didn't think that they would be able to enforce it, but unfortunately the SEC approved it.
zecco and eturd. i'll let you know what I find out. May have to call the DTCC directly.
Bilgert: What other brokerages do you have inquiries submitted to? I'm interested in hearing what their responses are.
I believe the T/A is wrong. If the cashout date is treated as a dividend, which it it is, then it is implemented in the same manner as a dividend, i.e. the ex-dividend day counts and not the record date (and in this case there is none) or a bogus "payment date" that the T/A specified.
I cry, "shenanigans". I'm on it.
Yes, I can confirm that you had to be a shareholder as of 8/6, so this one is a lost cause =(
I was told by the Transfer Agent that in the case of a Cashout transaction, they are allowed to specify a "Payment Date" (which VVDL did). Apparently they treat the payment in the same manner as a dividend.
I don't agree with all of this, but this is the info that I was given. Looks like these are getting as risky as roundups.
bah- this seems wrong. Gonna look into this.
Dear Client:
Thank you for your e-mail.
The ex-date for the stock dividend(the forward portion of the reverse and forward split) was 01/12/2009. However, to receive the cash of $.60 per share, you had to be a stockholder of record on 08/06/2009 and own less than 1,000 shares. Therefore, since you purchased your shares on 08/14/2009, you received shares instead of the cash payment. These are the terms of the reorganization per the DTCC(the Depository Trust and Clearing Corporation). Please feel free to contact the company's investor relations department to confirm the August 6th date.
If you need further clarification, please contact your local Scottrade office for assistance. The staff in the local office will be glad to help you. You may obtain the telephone number of your local Scottrade branch office through our home page in the Branch Locator.
Sincerely,
XXX XXXXXXXXXXX
National Service Center
Scottrade Inc.
Let the games begin.... one of the responses to three (3) inquiries.
Dear Investor:
Thank you for your e-mail.
Per the terms of the reorganization, you had to have been a holder of VVDL as of August 6th, 2009 to receive the $.60 per share. You did not purchase the shares until August 14th, 2009.If you need further clarification, please contact your local Scottrade office for assistance. The staff in the local office will be glad to help you. You may obtain the telephone number of your local Scottrade branch office through our home page in the Branch Locator.
Sincerely,
XXXX XXXXXXXXXXXX
National Service Center
Scottrade Inc.
**************************************
My response below.
I believe this is incorrect. The record date is August 6, 2009. However, the ex-dividend date is 1/12/2010. Please see the link below. I have participated in many of these forward split/reverse split cashout opportunities and have found that many people (and often the company themselves), confuse the two. Please follow up on this matter and let me know how you plan to proceed.
http://otcbb.com/asp/dividend.asp?sym_id=VVDL&dDate=1/12/2010&sDateType=ex_date
Here's the DailyList U'r looking 4 ! : http://www.otcbb.com/asp/dailylist_detail.asp?d=01/11/2010&mkt_ctg=ALL
From the most recent filing, they are trying to set the "Payment Date" as 8/6/09.
I wasn't aware that you could fix the payment date of cash in lieu for fractional shares...
Anyone know more about this?
The 10-Q is out. They reported a slight loss of $48K.
This sucker hasn't hit the daily list yet- and given the flurry of buying after the 8-K announcement, there's a reasonable chance that the r/s- f/s cashout will be cancelled (like KATY and WMSI). I'll be watching this one though.
Item 8.01 Other Events.
On August 6, 2009, Vivid Learning Systems, Inc. (the “Company”) filed a transaction statement on Schedule 13E-3 announcing a reverse/forward split including an offer to purchase (the “Offer”) for cash all shares of Common Stock held by shareholders of the Company owning (beneficially or of record) fewer than 1,000 shares when the transaction becomes effective.
The Company will pay $0.60 for each share properly tendered by an eligible shareholder. This price is approximately twenty percent (20%) higher than the highest average trading price of Common Stock during the past 12 months.
Under Washington law, shareholder vote, consent, or approval is not required for this transaction.
After completion of the Offer, the Company will have fewer than 300 shareholders of record and will terminate its registration of its Common Stock under the Securities Exchange Act of 1934, as amended. As a result, once the transaction is effective the Company will no longer file periodic reports with the Securities and Exchange Commission (the “Commission”), including annual reports on Form 10-K and quarterly reports on Form 10-Q, and will not be subject to the Commission’s proxy rules.
http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=6736610-800-5442&type=sect&dcn=0001144204-09-041052
VVDL CFO/Secretary/Treasurer passes away...
Item 8.01 Other Events.
Yesterday, Vivid Learning Systems, Inc. learned of the untimely and unexpected death of its Chief Financial Officer, Robert M. Blodgett, from a heart attack. Mr. Blodgett also served as the Company’s Corporate Secretary/Treasurer. Mr. Blodgett had been with the Company since beginning operations and his passing will be deeply felt by all who knew him. The Company’s Management and the Board of Directors are confident that its staff will be able to carry out all necessary financial functions in the interim while this vacancy is addressed. The Company will provide additional information upon the Board of Director’s decision concerning the need for an interim Chief Financial Officer and the Board’s decision as to any future search plans.
The VVDL CEO purchase 2467 shares of VVDL today. That is the fourth day in a row. I think I detect a trend :)
The CEO purchased 2467 shares each of the last three days (2467 X 3):
http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=6617024-1034-8950&type=sect&TabIndex=2&companyid=637751&ppu=%252fdefault.aspx%253fcik%253d1290689
http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=6617779-1034-8950&type=sect&TabIndex=2&companyid=637751&ppu=%252fdefault.aspx%253fcik%253d1290689
http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=6621695-1034-8950&type=sect&TabIndex=2&companyid=637751&ppu=%252fdefault.aspx%253fcik%253d1290689
I agree that I was expecting higher revenue for the Custom Products and Services segment.
Training Subscriptions came in roughly where I expected it.
Revenues are the key.
Mike, your expectations for revenue growth did not materialize this quarter. I'm not sure what happened exactly. The company advises that quarterly fluctuations are to be expected, but I wouldn't know how to predict performance here with any certainty at all. You gave it your best shot in your write-up above, yet the quarter disappointed. Not to mention that one of their larger competitors had a very good quarter, so not sure what's going on.
"...Unearned revenue has grown dramatically in recent quarters (Q1'09 = $228,950, Q4'08 = $100,518, Q3'08 = $49,471). Unearned revenue is primarily associated with their Custom Products and Services Division. The large increase in unearned revenue indicates that they likely will have a significant increase in revenue in the Custom Products and Services Division in fiscal Q2'09."
As it turns out, the Custom Products and Services Division had a decrease in revenue for Q2. Actually, scratch that, I just re-checked, and it was up 50% y/y, but down sequentially.
"...Estimated Q2 Earnings - I'm expecting fiscal Q2 earnings (ending in March) to be in the range of $0.012-$0.025 with a likely number of $0.020. I believe both Training Subscriptions Revenue and Custom Products and Services Revenue will grow sequentially."
Actually, both Training Subscriptions Revenue and Custom Products and Services Revenue declined sequentially.
VVDL will move toward .50 over time IMO
Cost of revenue are those costs that are directly associated with revenue. For example, in a manufacturing company these costs would include the cost of making the product. Costs for executive salary and other overhead items are not included in cost of revenues.
Wow. Cashflow for Q2 ending March 2009 was $490,785!
Obviously I was hoping for better earnings on VVDL. At $0.052/share the earnings were decent but not great. One big reason that they didn't do as well as I expected was that their operating expenses were higher. The line item from the 10-Q that is most pertinent is as follows: "Non-labor related administrative expenses increased to $145,154 during the fiscal quarter from $60,936 in the same fiscal quarter of one year ago. The increase is primarily attributable to fees and rent expenses attributable to administration." I suspect that a large part of this expense is one time in nature. If say $60K is one-time then earnings ignoring that would be $0.010/diluted share. That number would have made me very happy!
At this point the stock has TTM EPS of $0.033/share. So it is undervalued from that perspective. Also, BV is now $0.27 so it is trading for significantly less than book. Finally, they have a nice growing pile of cash for $0.05.
I'll make some VVDL comments later. I need to do some more review of the 10-Q and also I'm listening to the EGMI CC now.
correct me if i'm wrong...cost of revenues says "how they spent their money"
Cost of Revenues:
Overall, cost of revenues for the current six months year to date increased by 12% to $1,228,757 from $1,097,557 for the same period one year ago. The increase is due to increasing revenue volumes in the Custom Products and Services business segment in the six months year to date ending March 31, 2009 compared to the six months year to date ending March 31, 2008. The gross profit margin achieved on total revenues increased to 61% from 58% in comparing the two six month year to date reporting periods. The increase reflects a higher incremental gross profit realized on increasing revenue volumes which provide excess cost coverage.
Training subscription cost of revenues decreased by 8% to $448,308 in the six months year to date of fiscal year 2009 from $485,856 in the six months ended March 31, 2008. This decrease is attributable to efficiencies realized in production management of direct costs and similar levels of fixed indirect costs within this business segment in the six months year to date ending March 31, 2009 compared to the six months year to date ending March 31, 2008.
Custom products and services cost of revenues increased by 28% to $780,449 in the six months year to date of fiscal year 2009 from $611,701 in the six months ended March 31, 2008. The increase is due to significantly higher revenue volumes and related direct costs from new custom contracts in the Custom Products and Services business segment in the six months year to date ending March 31, 2009 compared to the six months year to date ending March 31, 2008.
Marketing and Related Labor Expenses:
Marketing and related labor expenses increased by 3% to $641,876 in the six months year to date of fiscal year 2009 from $623,138 in the six months year to date of fiscal year 2008. The reason for the increase is due to increased marketing labor costs related to higher revenue volume.
Reseller Commissions:
Reseller commissions increased by 52% to $281,500 in the six months year to date of fiscal year 2009 from $185,056 in the six months year to date of fiscal year 2008. The increase is attributable directly to the timing of training subscription revenues generated from external sales resources during the first six months of the fiscal year as compared to the comparable period in the previous fiscal year.
Revenues:
Overall revenues increased 21% to $3,178,028 in the six months year to date of fiscal year 2009 from $2,637,052 in the six months year to date of fiscal year 2008. The increase was due to the acquisition of substantial new contracts within the Custom Products and Services segment and a slight increase in revenue volume within the Training Subscriptions segment in the six months year to date ending March 31, 2009 compared to the six months year to date ending March 31, 2008.
Training subscription revenues increased by 4% to $1,871,524 in the six months year to date of fiscal year 2009 from $1,801,394 in the six months year to date of fiscal year 2008 due to new subscription based sales and consistency in the rate of retention year over year for subscription renewals.
Custom products and services revenues increased overall by 56% to $1,306,504 in the six months year to date of fiscal year 2009 from $835,658 in the six months year to date of fiscal year 2008. The large increase is attributable to the acquisition of large new custom contracts combined with the timely completion of custom projects and related revenues generated within this business segment.
from Q:
Cash flows provided by operating activities amounted to $757,252 in the six months year to date of fiscal year 2009 compared to $486,069 in the six months year to date of fiscal year 2008. The main reasons for the increase in cash flows provided by operations are attributable to generated net income and reductions through collections in receivable accounts and contracts.
10-Q was just filed
They did around $70k net income.
http://www.sec.gov/Archives/edgar/data/1290689/000114420409026002/v149120_10q.htm
VVDL reports $.0052, revenues up 11%
True. VVDL seems like a tight run ship. The BOD has significant holdings so they are going to make sure that management spends money wisely.
btw i have a bid in for a small starter position.
what impresses me is that they chose to do that. they could have taken their sugnificant others on a world tour. ;)
Followers
|
3
|
Posters
|
|
Posts (Today)
|
0
|
Posts (Total)
|
94
|
Created
|
02/26/09
|
Type
|
Free
|
Moderators |
Overview
Vivid Learning Systems, Inc. develops and delivers computer-based compliance training products and services, and interactive communications programs in the United States and internationally. It offers online training programs through its Web site learnatvivid.com for the general manufacturing, utility, healthcare, mining, food safety, government, and education industries.
Web Site
http://www.learnatvivid.com
Historical Financials
Fiscal Quarter | Revenue | Diluted EPS |
Q1'09 (Dec) | $1,696,310 | $0.017 |
Q4'08 (Sep) | $1,314,683 | $0.008 |
Q3'08 (Jun) | $1,275,501 | $0.003 |
Q2'08 (Mar) | $1,332,668 | $0.004 |
Q1'08 (Dec) | $1,304,384 | $0.010 |
Press Releases
02/24/09 Vivid Learning Systems and Healthstream Partner to Deliver Best in Class Bereavement Training - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35915164
02/18/09 Vivid Learning Systems Sponsors Going Green Webinar - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35915125
01/26/09 Vivid Learning Systems and SumTotal Partner to Integrate Best in Class Content and Platform - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35914938
01/08/09 Vivid Learning Systems and Wells Fargo Bank Begin Financial Bond - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35914912
12/23/08 American Trainco and Vivid Learning Systems Partner to Offer OSHA Training - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35914869
12/17/08 Vivid Learning Systems and Imageworks Create Custom Training for a World-Wide Audience - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35914826
11/13/08 The Food Institute and Vivid Learning Systems Launch Online Training Service - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35914771
10/20/08 Vivid Learning Systems helps leading manufacturer gain ground using standard training platform - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35914694
09/20/08 Vivid Learning Systems Selected as Subcontractor for $3 Billion DOE Contract. - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35914582
09/12/08 Element K and Vivid Learning Systems Launch Best of Class Compliance Courseware - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35915050
08/25/08 Vivid Deploys Progressive OSHA Tracking and Compliance Solution for T&D Workers - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35914492
08/15/08 Vivid Learning Systems and EnergX to Provide Training Together - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35914453
07/15/08 LOCAL BUSINESS PART OF REGIONAL GROWTH - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35914393
05/08/08 Meridian’s SaaS Strategy Includes Building Large, Online Training Library; Safety Education Comes First - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35914336
Volume | |
Day Range: | |
Bid Price | |
Ask Price | |
Last Trade Time: |