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Thanks for the heads up!
http://www.opednews.com/articles/genera_alex_gab_061129_how_big_corporations.htm
Hey Vexari?
Does your email addy work?
http://www.americanchronicle.com/articles/viewByAuthor.asp?authorID=1024
Form 10KSB/A for BUCKEYE VENTURES, INC.
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22-Dec-2006
Annual Report
Item 7. Management's Discussion and Analysis or Plan of Operations.
Management's discussion and analysis of financial condition and results of operation should be read in conjunction with the consolidated financial statements and related notes.
RESULTS OF OPERATIONS
Year ended December 31, 2004 compared to year ended December 31, 2005
For the year ended December 31, 2004, net loss was $73,173. For the year ended December 31, 2005, net loss was $124,428.
Basic administrative expenses have remained constant over the past 3 years. Operating expenses have increased slightly due to increased marketing efforts regarding the motion picture 'Amy'. Losses in 2004 and 2005 are primarily attributable the issuance of common stock for services.
The operating revenue decrease of $17,675 (42%) from $42,254 in 2004 to $24,579 in 2005 resulted from less fee income received for production and distribution services. Non-operating income for 2005 was $962 due to interest income.
Operating costs and expenses decreased $535 (0%) from $149,677 in 2004 to $149,142 in 2005. The decrease in 2005 was due to a $15,500 reduction in the provision for doubtful accounts and a $19,158 reduction in stock based compensation offset partially by increases in other general and administrative expenses.
The Company has presented a consolidated balance sheet which includes four wholly-owned active subsidiaries: World Wide Inc., World Wide Productions Inc., World Wide Film & Television Institute, and World Wide Entertainment Inc. The Company's charter allows it to branch into diversified fields of enterprise provided management concludes there is a significant potential for profit. Since the primary business objective of the Company is to increase the value of its stockholders' equity, if and when opportunities arise to make profits for the corporation in a diversified industry, the Company shall investigate and if appropriate, pursue such opportunities. Until year end 2005, the motion picture and television segment of the Company's current or planned operations was the only segment material to the Company's financial statements or condition.
The Company's motion picture and television business participation strategy has primarily been to expend its resources and to set in place strategic relationships and contracts in preparation for the continued development, acquisitions, production and/or marketing/distribution of quality moderate budget feature length motion pictures, documentaries, docudramas and television productions. The strategy additionally includes the acquisition of screenplays and teleplays suitable for development/packaging and completed motion pictures and television projects for licensing and marketing/distribution opportunities for all applicable sales territories throughout the world. At such time that additional working capital is secured, it is the Motion Picture and Television Subsidiary's opinion that sufficient revenue will be generated by the existing film and television library and future distribution of potential new product, ultimately realizing its projected return on investment.
Previous arrangements for participation by the Company in various feature film and television productions effecting cost and revenue over the last 5 years include gross and net revenue participations in the following feature film and television productions ranging between 2-60% of worldwide revenue potential including all markets and all media that the particular production is distributed in.
(1) In 1997 and 1998, post production and distribution preparation of the documentary entitled THE OUTLAW TRAIL, 100 YEARS REVISITED, in association with Western Sunset Films, an 8-year old Los Angeles based documentary production company. (2) In 1998, development and production of the series television production entitled CLASSIC CAR, in association with SLIM, Inc., a 4-year old Los Angeles based television production company. (3) In 1999, the acquisition and preparation for marketing and distribution of the feature film entitled WHAT'S IN A COOKIE produced by production company Rocinante Productions Inc. and providing 50% of gross revenue participation to the Company in perpetuity. (4) In 2000, the acquisition and preparation for marketing and distribution of the feature films entitled MALEVOLENCE and THE SECOND COMING produced by production company Sig Larsen Productions Inc. and providing 50% of gross revenue participation to the Company in perpetuity. Other arrangements include preparation for Internet marketing and distribution of a feature length film acquired by the Company entitled CITIZEN SOLDIER originally produced by M&D Productions, a 7-year old Los Angeles based film production company, purchased by the Company in 1995 and providing a 60% gross revenue participation to the Company in perpetuity.
In 1998, all financing for the completion of the feature length production entitled SHATTERED ILLUSIONS featuring Morgan Fairchild, Bruce Weitz, Richard Lynch and Dan Monahan was secured and the production was completed. In 1999, the Company entered into an agreement with representative RGH/Lions Share Pictures Inc., a 15-year old, Los Angeles based distribution company for the purpose of conducting all foreign sales arrangements of the film.
In August, 1999, the Company entered into an agreement with Jaguar Entertainment Inc., a 12-year old Los Angeles based distribution company, for the purpose of marketing and distributing the feature length motion picture entitled NINTH STREET featuring Martin Sheen and Isaac Hayes to all domestic non-theatrical ancillary markets including home video, pay television, network television, satellite and DVD.
In August, 1999, the Company entered into an agreement with Rocinante Productions Inc., a 6 year old Los Angeles based production company, for the purpose of acquiring all of the right, title, and interest in the feature length motion picture entitled WHAT'S IN A COOKIE? The agreement also encompassed the acquisition by the Company of all foreign and domestic distribution rights to the film in perpetuity.
In August and September, 1999, the Company entered into an agreement with GTL Productions Inc., a 7-year old Omaha based production company for the purpose of acquiring the domestic and foreign marketing and distribution rights to a documentary series entitled ON THESE RUINS encompassing the titles of ANARTICA, THE GALAPOGOS ISLAND and EASTER ISLAND.
In June, 2000, the Company entered into an agreement for the development of an electronic commerce marketing arrangement with Pix Media Inc., a 2 year old Los Angeles based Internet company, for the purpose of providing a national and international e-commerce exploitation venue for various titles within the Company's completed film and television library.
Further, during fiscal year 2000 and in addition to continuing to exploit existing film and television projects such as the feature length films entitled "Shattered Illusions" and "Ninth Street", the Company negotiated and signed a North American Distribution contract on June 17, 2000, for the theatrical and ancillary exploitation of a full length feature film entitled "Amy". A domestic U.S. only, Distribution Agreement was executed with a sub-agent for First Motion Picture Inc. in Toronto, Ontario, Canada, on March 27, 2000, for the exploitation of ancillary rights to the full length feature film entitled "Jigsaw"; and on May 8, 2000, a domestic U.S. Distribution Agreement was executed with Praxis Entertainment Inc. in Dallas, Texas for the exploitation of ancillary rights to five full length feature films entitled "Flying Changes", "Winning Colors", "Shadow Dancer", "Trance", and "Corndog Man".
In February, 2001, the Company commenced theatrical marketing and distribution of the feature film entitled "Amy" with a Los Angeles premier of the film at the AMC Century City theaters, the MANN Westwood Cinema, the Loew's Cineplex, Beverly Center and throughout the Edwards theater circuit in Orange County, California. During the first and second quarters of 2001, the theatrical showings of the film continued with a rollout across the United States in cities including New York, Detroit, Seattle and Palm Springs.
In 2001, 2002, 2003, 2004 and 2005, certain other film and television participations of the Company included development and packaging arrangements, the Company's review and in certain cases, advice and counsel on screenplays and screenplay development scenarios for the subsequent possible packaging and production and distribution of a particular project. The most significant of these productions, their production companies, and percentage of future gross revenue allocated to the Company, were the feature length film entitled CORKLESBY offered by co-production company Northstar Entertainment Inc., a 4-year old Los Angeles based production company, (50%); and the feature length film entitled ALONG FOR THE RIDE offered by production company Wittman Productions Inc., a 4-year old Los Angeles based production company, (50%); the animated children's television show entitled "Skateboy" represented by U.S. syndicator Aristea Films.
GENERAL
Relative to the Company's desire for diversification and balanced cash flow, the Company and Buckeye Ventures Inc. ("Buckeye") and certain subsidiaries and shareholders of Buckeye have closed on the proposed Share Exchange (reverse acquisition) Agreement dated October 14, 2005, and reported in the Company's 8-K filed October 18, 2005. This transaction concluded on February 22, 2006, with pursuant agreements effective March 1, 2006, as reported in the Company's 8-K filed March 7, 2006. As a result, all of the shareholders of Buckeye exchanged their shares of Buckeye for more than eighty percent (80%) of the outstanding shares of the Company. Buckeye became a wholly owned subsidiary of the Company and the Buckeye shareholders became the controlling shareholders of the Company. The consistent revenues from the HVAC business with the occasional surge of revenue from a successful film projects should enhance the value of Company's shareholders investment.
Buckeye was formed by Alan Mintz and Larry Weinstein in June 2005 for the purpose of acquiring and operating businesses in the Heating Ventilation and Air Conditioning (HVAC) and plumbing industries. Buckeye's objective is to create a national brand for the consumer in their industry. Buckeye plans to acquire, integrate and grow these residential service companies using established systems and procedures to be carried out by an experienced management team. Buckeye believes that these low risk, high margin businesses will benefit from best practices and synergies of multiple locations nationwide with the potential to realize significant appreciation.
Buckeye acquired its first residential service location in Boston, which has approximately $4.7 million in revenues, and also has signed Letters of Intent to acquire additional companies and facilities. Negotiations are underway to acquire additional businesses in Phoenix, Tucson, Sacramento, San Francisco, San Diego, Las Vegas, Tampa and in Virginia with combined annual revenues in excess of $45 million. Buckeye has assembled a management team that includes experienced executives and operators in this industry, with years of combined experience on the management and operations side of large multi-location companies. The market for these residential HVAC and plumbing service businesses, while currently a very fragmented industry, is estimated to be a $50 billion dollar industry. The Company's plan is to seek to become a significant factor in the industry by providing many small and mid-sized local and regional operators with the opportunity to become part of a growing national conglomerate that is a public reporting company. Buckeye's management team has the expertise to consolidate its planned and future acquisitions and develop effective and cost efficient ways of working within its industry. Buckeye has devoted more than a year and a half developing the underlying model including the addition of key executives, securing early acquisitions and building strong industry relationships that puts Buckeye in a position for profitable growth.
The Company will continue its existing business as an independent subsidiary of Buckeye. The closing of the Share Exchange (reverse acquisition) follows the consummation of all due diligence procedures and shareholder approval, including written consent of shareholders representing 68.5% of outstanding shares. Regarding this transaction, the Company filed a 14F1 information statement on December 22, 2005, and a Definitive 14C information statement on January 27, 2006, which give further details of the plan of acquisition and were mailed to all shareholders of record on February 1, 2006. There were no dissenting shareholders.
In fiscal 2004 and 2005, the Company continued its involvement in a variety of film and television projects relative to development, acquisitions, packaging, production and marketing/distribution activities. The Company also continued to pursue potential diversified business opportunities that have cash flow possibilities such as the Share Exchange with Buckeye Ventures, Inc. Management believes that a film or television production's economic success is dependent upon several overlapping factors including general public appetite of a potential genre or performer at the time of release, domestic and international marketing philosophy, applicable usage of existing and new and emerging technology, advertising strategy with resultant penetration and the overall quality of the finished production. The Company's film and television productions may compete for sales with numerous independent and foreign productions as well as projects produced and distributed by a number of major domestic and foreign companies, many of which are units of conglomerate corporations with assets and resources substantially greater than the Company's.
Management of the Company believes that in recent years there has been an increase in competition in virtually all facets of the motion pictures and television business. Specifically, the motion picture industry competes with the internet and other forms of leisure-time entertainment. Since the Company may for certain undetermined markets and products distribute its product to all markets and media worldwide, it is not possible to determine how its business as a whole will be affected by these developments and accordingly, the resultant impact on the financial statements.
Subject to current market conditions, the Company has currently obtained or arranged for the investment capital to produce and/or distribute a minimum of four full length feature films or specialty television productions within the next two years. In addition to the development, financing, production, and distribution of motion picture and television product, the Company expects to continue to exploit a portion or portions of the Company's completed film and television library to a wide variety of distribution outlets including network television, cable television, satellite broadcast, pay-per-view, home video/DVD and internet exploitation sales. Specifically, live action motion pictures are generally licensed for broadcast on commercial television following limited or wide release distribution to theatrical outlets (theaters), home video/DVD and pay television. Licensing to commercial television is generally accomplished pursuant to agreements which allow a fixed number of telecasts over a prescribed period of time for a specified license fee. Television license fees vary widely, from several thousand to millions of dollars depending on the film or television production, the number of times it may be broadcast, whether it is licensed to a network or a local station and, with respect to local stations, whether the agreement provides for prime-time or off-time telecasting. Licensing to domestic and foreign television stations (syndication) is an important potential source of revenue for the Company, although in recent years the prices obtainable for individual film and television product in domestic syndication have declined as pay television licensing has grown. The growth of pay television and home video technologies, i.e. DVD (Digital Video Disk) and HDTV (High Definition television), has had an adverse affect on the fees obtainable from the licensing of film and television product to networks and local television stations, thereby potentially affecting the Company's ability to generate substantive revenue from this particular venue, however increasing revenue potential in other areas. Conversely, the Company may derive revenue from the marketing and sale, either directly or through licensees, of motion pictures and other filmed or videotaped product on videocassette or DVD for playback on a television set or monitor through the use of videocassette recorders ("VCRs"), DVD players and continued advancements of pay television (cable), satellite broadcast technologies,pay-per-view, and Internet applications domestically and internationally.
The Company currently holds the distribution rights to 314 motion picture and television titles. The revenue competition relative to existing or pending exploitation agreements of the Company's film and television product library and current and future production and distribution of projects is volatile due to the many technological and innovative changes in the industry and also changes regularly occurring in the international economy.
Because the commercial potential of individual motion pictures and television programming varies dramatically, and does not bear any relationship to their production, acquisition or marketing costs, it is impossible to predict or project a trend of the Company's income or loss. However, the likelihood of the Company reporting losses in the short term is increased by the industry's general method of accounting which requires the early recognition of the entire loss (through increased amortization) in instances where a motion picture or television program produced or acquired is not expected to recover the Company's investment. On the other hand, the profit from a successful film or television production is deferred and recognized over the entire period that revenues are generated by that motion picture or television program. This method of accounting may also result in significant fluctuations in reported income or loss, particularly on a quarterly basis, depending on the Company's release of product into the marketplace and overall domestic/international exploitation schedule and the performance of individual motion pictures or television programs.
The company's revenue is derived from a variety of sources. Currently the most substantial of these sources are its fees as packager and/or the managing production company of various film and television projects (including feature length motion pictures, documentaries, docudramas, and television productions), film and television marketing & distribution fees, fees from the licensing and/or rental of its completed film and television library and related entertainment industry consultation fees.
A significant portion of the Company's assets was purchased with the issuance of shares of its common and preferred stock. In the absence of a consistent market for the securities issued, the value of the film and television product purchased by the Company was agreed to by the sellers and the purchaser in arms length transactions in accordance with generally accepted accounting standards and additionally, internal evaluation and auditing procedures. The purchase and production costs of acquired and produced films over the past 24 years is $25,320,927. The films and television productions in the Company's library have uncertain future revenues that may be expected to grow or diminish along with all of the ancillary markets now and in the future that are available for exploitation. In some cases, individual films or television productions may be timeless and irreplaceable; in many cases their book value is nil having been amortized based on revenues received several years ago and the inability to estimate a market value or reasonable expected revenue. Certain of the inventory product without book value produce income and, in light of new and emerging technologies, the Company expects additional revenue from these sources.
The Company's film and television library consists of newly produced and historical film and videotaped product and rights thereto purchased as an investment and/or exploited by leasing and/or rental to a wide variety of domestic and international outlets. Many film and television libraries such as the Company's that were purchased for investment over a span of many years, have appreciated considerably in value as a direct result of new and emerging technologies, revived or newly created public appeal for a certain performer or genre, unique applications of particular production process (special digital effects) and standard and newly developed non-theatrical ancillary markets throughout the world. New technological advances such as DVD (Digital Video Disk), HDTV (High Definition Television), CD-ROM, DVD ROM, DVD Audio, Pay-Per-View and Internet applications have enhanced and are greatly expanding resale and leasing capability of film or television product no longer in the legal or physical possession of the original producers or distributors.
The film and television inventory of the Company is regularly reviewed and evaluated on a film-by-film basis by the Company's management. Forecasting any film or television project's future revenues is a difficult and uncertain art, even for major film distributors and television syndicators. The accounting principles and industry practices in these areas leave unusual discretion with the film and/or television company executives and often result in "unusual" changes in individual periods. The Company has periodically, from a cost basis of $20,451,441 in the year 1996, substantially revalued its inventory of film and television product, resulting in a net realizable value and net book value reduction in the stated value on the balance sheet. Although the Company has personnel on its Board of Directors and professional staff which are qualified to estimate the value of its film and television inventory for internal verification purposes, it retains the services of independent appraisers who regularly review the Company's film and television library, ensuring a greater measure of objectivity.
The Company is continually negotiating with various potential lessors of portions of the film and television library for the implementation of exploitation possibilities. The results of such negotiations may materially affect the asset section of the Company's balance sheet. The Company currently uses state-of-the-art exploitation including Internet based technologies to expose its library catalog to the public. Full exploitation of the Company's investment in its film and television product inventory is dependent on the acquisition of additional capital. The Company amortizes the cost of each film or television program starting with its specific exploitation by the Company. The Company continues to occasionally promote inventory properties it considers potentially revenue producing.
Significant current and potential revenue may accrue to the Company from a number of contracts and arrangements where no tangible asset is involved.
The Company reviews the current pronouncements of the accounting, government and industry professionals. In that regard, it continually analyzes its accounting policies to ensure that it stays up-to-date in the presentation of its financial statements. The Company believes it is not materially affected by any current issues at this time.
LIQUIDITY AND CAPITAL RESOURCES
Cash increased $33,916 to $103,088 at December 31, 2005 from $69,172 at December 31, 2004. This increase was mainly due to $90,440 proceeds from sales of common stock, offset by $51,869 cash used in operating activities.
At December 31, 2005, the Company had lines of credit with three financial institutions totaling approximately $100,000 with available credit of approximately $89,338. The company also has an excellent Dun and Bradstreet rating resulting in additional substantial credit with suppliers and vendors, the use of which during film production, previously has exceeded $200,000.
In accordance with the Securities and Exchange Commission "Regulation D", and subject to Rule 144 restrictions, in 2004 the Company issued 10,000 shares of its common stock and no shares of its preferred stock for cash and 9,237,000 shares of its common stock and no shares of its preferred stock for product and services acquired by or provided to the Company. Subsequently, 1,500,000 of these shares were cancelled and the related product was not acquired. An additional 1,500,000 were issued relative to a proposed Acquisition Memorandum. In 2005 the Company issued 1,649,667 shares of its common stock and no shares of its preferred stock for cash and 1,058,733 shares of its common stock and no shares of its preferred stock for product and services acquired by or provided to the Company of which 687,733 shares were issued to officers and directors of the Company, partially to accommodate the Share Exchange (reverse acquisition) between the Company and Buckeye Ventures, Inc. Also, in 2005, a total of 275,000 sharesof Series Q and Series R preferred stock were converted to 2,750,000 shares of common stock.
Relative to the Share Exchange (reverse acquisition) and pursuant to agreements between World Wide and Buckeye which became effective as of March 1, 2006, a total of 72,114,848 restricted shares of the Company's common stock and 796,869 shares of the Company's preferred stock were issued to shareholders of Buckeye. Buckeye shareholders now beneficially own 79,792,001 restricted shares of the Company's common stock (81% of outstanding) and 796,869 shares of the Company's preferred stock (80% of outstanding).
Primarily due to the Share Exchange, the outstanding shares of common stock of the Company increased from 29,170,152 as of December 31, 2005 to 98,462,859 as of March 31, 2006. The outstanding shares of the Company's preferred stock increased from 201,217 to 998,086. The number of shares authorized to issue remains at 100,000,000 common stock and 1,000,000 preferred stock. In order to facilitate the Share Exchange, certain significant shareholders, in addition to their existing Rule 144 sale of stock restrictions, have signed agreements in accordance with all applicable law, further restricting the sale of their common stock shares for a total period of 24 months. The pertinent provisions of these agreements limit the shareholder to the sale of 5,000 shares per seven day period and no sales at less than a market price of $0.25. Under certain conditions, for example a merger or reorganization of the Company, 70% of the Board of Directors of the Company or 70% of the outstanding individual shareholders may waive these restrictions. The total of such restricted shares is 83,608,000 .
The Company's principal liquidity at the end of 2004 included cash of $69,172 and no accounts receivable, and at the end of 2005 included cash of $103,088 and no accounts receivable. The Company's liquidity position has remained sufficient to support on-going general administrative expense, pilot programs, strategic position, and the garnering of contracts, relationships and film and television product for addition to the Company's library, and the financing, packaging, development and production of two feature films and marketing and distribution of specialty television projects and product.
Although the Company during 2004 and 2005 earned revenues, unless the Company has an influx of additional capital, the Company will not be able to accomplish its planned objectives and revenue projections. Accordingly, the Company intends to resolve and provide for its liquidity needs, as well as provide for the needed capital resources to expand its operations, through future financing.
The Company expects its marketing operations to expand considerably over the next three years. The current inventory and contracts acquired by the Company are now beginning to be more vigorously exploited as the Company's focus moves from extensive accumulation of product and contracts in an ownership capacity to capital acquisition specifically for marketing purposes using recently developed technologies. Although the Company is conservative regarding its policy concerning the use of borrowed operating capital, it is now in a position to use its reputation and contacts to leverage operating funds profitably.
WORLD WIDE MOTION PICTURES CORPORATION
REPORTS CLOSING OF SHARE EXCHANGE TRANSACTION
Wednesday March 1, 6:00 am ET
LOS ANGELES--(BUSINESS WIRE)--Mar. 1, 2006--World Wide Motion Pictures Corporation (OTCBB:WWMO - News) and Buckeye Ventures, Inc. (Buckeye) announced today that their proposed Share Exchange Agreement (Reverse Acquisition), which was reported in previous press releases, closed on February 22 and includes certain agreements effective March 1.
Founded in 1977, World Wide Motion Pictures Corp. is a diversified company, with shareholders throughout the world, which is primarily involved in the development, financing, production and distribution of feature films, documentaries, short subjects, industrials and television productions. WWMO's industry executives and Board members have produced, distributed and consulted on a wide variety of film and television projects, earning Academy Awards, Emmy Awards and prizes from world film festivals.
With shareholder approval, WWMO and Buckeye completed the Share Exchange transaction, which results in Buckeye obtaining fully reporting publicly held status through WWMO’s original structure trading on the OTC Electronic Bulletin Board. WWMO will continue its business operation unencumbered as a wholly owned subsidiary.
"All of us at World Wide and Buckeye have been working aggressively and diligently for over a year toward the conclusion of this exciting diversified enterprise and substantial opportunity to increase shareholder value,” said Paul Hancock, WWMO's President/CEO, and Alan Mintz, Buckeye’s Chairman/CEO, in a joint statement. Added Hancock and Mintz, “We are enthusiastic about building a consistent revenue producing business from the growing home services industry.”
Buckeye was formed for the purpose of acquiring and operating businesses in the Retail Home Services Industry, with the objective of creating a national brand for the consumer in a space where there is no established recognizable national name. Buckeye has committed to an acquisition schedule and has already begun to acquire residential service companies, with plans to become a significant player in the HVAC (heating, ventilation and air conditioning) and plumbing sectors by providing many small and mid-sized local and regional operators with the opportunity to become part of a growing national conglomerate that is a publicly held company.
Buckeye believes these low risk, high margin businesses will benefit from best practices and synergies of multiple locations and realize significant appreciation in a relatively short period of time. “Given the current fragmentation, I am convinced that this $100 billion market is ripe for consolidation,” said Mintz. Throughout his years in the industry, Mr. Mintz has been responsible for the acquisition of over 100 HVAC/plumbing service companies representing more than $500 million in annual revenue. Mr. Mintz plans to use his extensive industry knowledge in building Buckeye into a national brand and to that end has assembled a highly experienced management team that includes operators and executives of large multi-location companies in this industry.
Any forward-looking statements contained in this release reflecting management's best judgment based on factors currently known, involve risks and uncertainties. Actual results could differ materially from those anticipated in the forward-looking statements included herein as a result of a number of factors including but not limited to WWMO's ability to enter into various financing programs, competition from other companies, acquisition of suitable motion pictures, and the performance of films in general licensed by WWMO.
Delphi Posts $226M Loss in November
Friday December 29, 1:27 pm ET
Delphi Posts $226 Million Loss in November, Wider Than $54 Million Reported in October
NEW YORK (AP) -- Bankrupt auto parts maker Delphi Corp. said Friday its loss in November widened to $226 million from $54 million in October.
The Troy, Mich., company made the disclosure as part of an unaudited monthly operating report it is required to file with the U.S. Bankruptcy Court for the Southern District of New York.
Delphi had $1.33 billion in revenue in November, with $752 million, or 55 percent, coming from General Motors Corp., the country's largest carmaker that was also Delphi's parent until a 1999 spinoff.
Delphi filed for bankruptcy protection in October 2005 and is trying to cut operating costs as part of a restructuring plan. The company struggled as North American carmakers cut production, burdened by uncompetitive labor costs and high commodity prices.
On Dec. 18, a group of private equity firms led by Appaloosa Management LP and Cerberus Capital Management LP said they would spend as much as $3.4 billion to help the company out of bankruptcy. A competing offer, from Highland Capital Management LP, was entered a few days later, pushing the refinancing offer up to $4.9 billion.
Analysts have said the interest in bailing out Delphi indicates there is hope the company can remain a viable business after it emerges from court protection.
Delphi said its agreement with Appaloosa, which owns about 9 percent of the company's stock, would allow it come out of bankruptcy by the second quarter of 2007 and includes a reorganization framework agreement signed by Delphi, the investors and GM.
Any deal requires approval of the federal bankruptcy judge in New York, where a hearing is scheduled for Jan. 11, according to the filing Friday.
In the year-to-date period through the end of November, Delphi's loss in 2006 totaled $4.66 billion on revenue of $16.06 billion. Expenses reached $20.69 billion, including $2.93 billion for special attrition program charges for U.S. employees. That posting comes from Delphi's offer to pay workers represented by two labor unions to take early retirement.
The U.S. Trustee on Wednesday objected to auto parts maker Delphi Corp.'s (DPHIQ.PK: Quote, Profile , Research) proposed $3.4 billion bankruptcy-emergence agreement with an investor group led by Cerberus Capital Management LP and Appaloosa Management LP.
The trustee's response follows earlier objections by a committee representing stockholders, a union that represents Delphi hourly workers and Highland Capital Management LP, which has proposed an alternate $4.7 billion offer.
Delphi, which filed for bankruptcy protection in October 2005, disclosed the proposed investment by the Cerberus and Appaloosa-led group Dec. 18 and an outline for treating various creditors. Highland made its proposal Dec. 21.
The agreement calls for millions of dollars of fees and expenses to professionals for the investors funding Delphi's emergence without oversight, the trustee, Diana Adams, said in court papers.
The framework agreement also appears to dictate many terms of the reorganization, circumventing the disclosure statement and confirmation approval processes, and restricts participation in plan negotiations, Adams said.
Bankruptcy Judge Robert Drain has set a hearing for Jan. 11 in the U.S. Bankruptcy Court for the Southern District of New York to consider whether to approve the equity investment and framework agreements.
Troy, Michigan-based Delphi was spun off by General Motors Corp. (GM.N: Quote, Profile , Research) in 1999. It plans to cut thousands of workers in the United States, 21 of 29 U.S. union plants and exit several business lines to reorganize its operations.
Hedge Funds Win $1.2M Reimbursement for Refco Expenses
NEW YORK (AP) -- A group of hedge funds that fought to boost payments to stockholders in Refco Inc.'s bankruptcy proceedings won the right to collect $1.2 million in legal fees and expenses from the company, marking a final victory in their bid for a payoff from their Refco shares.
Judge Robert Drain of the U.S. Bankruptcy Court in Manhattan on Dec. 29 approved the reimbursement to Refco's ad hoc equity committee. The committee consists of King Street Capital Management LLC, QVT Financial LP, JMB Capital Partners LP, Mason Capital Management, Smith Management LLC and Triage Management LLC, which collectively owned about 30 percent of the company's stock.
The reimbursement includes $1.15 million in professional fees, $132,032 in expert-witness expenses and assorted other fees accrued during a protracted court battle during which the hedge funds won the right to 3 percent to 15 percent of two trusts in the case. Most of the hedge funds bought shares after Refco, a former commodity brokerage, tumbled into bankruptcy in October 2005.
The reimbursement comes as Refco's bankruptcy is winding down. Creditors recently won court approval to receive a fraction of the $16.8 billion they were owed under a Chapter 11 plan approved in late December. According to court documents, the company has $3.65 billion in cash that could be available for distribution to creditors.
Refco initially entered bankruptcy amid allegations that its chief executive Phillip Bennett, who has pleaded not guilty to fraud charges, had hidden $430 million in bad debt. The company exited bankruptcy proceedings late last month under a plan that calls for it to wind down its operations.
The equity group said it deserved to collect fees and expenses for its role in the case because it helped secure for most Refco stockholders the right to receive proceeds of two trusts -- the Litigation Trust and the Private Action Trust.
Specifically, any equity holder would get a pro rata share of 3 percent of the first $500 million, 7.5 percent of recoveries between $500 million and $1 billion, and 15 percent of recoveries over $1 billion. A previous plan, which the committee fought to amend, would have allowed them only 10 percent of a subset of Refco Inc.'s claims.
Paul Silverstein, a partner at Andrews Kurth LLP who represented the ad hoc equity committee, said it was far too soon to estimate how much those trusts would be worth, and he couldn't give a timeline for any resolution.
The committee said it considered the effort successful. "With more than $2 billion in claims filed against the parent estates that, if allowed, would be payable before equity receives a distribution, and given the almost $2 billion aggregate creditor shortfall, this was a truly remarkable achievement," the group said in court filings.
Stockholders typically see their investments wiped out in bankruptcy cases. But the ad hoc group, which previously included Lonestar Capital Management LLC, had argued that Refco was unique because of its more than 75 subsidiaries not in bankruptcy proceedings that were able to sell or liquidate. In addition, the group argued, Refco and its investors had grounds to sue former executives and financial advisers.
Refco Bankruptcy Plan Takes Effect
Tuesday December 26, 5:31 pm ET
Refco's Plan to Exit Chapter 11 Bankruptcy Takes Effect
NEW YORK (AP) -- Refco Inc., which previously provided trade-clearing and brokerage services, on Tuesday said its plan to exit Chapter 11 bankruptcy took effect.
The U.S. Bankruptcy Court in New York approved the plan on Dec. 15. Refco essentially dissolved itself during the bankruptcy by selling off its operations or eliminating them altogether.
Terms of the exit plan called for the company to pay secured lenders the $717.7 million they were owed in cash. Bondholders are expected to receive 83.4 cents on the dollar for their claims. Refco Capital Markets securities customers are expected to get about 85.6 cents on the dollar for their claims.
Unsecured creditors will receive substantially less under the plan -- between 23 cents and 37.6 cents on the dollar.
Refco originally sought bankruptcy protection in October 2005, as the company collapsed during an accounting scandal.
Refco exits Chapter 11, to wind up businesses
Tuesday December 26, 5:28 pm ET
NEW YORK (Reuters) - Refco Inc. (Other OTC:RFXCQ.PK - News) on Tuesday said it has emerged from Chapter 11 protection from creditors, ending one of the most complex U.S. bankruptcy cases and allowing the company to wind up its businesses.
Refco, which was once a major futures and commodities broker, and 23 affiliates filed for court protection on October 17, 2005, a week after revealing that former chief executive Philip Bennett hid $430 million of debt, and two months after raising $583 million in an initial public offering of stock.
Bennett has pleaded innocent to fraud charges and is scheduled to stand trial in March.
The expected payouts represent a small fraction of the $16.8 billion that creditors had claimed they were owed. Robert Drain, a U.S. bankruptcy judge in Manhattan, approved Refco's reorganization plan on December 15.
Under the plan, secured lenders who were owed $717.7 million were paid in full, while bondholders are expected to receive 83.4 cents on the dollar, Refco said.
Customers of the Refco Capital Markets broker-dealer unit will receive 85.6 cents on the dollar, and the unit's unsecured creditors will receive 37.6 cents on the dollar, Refco said.
Unsecured creditors of other units will receive 23 cents to 37.6 cents on the dollar, the company said. A litigation trust set up to sue individuals who aided alleged fraud may also obtain recoveries for stockholders and some creditors.
Marc Kirschner, the court-appointed trustee for Refco Capital Markets, expects to make "substantial" payouts to the unit's creditors by year end, Refco said.
Refco shares closed Tuesday down 5 cents at 30 cents in Pink Sheets trading.
Standard & Poor's Ratings Services on Tuesday affirmed its negative ratings outlook on AT&T Inc., BellSouth Corp., and the companies' wireless communications subsidiary, Cingular Wireless LLC, but maintained its 'A' corporate credit ratings on the companies.
S&P also removed all the companies' ratings from CreditWatch after AT&T last week closed its $86 billion buyout of BellSouth.
"Although AT&T made a number of concessions to break the deadlock needed to get FCC approval, the magnitude of these concessions are not material enough to affect the ratings," credit analyst Catherine Cosentino, said in a press release.
On a pro forma basis, the new AT&T had about $63 billion of debt reported as of Sept. 30.
The S&P ratings reflect its view that the merged entity's wireless business is strong enough to offset the higher business risk of its wireline operations, coupled with a modest capital structure, supports the overall 'A' corporate credit rating.
But the negative outlook reflects ongoing concern that the local telephone business will continue to face the challenges of wireless adoption and increased competition from cable TV operators offering digital phone and Internet service, according to S&P.
Shares of AT&T dipped 25 cents to $35.50 in morning trading on the New York Stock Exchange.
Looks to me like Pelosi might become the first female president if she plays her cards right...
http://www.opednews.com/articles/opedne_alex_gab_061125_welcome_to_the_new_a.htm
General Motors and Ford Motor ended a difficult year with another plunge in U.S. sales, while Chrysler Group reported an unexpected rise in sales in the month, although it wasn't enough to stop its parent, DaimlerChrysler, from falling to fourth place in full-year U.S. sales for the first time.
GM sales fell 13 percent in the month, although the automaker reported sales on per-selling-day basis that showed only a 9.7 percent decline. The fall left GM with sales 8.7 percent lower in 2006 than the year before.
GM posted weaker than expected sales of its new line of pickup trucks.
Toyota could soon be the number one car maker in the world.
The slide at GM in December was much worse than had been forecast. Auto sales tracker Edmunds.com had forecast only a 5.2 percent drop for the largest U.S. automaker in raw terms, and sales down only narrowly on a per-sales day. Shares of Dow component GM plunged about 5 percent following the report.
Time to Short it again folks:
Some Google advertisers cutting spending
Keyword inflation, low conversion rates sending merchants elsewhere
Charny, MarketWatch
Last Update: 6:49 PM ET Jan 3, 2007
SAN FRANCISCO (MarketWatch) -- A growing number of online advertisers are bidding a partial goodbye to Google Inc.
Frustrated by the soaring price of Internet-search advertising and diminishing returns from the ads they buy, mid-sized advertisers say they plan to reduce how much business they do with Google this year -- in some cases, significantly.
Last year, for example, eBags.com co-founder Peter Cobb spent between $5 million and $8 million to peddle suitcases, handbags and other carrying cases online. Google got 75% of that amount.
But this year it will get "significantly less," Cobb said. "The Google percentage has got to go down," he said.
In many cases, the cost of an eBags.com ad placed on either Google's own Web site or one of its affiliates now equals 45% of the price of the product it promotes. That's crimping the company's own profit margins and forcing it to look elsewhere to market its bags.
"We're testing print ads right now," said Cobb, whose company will spend up to $8 million on ads in 2007.
Cobb was among a half-dozen Google customers -- all of whom spent between $4 million and $10 million on search ads in 2006 -- who told MarketWatch they plan to spend less this year to have their ads placed alongside Google's search results.
While losing a few million here or there may not be enough to impact Google's business -- which generated more than $7 billion in sales last year -- those interviewed for this story say their sentiment is not unusual among Google advertisers of their size.
If enough of those companies curtail their Google spending, it could begin to depress the company's annual revenue growth rate, which is already expected to slow to 47% this year from 80% in 2006.
That growth rate is one of the primary reasons that Wall Street analysts cite to justify their price targets on Google shares. (GOOG : google inc cl a
Last: 467.59+7.11+1.54%
7:32pm 01/03/2007
Google declined comment for this story. (of course they did)
New bidders driving up prices
To a large degree, the dissatisfaction with Google's advertising is due to the phenomenal success the company has had in persuading other firms to advertise their products and services using Internet search keywords.
In search advertising, companies bid on the right to have their text-based ads placed next to search results generated by specific words and phrases, such as "ski boots" or "diamond earrings," that Internet users type into Google's search engine.
The low cost of keyword search advertising relative to older media like television, radio or even local yellow pages has lured many traditional retailers into advertising online. That's created more competitive bidding for popular Internet search terms, inflating their cost.
While that's helped Google post phenomenal profit growth -- analysts expect that its net income rose 80% in 2006 -- it's made things tougher on many of its advertisers.
Keyword search prices on many terms rose between 40% and 60% last year, according to advertisers like Dan Sackrowitz, chief executive of Bare Necessities, which sells lingerie online. He saw his Google ad budget soar 50% last year.
Jack Keifer, chief executive of baby goods provider Babyage.com, said his search ad costs more than doubled in 2006. As a result, he's refining his online advertising strategy, spending less on Google and more on comparison shopping engines or niche search engines that focus on his product categories.
The experience of Sackrowitz and Keifer has come to the attention of Wall Street analysts, even those who are bullish on Google.
"What has been good for Google has not been good for the companies that buy advertising from them," said Mark Mahaney, Internet analyst at Citigroup who rates Google shares as a buy. "Going forward, we see no convincing reason why online advertising costs shouldn't continue to rise."
Trouble turning shoppers into buyers
Meanwhile, there's also growing dissatisfaction with the return on investment provided by Google ads.
Advertisers pay Google every time someone clicks on their online ad, yet they benefit only if a consumer buys something after being transferred to their Web site.
Most online advertisers are happy if their so-called conversion rate is about 5%.
Yet Shmuel Gniwisch, founder of online jeweler Ice.com, got a conversion rate of less than half a percent for the $750,000 worth of ads he placed through Google during November and December, a key selling season for retailers.
For every 300 people who clicked on an Ice.com ad, only one actually purchased something, Gniwisch said.
"You couldn't get a worse performance," he said.
As a result, he's planning to cut his Google ad spending by 40% or more.
The low yield is a reminder of how many clicks are not legitimate but rather the result of so-called click fraud. While Google officials have inferred that the fraud rate is in the low-to-mid single digits, some critics say it can be as high as 50% for some online ad campaigns.
Still, many Google advertisers say they've accepted click fraud as part of the cost of online advertising. See previous story on Google's click fraud problem.
Changing tactics
Likewise, not all Google advertisers who've seen their costs surge are cutting spending.
Google's expansive advertising network and its No. 1 Internet search engine still make it a necessary part of any online campaign. Saying goodbye to Google and its huge audience is a risky move for advertisers.
Yet even those who will spend at least as much money on Google this year as they did in 2006 say their decision has more to do with improvements they've made on their own, rather than any increased satisfaction with Google's ad service.
Sackrowitz of Bare Necessities said he won't cut Google spending, but only because his company has developed expertise in converting clicks into sales.
"We're getting healthy enough returns, but it's a testament to how we've done a better job of converting shoppers to buyers than our competition," he said. "We'll stay the course, but I wish (keyword) prices were lower."
Ben Charny is a MarketWatch reporter based in San Francisco
This is a lot better than your other plays...
Red Mile Entertainment Appoints James T. McCubbin to Board of Directors
Wednesday November 29, 4:00 pm ET
SAUSALITO, CA--(MARKET WIRE)--Nov 29, 2006 -- Red Mile Entertainment, a worldwide developer and publisher of interactive entertainment software, today announced that James T. McCubbin has been appointed as a member of the Board of Directors, bringing the total number of Board members to five.
Founded in August 2004, Red Mile has developed a number of innovative titles. In 2005, the Company successfully launched its first franchise game, "Heroes of the Pacific," for multiple platforms including the PlayStation®2 computer entertainment system, Xbox® video game system from Microsoft and the PC. The popular game is also being developed for the PSP® portable entertainment system, and a sequel to the franchise is being developed for the next generation of consoles and PC platforms. Red Mile's most highly anticipated title, "Jackass: The Game," which is based on the extremely successful MTV series, is expected to be published in March 2007.
Mr. McCubbin is the Vice President, Chief Financial Officer, Director, Secretary, and Treasurer of WidePoint Corporation (AMEX:WYY - News). He has over 20 years of financial management experience including 10 years' experience with small-cap public reporting companies. He has held various positions in a wide range of activities from venture capital to financial management with Marmac Investments, Memtec Corp., McBee Consulting, Ernst & Young, and Martin Marietta Corp. before joining CSI as its Corporate Controller in 1996. In August of 1998, Mr. McCubbin was appointed as the Chief Financial Officer of WidePoint Corporation and joined its Board of Directors in December of 1998. Mr. McCubbin earned a Master's Degree in International Business and a B.S. in Finance from the University of Maryland.
"We are pleased to further broaden the scope of our board with Jim's appointment," said Chester Aldridge, Chairman and CEO of Red Mile. "His strong financial background and public company experience is a strong complement to Red Mile as we are actively working towards our listing as a publicly traded entity. We look forward to benefiting from Jim's valuable insight and expertise moving forward."
Mr. McCubbin stated, "I am delighted to join the Red Mile board of directors during this exciting time in the Company's development. I look forward to contributing to the direction of the Company as it seeks to capitalize on the tremendous growth opportunity within the interactive entertainment software industry."
Red Mile's registration statement on Form SB-2 with the U.S. Securities and Exchange Commission (SEC) covering the resale of 27,098,742 shares by certain stockholders was declared effective by the SEC on August 11, 2006. The Company is also working towards the listing of its common shares for trading on the OTC Bulletin Board and the TSX Venture Exchange in Canada.
This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The forward-looking statements are based on current expectations, estimates and projections made by management. The Company intends for the forward-looking statements to be covered by the safe harbor provisions for forward-looking statements. Words such as "anticipates," "expects," "intends," "plans," "believes," "seeks," "estimates," or variations of such words are intended to identify such forward-looking statements. All statements in this release regarding executing on our growth strategy, publication of "Jackass: The Game" in March 2007, use of proceeds, listings on the OTC Bulletin Board and TSX Venture Exchange, and the outcome of any contingencies are forward-looking statements. All forward-looking statements made in this press release are made as of the date hereof, and the Company assumes no obligation to update the forward-looking statements included in this news release whether as a result of new information, future events, or otherwise. The forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those set forth or implied by any forward-looking statements. Please refer to the Company's Form 10-KSB and other filings with the SEC for additional information regarding risks and uncertainties, including, but not limited to, the risk factors listed from time to time in such SEC reports.
About Red Mile Entertainment
Red Mile Entertainment, Inc. is a worldwide developer and publisher of interactive entertainment software. Headquartered in Sausalito, California, the company creates, incubates and licenses premier intellectual properties and develops products for console video game systems, personal computers and other interactive entertainment platforms. www.redmileentertainment.com.
©Red Mile Entertainment, Inc. All rights reserved. Red Mile Entertainment and the Red Mile Entertainment logo are trademarks of Red Mile Entertainment, Inc.
Contact:
Investor and Media Contact
Jennifer Jarman
The Blueshirt Group
415-217-5866
Email Contact
--------------------------------------------------------------------------------
Source: Red Mile Entertainment
New Symbol: WWY
http://finance.yahoo.com/q?s=WYY
Investors rushed to get a slice of the city's latest initial public offerings Monday, ignoring repeated calls for caution from local brokers.
Sharp gains by recent IPO candidates on their first day of trade, which allowed some investors to make quick gains, have convinced others that any new stock about to debut in Hong Kong is worth buying, brokers said.
"The investors are mad about IPOs at the moment. Even Ming An, which does not have very bright prospects, managed to draw huge orders," said Kingston Lin King-ham, associate director at Prudential Securities, which received applications for HK$800 million worth of margin financing to buy Ming An Insurance shares.
Besides the insurer, the two other companies that started their public offering Monday are plastic injection machines maker Haitian International Holdings and mobile phone battery maker SCUD Group.
The three issues coincided with an ongoing order period for four other IPO candidates, which started their public offerings Friday.
"Seven IPOs being offered at the same time is an unusual phenomena. Even in 1997 during the red-chip fever, so many IPOs were never offered at the same time," said Alex Wong Kwok- ying, fund manager at Shenyin Wanguo Securities.
Still, the punters' appetite remained insatiable.
At the Bank of China's Kwun Tong branch, people packed the premises throughout the day for Ming An prospectuses and application forms.
"The IPOs are a sure win for now." said a woman eager to buy into the insurer.
Retail investors now expect to double their money from ongoing IPOs, following the strong performance by new listings last week, said Bright Smart Securities general manager Nelson Chan.
China Communications Services (0552), for example, surged 85 percent on its trading debut Friday.
Its gains were unexpected, but they came amid strong speculation the engineering unit of China Telecom (0728) will derive huge benefits from the mainland rollout of 3G mobile services.
The unit closed at HK$4.11 Monday, almost double its offer price of HK$2.20 per share.
Ming An saw the largest order for margin financing among the three new IPO candidates this week.
Applications for loans to buy shares of the Hong Kong-based non-life insurer amounted to HK$4.8 billion, at least 36 times more than shares available in the retail tranche, a poll of four brokerage by The Standard, showed.
Haitian and SCUD received orders for about HK$700 million and HK$300 million, respectively - 4.5 times and six times more than shares allocated.
Margin financing for the three IPOs commanded interest rates ranging from 5.2 percent to 6 percent, compared with 5 percent to 5.5 percent for Zhaojin Gold Mining (1818) and Kingboard Laminates (1888), which started trading last week.
The range was wider for the three IPOs as a lot of funds had been allocated to previous listings in the last two months, brokers said.
Some brokerages did not provide any margin financing for the four candidates that started their public offerings Friday - Sunlight REIT, Xingda, Zhuzhou CSR Times and 3 CEMS - due to a lack of funds.
Many securities houses have lent heavily to IPOs such as Shanghai Jin Jiang International Hotels, China Communication Construction and China Coal Energy, brokers said.
Wong described the current IPO fever as speculative, as valuations for some of the newly-listed firms are relatively higher than even some of the most expensive stocks such as Kingdom Holdings (0528). Kingdom is currently priced at 10 times price-earnings.
Lin urged investors to know what they are buying into before rushing in to grab a piece of this year's last IPOs. Monday marked the end of the public offering season. Regal REIT, the next candidate, is due to start marketing by the third week of next month.
Chip Stocks Close Mixed on Lukewarm Sector Report From Goldman Sachs
NEW YORK (AP) -- Semiconductor stocks closed mixed Wednesday as Goldman Sachs issued a tepid outlook on the sector.
The Philadelphia Semiconductor Sector Index dipped 2.86 points, or less than 1 percent, to end at $465.06. Goldman Sachs analyst James Covello said he sees continued underperformance in chipmakers and particular weakness in chip equipment stocks in the first half of 2007, given his expectations for a continued inventory correction, a period of capacity absorption and rich valuations.
Covello does, however, favor chip makers over their equipment-making peers. One of the biggest gainers in the index Wednesday was Marvell Technology Group Ltd., whose shares jumped more than 2 percent after Goldman Sachs listed the stock as one of the bank's top picks among large-cap investments.
Shares of Marvell closed at $19.54, up 35 cents or about 2 percent on the Nasdaq. Fellow chipmaker Broadcom also rose slightly, ending up 16 cents at $32.47, while Intel Corp. finished up 10 cents at $20.35 on the Nasdaq.
Chip equipment makers Credence Systems Corp. and Applied Materials Inc. weren't treated quite as favorably. Together with Advanced Micro Devices Inc., ratings on the two companies were cut to "Sell" from "Neutral."
Covello lowered his outlook on the semiconductor equipment stocks partly based on his assumption that there will be a reduction in orders for NAND flash memory in the first half of 2007, and a drop in orders for DRAM (dynamic random access memory) in the second half of the year.
Covello also said he expects AMD will face a significant ramp in fixed costs, a weak CPU pricing environment in 2007, and increasing competition from Intel.
Credence shares dropped 16 cents, or 3.1 percent, to finish at $5.04 on the Nasdaq, and Applied Materials shares slipped 3 cents to end at $18.42. AMD, which also was downgraded by ThinkEquity to "Sell" from "Buy," saw shares fall 83 cents, or 4.1 percent, to close at $19.52 on the New York Stock Exchange.
ThinkEquity's Eric Ross said AMD's inventories have suddenly built in the channel, and prices are plummeting.
"We believe the channel is angry, and PC OEMs are expressing concern about AMD's roadmap -- particularly mobile," Ross wrote in a note to clients. "We fear this will translate into share loss to Intel. With the price war between AMD and Intel re-igniting, we believe AMD has little opportunity of meeting the high expectations for GM and OM it set on its recent analyst day."
Goldman's Covello did have positive comments to make on Micron Technology Inc. and Texas Instruments Inc., upgrading both stocks to "Neutral" from "Sell" due to underperformance in 2006 and limited downside seen to price targets.
Covello's has a current price target on Texas Instruments of $26, and a $12 target on Micron.
Micron shares closed up 7 cents at $14.03 on the New York Stock Exchange, while Texas Instruments shares slipped 24 cents to close at $28.56.
Looks like it mayb be time to short this one:
Time flies, and apparently stock prices soar, when you're under federal investigation.
There was no shortage of negative headlines for computer and printer maker Hewlett Packard Co. in 2006. In the wake of a corporate spy scandal, two insiders -- former Chairwoman Patricia Dunn and former ethics chief Kevin Hunsaker -- were both ousted, and criminal charges were brought up against Dunn and four others.
Earlier this month, a congressional panel investigating the company's boardroom spy scandal demanded an explanation for $1.37 million in options exercised by Chief Executive Mark Hurd just before the scandal became public. Also earlier this month, HP agreed to pay $14.5 million to settle civil claims brought by California Attorney General Bill Lockyer.
The corporate drama surrounding HP wasn't limited to the spy scandal, though. In March a group of HP shareholders filed suit against the company, alleging its board broke its own rules by awarding more than $42 million in cash, stock and other benefits to Carleton "Carly" Fiorina after she was ousted as CEO last year.
While the spy scandal certainly garnered ugly press, rather than dampen the stock valuation, shares of HP climbed roughly 45 percent over the year, and the stock hit a new 52-week high of $41.70 in Wednesday's trading on the New York Stock Exchange.
On the business side, HP scored a victory when it surpassed rival Dell Inc. as the world leader in personal computer shipments for the first time in nearly three years, according to research firms Gartner Inc. and International Data Corp. HP's computer shipments increased 15 percent, while Dell's only inched up less than 4 percent.
Shares of Hewlett Packard Co., which traded as low as $28.37 on the first day of trading in 2006, were most recently trading down 10 cents at $41.51 on the NYSE.
Apple, Google, Napster Sued Over Patents
Wednesday January 3, 4:22 pm ET
By Gary Gentile, AP Business Writer
Defunct Online Movie Service Files Patent Lawsuit Against Apple, Google, Napster
LOS ANGELES (AP) -- A defunct online movie service has sued Apple Computer Inc., Google Inc. and Napster Inc. claiming patent infringement over the distribution of video over the Internet.
The patent in question, filed in 2001 and granted in 2005, outlines the business model for offering video content from various providers to consumers over the TV and the Internet, Intertainer Inc. said in its lawsuit.
Intertainer claims Apple, Google and Napster are using the patent without permission. The lawsuit, filed last week in U.S. District Court in Marshall, Texas, seeks damages and a permanent injunction.
Apple recently started selling movies through its popular iTunes online store, while Google offers a mix of free and for-pay video content and recently bought the highly trafficked video-sharing site YouTube. Napster runs an Internet music service.
Apple spokesman Steve Dowling said Wednesday the company does not comment on pending litigation, while Napster spokeswoman Dana Harris said the company was looking into the matter. A call to Google for comment was not immediately returned.
Intertainer launched in 1998 with investments from Comcast Corp., Intel Corp., Microsoft Corp., Sony Corp. and General Electric Co.'s NBC. The service streamed movies over the Internet and provided movies on demand for cable services.
The company shut down its service in 2002 after filing a federal lawsuit accusing the major movie studios of conspiring to force it out of business by refusing to license films or charging higher fees in order to favor a rival, Movielink, jointly owned by five of the major studios. That lawsuit was settled last March.
Intertainer now licenses its patents to video on demand and similar companies.
Shares in Apple fell $1.04, or 1.2 percent, to close Wednesday at $83.80 on the Nasdaq Stock Market. Google shares rose $7.11, or 1.5 percent, to close at $467.59 on the Nasdaq, while Napster shares increased 19 cents, or 5.2 percent, to close at $3.82 on the Nasdaq.
If what has been filed or was to be filed is not completely accurate or in any way misleading then the suspension will remain and you are going to be SOL...what you missed in the last filings are matters of public record which the SEC seems to have uncovered not so inadvertently.
Looks like a few people might want to see if Hudson will take their shares before the 16th rolls around...
First Prize Entry
Its a good thing because an administrative law judge will discover the truth about the inaccurate filings already made and the people who were snookered into buying this stock over the past two years can cut their losses and move on to bigger and better things and the chain of suckers will end once and for all.
Second Prize Entry
It won't matter becuase even if everyone knew the truth they still wouldn't be able get their money back.
Does the popcorn come already popped or do I have to microwave it?
I could only find one reference to any broker dealer that would trade in grey market stocks...so even if it is suspended or pending a delisting after an ALJ hearing does anyone feel confident enough to buy through a broker dealer that trades in grey market stocks/
http://www.google.com/search?hl=en&lr=&q=%22grey+market+stocks%22&btnG=Search
If its not registered then why is the SEC suspending their trading?
Who trades grey stocks anyway?
So who got caught holding the bag on 60 million shares?
What does trade grey mean?
Happy New Year Everyone!
TLYN -- Telynx, Inc.
Class A Com (1 Cent)
Security Status: Suspended
TRADE DATA Best Bid: 0.00 Best Ask: 0.00
Last Sale: 0.00010
Change: -0.00440
Percent Change: -97.7778
Daily High: 0.00010 Daily Low: 0.00010
Opening Price: 0.00010 Volume: 2,000
Annual High: 0.0090
Annual Low: 0.00080
Dividend: 0.00 Earnings/Share: 0.010
Previous Close: 0.0045 P/E ratio: 0.010
Yield: 0.00 Halted
Beta Coefficient: 1.64
Last Trade Date/Time: 12/29/2006
http://www.pinksheets.com/quote/quote.jsp?symbol=TLYN
Due Dilly
I'm wondering if the SEC will announce when and where the public hearings will be held so that stockholders can show up and testify? Do you know how that works in these cases?
Jurisper
Do you know when and where the hearing might be held? I know several people who would like to attend and testify on behalf of the government and investors who have lost money as a result.
I would tend to agree with you even though it may have one final burst left in it before the big boys unload it for greener pastures.
Didn't I tell you guys to short this after it hit 500...
There are 7.4 million shares short or 2.4% of the float.
http://biz.yahoo.com/ap/061218/ye_internet_imbalance.html?.v=7
http://www.forbes.com/video/?video=fvn/investing/ab_fisher121806&partner=yahootix
Looks like they are borrowing in pounds and investing in China...leaving the dollar to slide ever further into oblivion...
Other Events, Financial Statements and Exhibits
Item 8.01. Other Events.
Wal-Mart Stores, Inc. (the "Company") and Goldman Sachs International, Citigroup Global Markets Limited, Morgan Stanley & Co. International Limited, Barclays Bank PLC, Deutsche Bank AG, London Branch and The Royal Bank of Scotland plc (the "Underwriters") have entered into a Pricing Agreement, dated December 12, 2006 (the "Pricing Agreement"), pursuant to which, subject to the satisfaction of the conditions set forth therein, the Company has agreed to sell to the Underwriters, and the Underwriters have agreed to purchase from the Company, £1,000,000,000 aggregate principal amount of the Company's 4.875% Notes Due 2039 (the "Notes"). The Pricing Agreement incorporates by reference the terms and conditions of an Underwriting Agreement, dated May 19, 2006 (the "Underwriting Agreement"), between the Company and the Underwriters.
The Company and the Underwriters expect to consummate the sale and purchase of the Notes pursuant to the Pricing Agreement on December 19, 2006. The Notes are being sold to the public at an issue price of 98.038% of the aggregate principal amount of the Notes. The net proceeds to the Company from the sale of the Notes, after the underwriting discount, but before transaction expenses of the sale of the Notes, will be £974,130,000.
The Notes constitute the Company's newly created series of 4.875% Notes Due 2039 (the "Series") and are senior, unsecured debt securities of the Company. The Series was created and established, and its terms and conditions were established, by action of the Company and an authorized officer of the Company pursuant to, and in accordance with, the terms of the Indenture, dated as of July 19, 2005, as supplemented (the "Indenture"), between the Company and The Bank of New York Trust Company, N.A., as trustee (the "Trustee"). The terms of the Notes are as set forth in the Indenture and in the form of Global Note (referred to below) that will represent the Notes.
The Notes have been admitted to the Official List of the Irish Stock Exchange and for trading on the Irish Stock Exchange.
The material terms of the Notes are described in the prospectus supplement of the Company dated December 12, 2006, which relates to the offer and sale of the Notes (the "Prospectus Supplement") and supplements the Company's prospectus dated December 21, 2005, which prospectus relates to the offer and sale from time to time of an indeterminate amount of the Company's debt securities (the "Prospectus"), and in the Prospectus. The Prospectus Supplement and the Prospectus were filed by the Company with the Securities and Exchange Commission (the "Commission") on December 14, 2006 pursuant to Rule 424(b)(2) under the U.S. Securities Act of 1933, as amended (the "Securities Act"), in connection with the offer and sale of the Notes. A Final Term Sheet, dated December 12, 2006, relating to the Notes was filed with the Commission pursuant to Rule 433 under the Securities Act on December 12, 2006.
The Notes will be delivered in book-entry form only and will be represented by a single global note in the original principal amount of £1,000,000,000 (the "Global Note"). The Global Note will be payable to The Bank of New York Depository (Nominees) Limited, as the nominee of The Bank of New York, London Branch, as common depositary for Clearstream Banking,
--------------------------------------------------------------------------------
société anonyme, and Euroclear Bank S.A./N.V. The Global Note will be executed by the Company and authenticated by the Trustee through the Trustee's authenticating agent.
Filed as exhibits to this Current Report on Form 8-K are (i) the Pricing Agreement, (ii) the Underwriting Agreement, (iii) the Series Terms Certificate that relates to the Series, that was executed in accordance with the Indenture and that evidences the establishment of the terms and conditions of the Series in accordance with the Indenture, (iv) the form of the Global Note and (v) the opinion of Andrews Kurth LLP regarding the legality of the Notes.
The Company is offering and selling an aggregate principal amount of up to the equivalent of $350 million of Notes in the United States (including any Notes that are initially offered and sold outside the United States pursuant to Regulation S, but which may be resold in the United States in transactions requiring registration under the Securities Act) in reliance on and under the Company's Registration Statement on Form S-3 (File No. 333-130569), which registration statement relates to the offer and sale on a delayed basis from time to time of an indeterminate amount of the Company's debt securities. (The aggregate principal amount of the Notes being offered and sold pursuant to the registration statement as discussed above has been translated into U.S. dollars using the noon buying rate for pounds sterling on December 11, 2006, announced by the Federal Reserve Bank of New York, which exchange rate was £1.00 = U.S.$1.9552.) The Company is offering and selling the remaining Notes outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended. This Current Report on Form 8-K is being filed in connection with the offer and sale of the Notes as described herein and to file with the Commission in connection with the Registration Statement the documents and instruments attached hereto as exhibits.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
1(a) Pricing Agreement, dated December 12, 2006, between the Company and the
Underwriters.
1(b) Underwriting Agreement, dated May 19, 2006, between the Company and Goldman
Sachs International and Lehman Brothers International (Europe)
4(a) Series Terms Certificate as to the 4.875% Notes Due 2039 of Wal-Mart
Stores, Inc.
4(b) Form of Global Note representing £1,000,000,000 aggregate principal amount
of the 4.875% Notes Due 2039 of Wal-Mart Stores, Inc.
5 Legality Opinion of Andrews Kurth LLP dated December 18, 2006.
Not until after the new year...they are trying to remake their own image
Behind the Scenes,
PR Firm Remakes
Wal-Mart's Image
Political Veterans at Edelman
Tackle Woes of 'Candidate'
But Sometimes Stumble
Holding 79 News Conferences
By KRIS HUDSON
December 7, 2006; Page A1
(See Corrections & Amplifications item below.)
Over the last year, Lee Scott has appeared on the Rev. Al Sharpton's radio show, talked about pro-environment policies and given speeches that repeatedly state his organization's devotion to "working families."
If Mr. Scott, the chief executive of Wal-Mart Stores Inc., seems like he's running for office, it's no accident. For the last 15 months, the Edelman public-relations firm, led by seasoned political operatives, has been directing a campaign it calls "Candidate Wal-Mart." The goal: Rescue the battered image of the world's largest retailer.
Edelman's bipartisan team has been behind the curtain during Wal-Mart's most visible recent initiatives -- and some of its public stumbles. When Wal-Mart decided to sell an array of generic drugs for $4 a prescription, Edelman orchestrated a 49-state rollout, lining up local dignitaries in 79 places for publicity events. The PR giant also organized a grass-roots group called Working Families for Wal-Mart. But it had to scramble when the leader it helped recruit, Andrew Young, made derogatory comments about ethnic shopkeepers and was forced to resign.
Wal-Mart badly needs a boost. Its sales growth has waned in recent years and an effort to reach out to higher-earning shoppers has sputtered, partly because of the company's beleaguered image. Sales at stores open more than a year fell 0.1% in the four weeks ending Nov. 24 -- only the second monthly drop in 27 years. This year Wal-Mart scaled back expansion plans amid pressure from investors and political opposition in New York, Massachusetts, California and elsewhere.
As Edelman and Wal-Mart see it, image is crucial for drawing customers, smoothing the way for new stores in urban areas and beating back legislation that would raise costs. "This is not a public-relations campaign," says Michael Deaver, a former chief of staff for President Reagan who is now helping to oversee the Wal-Mart account as an Edelman vice chairman. "It's a win-or-lose campaign. And if you've been involved in a presidential campaign, that's the way you look at things."
Leslie Dach, a former adviser to Democratic politicians, led the campaign's first year as an Edelman vice chairman. Now Mr. Dach is a Wal-Marter in full: In July, the retailer hired him as an executive vice president for communications and government relations, reporting directly to Mr. Scott, the CEO.
For years Wal-Mart did little to promote itself as a positive social force, believing its low prices would speak for themselves. But as it mushroomed to become one of the world's biggest companies -- with 6,700 stores and $312 billion in sales last year -- it increasingly felt the sting of public criticism and pressure to fight back.
The pressure grew last year when unions started two organizations to hammer Wal-Mart: the Service Employees International Union's Wal-Mart Watch and WakeUpWalMart.com, funded by the United Food and Commercial Workers union. At Wal-Mart's annual meeting on June 3, 2005, Mr. Scott said: "Your company is the focus of one of the most well-organized and well-financed corporate campaigns in history...A coalition of unions and others are spending over $25 million this year alone to try to do damage to this company."
A few weeks later, on June 28, two dozen Wal-Mart executives sat behind tables at a community-college conference center in Bentonville, Ark., Wal-Mart's hometown. They heard pitches from three PR firms chosen as finalists -- Edelman, APCO Worldwide and DCI Group.
War Room of Publicists
In their "Candidate Wal-Mart" pitch, Messrs. Dach and Deaver of Edelman described a campaign with all the trappings of a U.S. presidential bid. A war room of publicists would respond quickly to attacks or adverse news. Operatives would be assigned to drum up popular support for Wal-Mart via Internet blogs and grass-roots initiatives. Skeptical outside groups, such as environmentalists, would be recruited to team up with Wal-Mart. Edelman won and quickly put its plan into practice, with three dozen staffers working on the account in Washington, D.C., and Bentonville.
Wal-Mart had been mulling the $4-per-prescription program before Edelman's arrival, but the firm saw it as a chance to promote Wal-Mart as a catalyst for health-care change. In late September, Wal-Mart executives gathered with Florida officials, including Gov. Jeb Bush, to announce the program's introduction in the Tampa area. That generated national coverage, despite Wal-Mart's initial statements that it wouldn't expand the program beyond Tampa until 2007. Then the company rolled it out in rapid-fire succession to 48 other states, declaring that the low-cost pills were so popular it didn't want to keep people waiting.
The acceleration of the program earned new national coverage, but even more important were local news outlets. The 79 news conferences arranged by Edelman across the country helped the effort win notices from The Dallas Morning News, Vermont's Burlington Free Press and others.
Privately held Edelman is the largest U.S. public relations firm with 2005 revenue of $254 million and clients such as Microsoft Corp. and Pfizer Inc. (Dow Jones & Co., publisher of The Wall Street Journal, has also been a client.) Both Wal-Mart and Edelman decline to disclose Edelman's fee, but outside estimates put it in the millions of dollars annually.
Mr. Dach, a slightly built 52-year-old, was born and raised in the New York City borough of Queens, son of a homemaker and a small-business owner in Manhattan's garment district. He studied neurobiology at Yale but quickly was drawn to politics, working on the advance teams of Sen. Edward Kennedy and President Carter during their 1980 presidential bids.
He went on to play prominent advisory roles for Democrats in five of the next six presidential campaigns. He prepared Al Gore for debates in 2000 and handled publicity for Democratic efforts in 2004 to keep Ralph Nader off the ballot in several states. In between campaigns, he spent 17 years at Edelman advising clients such as a Fujifilm Corp. division and the Nature Conservancy.
Mr. Dach believes his experience trouble-shooting for political candidates can be applied to the corporate world. "Every crisis is an opportunity," he said in a recent interview. "The American people understand imperfection. But what they want to see is a company taking responsibility and then moving forward."
Soon after getting hired by Wal-Mart, Edelman found an opening. In the wake of Hurricane Katrina, Wal-Mart rushed to reopen its stores and speed supplies to the storm-damaged areas. Edelman helped Wal-Mart get coverage for its efforts and spotlighted Jason Jackson, the retailer's emergency-planning director. Mr. Jackson gave interviews, spoke on a conference call with reporters and gave some a peek into his command center for tracking weather and routing supplies.
After the storm, evacuees and local officials proclaimed in the news that Wal-Mart had outhustled the federal government. Also, Wal-Mart quickly made a $15 million donation to the hurricane-relief fund organized by former Presidents Clinton and Bush. The two ex-presidents praised Wal-Mart's generosity.
Another early Edelman initiative was Working Families for Wal-Mart, the grass-roots organization. The idea was to allow Wal-Mart's defenders to strike back against critics without requiring the company's own PR staff to enter the fray. Wal-Mart provided the group's funding and Edelman staffed it.
Edelman executive Greg St. Claire played a leading role in recruiting Mr. Young, the former U.S. ambassador to the United Nations, as the group's chairman, according to people who spoke with Mr. St. Claire. They say Mr. St. Claire told colleagues how Mr. Young had praised Wal-Mart in public comments. Wal-Mart says its diversity department came up with the idea of bringing in Mr. Young. Mr. St. Claire declined to comment and Mr. Young's office didn't return phone messages.
Others recruited by Edelman for the group's 14-member steering committee include Wheelchair Foundation vice president Chris Lewis, the son of entertainer Jerry Lewis, and singer Pat Boone. In its first year, Working Families for Wal-Mart reports amassing 150,000 supporters and assembling steering committees of local dignitaries in six states.
Yet the Working Families group has produced some of Edelman's worst fumbles, too. Union-backed Wal-Mart Watch swooped in to claim the workingfamiliesforwalmart.com Web address, and posted statements there mocking the company-backed group as artificial. In August of this year, Mr. Young raised a stir when he told an African-American newspaper in California that Jewish, Korean and Arab shopkeepers overcharged inner-city African-Americans for stale food. He had been asked about Wal-Mart's impact on mom-and-pop businesses. Mr. Young apologized and resigned from Working Families for Wal-Mart.
Faux Pas
In October, bloggers and mainstream media criticized Working Families for Wal-Mart for not disclosing the full identities of two people -- one the sister of Edelman's Mr. St. Claire -- whom it enlisted to write a pro-company blog. The two drove an RV around the country and posted happy accounts of the Wal-Mart customers and employees they encountered. Edelman's chief executive, Richard Edelman, apologized on his own blog for the lack of disclosure.
The faux pas had union groups crowing. "Edelman stumbled badly on the Wal-Mart account, and the fake-blog episode is fast becoming a case study on the importance of PR transparency," said Wal-Mart Watch spokesman Nu Wexler.
In its pitch for the account, Edelman had warned Wal-Mart that Google results for a "Wal-Mart" search yielded mostly unflattering material, potentially overshadowing the company's own sites. Edelman sought to balance that equation by funneling positive information about Wal-Mart to bloggers. For example, news that 24,500 people applied for 325 jobs at a new Wal-Mart outside of Chicago made its way onto some blogs.
Edelman has also tried to help Wal-Mart gain some control over the issue of health care. In October 2005, Wal-Mart Watch distributed an internal Wal-Mart document detailing strategies for cutting health-benefit costs by discouraging unhealthy job applicants. In January, Maryland enacted a law targeting Wal-Mart that required large employers to spend certain amounts on health-care benefits for workers in the state. The law spurred similar bills prompted by labor groups in more than two dozen states.
Mr. Dach pushed Mr. Scott to discuss health in a February speech to the National Governors Association. "Everybody was telling Leslie, 'We can't do health care now. We don't want to talk about health care.' But Leslie just kept at it," says Mr. Deaver. Mr. Scott took Mr. Dach's advice, announcing in his Edelman-drafted speech that Wal-Mart would improve health benefits for its workers by such steps as loosening eligibility requirements for part-timers.
Company officials are heartened that none of the bills modeled on Maryland's law survived this year, although that may have more to do with a federal judge's decision in July to strike down the Maryland law because he said it encroached on federal authority.
In Mr. Scott's speech at this year's annual meeting, he used an Edelman-inspired line with political echoes: "This company is committed to working families." In all, Mr. Scott used the expression "working families" 10 times in that speech, which Edelman wrote, and 11 times in two other talks around the same time. Since Edelman's hiring, Wal-Mart has issued at least 44 press releases mentioning working families to describe its customers and employees.
Later in the summer, Edelman booked Mr. Scott in several unfamiliar forums, such as Mr. Sharpton's radio show, where the CEO fielded questions from listeners. In July, Mr. Dach arranged for former Vice President Al Gore to speak about environmental issues and screen his global-warming movie "An Inconvenient Truth" at a quarterly meeting of Wal-Mart employees and environmental groups. Mr. Gore's camp initially had concerns about Wal-Mart's sincerity on the issue, but Mr. Dach helped allay them. "Leslie brings some credibility and integrity," said Roy Neel, Mr. Gore's chief of staff.
This summer, Wal-Mart decided to bring Mr. Dach in-house. Mr. Dach was already so intimately involved in planning that he sometimes heard of key developments within Wal-Mart prior to the company's own senior PR staffers, according to people familiar with the situation. Yesterday, Robert McAdam, who has been a top Wal-Mart PR executive since 2000, told colleagues he is leaving the retailer. In an interview, Mr. McAdam said his departure has nothing to do with Mr. Dach's arrival.
In hiring Mr. Dach, Wal-Mart granted him stock then valued at $3 million and nearly 169,000 options. The retailer allows him to split his time between Bentonville and Washington, D.C., with Washington remaining his primary residence. He also gained oversight of the $1 billion Wal-Mart Foundation, a charitable group. "I'm convinced Wal-Mart is changing and the change is real," Mr. Dach wrote in an email to friends announcing the move.
Write to Kris Hudson at kris.hudson@wsj.com
Corrections & Amplifications:
Wal-Mart Stores Inc. and the Rev. Al Sharpton arranged for Lee Scott, Wal-Mart's chief executive, to appear on the Rev. Sharpton's radio show in July. This article inaccurately reports that Edelman had arranged for the appearance. Also, Florida Gov. Jeb Bush attended a press conference with Wal-Mart in Orlando in October, not a previous press event in Tampa. Additionally, Michael Deaver, now vice chairman of Edelman, was a deputy chief of staff in the Reagan administration, not chief of staff.
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