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I Love It! And Thanks Rocky
ACT’S MEMORANDUM OF LAW
IN SUPPORT OF MOTION FOR SANCTIONS AGAINST PLAINTIFFS
Defendant, Advanced Cell Technology, Inc. (“ACT”), through its undersigned counsel, files this memorandum of law in support of its motion for sanctions against Plaintiffs, Gary Aronson and John Gorton, as trustee.
I.Plaintiffs’ claims have gone from meritless to frivolous. The Court previously dismissed with prejudice nearly every claim made by Plaintiffs in their First Amended Complaints, because Plaintiffs had failed to state any claim upon which relief could be granted. (ECF Nos. 47 & 52.) Undeterred, and apparently seeking to coerce a settlement by forcing ACT to incur additional defense costs, Plaintiffs have now filed Second Amended Complaints. (ECF Nos. 59 & 60.) These most recent pleadings attempt to allege three new breach-of-contract claims against ACT, all of which are based on allegations that ACT breached Plaintiffs’ stock warrants (collectively, “Plaintiffs’ Warrants”) by issuing stock warrants or selling stock to third parties during the so-called “Pricing Period” set forth in Plaintiffs’ Warrants (May 1, 2005 to January 15, 2009).
INTRODUCTION
1
1 Plaintiffs Warrants are attached as Exhibits 1 and 2 to ACT’s motion to dismiss. (ECF Nos. 64-1 & 64-2.)
Case 1:11-cv-11492-NMG Document 70 Filed 01/11/13 Page 1 of 10
2
None of these claims has a good-faith or reasonable basis in law or fact; sanctions are therefore appropriate under Rule 11.
2
Plaintiffs have been attempting to plead claims against ACT in this Court for more than a year. They initially asserted securities-fraud claims arising from ACT’s issuance of a stock warrant to Gunnar Engstrom; months later, they added securities-fraud claims arising from ACT’s issuance of the Woodward Warrant and breach-of-contract claims related to both warrants.
ACT moved to dismiss. On July 16, 2012, Magistrate Judge Dein recommended that all but one of Plaintiffs’ claims be dismissed with prejudice. (ECF No. 47.) The Court adopted Magistrate Judge Dein’s recommendations in full on September 28, 2012. (ECF No. 52.) Plaintiffs made no attempt to contest or object to Magistrate Judge Dein’s recommended dismissal of their core securities-fraud claims. (ECF No. 48.) They “fully accepted” dismissal of those claims. (ECF No. 53 at 5; ECF No. 55 at 3.)
Rather than proceed with their one surviving claim, Plaintiffs filed Second Amended Complaints attempting to assert three new breach-of-contract claims . Plaintiffs allege that ACT breached their warrants by: issuing a warrant to Deron Colby (Second Claim for Relief); extending the exercise periods for warrants issued before the Pricing Period to Andwell, LLC
2 Plaintiffs’ substantively-identical Second Amended Complaints contain four claims for relief. The First Claim for Relief is a breach-of-contract claim related to a stock warrant issued by ACT to William Woodward (the “Woodward Warrant”). It is a reiteration of the lone claim that survived ACT’s motion to dismiss Plaintiffs’ First Amended Complaints. The Second, Third, and Fourth Claims for Relief are all new; they are the subject of this motion and ACT’s pending motion to dismiss. (ECF Nos. 63 & 64.)
Case 1:11-cv-11492-NMG Document 70 Filed 01/11/13 Page 2 of 10
and Nancy Burrows (Third Claim for Relief); and selling stock to third parties, according to allegations made by another party in another lawsuit in another court.
Plaintiffs’ Second, Third, and Fourth Claims for Relief merit sanctions under Rule 11 for the following reasons:
• Second Claim for Relief – there is no factual basis for the allegation that ACT issued the warrant to Mr. Colby (the “Colby Warrant”) during the Pricing Period; any reasonable presuit investigation would have concluded that ACT issued the Colby Warrant before the Pricing Period;
Third Claim for Relief -- the alleged basis of this claim is that ACT, during the Pricing Period, extended the exercise periods for warrants it had issued to Andwell and Burrows (collectively, the “Andwell/Burrows Warrants”) before the Pricing Period; there is, however, no allegation that these warrants were issued during the Pricing Period; in fact, Plaintiffs explicitly allege that Andwell’s warrant was issued before the Pricing Period;
Fourth Claim for Relief
Under Plaintiffs’ Warrants, in the event ACT issued any “Equity Units” during the Pricing Period, ACT was required to notify Plaintiffs of the issuance and make an appropriate adjustment of Plaintiffs’ stock-purchase rights. (ECF No. 59 at ¶¶ 8, 12-14; ECF No. 60 at ¶¶ 9, 13-15.) “Equity Unit” is defined as “Common Stock or Preferred Stock, either alone or issued, offered or sold together as an integrated investment unit with any warrants or similar non-debt securities convertible or exchangeable, directly or indirectly into Common Stock or Preferred Stock.” (ECF No. 59 at ¶ 9; ECF No. 60 at ¶ 10.) --
this claim, which does nothing more than regurgitate allegations made by another party (the S.E.C.) in another lawsuit pending in another court, violates elemental pleading requirements under the Federal Rules of Civil Procedure, and belies any suggestion that Plaintiffs or their counsel conducted a reasonable or good-faith presuit investigation.
Accordingly, this Court should award ACT its reasonable attorneys’ fees and costs incurred in defending these new claims, and should otherwise sanction Plaintiffs and their counsel if appropriate under the circumstances.
II.A claim is frivolous and contravenes Federal Rule of Civil Procedure 11 if it is “either not well-grounded in fact or un-warranted by existing law or a good faith argument for an extension, modification or reversal of existing law.”
STANDARD OF REVIEW
Cruz v. SavageRule 11, 896 F.2d 626, 632 (1st Cir. 1990). “ requires attorneys to take responsibility for the claims and defenses they represent; attorneys must make reasonable inquiry to assure that the claims, defenses and positions represented by them are well-grounded in both law and fact and are not intended to serve an improper purpose, such as harassment or delay.” Id. at 630. Accord Steele v. Ricigliano
“The appropriate standard for measuring whether a party and his or her attorney has responsibly initiated and/or litigated a cause of action in compliance with , 789 F. Supp. 2d 245, 250 (D. Mass. 2011) (Gorton, J.) (Rule 11 “prohibits filings made with an improper purpose, the offering of frivolous arguments, and the assertion of factual allegations without evidentiary support or the likely prospect of such support”).
Rule 11 . . . is an objective standard of reasonableness under the circumstances.” Cruz, 846 F.2d at 631. Thus, misconduct short of bad faith and intentional wrongdoing may violate Rule 11. Hochen v. Bobst Group, Inc., 198 F.R.D. 11, 16 (D. Mass. 2000), aff’d 290 F.3d 456 (1st Cir. 2002) (“A violation of Rule 11 . . . might be caused by inexperience, incompetence, willfulness, or deliberate choice.”) (quoting Cruz
Sanctions under Rule 11 are mandatory when a violation is found, including “when an attorney fails to make reasonable efforts to ensure that the pleading he signs is grounded in fact.” ).
Figueroa-Ruiz v. Alegria, 905 F.2d 545, 548 (1st Cir. 1990). Potential sanctions include payment of attorneys’ fees and costs, monetary fines or penalties, public reprimands, orders regarding continuing legal education, and referrals to attorney-disciplinary authorities.
Galanis v. Szulik, 841 F. Supp. 2d 456, 460 (D. Mass. 2011) (Gorton, J.); Balerna v. Gilberti, 281 F.R.D. 63, 66 (D. Mass. 2012). Cf.
III. Fed. R. Civ. P. 11(c)(4). Sanctions should be tailored to “deter repetition of the conduct” causing the violation. Fed. R. Civ. P. 11(c)(4).
Plaintiffs’ Second, Third, and Fourth Claims for Relief warrant sanctions. Those claims have no reasonable or good-faith basis in law or fact, and have likely been interjected for the improper purpose of attempting to harass and coerce a settlement with ACT. Fed. R. Civ. P. 11(b) (“By presenting to the court a pleading . . . an attorney . . . certifies that to the best of the person’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances,” the pleading “is not being presented for any improper purpose,” the claims “are warranted by existing law,” and the claims “have evidentiary support”).
ARGUMENT
A. Second Claim – The Colby Warrant.
Plaintiffs’ Second Claim for Relief has no evidentiary support. Plaintiffs allege that ACT issued the Colby Warrant on or about October 4, 2005, i.e., during the Pricing Period. (ECF No. 59 at ¶ 23; ECF No. 60 at ¶ 24.) This allegation is patently false, however, and is contradicted by the plain text of the Colby Warrant.4 The first sentence of that warrant states that it was issued on December 13, 2004
The date of the Colby Warrant’s issuance is a basic and fundamental fact underpinning Plaintiffs’ Second Claim for Relief; without an allegation that the Colby Warrant was issued during , not on October 4, 2005 as Plaintiffs allege, or on any other date during the Pricing Period.
the Pricing Period, there is no claim at all. Rule 11 required Plaintiffs and their counsel to make a reasonable and good-faith investigation to ensure that this critical allegation was accurate (or, at least allege that further investigation would likely demonstrate its accuracy). Fed. R. Civ. P. 11(b)(3). Plaintiffs and their counsel fell well short of this standard. A reasonable presuit investigation (such as, for example, by contacting Colby and inquiring about the date of his warrant) would have revealed the falsity of their allegation. If for some reason Plaintiffs were unable to verify the allegation based on the information available to them, then Rule 11 prohibited them from asserting the claim. They simply cannot file suit based on allegations that have no evidentiary support.
Cruz
Accordingly, Plaintiffs should be sanctioned for asserting their Second Claim for Relief without any good-faith or reasonable evidentiary support. , 896 F.2d at 630 (“attorneys must make reasonable inquiry to assure that the claims, defenses and positions represented by them are well-grounded in both law and fact”). Guesses and hunches are not sufficient under Rule 11.
B. Third Claim – Extension of Andwell/Burrows Warrants’ Exercise Periods.
Plaintiffs’ Third Claim for relief is not warranted under the law, specifically, the Court’s prior interpretation of Plaintiffs’ Warrants in this case. Cruz
The crux of this claim, based on Plaintiffs’ allegations, is that ACT “issued” the Andwell/Burrows Warrants during the Pricing Period because ACT extended the exercise periods for these warrants during the Pricing Period. (ECF No. 59 at ¶ 29; ECF No. 60 at ¶ 30: “The extension of the Andwell and Burrows warrants constitute the issuance of an ‘Equity Unit’ during the Pricing Period under the [Plaintiffs’ Warrants].”.) , 896 F.2d at 632 (sanctions are appropriate when a claim is “un-warranted by existing law or a good faith argument for an extension, modification or reversal of existing law”).
This theory is at odds with, and fatally undermined by, the Court’s prior interpretation of what an issuance of an Equity Unit means under Plaintiffs’ Warrants. Magistrate Judge Dein applied, and the Court adopted, the following definition:
[Plaintiffs’] Warrant Agreements do not define the word “issue,” and they contain nothing to suggest that the word was intended to carry any unusual meaning. As it pertains to the issuance of stock, the word “issue” is commonly understood to mean “[t]o send out or distribute officially.” Black’s Law Dictionary at 908 (9th ed. 2009).
(ECF No. 47 at 25; see also ECF No. 52.) This is the law of the case. United States v. Carta, 690 F.3d 1, 4 (1st Cir. 2012) (“Under the law of the case doctrine, when a court decides upon a rule of law, that decision should continue to govern the same issues in subsequent stages of the same case.”); Santander Consumer USA Inc. v. Walsh
Despite the clear meaning that the Court has assigned to the word “issue” (meaning, “, 762 F. Supp. 2d 217, 235 (D. Mass. 2010) (“once legal issues are decided expressly or inferentially, the law of the case precludes relitigation in subsequent stages of the action.”).
to send out or distribute officially”), Plaintiffs allege in their Third Claim for Relief that it should mean something entirely different. There is no allegation in the Second Amended Complaints that ACT sent out or distributed stock warrants to Andwell or Burrows during the Pricing Period. (In fact, Plaintiffs allege that ACT issued the Andwell warrant before the Pricing Period; they are silent as to the date of issuance for the Burrows warrants. (ECF No. 59 at ¶ 28; ECF No. 60 at ¶ 29).) Plaintiffs instead ask the Court to construe “issue” to include ACT’s alleged extension of the exercise periods of the previously-distributed Andwell/Burrows Warrants – extensions that were accompanied by “lock-up agreements” that prevented Andwell and Burrows from exercising their warrants rights during the Pricing Period. (ECF No. 59 at ¶¶ 28-30; ECF No. 60 at ¶¶ 29-31.)
Case 1:11-cv-11492-NMG Document 70 Filed 01/11/13 Page 7 of 10
8
There is no support for this theory under the plain terms of Plaintiffs’ Warrants, which require an adjustment of Aronson’s purchase rights only if ACT “issues any Equity Units” during the Pricing Period, or under the Court’s prior holdings in this case. A transaction that extended the exercise periods for warrants admittedly issued before
Accordingly, Plaintiffs should be sanctioned for asserting their Third Claim for Relief because it is based on a legal theory that has no support under Plaintiffs’ Warrants or the law of this case. the Pricing Period and simultaneously removed the warrant holders’ right to exercise those warrants during the Pricing Period simply does not constitute an issuance under any reasonable reading of Plaintiffs’ Warrants.
C. Fourth Claim – Stock Sold to Outboard, Ice Cap, and Tuxedo.
Plaintiffs’ Fourth Claim for Relief violates elemental pleading rules, and demonstrates that Plaintiffs and their counsel failed to perform an appropriate presuit investigation. Rule 11 unquestionably requires the pleading party to undertake a reasonable factual investigation to confirm the accuracy of its allegations, before filing suit. Fed. R. Civ. P. 11(b)(3). Here, that means that Plaintiffs were required to make such an inquiry and have evidentiary support for their allegation that ACT engaged in stock sales to Outboard, Ice Cap, and Tuxedo during the Pricing Period for a per-share price below $2.20. (ECF No. 59 at ¶ 34; ECF No. 60 at ¶ 35
Plaintiffs ignored this duty in their Fourth Claim for Relief. Indeed, they all but admit that they eschewed their obligation to investigate the factual bases of their claims in favor of copying the allegations made by another party (the S.E.C.) in another lawsuit in another court. They allege that
ased on allegations made against ACT by the Securities Exchange Commission in the action entitled SEC v. Lefkowitz, Case no.
pending in the United States District Court for the Middle District of Florida, ACT sold stock in ten transactions, in exchange for cancellation of debt, during the Pricing Period [to Outboard, Ice Cap, and Tuxedo].
(ECF No. 59 at ¶ 34; ECF No. 60 at ¶ 35; emphasis added.)
Merely incorporating or referencing someone else’s allegations made in another case does not satisfy the requirements of Rule 11. In Constellation Energy Commodities Group Inc. v. Transfield ER Cape Ltd.
Constellation’s alter-ego claim is inadequately pled. The majority of Constellation’s alter-ego allegations reference mere unproven allegations lodged against ER Cape and ER Limited by a plaintiff in a totally separate, unrelated action. , 801 F. Supp. 2d 211, 223 (S.D.N.Y. 2011), for example, the plaintiff alleged that one entity was an alter ego of another entity, based on allegations made by another party in another suit. The district court, citing Rule 11, rejected these allegations:
In other words, Constellation seeks to adopt allegations from another lawsuit as its own. A pleading may not adopt other pleadings from a wholly separate action. See Texas Water Supply Corp. v. R.F.C. 204 F.2d 190, 196-97 (5th Cir. 1953), (noting that while Fed. R. Civ. P. 10(c) permits reference to other pleadings in the same case, no rule permits adoption of statements from a pleading in a separate case); 3 MOORE’S FEDERAL PRACTICE § 10.04[3]; cf. Fed. R. Civ. P. 11 (imposing an affirmative duty on attorneys to make a reasonable investigation of the facts before signing and submitting a pleading).
(Emphasis added.) The leading commentary on the Federal Rules agrees. Wright, Miller, Kane, and Marcus, 5A Federal Practice & Procedure § 1326 (3d ed.) (“allegations in pleadings in another action, even if between the same parties, cannot be incorporated by reference”) (cases cited therein).
There is no indication that Plaintiffs and their counsel did anything to investigate the factual bases for the allegations they copied from the S.E.C.’s lawsuit. That is a violation of Rule 11. Share
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Today 03:24 PM #3437 Young1ne
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Likes Received: 1613Yeeeaaahhhh BOOOYY!!!! GET em ACT!!! Share
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01/11/2013 ELECTRONIC NOTICE Setting Hearing on Defendant's MOTION to Dismiss for Failure to State a Claim (Partial): Motion Hearing set for 1/31/2013 02:30 PM in Courtroom 15 before Magistrate Judge Judith G. Dein. (Dambrosio, Jolyne) (Entered: 01/11/2013) Last edited by rocky301; Today at 03:30 PM. Share
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Likes Received: 1613NICE!!.. Rocky Is The Man!. Question Rocky when would we hear this update? The next day? Share
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Likes Received: 731Rocky, based on the filing, does this seem to increase the probability that Gary was referring to A/G in his presentation?
It would seem so to me, but I'm just a guy sitting on a couch right now. Share
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Sorry Goodbuddy4863 for not responding earlier, was in meetings all day. Though, looks like Runcaly answered your qyestion
look like you beat me to it. Lol
Thanks to ICell from Tradeup
It appears the link did not go through, if you want it go to ICell
Court allows patenting of stem cell technologies (Europe)
January 10, 2013
A court in Germany has given a "glimmer of hope" to inventors hoping to patent human embryonic stem cell technologies in Europe.
In interpreting a landmark decision by the European Court of Justice, the German Federal Court of Justice has ruled that technologies involving cells derived from human embryonic stem cells that do not directly involve the destruction of human embryos can be patented.
The court upheld a patent awarded to University of Bonn professor Oliver Brustle, which had been disputed in a legal challenge by Greenpeace under the EU Biotechnology Directive, which bans the use of human embryos for industrial and commercial purposes.
In a decision in October 2011, the European Court of Justice ruled that technologies that have at any stage involved the destruction of a human embryo could not be patented, leading stem cell researchers to fear that translational research in Europe might suffer. There is thought to be no similar restriction on patenting outside Europe.
However, in interpreting this ruling on 27 November 2012, the German court determined that in vitro cells derived from the blastocyst stage of embryo development did not themselves have the capability to develop into people, and therefore did not count as human embryos.
The ruling means that, except when stem cells are harvested by destroying human embryos, cells derived from human embryonic stem cells can be patented.
The court upheld - in an amended form - Professor Brustle's patent, which was originally granted in 1999 for producing neural precursor cells, which have the potential to treat neurological disorders such as Parkinson's disease.
"This is good news for biomedical researchers worldwide," said Paul Chapman, partner at UK patent law firm Marks & Clerk. "Those who want to protect inventions relating to human embryonic stem cells in Europe now have a glimmer of hope following the disappointment of [the] European decision."
Following the 2011 judgment, the European Patent Office and the UK Intellectual Property Office implemented guidelines prohibiting patents on stem cells derived from blastocysts altogether, he said.
"These guidelines were seen by many as very narrow. There is a prospect that the current restrictive guidelines by the EPO and the UKIPO may be revised in light of this decision," added Mr Chapman.
Looks like there is a bunch of insider buying (alot of Statement of Changes in Beneficial Ownership (4) forms today), unless I am missing something
It appears that 2013 may bring a conclusion to the trials and possibly compationate use, among many other things.
I am hopeful that 2013 will be an exceptional year for ACTC! I am holding tight and have continued to buy more. I am still optimistic considering my investment is considerably down.
I 100% agree with you! It appears to me that Gary is trying to get part of his bonus. What a waste of a PR!
Interesting that you let us know that when it goes to $.0000, there is a zero balance. I would have figured it would be at least a $1.
While Jorge may be making money, or sales as have been aluded to, dont think he is keepimg track, as we will not see a penny and never will.
If he makes things right, I will definitely be happy, but in my opinion is a habitual optimistic when the XXit continues to hit the fan.
Now, I was one of the biggest supporters and hoped to believe his story after story, but now its lost money and I will stay, since I cant sell.
I hope it does turn around and we all make money, but I dont beleive Jorge is a person to believe
Do you all remember this, Jorgie's last communication
http://www.crossac.com/images/shr-hldr-ltr-12-19-11.pdf
Just as Insureman said, I have forgotten about the money. Luckily, I sold a fair amount before the freeze, wish I sold all, but 20/20.
I hope Jorgie gets what he has given the shareholders
I am frankly disappointed how everything continues. I bought quite high and advised friends, which invested. With that being said, I will continue to buy and do so. I agree that there has been some rough news to say the least. But, we do have alot of great things going on.
Granted, it may get worse, but I have bought on the science side and continue to do so. I may be silly, but time will tell. I believe we will be fine in time, it just may take that much more time to get where we hope. Though, as farviewhill indicated, a few million to actc is problematic to say the least.
though, I am holding strong and adding, and I may be 100% wrong, but I am steadfast.
Every person has to do what is in their heart (or should IMO), and I beleive in my heart (which means nothing to others, I understand) this current concern, along many others will be mute in time.
I hope I am not proven wrong, and we all weather this.
good point and I tend to agree. i continue to add, but could be sadly wrong. Though, that is my choice, and I hope we all do well.
Wow, I responded thinking it was to my previous comments (since it was in response to my post). With that being said, please accept my apology for not realizing, if that is the case
That is your opinion, I dont believe the life will be sucked out of ACTC as the other poster aluded to. I believe there are difficulties, but such will be overcome.
You can disregard, but I believe in the potential of ACTC. Damaging and irresponsible, to each their own, I havent pumped or otherwise, besides say what I believe.
Do you want a link to my belief? Did I say ACTC to the roof? All I said was that I believe that ACTC will overcome their difficulties. If that is consindered not responsible and damaging, you got me. You got me big time!
Thanks Rocky301,
you have always been a solid resource willing to share your DD, etc!
How long has the CEO proclaimed that? Are you serious about that comment?
CBAI has failed year after year, and has not made a profit. I
truly cant understsnd how you can stand by the company.
We are still red! Undispute and nothing to say about that! Revenue does not matter when expenses exceed. And dont talk about the pipeline Matt has communicated
Locks, IMO you are wrong with the progession of this company. RS and inclution of the increased AS is a death warant!
and he reiterated that there would not be a RS until strength (which we know will need to be dealt with in time). and most importantly he sounded extremely confident on their tech (which many of us are). I hopeful and believe there will be positive aspects down the line. I am thankful to come across this company and hopeful in time we all make money, months, years, etc.
Just cant wait for October, yes for results but it is hot in Vegas and I am waiting for the cooler weather.
I also want to thank the many with all their great DD, which makes this board sincere rather the others I have been on.
Thank you
Lanza extended his contract
Thanks for the clarification Rocky
Yep, and that is the exciting part. well, one of them. It appears there is alot of good things going on with ACTC.
From what I realize, Pfizer is not looking at our cells (hESCs) and looking a pluripotent cells (iPSCs), but from a global point of view it is still a good thing, plus we are connected in the article. Unless I am missing something.
Pfizer showing interest in Roslin
[url]http://www.sdi.co.uk/news/2011/07/roslin-cells-and-pfizer-in-pluripotent-stem-cell-evaluation-agreement.aspx
German parliament OKs genetic embryo tests
[url]http://news.yahoo.com/german-parliament-oks-genetic-embryo-tests-133243964.html
Talk to your broker. I think you can basically forfeit them.
thanks
I thought the case was dismissed once and for all. Has CCEL submitted another complaint?
Are saying inhouse counsel doesnt cost anything?
First, I am not sure what are you asking? I believe you are telling me to ask Matt if he believes going after the
individual(s) is a waste of money.
If so, why would I ask him that? You posted a statement from him indicating that he is essentially looking into legal options; which is pretty clear that he doesnt believe it to be a waste of money.
Let me know if I misunderstood you.
That is my exact thought. Lets waste more money we dont have on small potatos. Oh yeah, I forgot matt has shares he can exchange for payment, or will if he has his way.
It also makes sense to me, since I believe CBAI will do well in the future. Maybe next time try communicating in fragments and runoff sentences, anything that convolutes your intended message.
100% Agree and that is why I voted No!!!
exactly! Matt is like a kid with a credit card (that he doesnt pay for), he wants everything right away, rather than work for it.
And for those who say, "well Matt and BOD have an interest in the company and dnt want to see their ownership % percentage decrease". Get realistic, part of the DARN increase of AS is going to them as Stock Options. You can bet on that!
You are missing a HUGE piece, which is the subsequent AS increase. That will allow Matt to dilute and dilute away. Thats where the percentage of ownership decreases and has many people(including myself) frustrated to say the least.
If it were strictly a RS, I would have no problem with that. I do have a problem with him diluting to pay stock options, etc. to employees.
First I think you need to understand the difference between slander and libel.
Secondly, I believe it would be rather tough to proove that Matt etc. have been defamed. Heck, he has defamed himself by all this RS and AS stuff.
It truly would be a different story if CBAI was profitable before raising this junk up.
Good Point!
I see it the same way and I will be voting YES on the RS, but a big huge NOOOO for the AS increase!
I am voting NO and am regretting the faith I put into Matt. He has seriously failed the shareholders.
If he wanted to do a RS and NO subsequent increase in the AS, i would vote yes, but I am pretty confident that would not be an option. How would he pay for his expensive house if he couldnt dilute to pay salaries.
Also,there were posts that Matt was 126 top paid CEOs (or something like that). If that is true, we seriously need to organize to get rid of him. That is pathetic and makes me beleive he is a crook.
If he was the top 2000 paid CEOs, my eyebrow would raise since the company is not on a larger exchange but more importantly hasnt made a profit. I am disgusted, and Karma is a B$%^* Matt!
I have had a few, so I may not make too much sense, so forgive me
I once seriously thought there was potential wit this company. I was lucky enough to cash out even still with shares. Though, I hope we all make money, but I really dont think that is possible.
I say that because Jorge has been late, and I think we all know that I say that, well no more, besides i wish he could stand by what he says. It would hold so much more, if he said that there was not to update rather than to be silent. If I recall correctly he said there would be an update every two weeks.
No follow through is seriously pathetic. With that being said, I hope we all make money but seriouslt doubt it.
Its good to see Insure is still here!