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I agree, and it concerns me as well. However, I would rather have it confirmed to be what it is represented as than be continually lied to by management.
I don't know what is going on with the court. My guess is that, whatever happened yesterday resulted in either Williams back on the board or an injunction against management taking any further action until a trial date. Otherwise we would have seen much more gloating.
The Delaware court uses LexiNexis and I am unwilling to pay their subscription fee until I know there is a final ruling. Even then I may not care enough to pull down the documents.
There should be no issue with the settlement since it was approved by the board some time back. That is assuming that it is not different from what was represented to the board or the public.
No, there are two. Pierce and Turrini.
The next step needs to be filing the settlement (assuming it actually exists). The removal of Pierce and Turrini. Then we hire a contingency attorney
The silence is deafening. I would say that, since Sosa is not gloating, Williams won in court.
I wonder what new liability Pierce and Turrini heaped on the company by all the illegal actions they took after the special meeting. Who is going to sue us now because we signed contracts that were ultra vires.
Again, a responsible manager would not have opened the company up to such legal liability. They would have gotten a court ruling on the special election. But not Pierce or Turrini. They apparently don;t care how much damage they cause to the company as long as they are in charge.
This is the kind of incompetence any major corporation could not stand. If Turrini were competent another company would have snatched him up ages ago (since he needs money for child support, the responsible thing to do would have been to take that job).
Turrini and Pierce are incompetent and have to go. The have lied about a contingency attorney (still none dispite promises). They have lied about the settlement (still not filed even though it was "executed' months ago). They have wasted money that should have been used to get our SEC filings straight by initiating legal action in California claiming that a four member board was unworkable; lost that case; lost our SEC attorney; and then when presented the opportunity, returned the number of members on the board to four! They have held what is now appears to be an invalid special meeting, again, wasting company money. All these ill conceived, wasteful, and probably unlawful actions have hurt the company and wasted time.
In five years with the company Turrini has never brought in a single deal. Pierce hired an SEC attorney and, instead of using them for SEC compliance, initiated disastrous legal action in California. They both held a Forum that was against the advice of their own SEC attorney that resulted in a 50% drop in share price.
They need to be removed from management and removed from the board!
The court will have the final word on who is lying.
I would disagree. A year ago we had an ongoing suit with our biggest infringer. Now, management (lets be clear about this, management) let that one slip away.
Instead, they appear to have started down a path of trying to develop software for the patent. With no money. When all they need to do is hire a contingency attorney and go back after T-Mobile. For some reason that is no longer the plan. The contingency attorney promised so many times has failed to materialize. Instead, we have a fourth board member and a CTO. While I will not argue with the value of a CTO at some point and I applaud the decision to hire him on deferred compensation, I would argue that it is the wrong path for a company with no money and perhaps millions of dollars in debt, to start acting as if they had money.
In my opinion it would be wiser to hire the contingency attorney and go after t-mobile rather than start down a completely different path at this point considering the limited financial capacity of the company.
I am assuming the lawsuit is real because Sosa posted it. I also expected it based on the way the vote played out.
I would expect that the actions at the special meeting will be invalidated, but I am not sure.
In any case, and to be perfectly clear, none of this has anything to do with the underlying value of the patent. I am not selling a share, and, while I cannot buy any shares in any of the accounts I currently hold, will seriously look for another broker so that I can buy more in the future ... so I am with you there.
Ask Sosa, I am sure he can provide you with a copy of the fillings.
They will be in the court ruling.
If it were not a legal matter for the court to decide there would be no hearing today.
The results of the vote count are certified, that is correct. They did not validate the legality of the vote itself or what the vote tally actually means. That is a matter for a court.
Turrini and Pierce created this mess by their actions. They failed to correct the errors in the Ballot. They failed to seek a legal ruling on the vote. They continued to act as if the vote was legitimate when it would be obvious to most rational observers that there were legal issues with its validity ... and then, when Turrini and Perice are called to account for all their failures, ex-management groupies want to blame Williams?
That is like Bernie Madoff blaming the SEC because he got cought running a ponzi scheme.
The fact that the settlement has not been filed and that our attorney keeps filing for extensions and that Turrini claimed that it was the attorneys who told him that he could not file the document beg a rational explanation. I provided one. I beleive that, at a minimum, Diac is rational enough to see the risks and would prefer to wait until those risks are reduced or eliminated.
I am open to your interpretation of the facts.
While you are at it, can you explain why Turrini and Pierce failed to correct the errors in the ballot or the proxy?
I never said Williams was capable of doing it, only that Turrini and Pierce are not.
He filed the action to stop the patent from being sold by Diac. I think that qualifies as one thing.
I would venture to say that the reason the court date was pushed back again, the reason the lawyers were telling Turrini that they could not file the settlement, was because the lawyers knew the vote was tainted. They were waiting to see if Williams would fight for the or give in. Now we know that Williams is a fighter, not one to pretend that problems don't exist.
Turrini and Pierce are irresponsible and incompetent and have no business running a company that is trying to monetize a multi-billion dollar patent. The events of the special meeting prove that statement. Let me explain:
Lets assume that the meeting was legally called. When it became clear that the ballots were a fraud on their face by stating the action was recommended by the board weeks before the election what actions did management take to correct the deficiency? None. They pretended that it was not a problem because the proxy had language stating the it was management that recommended the vote. But the proxy said nothing correcting the incorrect language in the ballots. A responsible manager, when notified of a problem, takes action to correct the problem. Turrini and Pierce did nothing. There was still time to correct the ballots and the proxy and notify shareholders of the error. But none of these actions were taken.
When the vote took place in an already tainted process and they failed to get the votes required to remove a director by Delaware law what actions did they take. None. A responsible manager would have immediately sought a declaratory judgment of the validity of the election. Concurrency they would have considered refiling or opening negotiations with the director in question.
Above all, they would have taken no further board actions while board membership was in question. That is what responsible management would do. What do Turrini and Pierce do? On the very next day they appoint a new director bringing the number of directors back to four, the very grounds management swore was the problem in a California court.
They ignore problems and pretend they will go away, just as Turrini did in the original case with Diac by not showing up in court. Similar to the actions that were taken when Diac tried to sell the patent. It wasn't management that filed the TRO stopping that sale, it was an independent director.
They are not capable of running this company responsibly. The proof is visible in recent events. If they cannot responsibly manage the company affairs in this matter what makes you think they can monetize the patent? What makes you think they can go head-to-head with a company like T-Mobile and get any kind of good deal. They will take a multi-billion dollar idea and mismanage it into a couple of million dollar return and then tell everyone what a great job they did.
On what grounds? Forcing the company to abide by the law?
Why is it always about sides and winning with some people. Why is it not about what is best for the shareholder. Why is it not about who our new contingency attorney is or when we are going to re-initiate action against T-Mobile.
The one I got looked exactly like the one posted here. It stated that the board recommended the action. I even went back and checked it later after the error was clearly reported to management but they made no attempt to cure the problem or correct the misperception in any way.
That is not the only problem, there is the issue of the number of votes required by Delaware corporate law for removal of a director. A number that was not met.
Take your pick.
You and I can argue about this all day, but a court will decide. I can wait for that.
If I had to guess, it is there by an order of the court. But that is only a guess.
No, but now I know that the hearing is tomorrow.
Do you have the case number so the rest of us can see the actual court documents?
By the way, I saw the ballets. They were a fraud on their face, stating the the board recommends voting for removal since the board never met or voted on any such thing, by your own admission.
This shouldn't be a surprise. You knew he would fight the fraudulent actions of management. Now the court will decide whether the special meeting was a valid action ...
... and threatening to sue everyone ... isn't that the pot calling the kettle black.
Of course not because it is all baseless allegations.
On what basis did he start such a lawsuit?
Oh, you mean he started a suit to invalidate the actions of the special meeting based on Delaware corporate law and the fraudulent ballets. The end result of which would be the invalidation of any action taken by the board without him present. That makes sense.
Do you have the case number so we can read the filings?
What does the SEC issues have to do with litigating against T-Mobile? The SEC issues did not stop us from entering a consent judgment with Mario Cytrynbaum.
I agree, but I have heard nothing about the alleged new contingency attorney to take over T-Mobile. Not even sure that we are pursing litigation with them anymore. From recent activity it appears management is headed in a different direction completely.
Maybe I missed it. Been busy with work.
I was just trying to be clear about which were facts and which were opinions. As far as I can tell it is only opinion that Williams abandoned the case ... it is not a fact.
It is a fact that, as CEO, Turrini was the only person in a legal position to abandon the case (with the consent of the majority of the board of directors).
Does anyone know if the agreement we have with the new CTO includes a clause that says that any work he does with our patent that results in a new patent belongs to Calypso. I would hate to have our patent be worthless because there was a "new, improved version" created by our new CTO but not owned by Calypso.
Storm said a number of things publicly that indicate that he was either a)stating company line rather than legal opinion; or b) was not fully versed on the case (since he was not the lead attorney, or any attorney in the original case) and therefore basing his opinion on the limited information offered to him by management. That is my opinion.
I also do not remember Storm saying that Williams abandoned the case. If you have a specific quote then please share it.
Further, as an independent director, it was not his job to see the case through. That would have been the CEO's. The CEO was the ONLY person in a position to abandon the case.
Documents please.If you are going to make allegations about what attorneys said than I am certain you have some documentation to prove that.
As for Williams, a court will decide that matter.
So what is your opinion on how long Cristian and Kyle will be around after they lose the suit over the fallacious special meeting?
Bet that is why Diac's attorney will not let the settlement be filed with the court. JMHO.
Seems to me you were and is still on the side of Dave and Ed
Don't beat up the messenger. Sir H deserves better than that.
Besides, there was information in there that was worth knowing, like who seconded the motions ans such
Wonder if the reason the attorneys are hesitant to file the settlement is because they have concerns about its validity. Didn't you say that it was approved in its final version at the special meeting?
Some people are just ex-management groupies because you are willing to dismiss reality and history to believe what they tell you. Just like we have the patent free and clear of Diac, we needed to get rid of Williams because a board made of four members can get locked up (and then the first thing they do is get a fourth member whose resume looks like something I would see on a supermarket community board for a guy who does lawn work), and we are on the verge of big deals and fantastic news as soon as we raise some more money and hire Technology Brokers LLC to manage the patent.
Reality can be cruel.
Until we see the terms of the settlement no one can firmly say that the 923 is firmly ours. We may not be in a position to meet the terms of that settlement for an number of reasons, depending on what riders and other preconditions have to be met. A little too early to claim that everything is peachy.
We thought things were great in 2008 (See, I can even make things rhyme). We had the exclusive right to license the patent without interference from Diac. See how well that went. I will curb my enthusiasm until all the "t"s are crossed and the "i"s are dotted ... and the patent office showed no liens on the patent. As long as there is a recorded lien "interested parties" will be able to interfere.
I remember reading something about that in Intellectual Property. Think it had to do with the movie companies back in the 20's like MGM owing the studios making the films as well as the theaters playing them. It was a vertical monopoly. Pretty sure everyone gets around that nowadays through multiple companies.