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I know. I'm one who thought there was no way he would risk his reputation or prison.
Issuing shares to fund, what? -- the litigation? Carter's lifestyle? -- then allowing the company to become delisted when he had no intention of paying shareholders any of the proceeds is securities fraud.
That's my question: What the hell happened to the $9+ million UOIP made off of dilution? Why did Carter borrow another $5 million from Bentham and offer him 25% of the proceeds for it?
I'm distrusting Carter a wee bit more right now. I say we send a letter to the arbitration judge making sure he is aware that there were over 500 million shares diluted (where did those funds go?) before the company was delisted and appeal to him to have the contract reinstated/enforced as it was initially written. Carter can pay for the additional funds he borrowed outside the contract out of his proceeds.
So they diluted over 500 million shares before allow the company to be revoked knowing full well that UOIP would never see a dime. This is illegal.
In the absence of rescission, she's asking for restoration and injunctive relief of unauthorized settlements by Chanbond. So, with the 22% he awarded himself, her 22%, Bentham's 25%, and Mischon's 28%, that leaves 3% for UOIP.
If the contract is rescinded, we're all left holding bags in UOIP.
So Carter, in addition to his 900+ million shares, opened a company UO!IP in NC an gave himself 22% right off the top.
This is even more concerning:
The parties can easily be returned to the status quo ante by Ms. Leane's tender of the Unified stock to Unified in exchange for the return of her membership interests in ChanBond, and Ms. Leane is prepared to, and hereby offers to, make such a tender in connection with a recission of the ISA.
93. Ms. Leane stands ready, willing, and able to return the parties to the status quo prior to execution of the ISA.
94. As such, Ms. Leane is entitled to recission of the ISA, in addition to an award of her litigation costs and attorneys' fees as the prevailing party.
"Thus, at the time that the parties entered into the ISA, Unified's potential interest in any recovery on the ChanBond Patents was limited to a maximum of 24% of any recovery (if proceeds were recovered at the lowest possible interest for Bentham and Mishcon) and potentially as little as 14.75% (or less) of any recovery (if Mishcon and Bentham each received the maximum recovery)"
At least with Carter's Scenario, UOIP is left with 10%. We know settlement will be more than $50,000,000. If Leane has the contract rescinded, we're left with bags.
Scrub your computer. I got an alert when I opened that link that there was something attached that was scrubbed by my virus protection.
There is no mention of the 500+ million shares diluted into the market, which we all purchased, anywhere in Leane's filing.
This may be a good time for AJ to start writing letters. The judge who issued the TRO may need to know there are many, many others who have a vested interest here, who bought shares of UOIP specifically due to this litigation.
She's asking that the contract be rescinded and Chanbond be returned to her. We'll all be bagholders of UOIP.
Odd that Leane didn't bring this up sooner:
"For instance, almost immediately after executing the ISA, and without Ms. Leane's consent or even informing her, Unified entered into an agreement with a related entity - UO!IP of NC, LLC - to pay it "20% of the gross proceeds received by the Company from the sale or license of any or all of the ChanBond intellectual property."
She's just as shady as he is at this point, letting him go millions into debt to fund the litigation, then ask that the contract be rescinded in the 11th hour.
IPNav requested an arbitration hearing to settle a dispute with UOIP/Chanbond on September 30.
There are two directors for UnifiedOnline, Inc. Carter is the sole owner of UnifiedOnline! LLC, the parent company of UnifiedOnline, Inc.
I downloaded it for $5. They're asking for a restraining order to keep the case from being removed to Federal court. Apparently, they have been in arbitration since September 30.
https://www.pacermonitor.com/view/EFASFEY/Leane_et_al_v_ChanBond_LLC_et_al__txndce-20-03097__0003.0.pdf
So the question is, what are the specifics of the preliminary injunction?
He owns UnifiedOnline! LLC, listed as the "parent" company of UnifiedOnline, Inc. in the last filing.
There were a billion shares in the AS when Carter took control. The shares issued to the investors, Leanne, and dumped into the market were dilution. They diluted to raise the capital for litigation. This isn't Billy's first rodeo. This isn't negligence on his part.
And Spectral MD, Inc., and IP Navigation Group.
https://fintel.io/i/unifiedonline-llc
Phone: 214-438-0750
The directors of the Board, Carter.
Even if it wasn't their intention, negligence still carries a lot of weight in civil matters and can have criminal consequences.
That would be illegal. It would be securities fraud. The problem is proving the intention. Conversely, it would be difficult for those involved to prove that wasn't the intention. Filings would not have been extremely expensive in the grand scheme of things given UOIP is a shell with no revenues, and in light of the money raised with dilution of more than 600 million shares.
There's the civil liability, but also the criminal liability. Maybe Carter remedies the breach -- relisting? payment?
Or we hire attorneys. Contact the SEC? If this was a plan hatched by Carter, Leanne and Spangenberg, they're taking a huge risk.
There are two remaining board members for UOIP as well. They should also be on the list. I wonder if the breach is in regard to delisting? It was seem they have neglected their fiduciary duty to shareholders, along with Carter.
Carter needs to protect his interest in this venture.
Leanne was President of IPNav when the contract was signed. I believe she signed the contract. IPNav apparently put up the money for the legal fees (I'm just guessing here). I'm suspecting they put up less than the $5 million in the contract -- $1 or $2 million? Otherwise, what was in it for IPNav? Unless the company also got shares. The contract specifically sates that Leanne got 40+ million shares. Was there mention of IPNav in the contract? Wouldn't that be a conflict of interest for Leanne? I'm not sure how conflict of interest laws work in the U.K. Odd that "they" filed the Breach of Contract suit prematurely. Odder still that "they" filed suit in Texas and issued subpoenas in New York.
The question I have, I guess, is "who" filed? IPNav could have filed without Leanne, if she is no longer employed with IPNav. Why would IPNav be looking out for an ex-employee's best interests? And why did whoever it was who filed make such an unbelievable mess of it?
Think I'll look for some light programming on Netflix to get my mind off of this debacle -- like a horror flick, maybe...
I guess this explains why we haven't had a filing from Chanbond requesting a court date. They're too busy fending off "dear" Dierdre all over the damn country.
And why don't we have any filings in Chanbond v. Cox? Where is our court date?! This is bad.
What the bloody h*ll is she doing?
Technically, UOIP has 14 days to pay before the contract is breached. Maybe Leanne/IPNav just think $800 million sounds much better than $13 or $14 million.
The case between IPNav and UOIP is a bit more straight forward and will not likely require a jury trial or near as much discovery. If IPNav gets a judgment, any award/remedy will be due within 30 days of judgment.
It's particularly concerning, since the 13 have been very adept at continuance if nothing else. This will not compel them to reach an agreement on settlement or trial date.
It was on the filing.
Carter needs to take out a loan and satisfy the contract, or put up a couple hundred million of his shares as a private offering.
Beats me. I guess we'll find out. The filing is for Diversity - Breach of Contract
28:1332 covers "diversity - breach of contract."
IPNav is a foreign entity and both plaintiffs are foreign individuals, so this should have been filed in Federal Court. Of course, you would think a company as large as IPNav, that specializes in litigation globally, would know that.
It makes perfect sense, if IPNav wants the patents and the entire settlement.