Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
I'm not sure how anyone could have done this given that the appraisal results were released to the public on 5/11 which would have given VV only 3-4 months to produce strong results. Perhaps this directive was given to VV in Feb. 2011 because appraisals were supposed to have started in Nov. 2010 (according to VV), but Manning et al is now saying the appraisal started Feb 2011.
The timeline seems to be off as each party has announced different dates (what a shock!).
<In the months following the May 11, 2011 meetings, a majority of the board of directors of ValCom was of the view that the company was in need of new leadership due to its inability to achieve strong financial results despite ownership of a valuable media library.>
and
<As the summer of 2011 progressed, it became apparent to the majority of the board of directors that little or no progress was being made in monetizing ValCom's media library >
No shoot Sherlock...
<Concurrently, inaccurate and incomplete press releases were being issued by Vellardita, without the board's knowledge or consent, touting spurious actions by ValCom (including stock buybacks and debt reductions). >
Hopefully audited financials..
<We will work to complete the audit of our financial statements as soon as possible, and file all necessary reports with the Securities and Exchange Commission.>
Intend is the key word. A Safe Harbor word.
<We intend to monetize our media library. For example, we recently entered into a contract with Anthony Barlo, CEO of Microhits, to assist in collecting royalties for the media library on a commission basis and to further develop the library through multiple avenues.>
OK.
<We plan to continue to develop the MyFamilyTV Network, which would include broadening program offerings.>
I guess everything was not in one place.
<We plan to consolidate and organize the ValCom media library, as well as protect our assets in climate controlled, walk-in vaults.>
The expectations remain so low that ANYTHING these guys accomplish should be a positive for the stock. But there are many problems that they will have to overcome. Share count, especially if way higher than current estimates. Restatements...if PR's from VV were suspect, I can only imagine what the financials smell like. If very few of the PR's from VV were real, then those recently signed "contracts" from the Miami show may be suspect.
More to follow...
Just read everything.
I will admit that according to Williamsen's letter some of my assumptions were wrong but the letter also raises some new questions like the timing of when Manning et al became directors. I had always assumed it was at the May 11, 2011 shareholders meeting but I guess it was in Feb 2011. From what I remember the appraisal was underway in Nov 2010 but maybe the bulk of assignment happened in Feb 2011?
There was no mention if the current value of the library was right or wrong nor was there any mention of SEC involvement.
It's apparent that VV has been less than truthful with many of his actions. Hopefully Manning et al can come up with an accurate tally of the truth with the first SEC 10-K and 10-Q they file.
For me, more questions than answers.
So the little shareholder letter that Vince wrote (asking for your vote) accusing the Mannings et al of all sorts of allegations where some shareholders got an attachment with confidential e-mails from Greg Manning while others didn't, I guess doesn't count in your book.
<It seems Vince has been excellent in his actions since all this has come down. No PRs or bickering in public>
And it is equally clear IMO that Vince knows little about how to run any company properly.
<From a review of the resumes of the two management appointees, it is clear that they know little if anything about the business of Valcom and will depend heavily on VV to run the Company.>
Give me a break.
How many times has Trump gone bankrupt? A few times that I can think of. And at Vinnie's height, the press releases were flying fast and furious. Pretty much all were fluff, some turned out to be downright lies IMO. Vinnie sent out the shareholder letter where some investors got different information than other investors.
You are really grasping at straws here Pacal to justify why the price is where it's at. The blame goes squarely to Vince and not to anyone else.
<Vince is not the Best CEO in the world but neither is Donald Trump. They all make mistakes. These people coming in and making PRs like a Printing Press will KILL this company.>
Let's go back to Vince's shareholder letter from the end of March. In it he states: "I am enclosing with this letter some e-mails from Mr. Manning which i believe indicate that he is acting as a de facto director."
The problem is that the letter I saw did not include those e-mails. Did Vince provide those e-mails to a select few shareholders and not all of them? Was Vince attempting to influence shareholders with high share counts to buy his version of the story?
I wonder what asset Vince is refering to when he said that Manning et al put a lien on a Valcom asset where a contract with a $250K liability had financing withdrawn?
I see that Vince has opted to defer his salary for the good of the company. Does anyone know exactly what he is defering? How are they recording it? Will Vince be issued shares in lieu of cash? Does Vince get to set his own compensation once he declares Valcom has reached it's potential?
There seems to be a lot of items that were shrouded in secrecy. So far we have heard only those that Vince wants us to know. I wonder what items Manning et al has on Vince (and the Rathods) that have not been publically disclosed?
Oh to be a fly on the wall at Vince's meeting in Largo, FL.
It would be interesting to hear what he said and what he didn't say. Surprised that not one person from this board has posted anything from that meeting.
BTW, who do you suggest suing? I'm sure BOD is indemnified. So damages would be paid by Valcom, the corporate entity, and it's insurance. Essentially you spend a great amount of money to collect very little from yourself. Class Action...very funny...
<SHAREHOLDERS have you had enough yet? TIME to Get LEGAL with them as Shareholders IMO. I Smell a Class Action not far away. Just saying...ENOUGH IS ENOUGH>
That wasn't so hard to admit was it?
Ask yourself why there has been no news since last November?
Despite dozens of claims each week that when news hits, the stock will rocket. IMO, you guys are fooling yourself into expecting news.
Be honest and say that you are waiting for the next organized pump by a group of penny stock traders.
I agree with everything you say.
Finally something we can agree on.
<and Ingrid is Ben's hot daughter? Shoot, the Mannings kill her, lol>
Been rewatching the series LOST.
It could easily apply to the VLCO case as it appears we have alternate timelines depending on which viewpoint that you look at the story from.
Is VV the Ben Linus and Harrington the Charles Whidmore?
Exactly who are you talking about? Manning et al?, Vince? or both parties?
The meeting in Largo was supposed to start at 1pm EST so obviously the PR from the Manning et al board came out before then (10:51EST to be exact). It was also sent from New York rather than FL.
The next question is exactly who the 15 shareholders are that called the special meeting. Manning et al, are probably not amongst those 15.
So we have two boards, apparently each operating with their own followers, issuing their own PR's, maybe issuing their own SEC filings, but definitely stating different directions. At what point does the SEC step in and halt trading?
Then why go thru the illusion of the Delaware Chancery Court case...rack up the legal fees on both sides...is Valcom paying for VV's legal fees or is Solomed?
It would really PO the court judge if he found this whole thing was a scam to rip off small shareholders...so that's why I can't go along with your theory...
<what do you think if both BOD are pretending to work against each other in the hope to slowly accumulate more shares from small shareholders that have no patience to wait, if the legal fiasco continues, lemming shareholders might jump off the VLCO mountain at a lower PPS to other quicker greening pastures of other companies>
I suspect that the Rathods felt they had more to lose if they continued to support this fight. Maybe, just maybe the Mannings, et al had other information on the Rathods and it wasn't worth the effort that could tarnish the Rathods reputation back home in Indonesia and India.
All just an hypothesis on my part. I've made my opinion clear in the past that the Rathod/Vince connection has been an odd one for some time.
TP
Until one side gets pissed off enough to give up and liquidate their shares, the drama will continue. There will probably be no 10-K for awhile, especially if they can't determine an acurrate share count. No 10-K means no 10-Q's. Mannings et al are doing all their Pr's as filings. I would think VV has to go the PR route.
As evidenced by the volume, the other shareholders will sit on their hands and wait for some resolution so IMO the share price is rangebound bewtween .03 -.04 . Of course, there will be frustration sellers who will cause the price to drop below the .03 level but there are also some hardcore buyer (on this board) who will jump at every chance below .03 .
Partner deals with Valcom will be an issue becauseone group will still undermine what the group os doing. If it's not their idea, theother side will interfere.
I still expect to see more much legal news by the end of this month.
TP
So why wouldn't Vince file the proxy, etc with the SEC? It almost appears that he just looked at a shareholder list, cherry picked the people with the highest share ownership and mailed them letters from his house.
<The special shareholder meeting is in violation of 17 C.F.R. subsection 240.14a-6(b), which requires copies of the proxy statement, form of proxy, and all other soliciting materials to be filed with the Securities Exchange Commission. Further, Article I Section 10(j) of the Company Bylaws requires that all proxies comply with Section 14 of the Securities Exchange Act, or the Rules and Regulations promulgated thereunder>
That's odd..so did the other 8 "shareholders" sell their shares before the meeting? Did the remaining 7 "shareholders" sell 3 million plus shares before the meeting? It's clearly obvious that Solomed is not present at this meeting.
<Of the fifteen "shareholders" who called the special meeting, only seven appear on the official ValCom Shareholder List, provided by Company's Stock Transfer Agent, Continental Stock and Transfer Company. The seven shareholders who do appear on the list hold only 9,521,754 shares of ValCom stock, not the 12,593,950 that they claim to own, and significantly less than the 10% threshold amount required to call a special shareholder meeting pursuant to Article I Section 2 of Company Bylaws.>
Something I have contended all along. There appears to be far more shares outstanding that what was reported. Unfortunately since there has not been a 10-Q issue since the end of the June 2011 quarter, most shareholders would not know that. However, i do wonder if the New BOD is including the 50 million shares that was issued to Solomed.
<Before a shareholder vote can proceed, the Company must audit and determine the total number of outstanding shares of ValCom. Pursuant to the ValCom 10-Q for the period ending June 30, 2011, there were 178 million outstanding voting shares reported. According to the most recent Shareholder List provided by the Company Stock Transfer Agent, there are significantly more outstanding shares, and it is unknown how many of these shares have voting rights and also which shares may have been issued without proper authorization>
You beat me to it Coach....looks like the legal battle will continue....and the stock will continue to flounder...that is, unless Vince is holding his own special meeting at another location.
Was anybody at the last shareholders meeting in May 2011 when Vince went out of his way to introduce the new board members, Manning et al?
Does anyone recall what the chain of events was that led Vince to feel that he had to hold a special board meeting, without Manning et al, to issue 50 million shares to Solomed in order to raise $1 million financing in August 2011?
There is something that occured between these May and August events that has not yet been disclosed by either party? Is it possible that the financing that Manning et al was to provide for their two projects using the Valcom library was to be diverted by Vince to one of his projects? Did Manning et al discover a loophole in the Valcom shareholder structure that enabled them to make a play to take control of the company?
Beyond the legal maneuvering, I would love to hear from both sides where the true nature of the internal dispute arose from.
TP
Here's a thought...maybe both sides can work together and create value for the shareholders and in turn for themselves instead of:
1. Looking out for their best interests
2. Looking out for their best interests
3. Looking out for their best interests
But since egos always get in the way when money, control, and power are involved I would say that each party cares about option 2 more than they care about the shareholders.
Will you guys be able to take more of the same inactivity for the remaining part of the year if VV and Manning et al keep this fight tied up in the courts?
Lets say Vince wins the vote. In fact he probably will given that the letter he wrote to shareholders convinced people to vote for him before Manning et al could say that his claims were misleading or lies.
So IMO, Manning et al goes back to court and holds up the entire process again. Shareholders will lose because two sides can't agree on anything. Vince 's 10-K may or may not come out. If it comes out, it will contain the same baloney as before, unaudited of course, and it may or may not include and adjusted library valuation.
Pacal, you say that you pray Manning et al won't screw up the company in the four days they will be at them hekm? How many days did it take Vince to screw it up? Didn't Vince personally appoint Manning et al as members of the BOD?
The shareholders deciding Vince's fate...that's ironic...Vince decided the shareholders fate a long time ago...if you want to stay with the guy that got you to this point, that's fine. I don't care who wins. The story is so fascinating as to why people are so afraid of the new management when the old management are such screwups.
TP
<So Let me ask this question @ Tiger, Say Vince WINS the Vote will there be as much concern than as you share now or will it be held back until the Clowns go back and file again in court and have the accusers once again play their Harps? Bottom line. Vince will WIN IMO the Shareholders Vote, This will be a short 4 days these people from Nowhere will be at the helm. I Pray they do not screw the company up with a bunch of Crap being released. RESPONSIBLE MANAGEMENT would have done what Vince done, WAIT for the SHAREHOLDERS to decide. Thats what I have to say.>
Good..then we were both wrong....always nice to have a guard dog at your side. Luckily he works for treats.
Heading into the Beavis & Butthead humor which i like!
<On a side note, anyone notice the Chancellor's name?>
The difference Compound is that I posted a LINK while Funky only paraphrased from the judge's decision.
Weren't you among those who asked me in prior posts to provide links to my statements?
TP
let the games begin again...if it worked the first time, it will probably work again. I expect to see some familar names start posting in the days ahead.
Here's a link that shows the Mannings, et al. lawyer played games in the months leading up to the Delaware Chancery Court hearing. Conflict or no conflict of interest. Judge ultimately decided no conflict but certainly not happy at the "deception" that was involved.
http://courts.delaware.gov/opinions/download.aspx?ID=170490
And you actually believe that Smite had 1% of the library in his possession?
Some of you guys believe the stuff that's outrageously sarcastic and don't believe the stuff that's factual IMO like he's owed money, been promised payment, filed suit, and been lied to.
<but a poster claimed to have sold 1% of the library for 2.3 million>
The price was less than .03 when the Mannings, et al were announced as new board members last May so what's your point?
<What you forgot to mention is that the company was at 0.14 when the internal fight took place. We are at 0.03 because of the legal problems that the company hasn't yet settled from the board>
re: NXOI...yes there are other companies that are in worse shape than VLCO.
Therein lies the problem...
<Vinnie has been running this company for a long time>
In all these years, VV has led the shareholders to this exact point in time , .03 per share.
And most shareholders are saying, "Thank you sir, may i have another?"
Some speculators you guys are. You have the chance of a lifetime to wipe the slate clean, possibly find out what is really going on, separate fact from fiction, and let somebody else try to make wine out of grapes all while Vinnie gets to keep his shares, possibly gets to run MyFamilyTV and gets the burden taken off his shoulders.
But if you want to continue playing with Vince, he'll have to continue coming up with more fluff PR's to appease the shareholders, then he'll continue to file SEC reports six months late, have to continue to explain why there are lawsuits in place of business deals, will stay silent on why there is little revenue and why there always seems to be no cash collected.
Beating cancer is an admirable thing. It is also very lucky as very few people do. However that does not give him the right to continue to deceive shareholders IMO.
You knew nothing about few Vince a few short years ago and nothing has changed much except for a bunch of new lawsuits and announcements that never went anywhere.
Sometimes change is good but it seems like many are afraid of change.
The stock went to .14 based upon message board members getting others to whack the bid higher and people actually believing the library valuation was $130 + million. It was penny stock frenzy.
Smart guys bailed out and greedy guys held out for 30 cents.
When people start comparing a penny stock's assets to real companies, you know there going to be trouble. Valcom always made the connection bewtween it's library and Netflix's in terms of valuation. Also the sale of Fox Kids Network vs MyFamily TV.
Like trying to justify that they were talking apple to apples. It was more like was apples to apple seeeds.
TP
How many times has this been repeated over the past six months? The price has pretty much traded in the .03 - .04 range since last November.
With Vince you know exactly what you are getting..more fluff PR pieces with no meat to back them up. Plus unaudited financials that rely solely on Vince's opinion to come up with results. Don't believe me. Read the auditors opinions on previous 10-K's.
With the Mannings, et al...I don't know what you get. But at least it's a fresh start where the management team is allowed to hit the reset button and hopefully come clean to all the shareholders about what has been fact and what has been fiction at Valcom over the years.
<Buy them Cheap my Friends as this will NEVER see these prices again.>
This is the PR from 6/14/11 that probably fueled the BOD fight. VV left out some information that was just recently filled in Harrington. Tri-Partners had some projects it was financing that was utilizing some of the pieces of Valcom's library.
"ValCom, Inc. (VLCO.PK) announced today that subject to the Board of Directors' approval, it will enter into a financing agreement with TRI-PARTNERS, LLC, a New Jersey based company, which has committed to loaning ValCom $600,000.
In recent weeks, ValCom has announced that it will dramatically increase the amount of operating capital available to the company through lines of credit and royalties that are due to the company.
The TRI-PARTNERS, LLC funds will be used to:
•Assist in financing the process to transfer ValCom's Library to digital media which is already underway, but will now be expedited.
•Assist in funding the collection process of royalties due ValCom from ASCAP and BMI, which will now be greatly enhanced with dedicated funding for this specific expense.
Vince Vellardita, CEO of ValCom, stated, "We welcome the vote of confidence shown by the members of TRI-PARTNERS, LLC. This loan agreement will give ValCom a total of $3.6 million in new financing arrangements. Coupled with the potential collection of unpaid royalties due from ASCAP and BMI of up to an estimated $5 million the company will have sufficient capital available to satisfy both short and long-term goals. With ValCom already showing profits, contracts tied into the use of the ValCom library, and the continued implementation of the business plan, the company is in the right position to succeed and is poised to create further shareholder value. Next on our agenda is a share buy-back program which we now plan to implement, plus we're considering providing a dividend to ValCom shareholders once the company's debt is retired."
A spokesperson for TRI-PARTNERS, Tim Harrington, stated, "My partners, Silvana and Greg Manning, and I are committed to seeing ValCom succeed in its goal to monetize its important library of motion pictures, TV series, and music. To do this without delay the company needs to promptly digitize this Library, which requires significant capital. The library's appraiser has stated that up to $5 million in royalties may be available from ASCAP and BMI. The financing from TRI-PARTNERS will also be used to facilitate collection of these monies due ValCom."
IMO, you have to wonder if the buyback of shares was ever done. You know that there is no way the company can pay a special dividend. The MJ movie and DVD was all a smokescreen. The real estate foreclosure auctions mysteriously stopping and the lofty target of 50 iTunes releases in a year were more VV promises that produced no results. You haven't heard a word from VV about any collection of back royalties. If the appraiser's estimate of the library valuation is way too high, it's probably safe to assume that his estimate of $5 million in back royalties is way too high as well.
I think the only way they can get to Funky's $1 target is thru a reverse split.
Smite,
IMO nobody on this board is going anywhere. In a few months, VV will be forgotten and the board will be knee deep in questioning what the new BOD is up to.
New price targets will be issued by members and the same rosy predictions will start flowing based upon old press releases that new posters will dredge up.
VV should be happy and relieved. Now somebody else can do all the heavy lifting and he can sit back and enjoy his life. He's been through enough with cancer. Time to spend some quality time with the family. Let somebody else turn those millions of shares into possibly serious money.
JMO,
TP
Wow Funky...surprising YOU said this. For you to suggest that I'm remotely involved with the Mannings, et al., is laughable and you know it.
After everything that has happened in the past year or two , with VV making all these promises, and the stock going nowhere, you claim that he is going to pull a rabbit out of the hat at and get you to $1 pps. Blinded optimism.
At least the other side knows that all of VV claims are worthless and they might be able to use their contacts to do something. 18 cents per share? Again, wild optimism, but at least more in the ballpark.
I still feel the restated financials are going to surprise investors with just how much Vince's rose colored glasses glowed. IMO it's not going to be pretty.
Please allow me this 15 minutes of gloating because most everything I wrote about Vince PR's were pretty much confirmed by the 8-K. Very little of it was true. The emperor had no clothes.
If VV regains power via shareholder vote then this company is in for more misery as results will never, ever match promises.
He must have been reading my posts..lol.
It's nice to be validated about my conclusions that most of VV's PR's were just words that contained no real substance. To think that many members of this board were so SURE that there was meat behind Vince's PR's and that they did proper due diligence on Vince.
It brings into question if anything that Vince PR'd was true. Especially those PR's with specific dollar amounts mentioned (FilmOn and these recent six figure deals he claimed coming out of the Miami conference).
Pacal...I'm sure you are a nice guy. But Vince looked your right in the eye and lied to you. Just as Smite claimed he would.
The good news is that the shareholders have a back up BOD in place and ready to try and right the wrongs of Vince and the Rathods. Probably easier said than done since I figure the current financials situation at Valcom is probably far worse than anyone imagines. The 10-K is probably going to wake up a lot of people on this board. Most companies that pull this kind of crap usually die a bad death. Valcom has another chance. Hopefully VV will be a footnote on this board in a few months. I guess that Ingrid is on the way out as well (by association).
<Mr. Willemsen, Chairman of ValCom, stated “Far too many empty promises and deals have been announced in the past, but never brought to fruition. We intend to dispense with this hyperbole and focus on our existing platform to turn this company into a profitable business using the assets at hand.”
Mr. Willemsen continued, "One of our priorities as we begin to undertake the rebuilding of ValCom will be to annul the purported loan transaction with Solomed, a toxic transaction that was never authorized by ValCom’s board, and which immensely diluted ValCom’s shareholders.” Mr. Willemsen continued, "A recent letter from Mr. Vellardita was sent to certain shareholders. This letter was riddled with false accusations and misstatements, and included a proposed amendment to increase ValCom’s authorized common stock by tens of millions of shares, thus potentially diluting all shareholders substantially. However, our new management does not plan on such a recapitalization, rather, our aim is continue developing value, and in fact, to seek and nullify any shares issued unlawfully or in bad faith without the board’s knowledge or consent. The current Board members have a significant investment in ValCom and will work diligently to create value for all bona fide shareholders.">
Under the Apple/Liquidmetal agreement is that Apple owns and can enforce the Liquidmetal patents in regards to consumer electronic products.
Liquidmetal receives no benefit in the future from anything coming out of Apple.
Wrong again ...the Apple deal was mentioned in the 10-Q dated 11/5/10 (see pg. 10). Why is all this information being recycled by this poster and presented as new?
http://ih.advfn.com/p.php?pid=nmona&article=45088264
<To our knowledge, this is the first time a public document emerges, acknowledging the much-rumored licensing deal between the iPhone makers and the company specializing in amorphous alloys known as liquid-metals>
Apple bought the rights in perpetuity from Liquidmetal in 2010.
Liquidmetal will not benefit in any way (except for the already booked one time payment) with anything that Apple does. Apple did not invest any money IN the company.
<“The company has been broke for years. This shows how dramatic a deal this is, that Apple would invest in a company that’s quite flaky,” he relates>