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This will be mostly institutionally owned.
You will see a catalyst within two weeks... next week will be the PR stating the commencement date, followed by a PR stating what they intend on doing with the tech. During the conference call they told us there was an investor who wanted us to file chapter 11, a couple days later they issued a PR that they were going for it. Also, during same conference call, he stated there were people interested in the patents.....notice a pattern here? Everything they say they will do is happening and happening quickly. "Q" will come off soon, if not next week then the week after. We have NEW, multi billion $$ experience on our board, including retired Siemens CEO Daryl Dulaney. All board members are excepting CHUMP CHANGE for salary, mostly stock options. I'm not sure what kind of profit/exit you are looking for but I've almost doubled my investment here, not planning on leaving until it has done that twice more. Trade wisely friend, take profits, but don't let this get away from you either. FLOAT IS THIN.
Nice observation, may be trying to get it as close to original buy in price as possible...
I'm sorry friend but not in this case. The LOC Is very specific on what it can be used for which is why I don't see it as a liability. If the company they acquire generates more than the interest (10%) in the $$ borrowed then it is a money making ASSET, not a liability. They can't use the money to fund "operations" or pay salaries, buy furniture, etc..... 210 and P10 already know where it's going, we will see soon but there are definitely cards under the table. BIG money coming our way brother!!
ARTICLE III
CONDITIONS PRECEDENT TO
ADVANCES UNDER PREFERRED EQUITY LINE OF CREDIT
Section 3.01 Conditions to Advance.
The Company shall only be permitted to deliver a Drawdown Notice requesting an advance under the Preferred Equity Line of Credit to finance one or more Acquisitions (as defined below). The obligation of Purchaser to purchase shares of Preferred Stock pursuant to each Drawdown Notice is subject to the following conditions precedent:
(a) the Closing Date has occurred;
(b) the Purchaser has approved each such Acquisition in its sole discretion;
(c) Company has represented in the Drawdown Notice that the proceeds of the purchase of the Preferred Stock by the Purchaser will only be used for the Acquisition approved by the Purchaser;
(d) the representations and warranties of the Company contained in Section 4.01 shall be true and correct on and as of such Advance Date;
(e) the Company shall have complied with all covenants contained in Section 5 of this Agreement and in the other Transaction Documents in all material respects;
(f) no event or circumstance that could reasonably be expected to have a Material Adverse Effect shall have occurred since the date of this Agreement;
(g) the outstanding principal amount of all loans made pursuant to the Loan Documents (less the amount of interest paid in kind and added to obligations under the Loan Documents as principal from time to time in accordance with the terms of the Loan Documents), plus the aggregate Stated Value (as defined in the Certificate of Designation) of all Preferred Shares sold hereunder that remain outstanding, after giving effect to the purchase of Preferred Shares pursuant to such Drawdown Notice, shall not exceed $10,000,000;
(h) all conditions to each such Acquisition have been satisfied and the agreement relating to the Acquisition is still in full force and effect;
(i) on a pro forma basis, after giving effect to such Acquisition or Acquisitions, no Default or Event of Default (each as defined in the Loan Documents) shall exist or occur as a result of such Acquisition;
(j) at least thirty (30) days prior to the closing date of such Acquisition, the Company shall have provided Purchaser with notice of such proposed Acquisition together with an executed term sheet and/or letter of intent (setting forth in reasonable detail the terms and conditions of such Acquisition);
(k) the Purchaser shall have received and be reasonably satisfied with (A) such information and documents that Purchaser may request with respect to each such Acquisition including, without limitation, executed counterparts of the respective agreements, documents or instruments pursuant to which such Acquisition is to be consummated, any schedules to such agreements, documents or instruments and all other material ancillary agreements, instruments and documents to be executed or delivered in connection therewith, (B)current financial statements and historical operating information on the Target, (C) a pro-forma balance sheet of the relevant companies after giving effect to such Acquisition, and (D) copies of the results of the Company’s due diligence with respect to the Target, each subject to the Purchaser’s agreement to comply with the Company’s confidentiality obligations to the Target;
(l) no change in tax law shall have occurred (statutory, regulatory or judicial) that would cause the Preferred Stock to be purchased pursuant to the Drawdown Notice to be treated as “stock” for purposes of Section 382(k)(6)(A) of the Tax Code; and
(m) the Company has not had an “ownership change” (as defined in Section 382 of the Tax Code) to which Section 382(a) of the Tax Code applies.
For purposes hereof, “Target” means a company to be acquired or whose assets are being acquired, and “Acquisition” means any transaction, or series of related transactions, consummated on or after the date hereof, by which the Company or any of its subsidiaries directly or indirectly (a) acquires all or a portion of the assets of any entity, whether through a merger, stock exchange, asset acquisition, stock purchase, reorganization or similar business combination transaction with one or more businesses; provided, however, that any such stock purchase shall involve the purchase of at least a majority (in number of votes) of the stock of such entity, or (b) acquires (in one transaction or as the most recent transaction in a series of transactions) at least a majority (in number of votes) of the equity securities (or other similar ownership interests) of any entity.
Section 3.02. Use of Proceeds of Advance.
The Company shall use the proceeds from the sale and issuance of the Preferred Shares within ten days following Advance Date only to finance one or more Acquisitions that meet the conditions set forth in
Section 3.01. If the Company does not use such proceeds within ten days following the Advance Date to finance such an Acquisition or Acquisitions, it shall return such proceeds to the Purchaser in full by wire transfer to an account designated by the Purchaser in writing, and on or after the Purchaser’s receipt of such proceeds, Purchaser shall return the stock certificates to the Company.
A profitable business holds its value, like converting dollars to gold or vise versa. I don't view it as a liability.
And I wouldn't exclude the LOC, because it will only be used to acquire a PROFITABLE business , not spend on depreciable assets/liabilities.
NOLs are $270 million I think....
Then add in monetization of patents. It's all on the table really, the value here is in acquisitions and potential licensing. Trade as you like .
$5+ million cash
$10 million line of credit
$5 million patent value ( they used $3.5 million which is WAY UNDERVALUED due to bankruptcy I think )
$20 million/40 million shares
.50/pps and ZERO liabilities
This is very rough, I'm no professional. But this is the math I'm using.
Hey guys, wow did I miss a day of trading, worked overtime today and didn't get a chance to monitor much. Was expecting to see a decent jump today.... HMMM, let's do the math,
1. Company is trading below cash value while in bankruptcy.
2. Company has basically NO FLOAT
3. Company hires a board of directors with resumes including big names and multi billion $$ experience to work for a salary less than mine (I'm a government employee).
4. Company announces its chapter 11 has been approved and will be emerging NEXT WEEK.
5. SHARE PRICE DROPS 10% DRAMATICALLY RIGHT BEFORE CLOSE.
If you add this equation up it looks and smells like bulls***...... manipulation at its finest. I just moved my exit price up 50% more.
HOLD TIGHT DONT LET THEM PULL YOUR STOPS!!
$$$$$$$$$$$
Yes, not including NOLs or PATENTS, we are over .60 pps CASH value...
I don't expect the "q" gone til Monday but who knows ???!!!
IRS is GOOD WITH PLAN
10. Resolutions with SEC, US Trustee, and IRS. The SEC and US Trustee had comments regarding certain provisions in the Plan. Acting proactively by reaching out to counsel for the SEC and the US Trustee, the Debtor was able to resolve the comments of the SEC and the US Trustee with amendments to the Plan. The IRS filed a proof of claim against the Debtor. After discussions with counsel for the IRS, the IRS has agreed to certain language in the confirmation order and will not object to the Plan.
PLAN WAS APPROVED!!!
Here are some excerpts:
H. The Debtor, 210, Langley, and each of their respective representatives acted in good faith with respect to the matters surrounding the commencement of the Chapter 11 Case, entry into the RSAs, the preparation and filing of the Plan and Disclosure Statement, and the matters relating thereto. The Debtor and 210 and their respective representatives have complied with the requirements of Bankruptcy Code § 1125(e).
I. April 21, 2017, was the deadline established by the Court by which parties-in- interest were required to file objections to the Plan and Disclosure Statement. No objections to the Plan or Disclosure Statement were filed.
J. On April 26, 2017, this Court conducted the Combined Hearing to consider final approval of the Disclosure Statement and confirmation of the Plan.
K. At the Combined Hearing, the Court approved the Disclosure Statement and confirmed the Plan.
L. The Court’s oral findings of fact on the record at the Combined Hearing are incorporated herein by reference in their entirety.
C. Confirmation of the Plan and Approval of Plan Documents
5. The Plan complies with the applicable provisions of the Bankruptcy Code, as required by Bankruptcy Code § 1129(a)(1) thereof, including Bankruptcy Code §§ 1122 and 1123, and meets all of the applicable requirements of Bankruptcy Code § 1129(a) and (b), and should be approved.
6. The Plan is therefore CONFIRMED in its entirety under Bankruptcy Code § 1129, and all of the terms and conditions contained in the Plan, the Plan Supplement and all ancillary agreements thereto, including but not limited to the form of SPA, the form of Loan Agreement, the form of Promissory Note, the form of Certificate of Designation, the form of Charter Amendment, the form of Registration Rights Agreement, the form of Director Indemnification Agreement, the form of Drawdown Notice, the form of Offer Letter to Mark Ascolese, and the form of Amendment of Offer Letter to Jay Powers (collectively, the “Plan Documents”), are APPROVED. The terms of the Plan and the Plan Supplement, including any exhibits attached thereto, are incorporated herein by reference into, and are an integral part of, this Order.
"They" being the market makers, this is trading VERY thin, holders seem to be very anxious to sell and investors very skeptical to buy.... MMs see this in the trading pattern. They won't be able to get their hands on many shares which makes it hard for them to provide liquidity. They do not want this to move without news, shares are too hard to come by once they let them go.
They're really trying to keep this under .40....maybe a PR Friday regarding the entire process then let it rip Monday morning when the "q" comes off...
They could have a trillion authorized shares, it means nothing. NASDAQ requires 1.00 share price on OUTSTANDING shares....after BK this week there will be about 45 million outstanding shares, they will need a market cap of $45 million to uplist, NO PROBLEM, as far as I'm concerned they have something brewing with Siemens infrastructure thanks to the new board of directors.
authorize not issue
They won't need to dilute because there is no cash burn. Dilution will only occur when there isn't enough cash to purchase a profitable business (>$10million), in which case dilution would be a great thing.
It's a shake down, people locking in profits ands MMs taking advantage. Nothing will change the value of this significantly until after the announcement of an acquisition. All of $80k has been traded, it's not that serious.
I was the first caller on the last conference call, I asked them about potential deals and his response was something like "I actually had someone contact me today about some of our patents".....this is going to move fast, the bankruptcy court couldn't even assemble a creditors committee during the hearing because there is absolutely no contest here
"The U.S. Trustee assigned to P10 Industries filed with the U.S. Bankruptcy Court a notice stating the inability to appoint an unsecured creditors’ committee. The notice states, “The United States Trustee has attempted to solicit creditors interested in serving on a Creditors’ Committee from the 20 largest unsecured creditors. The United States Trustee, however, has not received sufficient interest from creditors to form a Creditors’ Committee.”
Oh absolutely, a simple licensing agreement incorporating compressed air and turbines use by Siemens city infrastructure planning and we can easily see 2 to 3 dollars per share.
http://www.siemens.com/about/pool/business/infrastructure_cities/ic_2013_q1_update_en.pdf
Exactly! But our REAL BIG MONEY is coming when our director, retired CEO of Siemens Infrastructure , Daryl Dulaney brokers our first deal using our proprietary patented technology of energy storage....
I'm not exactly sure, I felt the same way but I can't be certain. Either way, if there are still two hearings, tomorrow is the one that truly concerns shareholders.... I think friday would simply be a finalization if everything from tomorrow. There were no objections to any of it so we should be set to start trading under new company by Monday at the latest!!
We've officially been notified:
https://materials.proxyvote.com/Approved/69372U/20170324/NOTCE_319329.PDF
Hearing is tomorrow !!! NO OBJECTIONS!!! The Q will be gone soon and business shall begin $$$$!!!!.
We have Siemens old CEO on our new board of directors...... wonder who he's plugged in with regarding our patented tech. They have a lot of plays up their sleeves on this. BUY/HOLD/ACCUMULATE!!!!!
Notice his $37,000 salary in 2016......share price is what he is interested in. We might be sitting on an early retirement opportunity here.
This is what he was responsible for..... notice the connection with energy storage
http://www.siemens.com/about/pool/business/infrastructure_cities/ic_2013_q1_update_en.pdf
Daryl Dulaney is who really caught my attention :
Mr. Dulaney is a corporate leader with more than 30 years of experience. Before retiring in October 2014, he served as CEO of Siemens Infrastructure and Cities Sector for North America, a provider of sustainable technologies for metropolitan areas and their infrastructures. During that time, he also served as CEO of Siemens Industry, Inc., a position he held since October 2009. His career at Siemens Industry, Inc., spanned more than 18 years in various executive leadership positions. Prior to his time at Siemens, Dulaney served in various management positions for suppliers of building automation and process control products.
Mr. Dulaney’s qualifications include his extensive executive management experience that includes six years as the CEO of a multi-billion dollar organization in a relevant industry. His experience in successfully growing small field offices into larger operations, specifically in the building automation and infrastructure industries, has further benefited the board of directors. In addition, his significant functional experience in sales and marketing, human resources, and finance has added to the overall knowledge and effectiveness of the board of directors.
Mr. Dulaney received $37,000 in cash compensation in 2016.
Keeps getting better, look at the new Board of Directors, these guys are our new A-Team. They've also reduced salary compensation and benefits. Basically they make money when the share price rises or they don't make money.....
http://docs.wixstatic.com/ugd/cd6d58_68027b81c5c14954b43954d782f36439.pdf
I agree with your strategy, however I'm holding all of my shares until it's a dollar, then selling half and going Long on the other half.
The judge won't have to push, it's pretty much a done deal. If IOU two dollars and you agreed to except the money from my brother and we present that before the judge he's not gonna care. He will ask you if you are willing to accept the money from my brother (which he did on the 17th with the braker facility) you will tell him yes, and he'll rubberstamp it. That's why all those papers were filed yesterday with the courts because the 210 RSA is being finalized and the details of the $10 million line of credit have also been filed. Will be out of bankruptcy by the end of next week. A PR will follow soon thereafter with patent monetization. There still room for 300 to 400% growth here before the end of the quarter.
Ha ha ha glad I could help
They're simply posting copies of amended court documents, which is what they said they would do throughout the entire process. These are all official legal documents that can be found on Pacer.
Here's a breakdown of what I believe is happening:
There was a meeting of the creditors held on the 17th which is why the share price shot up to $.40 on Monday.
Nobody had a problem with the bankruptcy so they began amending the agreement and factored in the language for the $10 million line of credit.
Market makers knew about the results of the hearing and decided to try and drive the stock price down. They were not very successful because people are holding tight and the float is extremely low.
The last time they updated the restructuring page we received a PR the next day which is why I won't be surprised if we receive one tomorrow, but since the final hearing is next week they might just save it for then.
Once we are notified that they are exiting bankruptcy I expect the share price to be around a dollar. Then they let the share price settle for a while (a week or two) then release another PR with information regarding a licensing or patent monetization deal.
I usually don't like to make predictions but these guys have been on point from day one.
I'm definitely staying 50 % long on this too
Nobody ever went broke taking a profit.
PR tomorrow won't surprise me, giving us a breakdown on what's new.... help us close the week out STRONG
There are two hearings, one on the 26th and one on the 28th, which is where the confusion comes in.
2. Disclosure Statement and Prepackaged Plan Hearing. A hearing will be held before the Honorable Judge April 28, 2017, United States Bankruptcy Judge, in Courtroom No. 505 of the Hipolito F. Garcia Federal Building and United States Courthouse, 615 East Houston Street, San Antonio, Texas 78205, on April 26, 2017 at 10:30 a.m. (CDT) (the “Combined Hearing”) to consider entry of an order, among other things, determining that the Disclosure Statement contains “adequate information” within the meaning ascribed to such term in Bankruptcy Code § 1125, approving the Disclosure Statement, and confirming the Prepackaged Plan. The Debtor may modify the Prepackaged Plan, if necessary, prior to, during, or because of the Combined Hearing, in accordance with the terms of the Prepackaged Plan. The Debtor will file any modifications to the Prepackaged Plan with the Court prior to the Hearing.
Judge already knows, it's just a simple washing out the old shares and putting in new ones.