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Is that the same Sierra that said PLUG VIIC merger?
No BK No A/S Mo Money From Investors
Weeeeeeeeeeeeeeee
Twists and Turns Oh My
IMO The one thing everyone seems to agree on is that BK makes no sense.
I believe this week we see PPS close higher than the recent .04's. I don't think anyone is falling for the bluff.
In a press release issued Wednesday, Vision said it asked equity holders to authorize an increase in the company's authorized share count to 10 billion, from 500 million, at an August meeting. Management sought the increase so it could seek more funding.
"We are disappointed by the lack of participation by our shareholders, especially by our main shareholder," Vision Chief Executive Martin Schuermann said in the press release. "This more than limited our options to raise capital; it effectively made it impossible."
Calls and emails to Jerome Torresyap, Vision's chief operating officer, weren't immediately returned. Mr. Torresyap signed Vision's Chapter 11 petition.
Vision requested extensions of deadlines for many of the Chapter 11 filing requirements, so very little information about the bankruptcy is known, beyond a list of the company's unsecured creditors.
The company's shares are publicly traded over the counter, and the most recent available Securities and Exchange Commission filings show that its largest shareholder is affiliated with Novium AG, a Swiss investment manager. An email to Novium wasn't immediately returned.
According to the bankruptcy court filings, Novium also holds $500,000 in Vision debt.
The company's largest creditor appears to be QIF Malta, which made some filings alongside Novium in 2012 as a shareholder. It is unclear how the two are affiliated, and it appears neither has sold its shares. The company has 118.4 million shares outstanding.
This is Absolutely Awesome You Can't Make This Stuff Up.
Or maybe ...
Everyone loves a good little story. There will be many buying. Risk Vs Reward
It's one of those that people find while running a penny stock screener and you say BINGO. Pennies by definition IMO are all high risk or they wouldnt be pennies. VIIC Has so much potential that if they can execute. This will be one to tell the great grandkids about. Risk Vs. Reward. I'm hanging around. And no one knows what's gonna happen it's beautiful.
Exactly Why Everyone Should Do OWN DD
I just love the potential, the speculation of the technology the product itself They have Class 8 Hydrogen Fuel Cell Trucks.
A fortune 500 oil and gas company wants a prototype.They have grants for a Garbage Truck prototype Canadian Mining wants a prototype. The possibilities are endless so much fun in speculative stocks. High Risk Vs. High Reward. UPS will test 20 Trucks. Fun stuff.
... the fuse that perhaps lights the fires. So many options so many things that could happen so many avenues twists and turns. Fascinating to watch unfold . Risk Vs. Reward
LOL another reason this rockets up
500 authorized 382 issued to you and me and many others and 118 remaining.
There is just one major flaw in that.
There are only 500 milion shares authorized 380 million are issued so that leaves 118 million available. As far as I am concerned. This is a struggle for power.
That's exactly why so many people were buying into the panic and will continue to load up. Risk Vs. Reward.
IMO It is draw ... for those unfamiliar
A poker player is drawing if they have a hand that is incomplete and needs further cards to become valuable Go VIIC I decided I'm not putting the Q on the end. Objects in the mirror are closer than they appear.
Nothing more exciting then high stakes poker.
Exactly, why would he single them out in a filing? This so silly it is obvious. It is pressure tactics to the fullest. LMAO
I Think This is Great. We now know that other investors saw this the same way we did. They also believed that increasing to 10 Billion was not beneficial as a shareholder. Obviously they don't want to lose controlling interest, would you want to? These majority holders deal with this stuff all the time and I believe it is all a negotiating tool. If it doesn't appear to make sense, guess what ... it doesn't. Now all the volatility subsides and gives deep pocket investors the opportunity to enter at an extremely low PPS under the radar and forces management and majority stakeholders to make a deal. Why would they say no to increasing? Maybe the guys with the money know what we know. This is gonna be huge.
On March 12, 2014, Vision was approached by a Fortune 500 Oil & Gas company to prototype a fuel cell electric vehicle for their fluids management division. Vision is currently going through their vendor qualification process to be able to submit a proposal for funding. Reciprocally, the potential customer has filled-out Vision’s preliminary customer requirements document.
U.S. Marine Corps Systems Command The "sleeper cell”
This has been under lock and key for 4 years. And by "sleeper cell" I mean Zero Emissions Super Quiet Hydrogen Fuel Cell.
Maybe now we know why we get all the Government Grants ?
Consider the fact that a full 80 percent of all United States Marine Corps fatalities occur in convoys; 40 percent of which are primarily involved in the transport of both water and fossil fuels," "Reducing or eliminating the need to transport fossil fuels and water further entrenches the value of the hydrogen-fuel solution in saving American lives.
Regarding Burtek's representation and/or production of Vision's hydrogen fuel cell-related products for the U.S. defense market. The Vision products under consideration for this teaming agreement include Class 8 hydrogen fuel cell trucks; its mobile synthetic hydrogen fuel generation system; and platform, trailer and other vehicle platforms with hydrogen fuel cell power trains as they are made commercially available by Vision."
Martin Schuermann, President and CEO of Vision stated, "We are excited about the prospect of working with a company that has proven itself to be very successful in the military marketplace. The U.S. Marine Corps Systems Command is currently soliciting demonstration projects for its experimental, forward operating base exhibit at the Marine Corps Base in Quantico, VA. Burtek will secure a two-week exhibit of our hydrogen fuel generation and class 8 truck at Quantico and related exhibits in the Washington, DC area this fall. (That was in May 2010.)
Do the DD dig deeper make calls, ask questions. Connect the dots.
“Follow the Money” - Deep Throat – Bob Woodward Washington Post
Light The Fires and Kick The Tires
“Objects in the Mirror are closer than they appear”
Have you?
LOL I was also and I sold at the bottom. Now its 3.50
If he had done what I said repeatedly 3 weeks ago, and issued a press release when the stock was 3 cents that he was no longer going to pursue the 10 billion shares the stock would have shot to 50 cents. Then he would be sitting on 118 million shares at 50 cents. That would have given him $59 Million in share value. Booooooom. Long and Strong VIIC But he really needs to put a good trucking guy in I say we campaign for Doug Douglas at JB Hunt. Even if the PPS had gone to .10 he would be sitting on almost 12 million. This all smells BOOOOMAGE VIIC
I smell a major shakeup for VIIC. Martin needs to step aside and put experts in at positions to succeed. His actions are why we are where we are.
The product is sweet but his plan to execute is horrible.
I think Schuermann is going to stay as the Chairman but I believe he will step aside as CEO to appoint a new well known proven guy in trucking. Someone like Doug Douglas over at JB Hunt. That would be my choice.
No prob! Don't sweat it
insert-text-here
I just don't think anyone gets ripped off. When we hit that button we all know the ramifications. Unless there was illegal activity, but I don't find any proof of that in my DD. It's just part of the risk we take. Pennies are through the roof risk, with through the roof rewards. Dozens of possibilities we have no Idea. Thats what makes buying speculative stocks fun. We do it for the potential, to be honest its a nice rush. LOL
Much has been written, often in dramatic and ominous language, about hostile takeovers and the various steps companies take to prevent them. While most articles and books view such events from the perspective of investment bankers and corporate officers, little has been written about the impact of hostile takeovers on shareholders of target companies. Yet these shareholders can experience significant financial consequences when the target company's board activates a defense or signals its intention to do so by adding defensive strategies to the corporate charter after the news of an impending takeover breaks.
To assess the ramifications of a takeover, shareholders need to identify and understand the various defensive strategies companies employ to avoid one. These shark repellent tactics, named for the well-known circling predator, can be both effective in repelling a takeover and detrimental to shareholder value. This article will discuss the effects of some typical shark-repellent and poison pill strategies.
Shareholders Rights Plan
The most common form of takeover defense is the shareholders' rights plans, which activates at the moment a potential acquirer announces its intentions. Under such plans, shareholders can purchase additional company stock at an attractively discounted price, making it far more difficult for the corporate raider to take control.
But today, more than ever, there are steep consequences to the poison pill reaction. While it can indeed complicate matters for the acquirer, it is often enacted to protect the interests of the elite upper echelon of corporate executives, rather than the company or its investors. It can also discourage the average, well-intentioned investor and drag down share prices. This destructive scenario played out the day after Yahoo! (Nasdaq:YHOO) announced it had added a poison pill clause to the company charter in 2000 and its shares plummeted 94%, from a high of $118.75 to $6.78.
While the poison pill defense may help ward off unwanted suitors, it also makes it more difficult for shareholders to profit from the announcement of a takeover. Rights issued to existing shareholders can effectively thwart a takeover by diluting the acquirer's ownership percentage, making a takeover more expensive and preventing or delaying control of the board and the company. But shareholders are often punished when their stock drops after a company adds a poison pill clause to its charter and they are unable to reap profits from a successful takeover.
Voting Rights Plans
Targeted companies may also implement a voting-rights plan, which separates certain shareholders from their full voting powers at a predetermined point. For instance, shareholders who already own 20% of a company may lose their ability to vote on such issues as the acceptance or rejection of a takeover bid.
The presence of corporate predators may also trigger super-majority voting, which requires that a full 80% of shareholders approve a merger, rather than a simple 51% majority. This requirement can make it difficult - if not impossible - for a raider to gain control of a company. It is very difficult for management to convince shareholders that voter-rights clauses benefit them, and the addition of such clauses to the corporate charter is often followed by a drop in stock price. (For related reading, see Proxy Voting Gives Fund Shareholders A Say.)
Staggered Board of Directors
Clauses involving shareholders are not the only escape routes available to targeted companies. A staggered board of directors (B of D), in which groups of directors are elected at different times for multiyear terms, can challenge the prospective raider. The raider now has to win multiple proxy fights over time and deal with successive shareholder meetings in order to successfully take over the company. It's important to note, however, that such a plan holds no direct shareholder benefit. (For more insight, read What is a staggered board?)
Greenmail
A company may also pursue the greenmail option by buying back its recently acquired stock from the putative raider at a higher price in order to avoid a takeover. This technique was popular during one of the final mergers and acquisitions trends in the 1980s, and it typically comes with the requirement that the raider not pursue another takeover attempt. Because the shares must be purchased at a premium over the takeover price, this "payout" strategy is a prime example of how shareholders can lose out even while avoiding a hostile takeover. The practice was effectively curtailed in the U.S. by an amendment to the U.S. Internal Revenue Code, which applied a punishing 50% tax on greenmail profits.
White Knight
If a determined hostile bidder thwarts all defenses, a possible solution is a white knight, a strategic partner that merges with the target company to add value and increase market capitalization. Such a merger can not only deter the raider, but can also benefit shareholders in the short term, if the terms are favorable, as well as in the long term if the merger is a good strategic fit. A good example of this is the acquisition of Bear Stearns by white knight JPMorgan Chase (NYSE:JPM) in 2008. At the time of the acquisition, Bear Stearns' market cap had declined by 92% on concerns of its vulnerability to the global credit crisis at that time, making it extremely vulnerable to hostile takeover and even insolvency. Although a white knight defense is generally considered beneficial to shareholders, this is not always the case when the merger price is low or when the synergies and efficiencies of the combined entities do not materialize. (For related reading, check out Bloodletting And Knights: A Medieval Guide To Investing.)
Increasing Debt
Increasing debt as a defensive strategy has been deployed in the past. By increasing debt significantly, companies hope to deter raiders concerned about repayment after the acquisition. However, adding a large debt obligation to a company's balance sheet can significantly erode stock prices.
Making an Acquisition
Perhaps a better strategy for target shareholders is for the company to make an acquisition, preferably through stock swaps or a combination of stock and debt. This has the effect of diluting the raider's ownership percentage and makes the takeover significantly more expensive. Although stock prices may drop upon the target's acquisition of the third party, shareholders can benefit in the longer term from operational efficiencies and increased revenues. When InBev made an unsolicited bid for Anheuser-Busch (NYSE:BUD) in 2008, the latter company immediately sought to purchase outright both Grupo Modelo of Mexico and Crown International of India in an attempt to make the acquisition too costly for its suitor. (For more, read Analyzing An Acquisition Announcement.)
Acquiring the Acquirer
Ironically, a takeover defense that has been successful in the past, albeit rarely, is to turn the tables on the acquirer and mount a bid to take over the raider. This requires resources and shareholder support, and it removes the possibility of activating the other defensive strategies. This strategy, called the Pac-Man defense, after Bendix Corporation's attempted to acquire Martin Marietta in 1982, very rarely benefits the shareholders. Martin Marietta defended itself by purchasing Bendix stock and sought a white knight in Allied Corporation.
Triggered Option Vesting
A triggered stock option vesting strategy for large stakeholders in a company can be used as a defense, but it rarely benefits anyone involved because it often results in massive talent migration. Generally, the share price drops when the clause is added to the charter as executives sell off the stock and leave the company.
Well the company wont disappear, regardless of what happens to us common folk. The Germany conference will still go on. IMO
Does anyone know whether the 57% has the right to call for a shareholder vote on removing Schuermann as Chairman and CEO ? The filing stated that the "primary" which means not the only reason, for this filing was they could not reach quorum to get authorization. If they told him sorry Martin no more squid from us, and oh BTW we will be asking for shareholder approval to have you removed. If they said that to him or if he even thought they could do that would the "only" way to stop that be to file chapter 11? Any thoughts.
Now following Neko44. Thanks ...
GO VIIC
500 Million Authorized Which Means That They Have Issued 382 Million not 174 Million, That Leaves 118 Million.
Very Interesting, Who are These 2 people? And What Scams?
I warned about VIIC being in bed with Randy Drake (CPA) and Diane Harrison (Lawyer), two stinky pinky'ers associated with several scams according to many.
The company's largest creditor appears to be QIF Malta, which made some filings alongside Novium in 2012 as a shareholder. It is unclear how the two are affiliated, and it appears neither has sold its shares. The company has 118.4 million shares outstanding.
Due Diligence Pays Off Big Time
DD A comprehensive appraisal of a business undertaken by a prospective buyer, especially to establish its assets and liabilities and evaluate its commercial potential.
3.2 Million in debt. His own worth is 10 million. LOL Bankruptcy Protection. He squeezed them, they squeezed him. He tries to Squash Them. They kiss and make up. Very Hollywood.
Light The Fires And Kick The Tires. Go VIIC
Not only does it not make sense it is silly. ROFLMAO
the most recent available Securities and Exchange Commission filings show that its largest shareholder is affiliated with Novium AG, a Swiss investment manager. An email to Novium wasn't immediately returned.
According to the bankruptcy court filings, Novium also holds $500,000 in Vision debt.
The company's largest creditor appears to be QIF Malta, which made some filings alongside Novium in 2012 as a shareholder. It is unclear how the two are affiliated, and it appears neither has sold its shares. The company has 118.4 million shares outstanding.
By Joseph Checkler
Vision Industries Corp., the maker of a zero-emission tractor trailer and other energy-efficient vehicles, said it filed for Chapter 11 protection earlier this week after an attempt to increase the authorized share count failed.
In a petition filed Wednesday with U.S. Bankruptcy Court in Los Angeles, Vision reported assets of $1.3 million and liabilities of $3.2 million.
In a press release issued Wednesday, Vision said it asked equity holders to authorize an increase in the company's authorized share count to 10 billion, from 500 million, at an August meeting. Management sought the increase so it could seek more funding.
"We are disappointed by the lack of participation by our shareholders, especially by our main shareholder," Vision Chief Executive Martin Schuermann said in the press release. "This more than limited our options to raise capital; it effectively made it impossible."
Calls and emails to Jerome Torresyap, Vision's chief operating officer, weren't immediately returned. Mr. Torresyap signed Vision's Chapter 11 petition.
Vision requested extensions of deadlines for many of the Chapter 11 filing requirements, so very little information about the bankruptcy is known, beyond a list of the company's unsecured creditors.
The company's shares are publicly traded over the counter, and the most recent available Securities and Exchange Commission filings show that its largest shareholder is affiliated with Novium AG, a Swiss investment manager. An email to Novium wasn't immediately returned.
According to the bankruptcy court filings, Novium also holds $500,000 in Vision debt.
The company's largest creditor appears to be QIF Malta, which made some filings alongside Novium in 2012 as a shareholder. It is unclear how the two are affiliated, and it appears neither has sold its shares. The company has 118.4 million shares outstanding.
Late last year, Vision said in a press release that it executed its first Department of Energy grant for a cargo "demonstration" and projected profitability for the company in 2014. A month later, it retracted that press release, saying it needed to seek a consensus on how to account for such grants.
Long Beach, Calif.-based Vision was incorporated in 2005 and develops zero-emission electric/hydrogen power vehicles. The company says its Tyrano is the first street-legal zero-emission class 8 hydrogen/electric hybrid truck with a maximum gross vehicle weight of 80,000 pounds. It also developed a zero-emission hybrid terminal tractor and a 425-horsepower sports car called the "Cheetah," which it says on its website is the world's first "green Supercar."
According to its most recent SEC quarterly report, Vision has six employees. According to a filing, Chief Financial Officer Dennis P. Gauger left the company Sept. 18, though not because of a disagreement with the company. Mr. Schuermann took over as interim chief financial officer, the company said.
(Dow Jones Daily Bankruptcy Review covers news about distressed companies and those under bankruptcy protection. Go to http://dbr.dowjones.com)
Write to Joseph Checkler at joseph.checkler@wsj.com
Subscribe to WSJ: http://online.wsj.com?mod=djnwires
(END) Dow Jones Newswires
September 26, 2014 14:15 ET (18:15 GMT)
Copyright (c) 2014 Dow Jones & Company, Inc.
IMO A Hostile Takeover Was Stopped. Dead In It's Tracks
Light The Fires And Kick The Tires. Go VIIC
They have the worlds ONLY, not the first the only Class 8 Hydrogen Fuel Cell Truck. California has never know a tree it didn't want to hug. So silly to believe this goes down over 3 million. I know NOT.