is... Alive and Well, So Far . . . LOL !
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I think you're right. I think that until Pivotal makes SOME kind of move that BEGINS to indicate what their plans are, or are not, for this shell, this stock will give the appearance of "still on the table with paddles in hand". Notice I said "appearance", however.
You know what they say, "Appearances can be deceiving sometimes".
That's what I find so intriguing about this stock. IMO, and a very humble opinion in this particular case, most of the valuable DD has to be interpreted based upon tiny clues scattered throughout a vast amount of available information. And because of the "interpretation factor" inherent in the this kind of DD analysis, it's left up to each "interpreter" to decide for him or herself what that analysis will ultimately mean.
Hence, the widely varying and ongoing opinions being expressed.
Yup, a VERY interesting and intriguing stock, IMVHO.
Nice to see some posting activity from other than the regular players.
Go CGSYQ !!!
Ah HA !!!
I get it , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , now ...
LOL !!!
H'mm . . .
Quote: "... Pivotal could not pick and choose what it wanted or didn't want....It bid on all the assets and the Delaware BK court oversaw the transfer. ..."
Per the ASSET PURCHASE AGREEMENT, Exhibit 99.2, dated May 16th, 2011, RECITALS section, third paragraph (red underlined text my emphasis):
WHEREAS, Sellers desire to sell to Buyer, and Buyer desires to purchase from Sellers, substantially all of the assets owned and used by Sellers in connection with the Business (other than those assets specifically excluded hereby), (or, in the event of an Alternative Transaction, as defined herein, to acquire equity interests of the Company or one or more of its subsidiaries), all on the terms and subject to the conditions set forth herein.
Now . . .
If one were to read the "markup" versions of the Asset Purchase Agreement, one would discover that changes were made to the original agreement by the law firm representing Pivotal so that the Asset Purchase Agreement would read the way that Pivotal wanted it to read. These "markup" versions were then presented, for review, to the BK court and all parties concerned for their approval, not the other way around.
It was then left to all of the other parties as well as the BK court as to whether they would accept the modified version of the Asset Purchase Agreement to which Pivotal would accept.
One note of interest in the above Asset Purchase Agreement paragraph is the option titled "Alternate Transaction". This was NOT agreed to by Pivotal as part of the finalized "Modified Asset Purchase Agreement". Once again, the BK court had the option of rejecting the modified Asset Purchase Agreement as laid out by Pivotal's law firm but the court and the other parties chose to accept it, instead.
Pivotal got what they wanted and rejected what they did not want. This is a simple statement of fact.
For reference, here is a link to one of the BK documents that discusses the "Modified Asset Purchase Agreement of Pivotal Global Capacity LLC":
http://www.psc.state.fl.us/library/FILINGS/11/00483-11/00483-11.pdf - Florida Public Service Commission Document No. 00483-11.
Next . . .
Quote: "... The remaining estate has just two part time employees for wind down and no (tangible) assets left.... and it has no business left of any sort...it's BK. It did not reorganize with the idea of emerging from BK as a going business of any nature. ..."
True! So then, perhaps I should have written, with more clarity, the following: "... In BK speak, it means that "Capital Growth Systems, Inc" will have been transformed from a working telecommunication business into nothing more than an "estate" with nothing more that enough assets to be classified as a nothing more than public shell. ..."
Next . . .
Quote: "... We await clarity on the cancellation issue. ..."
I've tried looking this quote up on this board but I can't seem to find it. Can you provide a post # so I can review it, please?
Next . . .
Quote: "... If you wish to consult an accountant for your own investment clarity...that's your choice. ..."
Uh, Huh ??? - -
Next . . .
Quote: "... The May 16 SEC filing clearly laid it out for all to see IMO ..."
Might I recommend we all start referring to the above linked document, as well, for the latest events?
Nice chatting with you, as always.
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plmcc
Thanks for the compliment, both you and Boogie21 !
I feel the same way about you "guys" and about Kennypooh and Rustler, too.
Their posts make me investigate and ponder harder than I would, otherwise. They help to "keep me honest" ! LOL !!!
Thanks Again !
I'm "gambling" that Pivotal is planning to use the shell for "something" that they want to go public. I don't know, nor do I particularly care, what that "something" is, just as long as it exists and GOES PUBLIC ! LOL !!!
Go CGSY !!!
Otay, otay, geez . . .
"... Personally, I believe there is ..."
"... Then explain to us why you believe there is...why leave it 'hanging'? If it's wrong we need to change it? ..."
The reason I believe there is a difference between the previously working company, "Capital Growth Systems, Inc", and the "Shell" now represented by the stock "CGSYQ" is this:
Before the BK, the corporation known as "Capital Growth Systems, Inc" had all of the assets necessary to conduct a telecommunication business. After the BK, the corporation known as "Capital Growth Systems, Inc" will NOT have all of those assets. Pivotal will have them.
What the corporation known as "Capital Growth Systems, Inc" WILL have are the assets that Pivotal didn't want and/or need in order to run a telecommunication business, a business that will now be privately held and controlled by Pivotal. In BK speak, it means that "Capital Growth Systems, Inc" will have been transformed from a working telecommunication business into an "estate" with enough assets to be classified as a public shell.
The name "Capital Growth Systems, Inc" will be the same, so far as I know of at this time, but it's status as a telecommunication business will no longer be the case.
And THIS is where I believe confusion arises when statements like "Capital Growth Systems, Inc will not emerge from BK" are made. IMO, for the sake of crystal clarity, WHICH "Capital Growth Systems, Inc" one is referring to should be made clear. Is it "Capital Growth Systems, Inc" the corporation that was once a working telecommunications business or "Capital Growth Systems, Inc" the corporation that is now a public shell.
But, Once Again and As Always, This Is Just My Opinion.
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plmcc
I noticed a couple of interesting things about part of the BK filling as quoted below:
"... It is also anticipated that the Issuer's common stock will cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association and may become eligible for termination of registration under the Securities Exchange Act under Section 12(g)(4) thereof as a result of this transaction or under the plan. Neither PGC nor any of its affiliates, at this time, intend to acquire any additional securities of the Issuer. PGC does not intend to convert any of the debentures or exercise any of the warrants to acquire the Issuer's common stock ..."
1. "... It is also anticipated ...". What this means, to me, is that no firm plans have been publicized indicating that the common stock WILL be "retired" and therefore, rendered useless. However, such plans COULD have been publicized in the BK documents. But, it wasn't stated that way. Why?
2. "... at this time ...". What this means, to me, is that at the time this was written, there was no plan to acquire anymore CGSY stock. But, what if things change between then and now? A much more firm and clear message could have been stated in the BK documents CONFIRMING, FOR SURE, that no such action WILL be taken. But, it wasn't stated that way. Why?
Well, some will say that it's just BK speak and what they really meant was, well, CGSY stock IS toast, pure and simple.
Others, including myself, aren't at all sure about that. Why?
Well, my hand's getting tired, so I'll have to try to answer my own question in another post.
So, for those interested, Stay Tuned . . .
The reasons I didn't attempt to answer my own question was so that:
1. I didn't appear to be arrogant and/or rude.
2. So that I could hear other opinions regarding my question so that they might inform me to a greater degree about my own opinion.
3. Because I didn't want to.
I will elaborate on my opinion at a later date, once I've heard more feedback.
plmcc
H'mm . . .
"... Capital Growth Systems, Inc. (CGSY), doing business as Global Capacity, Inc., operated as a telecom information and logistics company........Capital Growth Systems, Inc. is no longer in any business of any kind...it will not emerge from BK ..."
I would like to ask a question regarding the above quotation. Is there a difference between the previously working company, "Capital Growth Systems, Inc", and the "Shell" now represented by the stock "CGSYQ"?
Personally, I believe there is . . .
But, Hey, I've Been WRONG Before !!!
Opinions, Anyone?
H'mm . . .
"... This thing finally flat lined??? ..."
The phrase "Flat Lined" indicates to me that something has DIED as in "DEAD", "GONE FOR GOOD", "NOT COMING BACK EVER", etc.
Until I see a filling stating that the CGYSQ stock has been de-listed, cancelled and retired I will be considering, on an ongoing basis, terms such as "Flat Lined" to be a "Forward Looking" term and worthy of such immediate concern as all other "Forward Looking" terms and statements.
But, Once Again and As Usual, Just My Opinion.
Your reply sounds more like just another one of many opinions expressed on this board [which you are, of course, entitled to and encouraged to express as often as you feel the need to.]
I, on the other hand, have actually seen George S. publish the 2008 financials and have seen his posted emails telling us that he is currently working on the 2010 fins. I have also seen his posted emails telling us that once the latest fins are completed, he will be moving on to the WISP merger and other potentially beneficial movements.
So, why am I willing to rely on what George says he is GOING to do? Because, so far, he is on track to do EVERYTHING he said he was going to do with one exception . . .
He hasn't gotten ALL of them done just yet, which means he's still late. And he will always be "still late". And there's no getting around THAT fact. So, I SUPPOSE one COULD attempt to argue that since George hasn't been able to keep to his own schedule that that means ICOA is nothing more than a POS SCAM and should IMMEDIATELY be reported to the SEC . . .
I mean, I SUPPOSE that kind of ATTEMPT could be made.
But, seriously, I have enough confidence in the members of this board and in their ability to read between the lines and then to be able to figure out for themselves what is opinion and what is fact so that I needn't carry this on any further.
I believe they will get my gist . . .
"Keepin' Da Faith"
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plmcc
Speaking of the IHub Message Intro . . .
Check out the new updates.
Please refer to post #29931 for my answer.
H'mm . . .
"... who make the board a joke ...".
IMO, I think this board is doing just fine. I think the board is here so we, the members of this board, can express our opinions regarding the value, or lack thereof, of ICOA stock. And while I may disagree with some of the opinions, I will never agree that this board is, itself, not a worthy effort.
So, while I've chosen to disagree with your assessment that this board is a joke, I will defend, until hell freezes over, your right to express it.
Personally, I think ICOA provides a very interesting investment opportunity. But only for those who are truly willing to do some in depth research regarding the existing DD on the company.
But, that's just my opinion.
"Keepin' Da Faith"
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plmcc
Whoa !!! That's QUITE a prediction.
50 cents a share would mean that BOINGO values ICOA's buyout price at around 700 million dollars.
Now, that's based upon the numbers I came up with in my post #29630, where I calculated a very conservative current O/S number of 1,412,363,273 shares. And, 1.4 billion shares times .50 dollars per share equals around 700 million dollars.
Whoa !!! That's almost 10 times the amount BOINGO was looking to raise in it's recent IPO. So, I'm thinking 50 cents per share is more of a dream than a prediction.
However, IMO, 1 to 2 cents per share might not be all that far off.
But, that's, also, just my opinion. So, while I watch and wait, I'm . . .
"Keepin' Da Faith"
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plmcc
I agree.
IMO, something is going on between ICOA and BOINGO and I, for one, can hardly wait to find out what it might be.
Hello, Wi.
Nice to see you're still out there. I've missed your incisive viewpoint of late. So, I was just wondering . . .
Would you mind posting a link or links that support your latest assessment on the status of ICOA. I'm sure others would like to read them just like I would.
TIA
"Keepin' Da Faith"
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plmcc
I agree !
I'm SURE you meant that in a NICE, FRIENDLY and FUNNY way, RIGHT . . .
So that your post contributes to the ongoing and beneficial conversation regarding the investment possibilities and inherent dangers of investing in this particular stock . . .
R I G H T ? ? ?
LOL. So True . . .
I'll look into an IBox Re-Do as well.
I would like to respectfully ask how that will help new folks who happen to come upon this board and are interested in getting up to speed quickly on the salient points regarding this particular stock?
In consideration of your viewpoint, I will honor your request by not creating a sticky out of your post.
However, admins have told me that any post or other type of information can be turned into a sticky, preferably when the information has been independently verified, which is what I did when I went through your post and compared it to the filings.
My viewpoint on stickies is that they are there to help foster active and beneficial discourse among the board members without having to constantly "quote" hard to access data that may not even be available to all of the board members. That was the purpose of my suggestion.
And, yes, it has been an interesting first few days as assistant mod.
And thank you for helping to provide a balanced view on this stock. "Q" stocks pose additional and interesting risks that I believe all interested parties should be made aware of and I, for one, am glad you have chosen to participate.
Here is the complete content of "Section 12. Income Taxes" from the "CAPITAL GROWTH SYSTEMS, INC. 10-Q, For the quarterly period ended September 30, 2010 (Unaudited)" which I believe would make a good candidate for a sticky:
- - -
NOTE 12. Income Taxes.
The Company did not identify any uncertain tax positions as of September 30, 2010 and December 31, 2009. The Company recognizes potential accrued interest and penalties related to unrecognized tax benefits as a component of income tax expense. To the extent interest and penalties are not assessed with respect to uncertain tax positions, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision. The Company recorded no interest and penalties during the nine-month period ended September 30, 2010 and the year ended December 31, 2009 nor had any accrued interest or penalties as of these dates. The Company is no longer subject to U.S. Federal tax examinations by tax authorities for tax years before 2006. The Company is open to state tax audits until the applicable statutes of limitations expire.
The current tax expense for the three and nine months ended September 30, 2010 relates to state income taxes imposed primarily to GCD as a result of its profitability from a separate company tax perspective. The deferred tax expense relates to book and income tax basis difference in goodwill created in the GCD acquisition. For the three months ended September 30, 2010, the Company recognized an income tax benefit of $0.009 million and recognized income tax expense of $0.05 million for the nine months ended September 30, 2010. There was a $0.1 million tax provision recorded for the three and nine months ended September 30, 2009. The tax provision includes state income taxes but is primarily related to deferred tax expense arising from the book and income tax basis difference in goodwill from the GCD acquisition which occurred in November 2008.
Deferred tax assets and liabilities reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company has Federal net operating loss (NOL) carry forwards of $68.5 million in the United States (U.S.) and foreign (U.K.) NOL carry forwards of $10.0 million at September 30, 2010 and December 31, 2009. The Federal NOL and credit carry forwards have been reduced to reflect approximate annual limitations under Internal Revenue Code Sections 382 and 383 as a result of the various subsidiary stock acquisitions in prior years. It is likely subsequent equity changes have since occurred to further limit the utilization of these NOLs and credit carry forwards.
Realization of the NOL carry forwards, tax credits, and other deferred tax temporary differences is contingent on future taxable earnings. The deferred tax asset was reviewed for expected utilization using a “more likely than not” approach by assessing the available positive and negative evidence surrounding its recoverability.
The Company has recorded a full valuation allowance against the net deferred tax assets (whether acquired or otherwise generated) due to the uncertainty of future taxable income, which is necessary to realize the benefits of the deferred tax assets.
- - -
IMO, what all of this really means can then be further fleshed out during our ongoing conversations.
Your thoughts?
As you can see by the post numbers, we seem to be starting fresh at this point. So, I would like to hear suggestions on which posts would make good candidates for FACTUAL stickies that current and future investors of CGSYQ can refer to when continuing the conversation regarding this stock.
Any thoughts?
So why not sticky the entire paragraph of Section 12. Income Taxes?
Personally, I would prefer to see FACTS posted as stickies and leave the OPINIONS inside the regular posts.
What do you all think?
I would like to hear opinions on removing post #5269 from being a sticky.
Any thoughts, folks?
Could one of these two be it:
Post #4698 or #4521 ?
I'm looking into that right now. Will let you know . . .
I just noticed that myself. I would like to have liquid_sky's sticky put back. I refer to it all of the time. Who do I contact about that?
I'm thinking the same thing, now, after re-reading the latest 8K and focusing specifically on the MSA.
Thank you for pointing that out. I appreciate it !
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plmcc
So, will the BK OFFICIALLY close once ALL of the approvals and whatnot from all of the various states are completed?
I would think that as long as they control the fate of the shell, they would necessarily want to keep the shareholders and other interested parties informed as to the status and possible future of the shell, regardless of whether their controlling company is private or not.
Yes, No, Maybe???
I'd like to hear the board members thoughts on this.
Why disturbing?
Personally, I find their silence to be VERY interesting.
Now, one point of view based upon healthy skepticism could be that silence is a cause for concern, which I agree with.
Another point of view based upon healthy optimism could be that silence is a cause for careful confidence, which I also agree with.
IMO, I think the silence COULD be due to Pivotal's future plans for the shell. If Pivotal was planning on cancelling the shares and closing down the ticker, I would think they would want to do that right away so that all the noise that would be produced as a result that course of action could fade away as quickly as possible.
However, if Pivotal has some specific and possibly even immediate plans for the shell, it could be in Pivotal's best interest to not say a thing until all of their plan(s) is in place and ready to go.
So . . .
Disturbing? Not just yet, I think. However . . .
Once Again, and As Always, Just My Opinion.
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plmcc
H'mm . . .
It sounds like you've decided to concede the fact that CYGSQ is NOT like most other shells.
"... In any RM or RA scenario, common holders would likely see their shares heavily diluted. ..."
However, your statement above says "any" which I interpret to mean ANY as in ALL OF THEM. But this stock doesn't, as yet, behave like MOST other shells. And in my previous post #5533 (http://investorshub.advfn.com/boards/read_msg.aspx?message_id=63792001), I listed my favorite three reasons why I believe this stock is NOT like most other shells.
So . . .
When someone makes a statement similar to the above, they MAY find themselves being guilty of, let's see, how did you put it:
"... you drift into the area of dropping a carefully couched lie ..."
And I'm sure none of us would want that to happen, intentionally or unintentionally.
Once again and As Always, Just My Opinion . . .
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plmcc
H'mm . . .
Kenny, one of your statements from the post I'm replying to said:
"... In any RM or RA scenario, common holders would likely see their shares heavily diluted. ..."
Can you post a link that supports this claim, please?
TIA
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plmcc
Yes, we will . . .
IMO, I'm predicting that it will not.
So, we shall see, eh?
I just finished posting a reply that, in essence, says the same thing about "lotto analogies".
However, my post did NOT address the issue of enticement. As a matter of fact, I don't believe I've seen ANY post that suggests enticement for buying this stock. Why do I believe this?
Well, it has been my understanding, from the very first post I've ever made, that everyone here is just expressing their opinions. And opinions, either in favor of this stock or not, are just opinions. Even if someone says "Wow, this stock is great, everyone should own it", it should be taken as just someone's opinion as to the value of the stock in question.
Now, does EVERYONE ALWAYS keep this in mind? Probably not. I do, however. I read the posts as just opinion, I do my own DD and then I come to my own conclusions.
Now. . .
Does that mean that shareholders or potential future shareholders should NOT be warned about the typical dangers associated with owning a "Q" stock?
IMO, Absolutely NOT !!!
But, I do NOT believe that message board members should be encouraged to be careful about the possible dangers of posting positive comments about a stock.
I do, however, believe that, in general, outright falsehoods should be challenged at ALL times for the benefit of ALL members. However, for the sake of crystal clarity, I do NOT believe, in this case, that a falsehood has been expressed.
I believe that CGSYQ is a "very interesting" "Q" stock that does offer a fully informed potential shareholder an opportunity that most other "Q" stocks do not.
Once again and as always, just in my opinion.
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plmcc
I think that a "lotto stock" would be a stock that has, as it's competition, all other stocks that have an equal potential for becoming a successful investment for it's shareholders. That's pretty much the same thing as buying a lotto ticket, no matter where and when you buy it. All of the lotto tickets in any particular lotto and at any particular point in time essentially have identical odds of winning. However, I don't believe that we have the same situation here.
Please allow me to list the "interesting" things about this stock that, IMO, put it into a class by itself:
1. The Purchase Agreement says, in essence, that the company's assets were purchased with a large part, but not all, of the debentures held by Pivotal. This means that the remaining debentures still exist and still have value.
2. During the BK proceedings, an entry into the process could have been made, but as yes has not, that the stock will be delisted and retired once the proceedings are concluded. This means that the remaining debentures noted above still have a vehicle for retaining their value.
3. The shell will emerge from BK as a squeaky clean shell that has been full fleshed out by the BK process and this fact will be fully known to all interested parties. This means that the shell will not carry with it any unsavory financial characteristics that would make it unattractive for a possible future investment opportunity.
Now . . .
Show me another shell that has all of the same characteristics as this one and one that has been agreed upon, in the majority, to be an "empty, worthless" shell?
So, then . . .
I would like to, once again, respectfully submit that trying to assign extreme odds for a shareholder's success in owning this stock is, while an interesting exercise in written emphasis, a waste of time and creates a possible potential for producing misleading statements.
Not that anyone would, could or has done so, intentionally.
And . . .
Once again and as usual, all of this is just my opinion.
Do your own DD and then come to your own conclusions.
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plmcc