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What is anyone's best guess on the revenues for TDS? They mentioned some potential acquisition targets back in 2020 before our proxy vote. Did they materialize? Can't wait to hear the details of what we have been waiting for over a year. Fun days ahead!
I'm finally green again! Averaged at about 26 cents.
I bought my first position in September 2020 and added some over the past year even after the RS was announced...added about 50k more yesterday and today. It's go-time!!
I'm still here holding a boatload. Has there been any mention in 2021 regarding the 2020 acquisitions they allegedly consummated? In particular, CreditSafe which they said was doing $40MM and TDS would take that to $80MM in 2021 (I think those were the figures). I see that some questions are being answered today on twitter. I don't have a personal account...could someone ask about the status of the 2020 acquisitions? It would be much appreciated. Happy New Year!
The below was from back in Nov. 2020. I wrote:
mgos Saturday, 11/14/20 01:45:50 PM
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This is my opinion on the court case:
1) On Nov. 4th defendant filed a motion to dismiss the plaintiff's complaint.
2) On Nov. 6th the above motion was stricken because it was not filed properly according to the court's practices and procedures. Most likely because MinrveWorks' attorney, John M. Gross, is from outside the jurisdiction and was admitted to practice in the district via Pro Hac Vice.
3) The same day MinervaWorks filed a motion for conference addressed to the Judge.
4) On Nov. 11th the Plaintiff provided a letter responding to the motion.
My thoughts are that this complaint was initiated because of a prior agreement/understanding between MinervaWorks and Ascento Capital. Xalles Holdings was named a defendant because of the acquisition...attorneys always name everyone possibly related to the case as a defendant and force the defendants to prove otherwise.
From what I understand XALL was served on Oct. 14 and had until Nov. 4 to answer, which was the same day Rodney Bowers (Minerva) filed the motion to dismiss the plaintiff's complaint - through Atty John Gross.
I might be missing it, but I don't see that XALL has filed any motions or answered the complaint. It is possible John Gross addressed it in the 11/4 motion to dismiss. It seems that XALL's position is that they are not a party to the complaint and that is the reason MinervaWorks wants to conference with the Judge. John Gross may or may not be representing XALL.
I expect this will be settled out of court but it will take time. I am not losing sleep over this complaint as this may be solely MinervaWorks problem. Yes, XALL owns MW now, but typically stock purchase agreements (they called it a share purchase agreement in the PR - the same thing) have representations and warranties that protect buyers from pre-acquisition lawsuits/situations like this and other unknowns such as past taxes due, etc.
This has to run its course. This is a small issue that may not even involve XALL in the end. Unless Ascento was exclusively representing MW and XALL purposely circumvented Ascento by violating an executed NDA, which seems unlikely. There are other scenarios but not worth the speculation at this point. I expect positive PRs soon.
This is all just my personal opinion...go $XALL and GLTA!
Here is the message from last year. Read my scenarios at the bottom...all from August 2020.
mgos Monday, 08/10/20 12:38:51 AM
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Minervaworks (MW) was named first as a defendant, so this was likely an issue before XALL acquired them – I think I read; v. Minervaworks et al. XALL was added simply because of the acquisition and for a position of strength by the plaintiff (XALL public company image and its simple ability to make it go away). In any case, it will be taken care of by either fighting or negotiating a settlement. IT'S NOT A LARGE AMOUNT OF MONEY. We need to relax. This isn’t even a small issue in the scheme of things.
This looks like a pre-closing issue with MW. Buyers and Sellers have reps and warranties in the asset or stock purchase agreement. In this case, MW has to handle this suit as a practical matter, which will likely include XALL to some extent. Still not a concern.
Reeper, you are one of the most articulate and valuable posters on Ihub and I look to you for a lot of guidance and YOU ARE THE BEST. However, in the M&A world, there isn't a missed closing date. You have a 6-12 month listing agreement and even if you bring a buyer on the last day of the listing expiration, you still get paid even if it closes a year from now (kind of like a real estate broker). Sometimes there is a tail meaning the agreement eventually expires but generally speaking - a buyer introduced within the listing agreement means you get paid even if it's years later.
Below are my thoughts (as a 25-year M&A broker). First, lawsuits are commonplace and NOT a big concern especially over $187,500. They are usually settled out of court or dismissed. This still takes time, but again this isn't something to worry about.
Scenarios:
1. Minervaworks was possibly under an engagement agreement to sell its business. Unlikely, but possible.
2. Engaged to provide a business valuation and agreement had a clause that stated they had to utilize the firm to market the business. Unlikely too but feasible. Not sure I have seen this before.
3. XALL signed a CA / NDA to look at MW marketed by Ascento Capital – CA / NDA had a clause that they couldn’t close without notice to Ascento Capital and the deal was subsequently closed. Unlikely. Basically a non-circumvention clause.
To that end, there isn’t any degree of concern here. Just a small complaint. This doesn’t pose a problem for where XALL is going. All is good and this week will thrive. Everything is beyond excellent and we will stay strong!
I have been with XALL since July of 2020 and keep up on reading the posts. I don't have as many shares as you do, HD. However, I have millions and nearly $50k tied up in XALL. I will have no problem throwing another $50k at this when news breaks.
I don't post too often because of time constraints. I will be sending a few comments tonight so I can become a Mod again. I must have been removed for lack of posts. HD, everything in the iBox is from me....please feel free to modify it as much of it is dated....or maybe not if XALL announces the same acquisitions once again!
Is the CA finally coming to an end? My E*trade is showing some zeros or n/a for today and the 52 week high is 0. Anyone else experiencing this?
HD, I read this forum daily but have little to talk about at the moment. I still have millions of shares. Our time will come. I am somewhat frustrated yet quite relaxed. $XALL
I don't hold as many as you HD, but I have several million and still haven't sold a single share. The good news, many of my lots are over a year old now... long-term cap gains. Just need a few of those overdue acquisitions to consummate and the PPS will explode. It's go-time!!
I agree, Slick. This has taken a lot longer than any of us longs originally imagined. I still believe that we will soon have a barrage of acquisitions and look forward to those days.
300,000 bought shortly after the bell at .0217.
Thank you, Watcherdave. I missed this PR but it still appears to be an unwind most likely because of the filed complaint.
This is what I suspect, Kaptain. I am a private sector M&A advisor with 25 years of experience and have seen this in the past.
Ascento Capital (investment banker) filed a complaint against MinervaWorks (MW) back in August 2020. The complaint was likely due to MW being under a sell-side engagement agreement with Ascento. At some point, MW was acquired by XALL and perhaps Ascento feels it's due a fee. There are many possibilities but this is the most likely scenario. I have others.
To that end, XALL probably utilized certain reps and warranties in the purchase agreement to initiated what we call an unwind (walk back the merger/acquisition). XALL probably didn't want to be in bed with a company that did something egregiously unethical and they reversed course. If that's the case, good for them!
XALL is still listed as a defendant but I think they are in the clear if there was a legal unwind. This year XALL will acquire multiple companies, in particular under the VGR Technology subsidiary. Good times ahead!
All in my opinion of course. Go $XALL!
I haven't gone anywhere and still have a few million. I have plenty of patience for $XALL. It will happen!
I hold a few mill and have yet to sell a single share. I initiated my first position in July of 2020 and still have hefty expectations for $XALL. Just not much to talk about over recent months. Overdue for some positive movement!
I have been holding a ton since last summer. Our time will come. I won't sell any of my position until we are in the several-dollar range. We just need some news on the acquisitions! $XALL
Well said!
I have about 3 months before I hit long-term cap gains myself, Mush. I don't have any interest in selling and hold all, or the majority, of my pennies long-term. I do my due diligence based on my private sector DD. I have approximately 25 years of experience advising/selling lower middle market ($1-30+ million) size companies. If the crazy business plans, P&Ls, and Balance Sheets make sense to me from a private sector perspective then I like my chances in the OTC public arena. I have several milly and will hold out for the dollars. Too many positives in the works for me to bail out now. If PPS stays here much longer, I will likely double my position. Great days and months ahead IMO -- $XALL!
I sure hope so, limer! I'm ready for a barrage of PRs regarding the 4 pending acquisitions. I also expect to hear about some new ones soon! $XALL
Thanks Jerry.
You are exactly right, Jerry! I try to keep the iBox current and it pretty much says it all. More eyes on $XALL will be coming in short order. It's crazy to think where this is going. I have ~ 2 million shares and believe this should hit paper within the year. All the subsidiaries have a lot of promise but I think Xalles Technology, in particular VGR, will catapult the PPS. I think that subsidiary alone will produce many acquisitions this year. It's coming!
Still hoping we get a PR on at least 1 of the 4 imminent acquisitions this week. You'd think next week at the latest. I fully expect a few more acquisition announcements as well. They may also have some new ones but are waiting to announce until after a few close. Once they actually get closed this will start to run...they are long overdue. 2021 should be incredible. $XALL
We are all down from the highs earlier this year, marinokv. I am fortunately still up about 300% but at one point I think it was like 1200% on about 3M shares. I plan to hold for a few years because I believe in the future. It should be quite lucrative in the end....or even later this year. I don't flip -- I buy and hold the good ones. $CLWD
...and the $25 Million in annual EBITDA.
We will see a nice upward movement when the pending acquisitions start to close. I also expect the $XALL subsidiary, Xalles Technology, to announce a few more IT-related deals, particularly under the VGR Technology Partners arm.
From the January 26, 2021 PR:
I'm "feeling" news tomorrow too, PST. I hope Wednesday at the latest. We have 4 acquisitions that are past the announced closing dates. A barrage of PRs should be incoming!
It's been like that for about 3 months, AJ. I have a large position on etrade but opened up a Schwab account (free OTC trades BTW) so that I could acquire more on dips. That worked well for me. I tried calling etrade a few weeks ago but the wait times were horrendous. $XALL
I've seen you load in the past, Panzer. You load in a rapid-fire motion!
Nice to see you here, Panzer! I bought my first position last summer and been regularly adding to my several mill.
1Rivet, Adaptive, Crown Solutions, and Protominds are all past the announced acquisition dates. As someone mentioned earlier, we are going to see a series of PRs that should send $XALL off to the races. 2021 should also be filled with acquisitions. The January 26, 2021 PR included this:
VGR now has a pipeline of firms that could contribute over $100 million in annual revenue and over $25 million in annual EBIDTA.
I hope you're right, Mag! I wish it was a lot larger buy, but I will still take it. It shot my daily gain from red to + $79k -- so it was hard to miss. =) Just odd given the time (7:06) and the significant gap.
Moments ago at 19:06:51 someone bought 18,367 shares at $0.1078. Strange.
Glad to see it gone!
Sounds good - thanks HD!