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Clearly, ESW acquired the assets of HippQ in the bankruptcy proceeding. But did that mean that Aurea's "completed acquisition" never actually took place?
Aurea's PR speaks in the PAST-tense. A DONE-deal. "I own it now".
Was this mere puffery on its part?
Or did the bankruptcy court overrule that so-called "acquisition"? If so, I've yet to find any filing that indicated as much.
I'd REALLY like to hear from as many informed minds here as possible.
And thank you all.
Many thanks to all who have posted valuable information here during the past 36 hours. And it's in that vein that I must confess to being overly optimistic, and at having 'jumped the gun' without CAREFULLY reading the many court documents and SEC filings which prompted yesterday's spurt in posting activity here.
I was wrong in my assessment ... and want to dial it back a bit. Once I have fully completed a re-read of everything that has recently taken place, I would like to post a new --- and more conservative --- outlook as to what might now face the common shareholders of HIPPQ.
Just sayin'
Thanks for responding.
So this published blurb subsequently proved to be false?
"AUSTIN, Texas, June 3, 2015 – Aurea™, the Transformative Customer Experience Company, has announced the completed acquisition of Hipcricket, a leading provider of mobile marketing and advertising solutions."
???
Could anyone, with precise knowledge on the subject, kindly help me out here:
HippCricket filed for Bankruptcy relief in January 2015. However, in June of 2015, it was announced in the financial press, that Aurea had "completed the acquisition of HippCricket".
Then, during the bankruptcy proceedings, ESW purchased substantially all of HippCrickets assets.
Is this correct ... and if so, what happened to Aurea???
Many thanks for an anticipated (and knowledgable) response!
I'm reading the docs, so it's going to take awhile. It's basically as Anthony has surmised.
We're going to get some stock instead of cash.
But still reading.
The cash register is opening. Your DD has knocked the spots off this dog.
Great job. Sit tight. Pay-day's not far off.
Yes AnthonySS; your DD has knocked the spots off this spec-play!
Great job!
AnthonySS: Excellent, excellent, find! ESW only owns 32% of Hippcricket's stock ... so the NOLs stay put!!!
In order for someone ... ANYONE ... to "grab" Hippcrickets' Tax Deferred Assets (that had taken YEARS to accumulate), the company had to be "smashed" first.
I'll leave it to you to decide who did the "smashing" ... and WHO waited in the 'get-away-car'.
Many thanks 'brother'. Some good stuff there. Looks like this 'smash and grab' wraps-up in late April.
To each of those that very WISELY subscribed to a PacerMonitor document feed of the HippQ bankruptcy ... we would dearly appreciate any input as to what is PRESENTLY happening in that proceeding ... and will pay you back with subsequent commentary and analysis.
Many thanks ... and BIG respect!
You know who you are, SO POST THEM, DUDES!
POST THEM!
I FEEL ALRIGHT, cyborg!
Thank you very much. Good information!
ALL that I've posted here ... and continue to post here ... is NOTHING more than my very limited and most humble OPINION ... for which I could CERTAINLY be wrong.
That being said:
GO HIPPQ! SOME ASS WILL BE 'WHUPPED' IN THE NEAR-TERM!
Good for you, dude. Your response demonstrates that you are truly maturing as a real "TRADER".
Remember this moment ... as it will be of great benefit in the future.
The 'Grey Sheets' are aptly named. No one can tell ANYTHING about the "trading" on the GREY-sheets ... because it is not an "exchange". And as so, you "trade" totally 'blind'. There is no established "price". There's only what someone is willing to pay vs. what someone is willing to buy.
If you want to either buy or sell shares of HIPPQ, you'd simply contact your broker in order to do so. He or she will then seek to match you up with a counter party. In exchange for what, you will be charged a highly-inflated commission (e.g., E-Turd will charge you $35 for the transaction).
Ahhhhh ... but you conveniently FORGOT one thing.
SOME of us here STILL have a MEMORY of what has been said about this ticker ... and WHO said it ... and WHEN they said it.
Traders like me simply want to know WHY.
And it's on that score that I'd urge you to "take your time" ... 'cause this board has morphed into a "Motel-6" ...
And I'll PERSONALLY keep the front porch light on ... when you FINALLY want to tell us what you know.
48'S "PRIME DIRECTIVE" ...
"If you've made the careful and plodding decision to spend your money, on a ticker, that you presently, CONTINUE to hold, through good times and bad ... then DON'T, DON'T, DON'T, suddenly, and very publicly, decide to deride that ticker and throw rocks at it."
"Embrace that woeful ticker as you would a troubled friend ... or a troubled "FAMILY member" ... against ALL who would do harm to it."
Clearly ... that's the ONLY truly "HONORABLE" thing to do ...
Eh?
'Expiation' is good for the soul; as it leads to ultimate REDEMPTION, and the ability --- on YOUR part --- to once again have your so-called optimistic postings actually BELIEVED by others here.
Consider these words ... and in the fullness of time ... please DO the "right thing" and EXPOSE those who have controlled you.
I guarantee that you will feel the better for it ... and that you will be fully embraced by all of us who KNEW the depth of the SKULL-DUGGERY being perpetrated here ... long before you started throwing rocks at our beliefs!
just sayin' Dude.
There IS no "wire" here. This is not NASCAR ... it's a "spec-play" ... and as such, the ultimate outcome will benefit those who are patient ... versus those that are not.
And by the way ... HIPPQ still 'trades' on the Grey Sheets. You can STILL make an offer (through your broker) to sell any shares that you still retain.
Hell ... who knows ... you just might be able to unload several million for a six-pack or two.
Good luck Dude.
Is it my 'misinterpretation' of your words --- both past and present here --- that leads me to strangely believe that you have abandoned your once-SOUR assessments of this trade? Or could it be ... could it POSSIBLY be ... that what you are NOW learning about its intricacies simply doesn't JIB with what you may or may not have been TOLD by people who perhaps PAID you (a very small amount of money, no doubt) to be so glum? In this regard, you clearly seem to have decided to "jump bandwagons". Could that be true?
As I'm sure you know ... "expiation" and RENOUNCEMENT of past sins is the surest road to "redemption".
But "expiation" comes with a price; doesn't it dude ... and that price is "confession".
Will we, the collected few who still gather at this board, hear more from you on this suddenly important topic?
Eh?
I fully concur ... and thank you for your insight.
I live in Atlanta, Georgia ... and TRUST ME ... Labor Smart is absolutely no "leader".
DON'T be glum with respect to this trade ... as the road-to-riches scenario adopted by our former, and so-called "executives" (and their financial 'masters') runs straight through WE --- the now-defunct company's,COMMON shareholders.
YES! We, the ordinary 'shoo-flies', will determine exactly who gets how much ... and WHEN!
So then, there is absolutely no need to be 'glum'. There is simply a need to be PATIENT!
P.S.: In order to protect my ass, kindly note that I could be wrong, and it's just my humble opinion, and I have no particular malice for the 'wonderful' executive crew that has protected our so-called "shareholder rights" during the previous 14 months ... and blah, blah, blah.
And lastly ...
I FEEL ALRIGHT!
Yes. In that ballpark. A 20-year carry-forward.
You either use 'em or lose 'em.
So time's on our side.
Though they do in fact have a 'shelf life' of twenty years, it comes with a 'catch': For each year of the twenty years, they LOSE 1/20th of their total value. Thus, if you held, say, 20 Million worth of NOLs, and didn't use them to offset any taxable revenue that you earned, then, on the 19th year of you holding onto them, they'd only be worth $1 Million.
And as of today, in HIPPCricket's case, two, of the alotted 20 years, have already expired.
NOL's are like ice cream. You don't eat it, and it begins to slowly melt away.
Yes ... ultimately, as no eventual acquirer can FORCE you to sell your shares for a price that you don't want ... UNLESS the majority of shareholders vote otherwise.
I'd start by "teasing" everyone with a penny or two and see what happens.
As to patents ... while I have no particular distaste for broaching the subject, it's just that I don't get excited by what I cannot actually see (sitting on a balance sheet). Stuff in a "pipeline" is exactly that; it hasn't yet materialized, and therefore can't be valued.
Let me answer your question WITH a question. If you were going to destroy something (a company) in order to get something (its NOLs), what's the very first thing you'd want to do?
Answer: Wait as long as you could between the occurrence of those two events so as not to draw attention to their connection.
NOLs have a TWENTY year lifespan. Why be in a hurry to own them?
A FINAL 'REALITY-CHECK':
Is HIPPQ:
1. Bankrupt? Yes.
2. Liquidated? Yes.
3. Dissolved? No
4. Abandoned? Perhaps.
5. Non-existent? No.
6. Possessed of Assets? Yes.
7. Stilled "owned by"? Its former shareholders
SO WHAT'S TO HAPPEN TO THIS LIFELESS, DEBTLESS, ABANDONED CORPORATE SHELL ... AND ITS STILL EXISTING ASSETS?
WHO WILL MANAGE TO GLUM-ON TO THE OWNERSHIP AND "CONTROL" OF THOSE EXTRAORDINARY ASSETS ... AND DRAG THEM OVER TO SOME OTHER BALANCE SHEET?
WHO?
WHO?
Since the filing of the BK, over 13 months ago, this trade became all about the single greatest facet of human nature (as well as one of the "7 Deadly Sins") ... GREED.
And NO truly "greedy" person has EVER --- in ALL of recorded history --- EVER, EVER, EVER, walked away from getting their greasy hands on $37.95 Million of assets that don't "seem" to "belong" to anyone.
So then ... I've got a big bag of pop-corn, and a quart of Cutty. I'll wait, sip, look, and munch ... until my pay-day comes.
AND IT WILL COME ... BECAUSE OF GREED!
Better to "believe" in simple math.
1 pie divided by 100 hungry people = 1/100 of a slice.
1 pie divided by 2 hungry people = 1/2 of the whole damned pie.
Which would YOU prefer to be on the receiving end of???
No disrespect dude ... but my "Spidey-Sense" doesn't tingle over ANYTHING having to do with the existence of unverifed patents here.
It's what's in those big, greasy CRATES --- that are STUFFED with Tax Deferred Assets --- that keeps me clinging to the walls of this message board.
IMHO mind you: the "Plan" was NEVER to "extinguish" the common shares. It was the exact opposite: to get you to SELL your common shares to some undisclosed purchaser who was attempting to buy as many as the market would allow.
No. There is no "irony" coming in the HIPPQ trade. There is only the absolute CERTAINTY of the FACT that a bankrupt company is now drifting in the dark and lifeless ether of presumed abandonment ... that just so happens to have over $37.95 MILLION dollars of cold, hard, existing assets.
That's not "irony" brother. That's a damned FACT ... that even our former, bobble-headed, scum-encrusted so-called "senior executives" have not yet been able to effectively hide.
But "patience" is often the hand-maiden of "wealth"; no?
So in the due course of time, we shall see, eh?
Those annoying ads gave rise to the single greatest piece of free software ever created ... Ad Blocker.
Oh, but the IRONY of it all!
I'd be very surprised to learn that "the company" failed to purchase as many shares as it could.
HOWEVER, the Tax Code, and the Bankruptcy courts are clear on the following two hurdles that such "a company" would have to jump before it could own those NOLs in such a manner as to begin to use them in order to offset its corporate tax burden:
1. It would have to be in a similar line of business as old HIPPCRICKET; and
2. It would have to have purchased more than 50% (i.e., 75 Million)of the outstanding shares.
I held onto MY one million shares ... and fully expect that many others did the same. Even at this late date (some 13 months after the BK's initial filing) there are STILL more than 80 odd "followers" to this board. Clearly, so many traders are not doing so simply because they all want to continue to waste their time reading postings about a ticker that they no longer own.
I've got a buddy who’s a small time BK lawyer. I asked him to decipher the mumbo-jumbo in the lastest motion document … and this is what he said.
1. Way back in November of 2013, before the bankruptcy, a guy in Washington State sued HIPPCricket and all of its directors (if you can call those cockroaches “directors”). HippCricket hired a certain lawfirm to defend that action … the same law firm that would go on to represent it in the bankruptcy proceeding that commenced in Janury 2015.
2. In the bankruptcy proceeding, that law firm told the court that it was owed $525,000 by HIPPQ for its representation of HIPPQ in the bankruptcy proceeding … BUT MADE NO MENTION of any additional fees and expenses that it was owed in connection with the Washington State litigation. It simply indicated that any such fees and expenses would be paid by HIPPQ’s insurance company.
3. Recently, the Committee of UNSECURED creditors in the bankruptcy proceeding have discovered that the law firm has racked-up a bill of $1 million to $2 million of legal fees stemming from the Washinton State litigation … and that it now wants the bankruptcy court to authorize the insurance company to pay those fees. The Committee is now asking the Bankruptcy judge for guidance on this issue.
THE BOTTOM LINE: It has absolutely nothing to do with our issues here..
Has it ever occurred to you that the company who acquired HIPPQ's assets pulled a big pick-up truck into its parking lot and hauled away all kinds of stuff (i.e., "assets") which were TANGIBLE, and SEEABLE, and TOUCHABLE?
And yet, it decided NOT to haul away so much as a DIME of HIPPQ's intangile "good-stuff" which consisted of $37.95 MILLION of Tax Deferred Assets.
Have you ever considered WHY it chose to haul away nickels & dimes, while leaving GOLD BARS behind ... for others to loot and steal?
"Settling" with the company's "former" creditors has nothing to do with a NEW acquirer who is interested in only acquiring the Tax Deferred Assets.
Both activities can take place simultaneously
Not "years ago" ... more like two MONTHS ago.
Just sayin' ...