"Now I am become death . . ."
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es1,
What you say is sort of true:
" . . . but it is pretty obvious that if DIME loses Us are that much closer to the money."
Well, that is somewhat akin to saying that both Dime and the U's are driving on their way home, and Dime is 337 miles away from home, and WAMUQ's, on the other hand, are 7,620.39 miles away from home.
Yeah, you are correct to say that if you siphoned off the gas that is in Dime's car, you will be that many miles closr, true enough . . . but you're still a long, long ways from home. In fact, you've barely scratched the surface, although they do say that the journey of a thousand miles begins with the first step. But that's a lot of tanks full of gas left to steal and an awful lot of walking before you are anywhere remotely close to home.
And if you want to do some "comparative ethics," I promise you that if anybody here held equal dollar amounts in both the U's and the Dime Ltw's, I think that you would be hard pressed to find a single person that would be crossing their fingers for a Dime loss, so that your other vehicle can be 337 miles "closer to home."
If you look at it in terms of that last paragraph, you can appreciate the dilemma that the U's are facing. There are simply not enough tank fulls of gas left to steal, no more Dime Ltw Goodwill Litigation lawsuits pending on the horizon for the U's to hi-jack.
2 Questions:
a) is it worth giving up one's ethics to say that because someone stole something from me 3 years ago, I am going to start to make it right by stealing someone else's property? Put differently, do 2 wrongs ever make a right?
b) if the answer to "a" is "Yes," do you still feel the same way if you have all of the dollars you hold are stolen out of your left (Dimeq) pocket, only to go into someone else's (preferred) right pocket?
I can guarantee you that a Q "victory" of keeping $337 million (or even 357 miilion . . . it put you that much closer to home . . . it gives you that much more bang for the buck), out of the hands of the Dimeq's will NOT be going into the U's pockets. Do the math. Preferreds may appreciate it, a little. Maybe. But I can assure you that a Dime loss will be as noticeable to the U's as an ant on an elephant's butt.
So, I can safely conclude that the only U holders that are not hoping/rooting for a Dime loss are those that also own Dime Ltw's. The ones that hadn't diversified away from just U's alone will be sorely disappointed to learn that a Dime loss did not get them much closer to home.
It might leave them with a sore thumb, from still having to hitch-hike several thousand miles home, but a Dime loss is NOT going to get them anywhere near the finish line.
That's just a matter of simple math.
School In Summertime . . .
"I agree with you that the Total $ Recovery for the Classes does correspond with the Total Available Proceeds. If the $ 337 M was actually set aside as a Claims Reserve then the Total Available Proceeds should show a reduction of $ 337 M.
However - the Plan Supplement does not mention any impact of a win by the LTWs on the PIERS recovery. Even if the Debtors think they will win, they could be open to law suits if they lose and have not properly informed the PIERS Holders of the impact of such a win on their Recovery."
Once again, Binda1, you might want to contact BR/WGM to let them know about this legal exposure - I'll bet ya that this thought may never have even crossed their minds!
If you let them know about how they may have left themselves open to future lawsuits, they might be so grateful that they might just agree to "help out" the H's (and maybe even the Dime Ltw's) as a token of their appreciation for your pointing this out to them! You know, kinda like "doin' us a solid" for bailing them out of a bad situation.
This IS the DIMEQ Board, isn't it?
Ps: warning . . . if you contact BR, please understand that YOU WILL BE costing the Estate some money, as WG&M will NOT let ANY billing opportunity go to waste.
The "Ps" is dead serious, with no sarcasm on my part. They WILL be billing . . . I just wish that they would be billing YOU for your "help" instead of the poor, hapless shareholders.
Also, please note that the part about my questioning whether this is the DIMEQ Board, although having elements of sarcasm, is what I am going to oxymoronically refer to as "Constructive Sarcasm." Think of it as "Constructive Criticsm" but with the added sense of frustration at how you really are becoming "like school in summertime." Please see Southpark Episode 212 "Clubhouses" for the cultural reference and its meaning.
Pps: the language is a bit on the graphic side, so I will NOT link it for you, but it can easily be found doing a Google search for that episode. The quote is said by "Fat Abbott" to "Rudy."
Fans of the show will know exactly what I am talking about and will probably share in my sentiment.
If Judge Walrath approved the GSA then could it not be stated that she also inadvertently approved the fraudulent transfer?
Sure, Binda1, it "could it not be stated that she also inadvertently approved the fraudulent transfer."
Poor Judge Walrath is probably not even aware that she was an unwitting accomplice to this fraud! Yikes!
Please note that this is my blunt, not so subtle attempt at sarcasm.
Please further note that you could understand the workings of this case, the history of this case, the analysis (right or wrong) that Judge Walrath undertook in allowing the §363 sale to JPMC, and where things now stand, by reading FOR YOURSELF, and not taking my word for it, or going by what others are "apparently" saying about this case.
I'll link it for you, but won't chew it for you:
Judge Walrath's Opinion Denying Confirmation of WMI's Plan of Reorganization, dated January 7, 2001
Please, Binda1, please stop!
I'm begging you.
Hi Marty,
I am aware of Nazi Artwork cases, and unfortunately, there are way too many instances whereby the Nazis stole artwork, and the artwork surfaced many, many years later. Artworks that are priceless. (see e.g., "The Rape of Europa") The artwork continues to surface to this day, and there is still much artwork that is not (and may never be), accounted for.
I am not aware, however, where looted artwork was transferred to another party ("goodfaith purchaser for value" or otherwise), via a §363 sale.
The reason that JPMC is left quietly alone is because this is the scheme that was devised by JPMC, working in concert with the SNH's, and then subsequently agreed to by WMI's attorneys, who were/are allegedly "representing the interests of the company."
They certainly have been, and are, representing the interests of a company . . . I'll leave it up to others to decide which one(s).
Suffice it to say that the scheme that they conspired to specifically called for a §363 sale - this is what JPMC required, and what WMI and their A&M "Board of Directors" agreed to, after the SNH's "assisted" in "nudging" and the Anchor Goodwill Litigation from the WMI side, and over to the JPMC side, free and clear of the Dime Ltw LIABILITIES attached to Anchor.
Because this is what WMI agreed to, they are now bound by the conspiracy that they entered into under the so-called GSA.
And Judge Walrath has done what is necessary to ensure that the Dime Ltw's are not victimized by this FRAUD, and that is to ring-fence (or set aside) $337 million dollars to cover the damages related to or caused by this FRAUD. (See Judge Walrath's Opinion dated January 7, 2011)
JMW lays out in detail the reasoning for the carve-out, and for specifically NOT granting Releases to the Defendants under the terms of the GSA, as they relate to the Dime Ltw's. The money set aside adequately protects the interests of the Ltw Holders, without requiring to undo the GSA that she seems intent on keeping intact.
Returning Anchor is NOT necessary to protect the interests of the Ltw's, in that whatever "consideration" that WMI received in exchange for turning over Anchor to JPMC without the corresponding liabilities of the Ltw's will now be paid for by WMI, A&M, Board of Directors (past and present), D&O insurance in an amount not to exceed $337 million.
And since this is the scheme that was concocted by WMI, acting in concert with JPMC and the SNH's, I am more than happy to let JPMC deal with fighting the FDIC over Anchor; let them send a collection agency to work on that. It only took 18 years for the FDIC to be held accountable in the Meritor MSVP case.
Maybe JPMC might have better luck. Their problem (and their concern), not ours.
OK - I originally thought the way you do based on a news release which stated the PIERS would be wiped out if the LTWs won.
It was then pointed out to me in a PLAN/DS Supplement that the $ 337 M was set aside in a Liquidating Trust Claims Reserve - and so - apparently - is not a part of the latest Creditors' Recovery $ Amount.
For Christ's sake, Binda1! See, it's things like this that drive some people on this board nuts:
1. "OK - I originally thought the way you do based on a news release . . ."
My preference would be to rely on legal documents, rather than a news release, or better yet, an "Analyst's Report" (e.g., the sham Starke piece released to coincide with the Plaintiff's First Post Trial Reply, in a contrived effort to undercut the Plaintiff's First Reply). But, that's just a preference that I have. I'm kinda goofy about getting my information from the legal documents in this case. Others, such as Binda1, might see things differently.
2. "It was then pointed out to me in a PLAN/DS Supplement . . . "
Again, my general preference is to do my own research, rather than to have others "point [things] out to me," but I'm kinda weird about things like that.
FWIW, Grudge does seem to have the more compelling (and fact-based) position, relying on facts rather than statements beginning with "I think" or "I believe" and my personal "favorite," the "Apparently . . . blah, blah, blah . . ." phrases used by a certain poster whose name rhymes with "Binda1."
I reviewed the issues raised by Grudge in his long, but analytical post, and decided to address mostly the latter part of it as follows:
The issue of whether this is a Zero Sum Game (and where a Dime win is an H loss and vice versa), is somewhat irrelevant for the following reasons:
1. A Dime Ltw win is a WIN, and a Dime loss is a LOSS. How much other classes "might" recover might be of importance to Kevin Starke and anyone else holding the H's (or any other securities for that matter), but is irrelevant as it relates to Ltw holders. While it's nice to think that we can all wind up as "super-winners," and whether D&O insurance will make good on some/all of the $337 million owed to the Ltw's, the fact is that we have $337 million ring-fenced for the very purpose of ensuring that DIMEQ's get paid in the event of a victory.
Cash is fungible, and whether it comes from D&O insurance, or from a not so segregated, separated Litgation Trust Fund Account, we are entitled to what we are owed for Breach of Contract, Breach of Fiduciary Duty, "Negligence of Contract" for an amount of up to $337 million, but not a penny more. BTW, I was just kidding on the last one, "Binda1," there's no such beast as a "Negligence of Contract," at least as far as I know.
Whether we get "paid" by WMI or by the D&O insurer(s), there are no punitive damages in a Breach of Contract or a Breach of Fiduciary Duty suit, or any other "extras" that we should be entitled to as a result of bad acts by WMI, its "A&M" board, the chicanery, the "unfairness" of it all . . . $337 million is the cap. We get $337 million dollars or whatever we are out as a result of the breach(es), whichever is less (see, Judge Walrath's January 7, 2011 Opinion, passim)
And while it might be "nice," that D&O insurance cover some of the damages, it is not a major concern to Dime Ltw holders (as far as it relates to damages on any of several legal theories advanced by the Plaintiffs), as the $337 million has already been "set aside" by Judge Walrath for the benefit of Ltw holders in the event of a victory by "Arthur & Friends."
Yes, I know that there are many wonderful lawyers on the Ltw side besides Arthur, but Mr. Steinberg is the most visible, the most charismatic and the most impassioned of the attorneys on our side - and to avoid any argument that "Arthur wasn't the attorney that signed off on the most recent Post Trial Reply, I am including the "& Friends." I hope that addresses any concerns that Binda1 might have.
2. As "unfair" as it might be to Kevin Starke and the other H holders, that a Steinbeg victory reduces the H's recoveries (or not), the H's are not "getting screwed" by Dime, or even by the Sr. Bond holders (as might appear to be the case); the subordination agreement was part of a contract that was willingly entered into by the issuing 2001 Trust and the initial purchasers of the H's. THAT is the Contract that THEY entered into. All subsequent H purchasers put themselves into the same position of the initial purchasers, and that is, in a position whereby THEY agreed and agree to subordinate themselves to Sr. Creditors, to make Sr. Creditors whole in the "unlikely" event that an asteroid were to strike Earth, and whereby Sr. Creditors might receive less than Contract Rate. Yes, unlikely at the time, but who would've thunk it?
So "irregardless" as to whether the H's will get torpedoed by a Dime victory, the H's are going to get eaten/skinned alive by having to make up the shortfall as a result of FJR. Unless there is a Settlement very soon (and whereby the Sr. Creditors agree to give up some of what they're entitled to), in the interest of bringing finality to this show . . . there will be little to nothing left for the H's after their money is distributed by the Court as the Trustee for the H's will then be battling it out with the Sr. Creditors for the CR-FJR short-fall, again, further grinding away any recovery due to even more never-ending attorneys fees. Again, a settlement/compromise would help both sides . . . but it wouldn't help the attorneys (which is who the attorneys "should" be looking out for first and foremost).
I know that this doesn't settle the "'Binda1' vs. almost everybody else dispute," but again, this seems to be an issue that would be of greater interest (and much more appropriate) to the H Board.
In the interest of FULL DISCLOSURE: I own ALL classes of WaMu securities, with the exception of the U's (commons), and in greatly varying degrees. Suffice it to say that I own more Dime Ltw's than I do H's, but I do own them all (except commons).
And in the interest of Further Full Disclosure: I am not really a lawyer. That was just my lame attempt at using self-deprecating humor in calling myself "an attorney," and funnier still, a defense attorney at that! Must've come from years of hearing about Perry Mason, but never actually remembered having watched any shows - I just remembered hearing that he always won. Hence, the difficulty/impossibility of others in being able to "verify [my] credentials and bar [card] number."
Additionally, I truly did stay at a Holiday Inn, but that must've been more than 20 years ago during a cross-country drive, so I don't know if there is some special kind of Statute of Limitations for that type of thing. Also, it might've been a Best Western, for all know. I can't really remember.
Finally, and most importantly, I did, as many guys are prone to do, and (slighty) exaggerated my size as 45. In reality, I am really more of a 40 kinda guy. But I thought that many would consider 40 to be Short & Wimpy, hence the slight embellishment.
Color me embarrassed.
But in all other respects, I think everything else is (kinda, sorta, mostly) true.
I hope that y'all can forgive me.
Sincerely,
"Dave" (as in "Dave's not here, man")
But my friends call me "SIG."
Simple
Is
Good
We Win!
Current Shareholders to get PSFS Payout
Judge Loren Smith ruled that CURRENT (and NOT FORMER), MSVP shareholders to receive the $276 Million Dollar Award against the FDIC that the government chose not to appeal this past June 24, 2011.
Former shareholder Steven Roth (who sold his shares back in 1993), Intervened in the case, in an attempt to tie up the case and any eventual payout to CURRENT shareholders. Had he been successful, he would have received payment for shares that he had SOLD almost 20 years ago!
The next hearing will be December 1, 2011 Conference Call between Judge Smith and lawyers for the government and CURRENT shareholders, to discuss a Final Order (for payment of the award) . . . to CURRENT shareholders.
Payout to CURRENT shareholders is estimated to be around $4.50/share.
Congrats to all . . . and a big thanks to Mr. Frank Slattery, for bringing this case against the government . . . and for his perseverance to take this stand against the government.
A thanks also goes to Mr. Tom Buchanan for winning this case for Meritor shareholders. Congrats, Mr. Buchanan, on a job well done!
Sorry, Mr. Roth.
Coin toss.... Have you guys sized up yet?
Nah, no need for a coin toss. This one had kinda gotten a little old. Wall St. is clearly the winner.
And I normally don't like to discuss size (not good form), but since you asked, Stinky, it's usually 45.
Sincerely,
"Dave" (as in, "Dave's not here, man")
But my friends call me "SIG" because "Simple Is Good"
I like to keep it Simple . . . It's Good. And I am but a very Simple man.
Let me help someone remember.....
I am an attorney, but do not deal in corporate, bankruptcy, securities or complex litigation. I am simply a criminal defense lawyer (which may give me an inside view to the thinking from our adversaries).
Hmmmm. Yep, that's the lawyer I'm going to listen to, huh Dave?
Dude, I take it back . . . I didn't realize that you were digging up on me.
You win.
It's over.
Sorry,
"Dave"
****YAWN**** Strike a nerve with the dallas elite? lol ]
The only "nerve" that you strike is my funny bone . . . in that you are humorous, but only in a painful (P.I.T.A.), sort of way. I'd prefer to take in your humor in smaller, more limited doses, if possible.
And I'm hardly part of the Dallas Elite as you so (characteristically) sarcastically tried to portray me. Far from it. At least WRT the elite part. I come from very humble beginnings and have never been part of an elite. But at least you did nail the Dallas part.
That would be you that suggested the fraud contained within the 363. I suggested that you use rule 60, not me. Aren't you the one advocating for a writ of mandamus, totally insane at this juncture? lol
Yeah, that's what's so funny (lol). I NEVER EVER asked you for your legal opinion(s) on getting Anchor back, when you unsolicitedly suggested your Rule 60 Motion, and I DEFY you to point to ANY REFERENCE WHATSOEVER, where I suggested/inferred/intimated or actually used the words "Writ of Mandamus," or anything that would even closely relate to that. To the contrary, I said that I WOULDN'T want the §363 "Ltw cleansing sale" to come un-done, as I am quite happy with the money that JMW Ring Fenced for us.
You really should do a little more research, as you must have me confused with somebody that was hoping that the Anchor litigation would come back into the Estate. It certainly is not me. lol
And no offense, but I'd much rather rely on Steinberg, as this is something that amateurs (me included, as it relates to BK), should not attempt at home. The Plaintiffs' have done a great job, as evidenced by their Post-Trial Briefs, not to mention the defeat that they handed WMI in the MSJ. You might have a very different point of view, given your vast legal experience and interests/positions in this case. So YMMV. lol.
Yeah, you can minimize WMI's defeat in THEIR MSJ, and tell everyone that SJ's don't mean anything, but why on earth would the Defendants want to put part of their case on in front of JMW, knowing that they are going to LOSE? Apart from the purpose of milking/draining the Estate, and therefore, drying up the funds available to that precious fulcrum class at #16 (aka, the PIERS). Not that it matters, given that the Sr. Bond Holders are "going to put a RAPE on" the PIERS, the likes of which nobody has ever seen, and will sadly leave the fighting 16'ers holding a bag, minus its contents after they pay CR-FJR to the Sr. Bonds. Thank you, FJR. (that last part about FJR was my lame attempt at sarcasm, as I genuinely do feel bad for the H's - they are getting [blanked] in the [blank] each day by the litany of lawyers involved, descending from everywhere like a bunch of buzzards on some freshly spotted roadkill, picking away at the carcass bit by bit until there is no more. Except that there's nothing fresh about this carcass. (a sad lol)
Typical lawyer response when he feels like his ego is in jeopardy.
Typicaly answer from a non-lawyer who KNOWS that his ego is in jeopardy. lol
Well, Dave, let's see. I've been in front of a BK judge in the SDNY. In federal district. In state district. Hell, even in small claims court. Sued Bank of America...and won. Won two abuse of discretion appeals. Rare. Petitioned the supreme court on a new exception to the mootness doctrine. Got a BK lawyer working for me now, and have employed them in the past.
Now, exactly what kind of lawyer are you? personal injury? I can't seem to verify your bar number...
You're right, I'm a novice. That is exactly why you guys don't need to pay attention to me or ask for my opinion.
Dave's got it under control. lol
Ummm . . . I don't think that you even touched on MY question to YOU regarding the "clear as mud" ambiguity that exists in these Agreements, as you've so accurately pointed out, and how/why this is something that would favor WMI/WGM/A&M as the Drafter(s)/Adopter(s) of the Agreements in question. lol
Typical non-answer that I would expect from one that cannot answer the simplest of questions put to him. Say anything, say nothing, just pretend that it was never asked. lol
Now, exactly what kind of lawyer are you? personal injury? I can't seem to verify your bar number . . .
No, I'm not a personal injury lawyer (or "ambulance chaser") as I'm sure you would like to suggest. lol
I would think that even the simplest of research tools would give you the bar card number that you are trying to "verify," not to mention my date of licensing or the various federal courts that I am licensed in. lol
I thought that someone of like you would be able to locate something as simple as a bar card number within 30 seconds, a minute tops. I'm surprised that it's taken you this long, and you don't even have my first name correct. Perhaps, this might be part of your difficulty in locating/verifying my bar card number, as you're probably searching under the wrong first name. As most people probably know:
"Dave's not here, man." lol
And, and before I forget, one more lol, since you can never have too many. Lol's that is. lol
Thanks for the laughs, but I gotta run. Maybe we can pick up this game of mental masturbation (aka, "Let's amuse 'Dave'"), a little later tonight. Maybe you can use the rest of the evening to try to do some more PSYCHO-STALKING (or "verifying" of my information, as you so eloquently put it), to find more details about my boring, rather mundane life (and law practice - I'll give you a hint: it's state criminal law, and it IS in DALLAS, TX!) lol
And I too have been in front of a number of judges, but luckily, never as a Defendant. lol
In the meantime, once you get bored with that, you might try to answer the question that you don't seem to want to answer, and so far have refused to answer, in any way, shape or form:
"How exactly does WMI/A&M deal with that pesky little issue of Ambiguity as it relates to the Agreements that were Drafted, Ratified, and/or Assumed by the Defendants in this case? And are you suggesting that AMBIGUITY in the Agreements is a GOOD thing for the Defendants? lol
Ps: Just so that you know, this really isn't a difficult or even a trick question. And it really is OK to say "I don't know" or "I was wrong." If you'd rather not answer that question, but instead resort to attacks on me, well, that alone will speak volumes.
Peace.
I never said the entire thing was clear, quite the contrary. I suggest you use some of the those lawyering skills and look back as some past posts.
I always get a kick when a 'lawyer' comes forward doing his best with a gotcha question. Motions for summary judgment....wastes of time....defeated by a mere scintilla of contrary evidence. I guess I needed to back up and explain the derivative of the potential liability in my earlier response to you. LOL
There's all kinds of lawyers. I usually don't pay any attention to them. Unless they practice BK law.
And I always get a "kick" when a non-lawyer comes forward doing his best gotcha "legal advice" schtick when he's clearly not a lawyer, but he HAS stayed at a Holiday Inn.
Take, e.g., suggesting that one file a Rule 60 Motion where not applicable/appropriate. You did advise that one should file a Rule 60 Motion regarding the sham sale of Anchor to JPMC (where all liens were cleansed by a §363 sale), didn't you?
See, I thought that there was something about a "final order" . . . that little thingy . . . . The problem is, that a little legal knowledge can be a very dangerous thing.
You probably think that you know a lot of law . . . your attitude is one of arrogance, superiority (and yet you come across as somewhat insecure with your need to constantly tell everybody how smart you are, and how you know so much more than everybody else).
People that are secure in themselves generally don't have a need to point out how much better, smarter, superior they are to everybody else. They know it, they feel it, and know that the NEED to constantly repeat it would only serve to show their insecurities. Kinda like any city that refers to itself as "World Class." I got news for those cities: if they truly are "World Class," there's no need to mention it, as others already know.
This is why I already gave your props for being the "Smartest Guy in the Room." So that you wouldn't feel the need to come back here and continue to "rub salt in the would" as you so eloquently put it, last night. I already told you that you won. I'll even go so far as to call you a "World Class" non-lawyer. How's that for props?
Tellingly, you get a certain amount of satisfaction in metaphorically rubbing salt in others' wounds. Your words, not mine. That's not quite very sporting of you, my good chap, now is it?
So, go pay attention to your bankruptcy lawyers. You probably won't find very many here. You'd be better served sniffing BR and trolling WG&M offices (instead of the DIMEQ MB). I hear that WG&M does practice some BK law (sarcasm), although their ethics are a little "different" than what I would expect from professionals that are bound by the law to represent THEIR clients' interests, and to not conflict themselves, to not serve 2 masters (or worse, as has been the case with BR.
Then you can report back to us to tell us how much more you know about the law than we do, and seeing how many legal terms and phrases you can manage to drop into a conversation in any given post. Because that will really show us how much smarter and superior you are to the rest of us.
Regards.
Ps: since you really seem to know so much more than the rest of us, would you kindly tell the unwashed masses here how ambiguity ("clear as mud") in the Agreements at issue, would play out in JMW's court? You know, a BK court which I'm sure you're quite familiar with.
That "clear as mud" ambiguity would certainly help the Drafter(s) of the Agreements (and their Successors), right? This ambiguity must certainly be a great thing for WMI/WGM/A&M . . . us non-BK lawyers could certainly learn a lot from you.
Thanks in advance!
Thank you so very much, Sidedraft, for getting this information to us, hot off the presses
I really did appreciate you're doing this for us, especially since you had absolutely no obligation to share this "early" with us.
And I at least, am very grateful to you to start my long weekend, by allowing me to read and laugh-away and chuckcle as I read this work of art.
Brilliant, Fantastic!
Kudos to the drafter(s) of this very impressive, concise, well-thought reply.
And thank you to you, Sidedraft, for allowing us to see what truly great legal work looks like.
My initial thoughts were very similar.
And while I was "disappointed" that it wasn't a longer reply, this is strictly out of selfish reasons, as I thoroughly enjoyed the B-Slapping that they gave, and the F.U.'s that this reply sent, to WG&M. The biggest F.U., however, is in saying, "thanks for the extra page limit, but (unlike WG&M), we really don't need that many pages to get our essential points across." No need for hocus-pocus, mumbo-jumbo nonsense, no need to try to play with semantics, no need to create a "Pleadings By The Pound" type response. Maybe, WG&M figured that if they couldn't dazzle JMW with brilliance, they might as well try to baffle her with 80 pages full of . . . excrement.
Well, that, plus the fact that they really are charging the Estate for their Pleadings by the Pound. Why use only 26 pages when you can try to bore the judge to tears with 80 pages of . . . "work" while getting yet another Golden Opportunity to milk the Estate away. They wouldn't want it to go to waste.
Nope. Steinberg et al., basically said, "More than 30 pages? Why? We can tell the judge why we are right and they are WRONG, in 26 pages, and we do so while also letting the judge know how the Defendants have been playing loose with the facts as well as with the law."
And let's not forget our forget our favorite gal, "Cha-Cha."
Taking the Totality of the Circumstances, the Defendants kinda look . . . not so good. Kinda reminds me of "Open Mic" night (as some hack lawyer once pointed out).
Retaining 100% of the damages (in cash) is not the same as passing along 85% of its 'value'.
It can not be any clearer. 100% of the recovered damages is property of the estate. How they transfer value is something totally different. You are putting the cart before the horse. You are trying to say that 85% of the damages is directly yours. Not so.
I know what you mean . . . some people just don't get it!
All WMI has to do is issue an INFINITE number of self-described WORTHLESS shares.
It's that old "X over Zero" type problem.
What the shares lack in value, they'll make up for in number?
Maybe that's how they'll make it work out! And they can pass along that value of, let's say 500 Quadrillion shares times Zero will still equal . . . oh wait . . . let me think this one through for a minute . . . um, maybe they can DOUBLE that number of shares and start approaching Zero . . . or wait, hold on . . . maybe a Googleplex (one time a Googol of Zeros) multiplied by $0.00/share will be able to pass on the whopping sum of:
Zero Dollars in "value" to the Dime Ltw's.
So tell us again, how exactly do you propose "passing along 85% of its 'value' to the Ltw's in WORTHLESS WMI shares?
Agreed that it's gone . . . kinda like the $337 million that's gone out WMI's door . . . kinda like that.
Or kinda like the investors in the four hedge funds facing colorable claims of securities FRAUD . . . kinda like those folks heading for the exits so that they're not the ones left on the hedge fund fraud hook, Bernie Madoff style. Those investors will be gone . . . and they won't be coming back.
You are right about the Anchor litigation being gone. The §363 sale was calculated/designed/schemed/cooked-up by WMI/WGM/A&M, and let's not forget the lead conspirators in the Anchor give-away, the Insider Trading SETTLEMENT Note Holding Hedge Funds (Owl Crook, et al.). Oh, and there's also JPMC - we can't forget them.
The §363 sale no accident; it was by design, to "cleanse" away any liabilities, because that's EXACTLY what they knew the Dime Ltw's to be:
LIABILITIES, red-ink style.
And in order for some of the "vulture" hedge funds that bought some of their Insider Traded debt "for pennies on the dollar" (as WGM so pointedly referred to Nantahala, et al.), to make outrageous returns (the kind that can usually only be gotten through INSIDER TRADING), they were more than happy to give away that which did not belong to them:
the 100% of the Anchor litigation that they did NOT own, sans the corresponding Ltw's.
It's insanely easy to give away other peoples' money; it's a lot more difficult to give away your own (as we are witnessing with the SNH's not really wanting to part with THEIR OWN money), even after getting busted by Parker Folse and Company.
And WMI and its stooges at A&M were more than willing accomplices in the SNHs' schemes. It was only AFTER the Insider Trading Hedge Funds started giving away, gifting away, horse-trading away, WHORES TRADING AWAY, the Anchor assets that WMI/A&M finally caved in, AGREED to the §363 sale (as required by JPMC to ensure that the Anchor proceeds were "cleansed" of any Ltw LIABILITIES). Tellingly, the SNH's, JPMC and WMI decided to "allow" WMI to keep THE OTHER goodwill litigation case.
You know, American Savings case . . . the one WITHOUT THE LTW LIABILITIES.
I'm sure that this was merely a coincidence. It could have easily gone the other way. JPMC might have been cool with a much smaller goodwill litigation asset, the SNH's would've been cool with the Ltw's going WITH the Anchor assets, and getting a correspondingly smaller amount of "consideration" from JPMC, in exchange for HANDING OVER Anchor . . . much like Judas Iscariot handed Jesus over to the high priests for a few pieces of silver, and JPMC would have been tickled pink WITHOUT a §363 sale, even if it meant that the Ltw's would follow Anchor, and that they would righfully have to compensate the Ltw Holders for the Distribution that they were entitled to, as a SPIN-OFF from Dime, back in December 2000 . . . before WMI ever thought about laying its paws on Dime Bank.
And we all know that Judas IsRosenRAT was more than happy to see to it that even more people were screwed out of what is rightfully theirs, so that his masters could pay out a few billion more in bonuses the next quarter, and maybe buy back a bit of their shorted silver, but that's for the SLV thread
So, this is a long-winded way of saying that you are correct, that Anchor is gone, and that it ain't coming back. That is why JMW agreed with Art Steinberg, to set aside $337 million of WMI/A&M's money; since WMI/A&M were cool with the give away of Anchor, now they have to answer for it - by way of the $337 million that will go to the Dime Ltw side.
And in the end, the stooges probably should not have gone along with the Insider Traders' schemes, even though the four (4) of them had some pretty good BLOCKING POSITIONS. They should have told the cheaters to go pound sand, and let the chips fall where they may. And of course we know that this was not the case.
So, why don't YOU go read the prospectus, and while you're at it, check out the transcripts during this past summer's confirmation hearings . . . it won't look too good from your side (I mean the SNH/WMI/WGM/A&M side), when you see what was said and how they hatched this scheme. But then again, as with most 3rd rate criminals, they never anticipated that they would ever get busted, or that this would have gone on this long. Judas IsRosenRAT thought that this one would've been in the bag a long time ago, and that he and his crew and the Insider Trading Vulture Hedge Funds could go on down the road, trolling for their next K-Mart Victims, ready to rape the hell out of the next set of schmuck shareholders (i.e., owners), of the company.
Who would've thunk it?
What ambiguity are we talking about?
Under Section 4.4 of the Warrant Agreement, WMI and its Board of Directors were required to take such steps as necessary (whether WMI was undergoing a Reorganization or a Combination) to protect the interests of the LTW holders in accordance with the essential “intents and principles” under the Warrant Agreement. Those “intents and principles” were, as stated in the Registration Statement, to give the value of the Anchor Litigation to the LTW holders. Thus, if it was not practicable to give LTW holders stock of WMI for the value of the Anchor Litigation, WMI and its Board had the duty to compensate the LTW holders in some other form of currency (e.g., cash, notes, etc.) The failure of the BOD to perform their duties on behalf of LTW holders and safeguard the value of the Anchor Litigation recovery, as required by the LTWs and the Warrant Agreement, is the basis of the Claimants’ claim against the Estate and/or the Board.
It’s very clear to me and I don’t claim to be of superior intelligence..
The ambiguity to which I am referring, is any ambiguity that "may/might" exist in the Agreements that Dime Bank, and then WMI (as Successor) to Dime, drafted.
I personally do NOT believe that there is any ambiguity in the Agreements, as they clearly INTENDED to separate the Anchor Savings Goodwill Litigation, and transfer 85% net of that interest (from the litigation proceeds), and pass it onto Dime common holders as of the December 2000 distribution date. All Dime common trading "ex-Ltw" reflected a corresponding decrease in share price the following day (to reflect that most of the value of the Goodwill Litigation had been effectively transferred from Dime Bank, and to the holders of the Ltw's.
I am merely taking the position that the Defendants are now claiming, and this is that there is ambiguity in what was intended from the Warrant Agreements.
And to me, those arguments are a non-starter.
It is a well-settled principle in the law that where a writing, agreement, contract is ambiguous, and where the ambiguity cannot be resolved, any ambiguities in those writings/contracts/agreements, etc., shall be resolved in favor of the party that had no role in the drafting of those agreements, and shall be resolved against the drafter(s) of said agreements.
This is becuase the party that drafted the agreement knew what they intended to put into the agreement, and just as important (if not more so), things that they, for whatever reason decided to exclude from the Agreements.
Thus, the Drafters of the writings/agreements/contracts are stuck with what they included/excluded in the Agreement(s), and a court shall resolve any ambiguities resulting from those writings in the light most favorable to the non-drafting party, and against the party that commemorated/committed to writing.
So, to the extent that WMI/A&M/and all Board of Director members (past and present) want to take the position that the Agreements are ambiguous as to one or more issues, I welcome those ambiguities with open arms.
By way of example, WMI, et al., is taking the position that there was never any intent to allow for an election of cash/stock or a combination thereof, as a result of the Dime/WMI merger. That's all fine and well, but the 2000 Original Warrant Agreement is pretty clear that the Ltw's were to receive the same consideration that Dime common would receive in the event of a Merger/Combination, and such a merger with WMI clearly took place.
WMI would now have you believe that an election was never intended. Not only does the 2000 Agreement show that the Ltw's WERE entitled to same treatment as the common shares, at this point, that is is irrelevent, as the Agreement says same treatment, WMI says that this was not clear, and if one believes WMI's spin, the ambiguities resulting from those arguments must be construed against WMI (as drafters of the 2003 Agreement, as well as Successors to the Dime 2000 Original Warrant Agreement.)
I could also discuss the issue of how WMI is attempting to adversely change the form of payment to which the Ltw's were entitled to as a result of the Dime/WMI merger, without ever asking for a vote from the Dime Ltw's, as required under the 2000 Agreement, but will leave that for another post.
The same goes for the issues relating to the "form of currency" for payment (or for transferring the value that the Dime Ltw's were to receive for their proportionate interests in the litigation recovery from the Anchor case. At first, the payment called for a fixed value of dollars (dependant ONLY on the Litigation Recovery, to be paid in Dime common.
After the Dime/WMI merger, because payment in Dime common was no longer practical/possible (due to the fact that Dime common no longer existed), the currency to be used was substituted with WMI common. WMI is not only impractical, it is impossible, as there is not an infinite number of WAMUQ shares that can be issued, at a value of ZERO, where the Dime Ltw's receive the benefit that they were distributed in December 2000.
And because the Agreements had mechanisms in place to substitute the currency of payment (to transfer the value of our proportionate interest in the litigation recovery), and because the current WMI/A&M "Board of Directors never acted in good faith to protect the interests of the Dime Ltw's (as was required under the Agreements, to change the currency to something of "VALUE," and they actually took affirmative steps to act in bad faith in attempting to extinguish our claims and interests, by adopting a plan/scheme concocted by the SNH's to gift away WMI assets (i.e., the Anchor litigation recovery), without transferring the corresponding liabilities (i.e., the Dime Ltw's), and conducting this scam/sham/scheme/fraud by way of a §363 sale to JPMC, and thus allowing a greater recovery for one Class of Creditors (i.e., the Insider Trading SETTLEMENT Note Holder Hedge Funds), at the expense of another Class of Creditors (i.e., the innocent Dime Ltw's, that were conspicuously left out of the loop, out of any negotitations, not consulted by the "Board" to see if they were okay with getting screwed over, well, then, it seems pretty clear (to me, at least), that the Dime Ltw's will recover their damages through one or more of their legal theories.
The cool thing is that now that WMI sold, and JPMC bought, the Anchor Savings Goodwill Litigation, by way of the §363 sale (intended to "cleanse" out the Dime Ltw's), JPMC can now continue the fight with the FDIC over Anchor; I'm just fine with getting the $337 million that JMW ring-fenced for us in the event that Steinberg proved up damages to the Class.
No need to unwind the GSA at all, and I believe that a Rule 60 motion would require a "Final Judgment," which I am not sure that JMW has entered.
More importantly, the court has ring-fenced $337 million in CASH to award to the Plaintiffs if they prevail on any of several legal theories, and I couldn't care less whether the GSA remains intact (as it pertains to the Ltw's), as the money is there to remimburse the Ltw's for the breaches by the WMI/A&M BOD's and any prior BOD defendants.
Why would I want to unwind the GSA and wait for the conclusion of the Anchor litigation, when I could take CASH money that the court will award as a result of the Defendants' breaches?
The §363 sale esstially moved the Anchor litigation out of the Estate and put it into the hands of JPMC.
Given that this is the deal that WMI sought (and which was initially concocted by the SNH's), Anchor is now in the hands of JPMC, and WMI is now on the hook for a financial award to the Plaintiffs of up to an amount of $337 million.
I'd rather let JPMC fight it out with the FDIC for the Anchor payment; I'll take CASH from the judgment that Steinberg will be obtaining on behalf of Dime Ltw holders.
But thanks for your legal advice.
As an aside, you wouldn't happen to be short a bunch of Dime Ltw's, would you? Your actions seem to indicate that you have quite an interest in the outcome of this case, and hoping that the Defendants win this one.
I don't really expect a real answer from you, as it will involve some generic, cryptic, ambiguous reply, involving something like "generally not understood by the public, blah, blah, blah."
I've seen your M.O., and you really are so smart . . . I've already told you that you're the smartest guy in the room. You know/understand so many things that are not understood by the general public, etc.
Shalom
I threw all that Red Ink mostly for your benefit, and as a metaphor for all the Red Ink caused by the Insider Trading SETTLEMENT Note Holding Hedge Funds that gifted away the Anchor Goodwill Litigation assets to JPMC, effectively eliminating any Litigation Recovery that WMI could receive, to be able to honor the liability owed to the Dime Ltw Holders, by virtue of the Original Warrant Agreement.
This is something that is generally not understood by the general public, so I can understand (and excuse), your inability to grasp these concepts, and to understand the impropriety of having allowed the SNH to negotiate away (or rather, gift away), assets to JPMC, in order to trade away those assets while shifting the corresponding liabilities back to WMI, in order to get a greater return on securities that they purchased for pennies on the dollar, and most likely acquired some of those securities through Material Non Public Information.
And the ultimate breach was in WMI/A&M stooges going along with the schemes and frauds perpetrated by the SNH's, and adopting the SNH negotiations (giftings and give aways), as their own and by their own admissions, the WMI/A&M "Board of Directors) never even discussed the impact on the Ltw Holders, never sought their input, never invitied the Ltw Holders to the corporate give away program, never . . .
If you want to overlook these fraudulent conveyances and illegal self-dealings (and the breaches of duty by any/all Board of Directors) that WMI pursued and approved as its own (in asking the court to approve the Anchor assets transfer to JPMC, by way of a §363 sale in order to "cleanse" away the Ltw liability), I can understand that, as this is something that the general public has a difficult time getting a grasp of).
Eric,
Great post!
I'd like to touch on one point that you made, and expand on that a little, if I may:
" . . .it has also become apparent that the decision related to the Dime warrants was made by other classes of debt, without input from the Wamu board, and in fact, both a board member and Kosturos (sp) testified that they never discussed the LTWs or their obligations under the LTW Agreement.
The WMI/A&M/SpecialK/Goulding "Board of Directors" changed their original position (i.e., that the goodwill litigations belonged to WMI, and therefore should remain on the WMI side of the asset list, ONLY AFTER some of the Insider Trading SETTLEMENT Note Holders began to negotiate away WMI assets to JPMC. These particulars creditors (then Insider Trading Hedge Funds), were negotiating solely out of self-interest, and conducting what I refer to as "self-dealing," so that they could improve their Rate of Returns on the debt that they purchased for pennies on the dollar, sacrificing other Creditors (such as the Dime Ltw Holders), in order to gain an unfair/illegal advantage in these proceedings.
It is further undisputed that these SNH Creditors made it known to WMI that they had acquired Blocking Positions in several classes of securities, and demanded a seat at the negotiating table without going through the proper channels (i.e., the court), to represent an class of securities in an "Official" capacitiy, where the court could have oversight into their illicit activities.
And it is only AFTER the SNH funds negotitated away the Anchor litigation (without requiring that the Ltw's follow the litigation assets), that WMI became willing stooges, acting on behalf of the SNH and looking after THEIR interests, without ever giving a damn as to what the consequences would be to the Ltw's, or even bothering to notify the Ltw's that they had just been screwed, blewed and tattooed by the SNH's, and much more importantly, the WMI/A&M "Board of Directors" that owed a good faith duty to the Dime Ltw's to see to it that the intent and principles of the Ltw's were carried out.
Instead, the agreed to adopt the SNH negotiations as their own, which essentially transferred the Anchor asset to JPMC, without requiring the corresponding transfer of the Ltw's (liability) to JPMC, as the SNH's were trying to move WMI assets OUT of WMI and into JPMC's hands, so that JPMC would horse-trade assets to WMI that were UNEMCUMBERRED by Ltw's. Hence, this is why there was no reason to transfer the American Savings goodwill litigation, as it would have transferred an asset without keeping liabilities on the WMI side; in other words, there were no Ltw's to screw over ont the American Savings litigation, and therefore, the SNH's had no interest in transferring an asset to JPMC and forcing a liability to be kept on the WMI side.
The Defendants' actions don't look very Kosher, if you look at this objectively.
But seriously, a bigger question is not only what this 'security' represents, whether it be equity, negative equity, debt, liability, contingent valueless asset, contingent valuable asset, or just a place holder lottery ticket, ie a ticket to the party, if there ever is one. No, the appropriate question is what does it represent at what stage of the game, like at the time it was issued, at the time of the dime/wmi merger, at the time wmi became insolvent, at the time the anchor litigation became final, before an adjustment or after an adjustment, etc.
That is the real question.
Well, I humbly submit MY "real question" to you:
Is there a reason (deliberate or inadvertant), why you left out the critical time period during which the Insider Trading SETTLEMENT Note Holders took over the negotiating duties from WMI, so that they could engage in a "little" SELF-DEALING with JPMC, so that these criminals could "horse trade" (aka, "WHORES TRADE"), with JPMC, gifting away significant assets (e.g., Anchor Savings Goodwill Litigation), to JPMC without insisting/demanding that the Dime Ltw Liability track the Anchor asset?
The downside to forcing that the Ltw's go with the asset is that JPMC would not have been willing to compensate the Hedgies for just 15% of Anchor. This is of course, would have resulted in less money gifted by WMI/SNH to JPMC, and would therefore interfere with the Insider Trading SNH Criminals' ability to capitialize off of their own holdings (some of which were obtained with Material Non Public Information), to the detriment of others (e.g., the Dime Ltw's whose main asset providing a recovery was GIFTED AWAY from WMI to JPMC, through the deeds of these criminals.
WMI went along with this scheme because the SNH's told WMI/A&M that they held BLOCKING POSITIONS in certain Classes of Securities. In other words, "if we don't go along with their illegal schemes/scams, they might block any POR."
Once WMI, A&M, and any/all BOD's acquieced in these schemes, and became part of the conspiracy to defraud, and GIFTED AWAY the Anchor Litigation and any recoveries pertaining thereto, without insisting that JPMC take on the LIABILITY of the Dime Ltw's, the Breach was final.
And because WMI went along went the SNH's schemes of SELF DEALING with JPMC to ensure a more favorable outcome (payout), on the SNH's VERY OWN securities, they acquieced in this MASSIVE BREACH, and adopted the SNH's criminal dealings as their own, a breach that would eliminate ANY possibility that the Dime Ltw's could ever recover their proportionate interest in the litigation recovery, this is a KEY time period to analyze.
What does the Dime Ltw "security" represent at THAT point in time, the point, where the WMI/A&M BOD abandoned, abdicated its responsibilities, and let the SNH's do whatever they wanted with JPMC, giving away assets that WMI had previously laid claims to?
Is this the point where JMW would substitute the $337 million dollars that she ring-collared, for the benefit of the Dime Ltw's, to take into account WMI's acquiencense to the bad acts of the SELF DEALING, INSIDER TRADING SETTLEMENT NOTE HOLDER Hedge Funds, and to use them as their new dealing point?
Would ya care to care to answer this real question, garbled though it may be?
Even more important, as Linda had pointed out a day or 2 ago, is that there was a provision that, in the event of a "combination" with/by Dime, the warrants would be entitled to the same method/mode of consideration as the underlying common Dime shares would receive.
And that if the consideration were for cash and/or common of the surviving company, consideration would be payable in the same proportion as would be payable to the Dime common.
And even more importantly, if Dime common were to receive all cash, then the warrants would be payable solely in cash.
This is hardly the stuff of an "equity warrant."
But this matters not, because, even as to all the ambiguities that WMI and wallstreet61 would have you believe exist in these Warrant Agreements, the Agreements are construed AGAINST the drafting parties (Dime, WMI, and the various BOD's that did NOT act in good faith) that did ABSOLUTELY NOTHING to ensure that the intent and principles of the Agreements (i.e., coveying to the holders of Dime Ltw's, the value of the 85% net of any Litigation Recovery), were carried out.
If there is a provision in either of the Agreements that contemplated a combination, wherein Dime common would receive all cash, and that either Agreement said that the Dime Ltw's would be paid their proportionate interest in cash (as the vehicle conveying said value), it is clear that the Original Dime BOD comtemplated that these were liabilities, regardless as to the manner in which the payment(s) originally called for.
Most importantly, there were provisions in placing calling for, requiring, that adjustments be made by any/all BOD's, acting in good faith, and acting in a manner that is/was consistant with the intent/principles of the Warrant Agreements. Adjustments were something that did not require a vote by the Dime Ltw's, as it was PRESUMED that BOD's would be acting in GOOD FAITH to maintain the spirit, priciples, and intent of the Original Warrant Agreement that distributed the Ltw's to Dime common holders in December 2000.
And when A&M turned over negotiating duties to the Insider Trading SETTLEMENT Note Holder Hedge Funds, and allowed these CRIMINALS to gift away our Litigation interests (and thus, any potential for any future Anchor recovery), WMI, A&M, et al., violated every principle that would be required of a fiduciary.
And instead of continuing to negotiate to KEEP the Anchor goodwill litigation on the WMI side (as WMI had initially asserted ownership of both goodwill litigation lawsuits), A&M caved in and allowed the SHN Insider Trading Funds to gift away the Anchor asset to JPMC, so that they could negotiate a better return for themselves . . . and tellingly did ABSOLUTELY NOTHING to ensure that the Dime Ltw's liabilities would follow the Anchor assets, as had historically been the case when WMI first merged with Dime about a decade ago . . . as this would have required moving other liabilities back to the WMI side as per the testimony that A&M gave in September. And they CAVED IN TO THE SNH's, knowing that these Insider Trading Hedge Funds had purchased BLOCKING POSITIONS, so that whatever these criminals wanted, WMI/A&M would have to agree to.
And of course, the Insider Trading SETTLEMENT Note Holding Crooks "allowed" the other goodwill litigation lawsuit to stay on the WMI side, as there were NO Ltw's associated with the American Savings that WMI, A&M, the SNH crooks could screw over.
So, look at the actions (and lack thereof), of the WMI BOD, a Board that supposedly consisted of several A&M stooges that never discussed the impact on the Ltw's, never asked the Ltw's for their input to see how they felt about getting screwed over by the SNH Insider Trading Hedge Funds, never gave a second thought to what they had done in allowing the SNH Insider Trading Funds to gift away assets in their self-dealings with JPMC, never had a meeting to at least discuss the issue of any fiduciary duties that might be owed to the Dime Ltw's, and they never called for a vote by the Dime Ltw's to see if they'd be cool with being adversely and materically impacted the Crooked Hedge Funds self-dealings. Then decide for yourself if there was a breach of duties by any/all of the Defendants in this case.
This doesn't even begin to touch on the issue of whether the Dime Ltw's were debt or equity.
The Plaintiffs can win on ANY of several legal theories, with breaches of duty by ANY of the Boards of Directors being but one of several avenues of recovery.
"If you don't hold any Us but own Ps and/or Ks only you shouldn't even be here . . . you shouldn't be blurting about Ps and Ks eating up all assets and leaving nothing for the commons."
I know what you mean.
There is no sense (or even cents), in letting a silly thing like FACTS get in the way of a nice dream.
just correcting some misinformation that is all... eom
Then by all means, please allow ME to do so, so that we can end the mental masturbati0n once and for all:
In BANKRUPTCY, the Prospectus terms go out the window. The Prospectus terms carry no more weight than dreams of unicorns and rainbows on the other side of Candyland Mountain.
The so-called "conversion feature" of the Series R shares (aka, WAMPQ), mean NOTHING . . . there is NO conversion . . . at least by way of (or because of), the Prospectus. I could not state this any clearer than I have.
Any "conversion" would (theoretically) occur as a result of a negotiated (and truly global) settlement, or, under the terms of a SUCCESSFUL Plan of Reorganization . . . unlike the past 2 FAILED confirmation hearings where RosenRAT tried to lie, cheat and steal his way into the heart of Jamie Dimon. But God knows this RAT is trying. Maybe the 3rd time will be the charm, and he can bear some fruit (or at least a love child) for Jamie and the Insider Trading SETTLEMENT Note Holders . . . you know, the constituents whose interests he's looking after and trying to protect.
The Prospectuses (for the K and the P shares), are completely irrelevant and are of NO legal consequence.
My only regret is that I cannot (as a retailer, and unlike a Market Maker), short the K's and go long the P's.
But at least you are helping the MM's make their mortgage payments, their alimony payments, their childrens' tuition payments, their . . .
It's people like you that account for the 40% premium on the K's (relative to the P's). But at least I now see living proof as to the reason that the differential exists.
So, keep buying those K's . . . I hear that they are non-convertible, and that therefore, they WILL only receive CASH once this Tijuana Donkey Show is finally over.
Sorry . . .
I should've added [sarcasm] at the end of my post.
Your fault for my ambiguity.
;0)
"There is nothing clear about that agreement given the current situation."
There's nothing better for the DRAFTERS (i.e., Dime Bank, WMI) of an AGREEMENT (e.g., the Original 2000 Warrant Agreement and the WMI 2003 Warrant Agreement), than to have cooked some AMBIGUITY and OMISSIONS into those contracts. That puts the Defendants (e.g., WMI, A&M, the old Dime BOD, the old WMI BOD, the current WMI/A&M "board of directors", even if that "board" only consists of 1 or 2 "board members" that don't really know who sits on the board, and can't ever recall having sat in on the same "board meeting"), on some pretty SOLID Legal Ground.
There is a general principle in the law that a court will resolve ALL AMBIGUITIES and OMISSIONS in FAVOR of the guys that wrote the contracts, because courts are loathe to further embarrass them, by pointing out that they drafted some pretty sloppy contracts/agreements.
It's just not good form for a judge to smack a lawyer when he's down.
You throw in a "will" and a "may," crack open a Black's Law Dictionary, and the Defendants walk away with the Pot o' Gold. Slam dunk. No questions asked.
This is something that "goes virtually misunderstood by" those outside the legal community, yet is something should be readily discernible given considerable thought by above average intelligence.
And to think that I misunderestimated you. My apologies.
Profile Image Editor - this feature has been disabled for you.
I am having trouble putting an image for my profile.
Everytime I try to hit the link to use my profile image as my profile image, I keep getting the above message.
How do I "undisable" this feature.
Thanks,
d.
"FWIW - I will get everyone a Jules Winnfield wallet if this ends positive for equity next week. I will get Rockie one first."
O.K., I'm jealous . . . Jules Winfield is THE Baddest MoFo ever, starring in THE best movie of all time.
Can you please put me next in line after Rockie?
d.
Ps: I actually got my son one of these wallets, and he was so psyched . . . until mom found it in his room and we BOTH caught holy Hell for it.
My better half is THE the baddest MoFo . . . at least in this household.
Now, if she'd only tell me where she put that wallet . . . not where she wanted to put it.
Yo, Catz,
Thanks for the props!
Glad to here you havent been baught, bruddah.
Hears looking at making milleons and milleons.
d.
Ps: seriously, thanks for the kind words you PM'd me, earlier. I really appreciate it, "bruddah."
My interest should be readily discernible given considerable thought by above average intelligence. If you need anything else, I'd have to suggest a confidentiality agreement. Good luck.
No such luck.
Haven't given it much consideration, and probably fall in the "below average intelligence" category . . . certainly lower intelligence than yours. I suspect that you're one of the smarter guys in room.
But thanks just the same.
Regards,
d.
Ps: no need for the NDA - I think I'm O.K.
"Sure, there's plenty of ways to separate it. They already did one. It seems as though the posters with a breadth of knowledge on the topic have vanished. I wonder why.
"
Naw . . . we hadn't really vanished . . . we just figured the information is valuable . . . and that there is no reason to let our SCUM BAG OPPONENTS know what we're thinking, so that they can anticipate what's next . . . that's all.
BTW, you mentioned owning WMI securities . . . what exactly is your interest/concern here?
If I didn't know any better and weren't quite so paranoid, I might suspect that you're somehow connected to the CROOKS . . . the only thing is deciding who you're affiliated with . . . there are just so many shi.theads to choose from.
Just saying . . . could be really wrong . . . but I might be right.
Isn't the totality of a situation a subjective call.
And someone paid Cha-Cha for her "expertise"?
Yeah . . . that "someone" would be anybody that used to (legitimately) own WaMu, before it was stolen from us, through the assistance of OUR ATTORNEY REPRESENTING OUR INTERESTS, the same attorney that would later go on to claim that we were trying to milk the estate, when it has become quite clear that RosenRAT is the one in charge of the Milking & Bilking Department.
In fairness to RATSO, he probably was concerned that shareholders would try to Milk the Estate, when RosenRAT believed that HE was the only one that should have been Milking/Bilking. After all, he was concerned for the welfare of the Estate, and did not want to see others trying to bleed this carcass to death; this was a monopoly was granted exclusively to WGM and its band of [gentlemen], and these "gentlemen" do not like to share their monopoly control over Milking & Bilking with any other people, except for other lawyers (out of professional courtesy), and even then, you have the ethical question of whether a RosenRAT can ever have the biological capability to come close to ever becoming even remotely human.
You know . . . where RosenRAT would be more akin to a sperm cell, or even spurt of sperm cells, but permanently incapable of ever becoming a human without first interacting with a female human egg. And given how this dribble of ejaculate spends 28 hours a day, billing OUR ccompany relentlessly, including holidays, weekends, bar mitvahs, high holy days, it doesn't matter, the billing must go on (just so long as those peon shareholders are not spending his (RosenRAT's), money, in asking too many questions about companies that USED to belong to Investors. And so it continues . . .
Linda,
Yes it does in most people's minds, and, in particular, is the focus of a significant number of arguments put forth by our counsel, Steinberg et al.
However, this is only in the event that one is inclined to pay attention to things like facts and the essence of the agreement. Clearly, Chamberlain never overburdened herself with such mundane things as factual information and legal documents.
Well, that's because you're overlooking the fact that Cha-Cha was taking into consideration the "totality of the circumstances."
Far be it for me to suggest that Cha-Cha had been (extensively) coached. But "totality of the circumstances" is a generally a phrase/term that prosecutors drill into cops' heads, coaching them to parrot/repeat that phrase in court, drilling it into their heads, in order so that police officers try to justify what might otherwise be an illegal stop. You know, by taking into account the "totality of the circumstances."
For example, "officer, isn't it true that you stopped my client simply because he's black?"
"Absolutely not. Race was NEVER a consideration. I simply took into account 'the totality of the circumstances' in deciding to arrest your black client, I mean, your client, Mr. Black, I mean, uh, well, I was concerned for 'officer safety' . . . you know . . . for officer safety, based on 'the totality of the circumstances.'"
Implicit in killing off Equity was that they intended to gift Newco to the Insider Trading SETTLEMENT Note Holders.
It must be remembered that some of the Insider Trading Crooks DIRECTLY negotiated with JPMC, gifting away (or "horse-trading" as they colloquially like to refer to it - some might call it WHORES TRADING), WMI assets. Think Anchor Savings Goodwill Litigation, for example, treating these assets as if they were their own, because in a sense, WMI allowed these assets to belong to favored Creditors, instead of going to Equity as should have been the case.
But then, what would you expect when you have the Insider Trading Hedge Funds directly negotiating a POR (and when you have "OUR ATTORNEY representing "OUR INTERESTS" giving these Criminals the ol' okey-dokey)? Do you for one minute think that they gave a damn about Equity?! Do you think that they would have ethical problems with stealing a company, when doing so would allow them to return a few extra percentage points to their Hedge Fund clients, clients that are used to seing these people constantly rape shareholders out of their own assets?
The only thought that they gave to Equity was how to give Equity the finger, how to bludgeon it, how to set it on fire, how to decapitate it, how to p!ss on the ashes, how to . . . you get the point.
If even one dollar were left to Equity, the Insider Trading Crooks' scam would have been exposed, and they could not have pulled off this bank heist (pardon the pun).
Recall, if you will, Brian RosenRAT's first POR that allowed Class 16 Investors to accept equity in the New Company, BUT, ONLY IF they held a million or more H shares. Ummm, let me think for a minute, who might that include? Ummm, perhaps the Insider Trading SETTLEMENT Note Holders that helped concoct these schemes, these scams, these thefts?
Maybe it was a mere oversight that very few individual investors (think ZERO), would have had a chance to participate in the Newest K-Mart in town. That way, they would keep the number of shareholders under 300, and would therefore, be exempt from filing any SEC Reports to let Wall Street know about the GRAND THEFT that had been committed in Walrath's courtroom.
These guys are good (in the sense that they are crafty, devious, deceptive, crooked, coniving, disingenuous . . .); that kind of "good." Good, as in "boy, that guy is a 'good' murderer, or good, as in "man, I can't believe how 'good' that guy is at raping people."
Not good as in "good," but good as in being horrible excuses for human beings. "Good," as in, "he is a 'good' candidate for burning in Hell for eternity." That kind of good.
So, yeah, it may be circumstantial evidence, but oftentimes, that is much better than direct evidence, as you see the pieces that they didn't intend for most to witness directly. These are the pieces that they didn't think would ever be seen, or that people would ever put 2 and 2 together. This is akin to Richard Nixon's burglary at Watergate, and his subsequent attempt to lie and cover-up, and to try to hide his way out of it. The problem with 3rd rate criminals is that they figure out ways to hide a lot of things, but they can never completely hide everything.
And we are slowly undercovering this Criminal Enterprise's Delawarian version of their own personal Watergate.
Thank you, RosenRAT!
Sincerely,
Up yours.
Here's a thought, remember how Rosen has always downplayed the NOL's whenever the subject came up? Even when recently asked by the THJMW, he balked and played dumb about the benefit of 2012 vs 2011 tax returns? Well, did you notice his slight sense of urgency in the latest hearing when he stated that if mediation was fruitful, the confirmation would need to take place asap in 2012 because of recent changes to the tax code! I just found this quite ironic for somebody that played so dumb all along when the topic came up! And no, I am not surprised!
Another point that is hardly, if ever mentioned:
Recall the sense of urgency on the part of this RAT to try to get the Confirmation rushed through back at the very END of December 2010? Right at the time when doing so would have caused most of the "important" NOL's (i.e., the ones that are unrestricted), to completely EVAPORATE?! Right when WMI would only keep 1/365 of the unrestricted NOL's!
He would have forced an Opinion to be rendered right on the eve of December 31, 2010, if he could done so (and in fact did everything he could to try to get JMW to render one), and would have put a gun to her head if he thought he could get away with it.
And recall JMW's response that she would NOT issue her Opinion until AFTER January 1, 2011.
RosenRAT is one sneaky, tricky, deceitful POS, and I think that JMW is onto his games (more so than she lets on).
When she called B.S. on him at the recent hearing, he FLAT OUT LIED TO HER and claimed that there would be absolutely NO difference in the unrestricted NOL's in 2011 versus 2012 . . . and then said "we'll get an answer to you before the end of the hearing" and never did until this week . . . and even then, he changed the answer to something that she NEVER asked him, never admitting that he DELIBERATELY LIED TO HER!
You need to watch out for this one - he's a tricky, sneaky, coniving POS.
Oh, and I kinda get the impression that he would sort of like to torpedo Equity, if he had any say in the matter. But that's just a hunch I have.
JMHO
"marayatano....pretty good play...then something took place that I really still don't understand....only have 2 diet cokes left...guess I can use my food stamps to buy more...lol"
Buy more . . . what?
WAHUQ's or Diet Cokes
The intent of the Warrants - which is stated by Weil - was to deliver 85 % of the Litigation Awards to the LTW Holders in the form of WMI Common Stock.
If the Warrant Agreement does not cover the possibility of a Bankruptcy of WMI - and worthless WMI Stock - then I think the LTW Holders' argument - as outlined in the Post-Trial Memorandum - that 85 % of the Litigation Awards should be delivered to the LTW Holders by way of cash proceeds would be in line with the intent of the LTW & Warrant Agreement. (emphasis added)
You might consider sending a 32 page memo to JMW to make sure that she has your phone number.
Judge Walrath will need your phone number before issuing an opinion so that she knows exactly "what you think," and how your "humble opinion(s)" should impact this case. I'm sure that she's waiting on bated breath to hear "what you think" about this case . . . after all, you have read 57 pages of the Post-Trial Memorandum, so you clearly know more about this case than the REAL lawyers in this case.
Please . . . do not keep JMW in suspense.
And now, the rest of the story . . .
There's a reason why Brian RosenRAT told JMW that they intended to prove up the First Confirmation attempt (December 2010), WITHOUT waiving attorney-client privilege, and by pretending that Special K and the rest of the crew at A&M were able to negotiate through a super complex multi-billion dollar bankruptcy restructuring WITHOUT seeking ANY input/advice from WGM. JMW even wondered aloud how he intended to prove up his hearing WITHOUT going into how it was that the Debtors figured out value of assets, litigation potential, etc., WITHOUT advice from their attorneys.
The reason, of course, as it turned out was so that their schemes, tricks, scams, deceit and shenanigans would not come to light.
And of course, the RAT never imagined that this case would have dragged on this long, and that things would have spun so out of control. Never in a million years would he have thought that not only would this case be going on through at least 2012, and that the INSIDER TRADING from the SETTLEMENT Note Holders would serve as the lynch-pin to the unraveling of this case.
And that, but for the greed on the part of all of these THIEVES, they could have settled the whole thing for peanuts. But their hubris, their arrogance, their audacity, and their utter contempt towards Equity completely blinded them into thinkng that they could completely RAPE the REAL owners of this company, and that allowing Equity to keep even a tiny sliver of what they're entitled to would have prevented these THIEVES from pulling a K-MART (Part Deuex), on a scale/magnitude that would make the Original K-MART HEIST look like Amateur Hour.
May these "gentlemen" get what they truly deserve.
At least now, you know the rest of the story.
JPM will not be kicking in more money to pay the LTW Holders. As it now stands, unless the D&O insurance kicks in for breach of the Warrant Agreement by the BOD, an LTW victory will eviscerate the PIERS post contractual subordination recovery and will push equity further out of the money.
Yeah, but you're ignoring that the Debtor could go over to JPMC (they're kinda one and the same these days), and ask them if JPMC could just give back everything, and accept certain liabilities on a "fair basis," . . . in light of the conflicts that exist.
I wonder then - in light of the conflicts - if JPM would be willing to hand back the Anchor litigation to WMI if approached by the Debtor?
Contractually and ideally the LTW Holders should be paid from the Litigation Proceeds and not the PIERS' Recovery.
And I wonder . . . in light of the conflicts . . . if JPMC would be willing to hand back WMB, WMBfsb, Anchor, and everything else (including the kitchen sink) . . . if they were to be approached by the attorney for the Debtor (which, coincidentally, also represents JPMC on a number of cases).
Contractually and ideally, everybody should go back to square one, we all get a do-over, and we can pretend that September 25, 2008 never happened (or that it shouldn't have happened) . . .
In light of the conflicts, of course . . . and given the "totality of the circumstances." (full credit to Cha-Cha)
But, you'd probably have to ask JPMC REALLY, REALLY nice (in order for them to agree to take back their $1.88 Billion dollars, and to give us back everything that belonged to WaMu), and then WaMu could get out of bankruptcy, get rid of that "Q" on their ticker, and go back to being WM.
Again, in light of the conflicts.
Ps: Those PIERS must really have their hooks into you. You sound like you SO want to believe that everything will be all right, just as soon as you get to the other side of Candyland Mountain.
Please tell me that you didn't bet the rent money and the utility bills money on your H purchase.
Pps: Ideally, the Debtor should take JPMC out for a nice, expensive dinner, then go to a show, and then slip them some Roofies, and then get them to sign over all of the goods back to us . . . again, in light of the conflicts.
Ppps: you needn't worry yourself about the Dime Ltw Holders being paid from the PIERS' recovery, as the Senior Bonds will be taking care of that problem for you (due to the contractual subordination agreement that exists between the PIERS and Sr. Debt).
I'm inclined to think the hedgies are anxious to make some progress. Afterall, how long do those morons want to be out twisting in the wind with the allegations and more potential allegations mitigating their affairs?
For these Hedge Funds to have this Albatross hanging around their necks, this is deadly.
No SANE investor in these Insider Trading Funds will willingly want to stick around to see how this plays out, and whether they will lose their "out-sized, outlier" profits, or have them claweded back in some way.
The only saving grace for Owl Crook and the rest of the crooked hedge funds is that they may have tie-up agreements in place that limit their investors' ability to jump ship, and force them to share the same fate as the "Hedgers."
Then again, I would wonder whether such a clause would even be enforceable, forcing their soon-to-be former clients to stay in a fund that has [allegedly, under the color of law] been engaged in federal securities law violations/crimes.
This is probably unchartered territory for the investors in these Hedge Funds. Never did they imagine that Owl Crook and the other 3 would get caught/busted. Sure, they knew that this is how they make their outsized returns year after year. But to get caught, and then to have not negotiated a settlement before this got out of hand?!
Either bad legal advice, hubris, never thought that JMW would call them on it, etc.? Who knows?!
Any other guesses out there? This is just so bizarre on so many different levels.