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scion,
This was posted on the other board:
"PACER Update: Greenberg and Traurig accepted service of Orlan class action on 2/08/10.
Answer or motion to dismiss due March 1, 2010."
I was able to confirm the first statement but found no evidence of the second. Can you confirm it and if so, provide a source?
TIA
learnin',
This is the UK website that people were talking about as selling the Spongetech sponge for $2.50 and using it as an indication of price erosion. As you can see, it is neither.
OT, RE:The TESCO mystery sponge.
An example of how to respond to a "customer":
Sent: Sunday, February 14, 2010 2:23 AM
To: mySupermarket Support
Subject: SpongeTech Spongebob Square Pants Bath Sponge
Hello,
The item in the subject line appears on your website at:
http://www.mysupermarket.co.uk/tesco-price-comparison/Bath_And_Shower/SpongeTech_Spongebob_Square_Pants_Bath_Sponge.html
The Spongetech sponge that I am familiar with has a raised character figure versus a painted one, is sponge-filled, packaged very differently and priced a fair amount higher.
Is the item that you offer not the Spongetech Sponge or has the incorrect item been pictured?
Best Regards,
XXXX XXXX
_______________________________________________
Dear Mr. XXXX,
Thanks for contacting us, and for shopping with mySupermarket. We hope you enjoy using our site, and manage to take advantage of some of the great offers using mySupermarket’s price checker.
Our data team have checked out the Spongetech Spongebob Square Pants Bath Sponge item.
We have found that you are absolutely right. There is a discrepancy with this product. The correct item and price are actually featured on the site, but the brand name is listed incorrectly. The correct brand name is Spongebob and Friends, not Spongetech Spongebob.
Thanks so much for alerting us to this issue. We take a great deal of pride in the high quality of information and images on our site, and we are most appreciative of customer feedback to ensure the site is up to date. In this case you helped to spot a significant discrepancy, which potentially could have gone unnoticed.
Unfortunately we were only able to source the problem after our most recent site upgrade occurred last night. Our next site upgrade is scheduled for March 9th, and at the information will be corrected at that time.
mySupermarket sincerely apologises for the inconvenience caused, and we hope you will continue to use our site in full confidence, and in so doing, save money on your regular grocery order.
If you have any further questions or suggestions, please don’t hesitate to contact us.
Kind Regards,
Nicola Ellis
Customer Support Representative
"You would have to ask a securities lawyer that and I bet most of them would not even know off hand."
I thought there was a decent chance that I was doing just that :O)
You would think that Pike would have asked it before he filed, though.
I don't think he has/had a short position either. Other people have suggested it and I was just trying to flesh out the prospect. Frankly, I think the beneficial ownership filings argue strongly against it.
Ris...a little help.
I know nothing about this, but my understanding of the shorting against the box process is as it implies....the long position exists and is shorted against.
What has been suggested here is the reverse.
But here's my question:
Are you certain that a Form 3 and subsequent Form 4's can be filed showing an accumulating position by a beneficial owner that has an offsetting short position? Would the fact that the short position 1)exceeded the long position and 2) resulted in a net position of less than 10% affect your answer?
dp,
I like your attitude, son:
"I can't remember and I am off work today and really don't care."
Apart from the fruit references:
Rite Aid was a true public company in the sense that the share structure and independence of their Board conveyed a measure of control that isn't present here.
The SEC's initial involvement was related to questions about a registration statement. The company's reaction was to restate a number of prior statements....statements that had been audited by KPMG, who resigned. Although it was the largest fraud uncovered to that point in time, the problems were addressed by the company as they were exposed.
I found no evidence of a trading suspension. Given that this went on a bit over a decade ago, that fact may bear more on the change in the SEC environment than it does on any difference in relative company financial/market situations. It also appears that Rite Aids shareholders were not in the same level of jeopardy.
Class actions were instituted. But the thing we haven't seen here and that I assume we will see is a derivative suit, wherein a shareholder institutes a complaint against the officers....to the exclusion of the company but with the same facts as a basis.
Enjoy the day.
"IF THIS WAS NOT TRUE THEY WOULD BE FORCED TO REMOVE THIS FROM THERE SITE PROVE ME WRONG PLEASE ! ANYONE"
Due to the following, they can't be required to remove it:
http://en.wikipedia.org/wiki/Freedom_of_speech
They can, however, through due process, be ordered not to repeat it, sued for it and in some cases thrown in the clink for it. None of which can be done if it's true and all of which can be done if it's not.
"A little research will show you his connection to Dicon"
My little research was unsuccessful. How about a hint?
"Pike has lost 9 million and 3 million in two past scams"
Which scams were those?
"The posts I was reading seemed to be saying that even if we clear up all the SEC issues we would still remain in limbo till October."
I hope my post made it clear that I don't believe that that is correct.
Kgem,
Sorry for my contribution to the confusion. I think I can clear a little of it up......please note that I'm just posting the process without commenting on the likelihood of its success.
The company needs to:
1. Get Robison, or another auditor, to re-audit and sign the 2008 10k.
2. File the 2009 10K.
3. File the 2 overdue 10Q's. (And any more that come due.)
4. Find a market maker that is willing to attach the filings to a Form 211, certifying that they feel the filings can be relied upon and submitting the Form 211 to FINRA.
Take a look at:
ttp://74.125.113.132/search?q=cache:hbna-U2ent8J:www.otcbb.com/faqs/otcbb_faq.stm+"form+211"+Finra+approval"+criteria&cd=3&hl=en&ct=clnk&gl=us&client=firefox-a
One of the things it says is:
"After a Form 211 is filed, how long until the security can begin quotation on the OTCBB?
There is no standard time to process a 211 and clear the market maker to begin quoting a security on the OTCBB. The time it takes to review a 211 may vary significantly depending on many factors including whether or not FINRA has to request additional information from the market maker that submitted the form and upon how long it takes the market maker to respond to requests for additional information."
The fact that the company had a trading suspension in the last 12 months is one of a number of considerations that FINRA will use to determine whether or not to allow the filing MM to quote the stock on the OTC Bulletin Board. The suspension alone, however, would not be responsible for FINRA's denial of a listing.
I realize that the above mess may not have resolved your confusion, but I tried. And some may feel that the process differs from my portrayal.
Good Luck.
"You're probably correct, though."
That's pretty weak........probably?
Find a hole in the logic:
A positive answer to "the following statement does not mean that a suspension in the previous 12 months precludes an issuer from being listed:
"Has the Issuer or its predecessor (if any) been subject to a trading suspension order issued by the SEC during the past 12 months?"
If it did there would be no point in submitting the form."
It's OBVIOUSLY correct. You can stop asking the question now.....unless you're doing it strictly for entertainment.
Jay,
re: "But FINRA is a Self Regulatory Organization (SRO). And I have previously noted that one of the questions on the 211 application asks the Market Maker if the Issuer was under SEC investigation during the last 12 months.
Why?
Does that mean that the application will be denied if the answer is "yes?" I haven't been able to find anything that stipulates that.
But why else would the question be asked?
So in my own worst case scenario, I am assuming that the 211 application won't be approved until the answer to that question is "no," which would be in October."
The following, which you may have seen, was provided by an unusually lucid Yahoo poster:
A positive answer to "the following statement does not mean that a suspension in the previous 12 months precludes an issuer from being listed:
"Has the Issuer or its predecessor (if any) been subject to a trading suspension order issued by the SEC during the past 12 months?"
If it did there would be no point in submitting the form."
The question is a formality for the record, kind of like the "Have you ever been arrested?" on a job application. By itself, it won't stop you from getting the job.....but if you screw up later on people get to stand around saying "Guess we should've seen that coming."
Seriously, I'm sure you know that there are plenty of forms in various areas.....business, medicine, personal finance...... that ask questions that are simply informational and have no determinative purpose.
Thanks, oa.
I was expecting that the phrase "touts their specialty" might be reflected in a flashier fashion than an item on a list of about 4 dozen areas of practice.
I guess I'm just wondering if the fact that the new legal firm has a criminal practice while the old one doesn't leads automatically to the conclusion that one was released and replaced by the other for precisely that reason. And if it isn't possible that Brown Rudnick just walked of their own volition, necessitating a new hire.
As I understand it, the SEC civil issues and any criminal issues would be dealt with in totally different venues anyway....and one would reasonably expect that they would require totally different legal teams. The existing team was very well qualified to deal with the SEC and class action issues and the hiring of a separate team to cover the officers criminal concerns wouldn't have been an unreasonable expectation. In fact, I suspect that the officers would not be insured should they be found criminally culpable, making separate legal teams that much more practical.
Obviously the reason for this change is less black and white to me than it is to others.
"Greenberg, Taurig touts their specialty in white collar CRIMINAL defense and has a number of ex-US prosecutors with experience handling CRIMINAL defense."
Can I trouble you to point out where GT "touts their specialty in white collar CRIMINAL defense", please? I've seen that reference on the board before, but didn't notice it highlighted on their website.
http://www.gtlaw.com/AboutUs
Thanks in advance.
This guy needed to be replaced?
http://www.brownrudnick.com/bio/bio.asp?ID=227&ForwdName=Martin+S.+Siegel
"SpongeTech has engaged Greenberg Traurig, LLP on December 30, 2009 to handle the current SEC investigation and class action suits."
OT,
I dropped 'em an email......will report.
Sure doesn't look anything like the SPNG product after a good zoom. FWIW, I was unable to find the pictured sponge anywhere else.
Hode dee fone, Macky!
Am I the only one that doesn't recognize that as the Spongetech Sponge?
Isn't it supposed to have bumps on it and soap inside and a raised Bob versus an inked one?
Has anyone seen any details of the Viacom agreement apart from:
"On October 14, 2008, we entered into a license agreement with MTV Networks, a division of Viacom International, Inc. (“MTVN”). The agreement granted us a license to use the name, trademark, and logos, and likeness of characters associated with the MTV Network television series “Dora the Explorer”, “Go Diego Go” and “SpongeBob Squarepants”. Under the agreement the license may be used for bath sponges and packaging. The term of the agreement commenced on October 1, 2008 and expires on December 31, 2010. We are actively working with MTVN to fully develop the SpongeBob, Dora and Diego products licensed and to get these products to market as soon as possible."
http://sec.gov/Archives/edgar/data/1201251/000114420409002030/v137081_10q.htm
No mention of geographical terms, exclusivity...
What are the origins of the "$2.50 at TESCO" story and is there any source that confirms whether the SPNG product is actually sold at TESCO at all?
big lug,
I'm afraid that we don't agree on much.....except this bit of advice from yesterday:
"Be at peace."
Good Luck
ps. My Dad used to call me a big lug daily many many many moons ago.
Per Linkedin:
http://www.linkedin.com/pub/jim-reilly/4/98a/461
Jim Reilly’s Experience
CFO
Marc Ecko Enterprises
(Privately Held; Apparel & Fashion industry)
January 2005 — December 2009 (5 years )
Controller
Tommy Hilfiger
(Public Company; Textiles industry)
1994 — 2005 (11 years )
"Currently looking for the next chapter in my career"
According to Marc Ekco's website they are a $1,500,000,000 in revenue privately held (non-reporting) company. Making Spongetech and its SEC issues an interesting choice for a "next chapter". And an interesting choice for SPNG "as an internal consultant to assist in these efforts."
"i do believe that as long as SPNG remains a non-reporting company, they are considered "not a regulated entity"
s42,
They aren't a non-reporting company. They are a reporting company that has failed to report. "Non-reporting" companies are those that aren't obligated to report. So they are still a regulated entity.
So the limitations in the "Civil injunction actions" paragraph don't apply in this case.
But don't ask me what else they can do......
All the zeroes you could ask for:
A/S is 950,000,000 and half that is O/S.
You need to jam another zero in that pps. And you neglected to mention that their sales for the latest quarter were Eight Hundred and Twenty Five Dollars.
http://www.otcmarkets.com/pink/quote/quote.jsp?symbol=grbg#getNews
The timing of the change in legal representation might put a different light on SEC settlement status:
"SpongeTech has engaged Greenberg Traurig, LLP on December 30, 2009 to handle the current SEC investigation and class action suits. Greenberg Traurig replaces the Company’s previous attorney, Brown Rudnick LLP."
The Siegel guy was welcomed with open arms.....and by his CV, rightfully so:
http://www.brownrudnick.com/bio/bio.asp?ID=227
Brownrudnick's hiring in early November I believe came to people's attention in connection with his announced appearance in the class action defense. It appears from todays statement that they were also handling the company's SEC issues (Officers, too?).
Now it seems that the company changed legal firms 2 days after receiving the Wells Notice and reported that fact about 6 weeks later.
Good Question!
NOTES TO FINANCIAL STATEMENTS
June 30, 2009
NOTE A – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
1. Nature of Operations/ Basis of Presentation
Nature of Operations
VANITY EVENTS HOLDING, INC. (the “Company”), was organized as a Delaware Corporation on August 25, 2004, and is in the business of licensing and promotions through its group of touring swimsuit models. The Company is a development stage entity that provides entertainment and attracts attention at events, including swimsuit competitions, calendar signings, and auto shows.
XXXXXXXXXXXXXXXXXXXXXX
NOTES TO FINANCIAL STATEMENTS
September 30, 2009
NOTE A – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
1. Nature of Operations/ Basis of Presentation
Nature of Operations
VANITY EVENTS HOLDING, INC. (the “Company”), was organized as a Delaware Corporation on August 25, 2004, as a company focusing on licensing and promotions. In July 2009, the Company shifted its focus and established a cleaning company offering a full range of residential and commercial cleaning services. This company will be expanding its reach through national franchising. In addition, the Company is creating an online marketplace for upscale consumer products and services ranging from jewelry to party planners. The company also seeks out, licenses, develops, promotes, and brings to market various innovative consumer and commercial products.
XXXXXXXXXXXXXXXXX
Corporation Name: AMERICA'S CLEANING COMPANY
Incorporation Date: 11/18/2009
COMMON 100,000,000 (Same A/S as Vanity)
A new corporation? Vanity Subsidiary? Name change?
Oh, and lest we forget:
1/8/10 PR
"It is our mission to create the best online value for every consumer that will shop at our e-commerce site by providing quality products and professional services in a timely manner and at a competitive price,” said CEO Steven Moskowitz. “We are thrilled to have America's Ticket Company as a partner and we expect to include additional products and services in the coming months. We will inform our shareholders of the progress in the development of the site."
I'll bet we hear more about that quote.
I had to look at it again.....it has quotation marks around it, sure enough.
If I was an author with the good fortune to get a quote from WB I surely would've repeated it somewhere in the blog, even if it was just to say, "reached at home, etc.....".
I think somebody may be in hot soup.
Don't know if you saw this.
Old Tymer was kind enough to provide it:
"I called the Development Authority for Bryan County, GA. and spoke to Gwen, 912-653-4967. The complex Dicon is in is called the "Interstate Center." I was told by Gwen that Dicon leases the building they are in from the Development Authority of Bryan County."
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=46550018
The Balance Sheet that you seek (a/o the closing date) appears not to exist. According to the agreement, some statements were furnished, but not attached as exhibits:
" The Sellers have furnished the Purchaser with the unaudited balance sheets of the Company as of May 31, 2009, December 31, 2008 and December 31, 2007 (the “Balance Sheet”) and statements of income and operations for the five months ended May 31, 2009, the twelve months ended December 31, 2008 and the period from inception to December 31, 2007 (collectively, the “Financial Statements”), certified by Celia?"
I assume that your issues are valuation-related, but there are also compliance issues:
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=45766913
I'm afraid that the st8t answers you are looking for aren't forthcoming from the company....and the rest of us are willing, but unable, to help.
"My question is very specific and quite easy to answer. Who owns the RE?????"
You seem to be implying ("quite easy to answer") that you already know the answer.
I sure don't, but one of the closing requirements of the Company (Sellers) was:
(i) Written consent from the Development Authority of Bryan County, the lessor under that certain Lease dated as of August 1, 2008, to waive, until September 30, 2009, the requirement contained in Section 6.13(a) therein to present audited financial statements of the Company within 180 days after the fiscal year end;
"Please post a link to the Nov. 30, 2007 license agreement "
One of many exhibits to the purchase agreement that were not shown in the public filing. I'm guessing that that license was granted as a condition of the spin-off from H H Brown and would answer many questions if we could see it.
"The court usually appoints the class member with the largest financial interest in the recovery sought by the Class to serve as the Lead Plaintiff"
http://sec.gov/Archives/edgar/data/1201251/000101359409001619/xslF345X02/spongetechfm3-102909_ex.xml
......all purchasers of SpongeTech stock during the period from April 15, 2008 through October 5, 2009.
I wasn't aware that the informal investigation was made public. In fact, I don't think there's any evidence that there was an informal investigation.
Can you clear that up?
The stipulation was to adjourn UNTIL the 23rd.
The Court will expect the defendants to present their reasons on that date regarding why it should not rule for the plaintiffs without a full trial. The plaintiffs contend that the facts already presented preclude the need for a trial.
The parties also agreed via stipulation that there would be no further adjournment. So defendants will not get a chance to respond if they don't do so on the 23rd.
That doesn't mean that the judge will necessarily render a decision on the 23rd. He could. If the defendants have no response I expect that he would.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=45279247
"I still don't know for sure if this is America's Ticket Co.'s Warren Schreiber..."
http://globaldocuments.morningstar.com/documentlibrary/document/4887bdf858efc7ba.msdoc/original
Warren Schreiber
64 Shelter Lane
Roslyn, New York 11577
(d) On or about September 2, 1999, seven individuals (including Mr.
Schreiber) and three brokerage firms were indicted in the United States District
Court - Southern District of New York on various counts relating to securities.
On September 8, 2000, Mr. Schreiber pled guilty to eight counts of securities
fraud as well as conspiracy to commit securities fraud, mail fraud, wire fraud
and make false statements in public offerings. In February 2001, Mr. Schreiber
was sentenced to 63 months to be served in a federal camp.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=45329904
Yep, Americas Ticket Co. A.K.A. First Hand Tickets:
Registrant:
Firsthandtickets
64 Shelter Lane
Roslyn, New York 11577
United States
I was wrong. The letter that you provided is clearly a Wells Notice. Thank you.
I would've thought that the letter would be sent directly to the alleged offender. Apparently this letter was actually a follow-up to a Wells call, also made to the attorney. However, the following appears as an exhibit to a Track Data 8-K and the introduction makes it very clear:
CEO OF TRACK DATA RECEIVES WELLS NOTICE
Brooklyn, New York – April 23, 2004 – Track Data Corporation (Nasdaq: TRAC) – Barry Hertz, Track Data’s Chairman and CEO, has received the Wells notice that is set out below from the staff of the Securities and Exchange Commission. The Wells notice relates to alleged insider trading by Mr. Hertz in Track Data shares and is not directed to Track Data or any other member of its management.
Leslie Lupert and Robert Plotz of the firm of Orans, Elsen & Lupert LLP in New York, counsel to Mr. Hertz, said "We do not believe that Mr. Hertz violated any insider trading rules. The interpretation of those rules by the staff of the SEC in this matter has no basis under existing laws or under any reasonable extension of those laws. We believe that if the SEC decides to bring charges against Mr. Hertz, the Court will agree that Mr. Hertz did not violate any law. Mr. Hertz voluntarily cooperated with the SEC staff’s investigation, and testified that he had no beneficial interest in the shares in issue."
***
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
NORTHEAST REGIONAL OFFICE
233 BROADWAY
NEW YORK, N.Y. 10279
PLEASE REPLY TO
AUDRY WEINTROB
(646) 428-1937
April 21, 2004
BY E-MAIL AND FIRST-CLASS MAIL
Robert Plotz, Esq.
Orans, Elsen, & Lupert, LLP
One Rockefeller Plaza – 33 rd Floor
New York, NY 10020
Re: Track Data Corp. (NY-7227)
Dear Mr. Plotz:
This letter, etc........
http://www.secinfo.com/dS55k.15.c.htm#1stPage
"I will read it when I get time."
There's nothing else to read. The subject was the same......Does a Wells Notice contain details supporting the alleged violations? The poster said they had seen several and that they were "very detailed".
I'm done with this. Unless of course someone is able to produce an actual Wells Notice (good try, pup).
Understanding the issue definitely seems to be a semantics problem. But the issue actually centers on a perfectly understandable question, as yet unanswered. What does a Wells Notice look like? The 8-K filing is not a Wells Notice, but merely the reporting of ones (3's) receipt and the violations alleged. I know that YOU know that.
Risicare may have addressed it as logically as it can be addressed without us seeing an actual reproduction (this post you might want to read when you have more time):
"I think it is quite clear they put the premise for the charges in the notice. It would be impossible to respond to anything with no idea what the charges are based on. I think what you have bolded is quite clear that they provide a basic outline of why they are recommending the charges.
Something like we have examined these brokerage records and have found wash trading which contravenes Section blah, blahh....
opposed to specifics like
On July 12th brokerage account #foo sold 150000
shares while the same beneficial owner of account #bar purchased 150000 shares contravening Section Blah, Blah....."
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=46202574
I need a much bigger bucket. Maybe a drum.
ps. Yes, I can do this between snaps.
Underdog,
The short version:
Patch said that the Wells Notice was unusually long.
OT and I, having never seen an actual Wells Notice, asked if he had seen the actual Wells Notice.
You and puppy "were smart enough to realize that what was said wasn't what was meant" in the sense that he was talking about the length of the charges, not the length of the notice.
He finally admitted that was what he meant. (Actually, he said that was what he said.....but it wasn't)
OK?
We were merely trying to find out if he had, and could provide, a copy of the Wells Notice....which I would really like to see. Wouldn't you?
"If SPNG were out of cash they could, and would, have registered shares and sold them to Pike instead of Pike buying shares on the open market."
Interesting comment. Doesn't it assume that they feel that it is their interest for Pike to have the shares? Is that a safe assumption? Maybe they didn't issue him the shares because they didn't want to encourage his influence/control. Maybe he didn't want to be constrained by restricted shares, which I presume they would be.
"This is false, accusatory, unsubstantiated, and off topic."
accusatory.......definitely
off topic...........definitely not
false......
unsubstantiated......
Pick one. You can't have both.
If it's unsubstantiated you can't be sure that it's false.
OT,
I guess we can put that one to bed. Apparently puppy and underdog were smart enough to realize that what was said wasn't what was meant. Although there also seems to be a difference between what was said and what was said:
1."The other REALITY is that teh SEC found enough concern and possible wrongdoing that they suspended trading in this market and eventually filed a VERY LENGTHY Wells Notice..."
2."What I stated is that the charges in this wells notice was long (proof is the 8K) as compared to other wells identified (proof would be the 8K of others who received)."
So much for that.
FWIW, this is from a poster whose accounting-related posts have been valuable in the past:
"Handled several Wells in regard to GAAP and internal control issues. Very detailed."
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=46202747
Which suggests that the 8-K may have been a selective summary.
Looks like seeing a Wells Notice, any Wells Notice, is going in my bucket list. Seems a waste of good bucket list space, though.