Assets have nothing to do with it. You can have $500 million in assets but if you have $450 million in debt to acquire those assets, what are the assets worth?

The market determines the market cap based on many things. Assets, debt, projected cash flow etc. Unfortunately, MARA does not have a lot of volume so it doesn't take much buying and selling to put the price to where someone with deep pockets wants it.

If Uniloc is private than our friend 4retire purchased his shares in a private transaction? And 4retire has access to all of their financials? Is he an insider? Was the balance sheet of Uniloc posted? I must of missed that. Lots of questions. Sorry.

What I feared in this merger announcement seems to be coming true. Even though Doug said all the right things about 1+1=3 on the merger, it seems the market is not reacting to his words.

The market sees the doubling of outstanding shares so its dropping the share price in half to maintain the same market cap pre-merger. I have seen this happen many times before.

If $3.00 was pre-merger, that would say $1.50 is the landing pad. As of the writing of this post we are right at the apex or middle between $3.00 and $1.50 at $2.26 price per share.

Hope I'm wrong.

Im still trying to understand Fortress. They have not only put money and patents in MARA and Uniloc but many patent monetization companies. Who is getting the better patents? Why so many companies? Is it bandwidth?

4retire, is Uniloc a public company? How did you acquire your shares? Are there public reports on the financials of the company I can access? Thank you in advance.

I think what 4retire is saying is that instead of a 50/50 equal merger, Uniloc is getting an extra 5% or 55/45%.

But the point is that Unioc has 1/10 of the debt that Mara has. If the deal was based on debt only , Uniloc would get 90% of the company. In 4retire's mind.

I have to say one thing, when I see disgruntled shareholders from the merger partner, it concerns me. This merger is going to take way too much time to consummate. In my opinion. It's just possible it might fall through.

Remember this post.

Anything is possible. That's why they call phase "discovery".

The volume has been minimal. Huge price spreads between bid and ask means there are no shares out there for sale. Those spreads make it a very hard stock to trade. If you buy at the ask you immediately lose $.12 a share because the bid is so low. Crazy. This is the way a pink stock trades. If someone wants out and they really have to take a hit to do it.

If you win against Apple, they appeal. Patent business is a long slow process.

I am sure that VRNG is asking for ZTE's a license agreements to verify what ZTE has agreed to pay others vs what VRNG offered.

Glad to see I calculated (See post #5813) the same post merger shares outstanding total of 31 million as the stock analyst did in your post.

$8 a share puts it at a post merger market cap of $248 million.

Lets hope they are right.

I doubt anyone could get that answer. You and I will have to rely on our personal interpretations.

It's really not that important.

My biggest question is why the merger takes so long to consummate?

Couldn't agree more. Fortress put this deal together. It makes sense. Why have duplicate costs for infrastructure. Also, now Uniloc investors have a way to capitalize (sale of stock).

Don't know how VRNG's lawyers are going to handle the Google and Edelman's (world's largest PR Firm) involvement into the ZTE scandal. Remember, ZTE implicated them when they sent and admitted that they sent VRNG proprietary information under the NDA.

Google's Margaret Yang is mentioned in the legal disclousures as discussing VRNG's private information with ZTE.

This Google issue has nothing to do with the pending Supreme Court reversal.

Well said. Great post. A settlement of this magnitude will be all encompassing and therefore take time to craft it properly. ZTE WANTS A "get out if jail free card" as well as clear sailing in all of the countries it does business in.

VRNG will want yo make sure it gets paid for the past and any future royalties. Could even sell ZTE the patents. Anything is for sale at the right price.

Remember, Judge Kaplan told VRNG to submit sanctions for him to consider imposing on ZTE. VRNG's response can come any day on this.

It would seem to me that VRNG is using the pending sanctions as leverage in a negotiated settlement with ZTE so they can save face.

I really think we see something soon in regards to a ZTE settlement.

Google on the other hand is a 50/50 situation but I see anything from that is a bonus.

ZTE is coming to a close.

Don't forget the biggest revelation to me was the fact MARA was cash poor and had to do either a merger and or cash raise. This is why the stock could of been performing badly prior and post this information.

I really hope Uniloc has a ton of cash on their balance sheet or once this deal is done, you can expect a cash raise/dilution to get what they need to move the new company forward.

Thank you. I don't know what to make of those valuation changes.

Lots of questions.

How did they go from $200 million to $60 million? Did something happen to de-value them? Was the $200 million just over inflated to bring in more investor dollars?

Great post.
IMO The Federal Circuit court was influenced by the anti-patent troll mania sweeping the nation last year. Also, Google has built an extreme relationship with the Whitehouse. I don't know how these lines connect but I know for a fact this was a court that went over the bounds of impartiality for whatever the reason was. They voided a judge and jury who listened to expert testimony and evidence. What drove them to usurp there decision.

Nobody knows especially me. I loaded up when it was $5.00 thinking I got a deal. Its a tough stock to trade. No volume. Buying large share lots takes a big premium. Then it drops below your buy price on 100 shares.

Remember, Doug may be the CEO but Uniloc has voting control 55% v 45%. Also, once the deal is done, it will be key to see if Uniloc people have lock up agreements and when they expire. I would assume a lot of those people would like to put their nest egg away.

If this drops below a $1.00 I'm loading the boat.

My biggest fear is a significant capital raise after the merger. Even more dilution. I can see that happening soon after its completed.

I'm very impressed with VRNGs management which by the way of Hudson and Barry Honig are connected to MARA's CEO.

VRNG is fighting a global war against one of the notorious companies on the planet. Google is also one of the toughest foes due to their Whitehouse connection. More than enough on their plate. Each win is $1 billion. MARA' combined revenue is $37 million??

It doesn't bother me that they don't have other cases in que.

Although, their CTO, Mr. Lang started a cybersecurity company which VRNG is roughly a 50% owner. That should be interesting and once they take down the Goliath's maybe they will be after IPNavs patent opportunities and either merge with MARA or bid against them for patent portfolios.

All good for both companies. But just don't sell VRNGs management short. They are excellent as well.

A merger of the 2 is possible due to the relationship connections above.

The way Boies wrote the brief, he also wants a full blown hearing instead of a GVR. Its basically telling the court, here is a problem that needs to be fixed.

Your shares remain the same. If you have 1,000 shares pre-merger, you will have 1,000 shares after merger.

So, according to the deal, its a one for one share.

New company will be split 55% Uniloc and 45% MARA.

MARA had 14,006,000 shares outstanding per yahoo finance.

14,006,000 divided by 45% = 31,124,444 total shares in new company

31,124,444 minus 14,006,000 = 17,118,444 shares for Uniloc owners


Don't get me wrong. Even though they now have 31,124,444 shares outstanding doesn't mean the stock will get halved.

The market likes the deal, because after market price closed at $3.19.

Uniloc is also bringing its patents, cash and balance sheet which we will still need to see what it contains. Does it have debt, how much cash, etc. This is why its key that a stock analyst looks under the hood for us mushrooms (left in the dark shareholders) LOL.

What I really love is that they must be planning on making lots of money because they incorporated in a country with a 10% corporate tax rate. Really good sign in my opinion. Im all in.

EMI, interesting post.

First of all MARA needed cash. They were down to $1.5 million.
They could either do a capital raise and dilute or they could merge and dilute.
They chose to merge with a excellent company.

VRNG has never had any problems raising money. They also have a good chance at overturning Google's appeal win. See the briefs at https://vrng24.wordpress.com/2015/04/09/vrng/

VRNG's lawyer Boies took 400,000 shares and wrote a masterpiece for the SCOYUS to renew. We should see what happens on Sept 28.

ZTE is toast due to admitted criminal activity. They are now IMO in settlement talks. VRNG. Has over 600 patents and I could see them buying additional portfolios with wins against ZTE and Google.

Stay tuned, as you mentioned the patent business will make a comeback.

Giovanni, Buy, Sell, Hold or Reverse Split?

That would say it's a 55% dilution

I think Boies is literally making a case for the Supreme Court to come in and fix a broken patent appellate system. By that statement he is asking for a hearing before the court to give the court the opportunity to clearly tell the appellate courts how far they can or cannot go in these patent hearings.

In this case, as the dissenting appellate judge Cheng stated the court overstepped its bounds by overruling a unanimous jury trial decision based on evidence and expert testimony rather than 2 appellate judges deciding by their own personal views.

We have seen revenue numbers in the PR but its a private company. Hopefully a stock analyst does some analysis and chimes in.

A pure 55% dilution is never good but Uniloc is bringing a lot to the table.

I am all for the merger except I don't know how the 45% ownership of the newco affects the stock price. I think it means we have 55% more shares outstanding ....

Anyone who understands this transaction in regards to change in outstanding shares please let me know.

Nice informative website

http://www.uniloc.com/

UNILOC founder https://en.wikipedia.org/wiki/Ric_Richardson

I think I have seen this guy on 60 minutes before. He is a famous hacker genius.

Great post. First blush MARA needed cash badly. This business is cash intensive. The dilution avoidance is what has me confused.

I realize if they stayed on their own, MARA would of had to issue 10+ million shares to raise $30 million but..........

Aren't we diluted anyway, since we are going from owning 100% of the company to 45% of the new company?

Does this 45% have a stock price effect?

VRNG's SCOTUS LAWYER, Boies, is getting paid in shares, 400,000 shares to be exact.

The new VRNG lawyer, Richardson is a arbitration specialist. Settlement is in process.

It will blast off then the shorts will knock it down to reality - see AQXP prices last Fri and Monday

ZTE's own calculation = $817 million

Vringo +15.7%; company demands ZTE produce all "responsive documents" [View news story]

See http://seekingalpha.com/user/703632/comments

vitosoranno1


The importance to Vringo of a ruling that affirms Adverse Inferences is that the US Court of Appeals has ruled it could promptly terminate the lawsuit in Vringo's favor.

ZTE's actions fit all of the requirements for a ruling for Adverse Inferences: it has apparently destroyed evidence; refused to produce evidence under its control; and will not produced a key witness (Mr. Guo).

Should the ruling be granted, the next step will be for Vringo to place a dollar figure on what has transpired.

Working against ZTE are their very own documents which have placed a value of $817 million.

The pot of gold at the end of the rainbow is getting increasingly closer

for Vringo. And the value of the pot appears to be greater than anyone ever imagined.

New ZTE story out - Mentions settlement table at the end.

http://mimesislaw.com/intellectual-property/court-rules-that-zte-must-bring-its-gc-to-deposition-in-us-despite-arrest-fears/2459