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How high do you think DTSL goes? I'm in at .001.
Am I reading this right? Current creditors and share holders must have at least 50% of the new company to get the capital loss carry forwards?
How high do you think it goes...and do you still like SMMT?
Fish is there a fundraising goal that you could announce?
Have you been in contact with the EC?eom
Is this still a good buy today at .0011? How high do you think it goes?
As I understand it, this won't even come to the WMI estate until after we leave bk. Is this right? Even if it goes to us before we exit, there are a lot of other groups that objected to the POR, and it wouldn't surprise me if Rotten is doing this to get them to drop their objections.
I hope your interpretation is right. I remember looking at all the things that Rotten and other creditors were doing leading up to 11-1 thinking Hoch would destroy the POR, and we got a rubber stamp.
Me too...back when I was thinking about how much better life would be...now I'm more hoping I can break even here.
How high do you think it will go?
McKenna Long Under Fire Over Elan Ethics Report
Looks like we're not the only ones...
Brian Baxter
The American Lawyer
09-23-2010
Activist shareholders are questioning whether a corporate governance expert--and McKenna Long & Aldridge partner--was independent enough to effectively probe disclosure practices and possible conflicts of interest at Irish drugmaker Elan, Reuters reports.
The fresh round of shareholder unrest was touched off by news that a recently released report detailing the results of the McKenna-led investigation had cleared company executives of acting improperly in their business dealings.
The 90-page report, which the drugmaker has not made public, "found no legal breaches or other wrongdoing of any nature by Elan management, any members of its board of directors, or its advisors," according to a company statement.
While the Elan board accepted the report, not everyone was happy with it. Non-executive directors Jack Schuler and Vaughn Bryson--who had expressed skepticism about McKenna's independence and had made an unsuccessful push to hire a different firm to conduct a separate inquiry--have quit their posts. Despite their abrupt departures, Elan stated that Schuler and Bryson "expressed satisfaction with the outcome of the McKenna process."
At the center of the Elan drama is McKenna partner R. William Ide III, a former general counsel of the Monsanto Company, who specializes in compliance issues and internal investigations. Ide led the internal Elan probe along with Brendan Cahill, a corporate partner at Irish firm William Fry.
Elan hired Ide and Cahill about a year ago in the wake of a deal that saw Johnson & Johnson acquire an 18.4 percent stake in the Irish drugmaker for $1 billion. (Cahill Gordon & Reindel, Elan's standing outside U.S. counsel, advised the company on the transaction along with Irish firm A&L Goodbody.)
As previously reported by The Am Law Daily, the J&J deal upset some Elan shareholders who were already unhappy with company management because they felt key details of the transaction had not been disclosed. Danish activist investor Ib Sonderby, who runs his own Web site calling for change at Elan, became especially vocal upon learning that as part of the deal J&J had obtained the right to acquire most of an Elan unit focused on developing treatments for Alzheimer's disease.
Around the time of the J&J deal, Elan announced the nomination of three new directors--including Bryson and Schuler--to its board to replace retiring members as part of a settlement with activist shareholders.
Reuters reports that Sonderby, Bryson, and Schuler all criticized the wisdom of hiring McKenna. Sonderby specifically questioned Ide's ties to former Elan general counsel Richard Collier, who now serves as an executive vice president and senior adviser at the company. (Elan's current GC, John Moriarty, Jr., took over in March of this year.)
Sonderby, Reuters notes, has zeroed in on what he calls a longstanding relationship between Ide and Collier that stems from their dealings during the negotiations leading to Monsanto's $50 billion merger with Pharmacia & Upjohn in late 1999. In the wake of the merger, Collier became general counsel of the newly merged entity, while Ide became GC of a subsidiary until late 2001, when he returned to private practice.
Ide told Reuters that he never worked for Collier while in-house at Pharmacia. The two men, Ide said, had an "arm's length relationship." Ide also told Reuters that he was recommended to Elan by the general counsel of another one of his clients and that while McKenna had done some preliminary work for the company in 2005, it was for a potential assignment that never came to fruition.
Elan itself rejected any notion of a conflict of interest in hiring Ide and McKenna. In an e-mail to Reuters, the company called any questions about the links between Ide and Collier "beyond ridiculous" and cited Ide's extensive credentials.
Ide is indeed highly regarded in the corporate governance field. A past president and general counsel of the American Bar Association, Ide also served as a member of the ABA's task force on corporate responsibility. He currently serves on the boards of Baton Rouge-based chemical company Albemarle Corporation and Atlanta-based fast-food firm AFC Enterprises (owner of Popeyes Louisiana Kitchen).
Ide declined to speak with The Am Law Daily about his work on behalf of Elan, but a lawyer familiar with the matter who is sympathetic to McKenna, says that the nature of Ide's history with Collier should not preclude the firm's retention to compile an ethics report.
"You can't litigate or negotiate against somebody and never be hired by them again?" the attorney asks. "I've always recommended that if a lawyer on the other side beats me in litigation, I'd probably want to hire him next time. You always want to know something about [someone] you're hiring, especially if you've seen them in action."
Reuters, however, quotes several corporate governance experts who suggest that the mere appearance of a conflict should have prompted Elan to look elsewhere for an outside firm to handle the internal investigation.
Before they announced their intention to resign earlier this month, Bryson and Schuler hired Los Angeles firm Bird, Marella, Boxer, Wolpert, Nessim, Drooks & Lincenberg to conduct their own parallel investigation of Elan along with McKenna. But Elan successfully obtained an injunction from an Irish High Court preventing the two renegade directors from pursuing their own inquiry.
Sources tell The Am Law Daily that McKenna, known for its political connections, was hired because of its ability to bridge legal issues facing a company with operations in both Ireland and the U.S. When confronted with differences between Irish and U.S. law, these sources say, investigating attorneys deferred to the highest standard of the two.
http://www.law.com/jsp/tal/PubArticleTAL.jsp?id=1202472502115&slreturn=1&hbxlogin=1
Really? Our guys won't say anything? larry5476 on y seems to think they will be.
"Gov: You are not kidding as the Pucker Factor goes way up!
I have been deposed, as an expert witness, where attorneys from multiple firms are asking question on top of question; clarify this; would you expound on that. The attorneys tend to feed off of one another's questions. Trust me it is no picnic to go through.
I could not wish the experience of a group of more deserving people!!!"
So S/G will depose them too? eom
I thought maybe a change in my signature will bring us some good luck. I was going to use this one assuming Hochberg did a good job in his report.
2 weeks from today eom
I doubt we would get an answer if we called S/G. Too bad.
Fish I assume all the owners of the preferred shares will be voting to reject?
The following was posted by dmletter via juicyjuice:
Nelson, at one of the court hearings:
And the investigation here needs to be more
2 than a whitewash. It needs to be able to say that the examiner
3 can look at it and can fully investigate the claims here.
4 We believe that, at least with respect to the scope,
5 that it is inappropriate to limit the scope to simply whether
6 the settlement is fair. That's a question for this Court. The
7 real issue is whether there will be an investigation. And the
8 equity committee believes strongly that the examiner should
9 have full power to investigate the claims and the assets of the
10 estate here. That's what essentially we're asking fori that's
11 what our revised proposed order that we submitted asked for.
12 An examination should not be limited simply to whether
13 the proposed settlement is fair.Confining the investigation
14 merely to a review of the debtors' decisions, based upon the
15 incomplete information the debtors assembled, may significantly
16 impair the effectiveness and usefulness of the examiner's
17 investigation. And if an examiner will undertake to
18 investigate the claims and assets anyway, then a limitation on
19 whether the proposed settlement is fair is superfluous.
http://www.ghostofwamu.com/documents/HearingTranscripts/08-12229-20100720.PDF
Nelson warned the Court about the potential consequences of limiting the scope of the Examiner. And notice how he says that the issue of the GSA is for the Court to decide:
We believe that, at least with respect to the scope,
that it is inappropriate to limit the scope to simply whether
the settlement is fair. That's a question for this Court.
It looks like the EC was wanting to get an asset list through the examiner.
I can't PM but you should've seen the pic I was going to post had the examiner's report been what we were expecting....
I would think it would skyrocket. If we had the 4 billion in our account, we also have the Visa shares, billions of tax refunds, etc. A>L by billions. If we could find who has the assets and liabilities in the TPS and package them together, the commons would get paid too.
Are you still in preferred? That is all I have in my account now.
JP Morgan Buys WAMU - The Devil's in the Details
http://www.thecorporateobserver.com/
Published By
Steve Berk - Attorney
ABOUT FILED CASESCONTACTARCHIVES
JP Morgan Buys WAMU - The Devil's in the Details
Posted on November 8, 2010 by Steven Berk
Let’s look at some of the details of JPMorgan’s acquisition of Washington Mutual from the FDIC. Warning: these new details may not be safe for children.
JPMorgan’s Purchase and Assumption Agreement dated September 25, 2008, contains a SIX PAGE INDEMNIFICATION SECTION. Indemnification shifts the risk. Guess who the risk was shifted to? Yep, the good old FDIC. They agreed to indemnify JPMorgan against virtually all risk involved with the deal.
Click here to read the entire Purchase and Asset agreement. For example on page 24 the FDIC promises to insure JPMorgan against practically all liabilities resulting from any WAMU misconduct…even costs for attorney’s fees. And don’t think for a moment JP Morgan is ignoring those provisions. As investors clamor for justice, JPMorgan hides behind the FDIC’s FIRREA process while asking for billions of additional funds under the indemnification agreements (click here for a recent WSJ article on the subject). Is it too much to ask for JPMorgan to take responsibility; to take the good with the bad? Instead they appear to be gaming the system.
Franklin Roosevelt stated,
The liberty of a democracy is not safe if the people tolerate the growth of private power to a point where it comes stronger than their democratic state itself
While Mr. Hochberg has claimed no “bad faith” he has not claimed “justice”. The WAMU stakeholder deserve justice, not a back alley deal designed to benefit one entity – JP Morgan – to to the detriment of all others.
I really wish this guy was the examiner...
Yeah, that is what I didn't get about the examiner's report. He said this settlement is reasonable, yet we're leaving the low-hanging fruit, the NOLs, on the table. Just get those and package the Cayman assets with the liabilities, and commons are in the money.
I think we're 235m in the money. Hochberg found no problem paying the WMB bondholders 335m, even though JMW has said no piercing the corporate veil on multiple occasions. I don't think that will fly in the POR. So -500m +400m +335m = 235m.
They were in talks to buy 25% of the WaMu branches, that is 100% truth. I'm sure they would have bought if they could have had all 400+ branches for 10b, let along 1.88b.
Seth Ard, an attorney for Susman/Godfrey.
If my math is correct we own over 10% of the preferred shares.
One thing about being 500m out of the money...dudebug works in accounting and said that the ER gave too much money to some bondholders. 400m too much. it also said that piercing the corporate veil was fine, and it is okay to give 335m to the WMB bondholders. JMW said you can't do that. So if JMW upholds her own rulings and the ER report is 400m off, the preferreds are in the money already.
Can we sell our P's that allow us to vote, then buy back in and avoid having our shares locked?
Wouldn't you love to see her on the witness stand and Steve Susman asking her these questions?
Doesn't look like there is a ballot in those pdfs.
Because even if he leaves the EC, he can't sell his shares.
I assume you mean he wanted to blurt it out because he sounded like he had some juicy info that you would love to hear, right?
Did Hochberg really say the 3.7b belongs to WMI? Because if it does, what is the point of giving billions of our assets away to get what is already ours? How is that a reasonable settlement?
Page 36
foot note 73:
WMB was well capitalized even at the time of the seizure.
Thanks to flowlogic @ Y!
Mail isn't delivered on the 11th. So it looks like this will need to be in on the 10th.
I'm pretty sure it is still on...but if you don't know, maybe you could just call the courthouse and confirm.
Well they might talk about the "opt out" provision in the ballot. Creighton over on Y! said he talked to Greg Taylor and that was relayed.
I don't think that the omnibus was cancelled, but the shareholder meeting portion was postponed.
I wouldn't vote until Tuesday. The opt out should be discussed at the hearing