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The court administrator told us this morning that the "April 7 - LandAmerica (Summary Judgment - 08-3147)" on the judges calendar is for the Main Case and references an Adversary Case. This could be reclassified for one of the adversary proceedings; however, it currently is CURRENTLY under the Main Case. They said to keep an eye out on the Dockets. We only have access to Epiq Systems, which does not allow a search on scanned images. If anyone else has access to a better search engine, try searching fo the number "08-3147". Perhaps this will shed light as to if this is tied to the main case or just a minor one...
WIKI DEFINITION: Adversary proceedings are governed by certain court rules found in Part VII of the Federal Rules of Bankruptcy Procedure and, in part, by the Federal Rules of Civil Procedure. A bankruptcy "case" may contain one or more adversary proceedings (or none at all).
Adversary proceedings are initiated by filing a pleading document called a "complaint" with the court to resolve both federal and state law issues.
Adversary proceedings may be filed by the bankruptcy trustee or by other parties. For example, a creditor may file an adversary proceeding to object to the debtor's discharge. Or, a debtor may commence an adversary proceeding against a creditor as a response to a violation of the automatic stay. See generally Rule 7001(4) of the Federal Rules of Bankruptcy Procedure.
An adversary proceeding is more formal than a contested matter. A contested matter in bankruptcy is governed by Rule 9014 of the Federal Rules of Bankruptcy Procedure.
See Post 6505 - LandAmerica already notified the SEC...
"As a result, the Company will not be in a position to file its Form 10-K by the fifteenth calendar day following the required filing date, March 1, 2009, as prescribed in Rule 12b-25 and further cannot make any assurances as to when it will complete and file the Form 10-K. The Company has not had the resources, and does not expect to have the resources, to file its Form 10-K."
Well said and agreed Stockplayer777!!!
We all hope for the best for LandAmerica Shareholders...
Things are moving forward....
Docket 1047 issued this morning:
ORDER GRANTING FIFTH THIRD BANK’S MOTION TO
AUTHORIZE DEBTOR TO INCUR DEBT AND
COMPLETE CERTAIN 1031 EXCHANGES
Upon the motion (the “Motion”) of Fifth Third Bank (“Fifth Third”) for an order
pursuant to section 105(a) and 363(b) of title 11 of the United States Code (the “Bankruptcy
Code”) authorizing LandAmerica 1031 Exchange Services, Inc. (“LES” or the “Debtor”) to remit
in full the Fifth Third Exchange Funds pursuant to the terms and conditions of the Fifth Third
Exchange Agreement and to otherwise perform its obligations under the Fifth Third Exchange
Agreement in the ordinary course of business and for authorizing LES to incur the Fifth Third
Loan(s); notice having been given; and the Court having found that the relief requested is in the
best interests of the Debtors and their estates; and after due deliberation and sufficient cause
appearing therefore, it is
ORDERED, ADJUDGED AND DECREED that:
1. The Motion is GRANTED as provided herein;
Earnie has been in Washington DC discussing with the SEC some important issues at hand, typically at Knight with a sense of Security. Everything is fine and steady and ready for the $50+ IHHO. No cigars for him if PPS is under $50 IMO.
Grumman, as we discussed, we will look to the court for the filings and not a future Form 10K, per Docket 930:
"LandAmerica’s current activities consist of administering its estate, providing limited transition services to Fidelity and disposing of its remaining assets. LandAmerica does not have debtor-in-possession financing. Further, the Company’s available cash is limited, and, during its chapter 11 case, such cash is needed to meet administrative expenses such as rent, payroll, corporate overhead, advisors’ fees, and expenses associated with selling remaining assets, reconciling claims and winding down the Company’s affairs.
The chapter 11 proceedings created obligations to file monthly operating reports with the Court, and the Company has used its limited financial and human resources to complete such filings. The Company currently does not have, and does not expect to have in the future, the capacity to prepare consolidated financial statements for the fiscal year ended December 31, 2008 that are capable of being audited by an independent registered public accounting firm or certified by the Company's executive officers.
As a result, the Company will not be in a position to file its Form 10-K by the fifteenth calendar day following the required filing date, March 1, 2009, as prescribed in Rule 12b-25 and further cannot make any assurances as to when it will complete and file the Form 10-K. The Company has not had the resources, and does not expect to have the resources, to file its Form 10-K."
13G for AQR Capital Management, LLC
December 31, 2008
Shared Voting Power Debt securities that are convertible into 498,295 shares of common
Percent of Class Represented by Amount in Row (9) 3.03 %
stock
http://xml.10kwizard.com/filing_raw.php?repo=tenk&ipage=6140466
Grumman - looks like this is the latest as listed on pinksheets and streetinsider...
http://pinksheets.com/pink/quote/quote.jsp?symbol=lfgrq
http://www.streetinsider.com/SEC+Filings/Form++SC+13GA+++LANDAMERICA+FINANCIAL++++++++++++++++++Filed+by:+AQR+CAPITAL+MANAGEMENT+LLC/4403771.html
The judge has job security: Total filings for individuals and companies rose to more than 103,000, according to data compiled by Automated Access to Court Electronic Records, a service of Jupiter ESources LLC in Oklahoma City. Commercial filings rose to 6,303, up 47 percent from the same month a year earlier, the group said.
http://www.bloomberg.com/apps/news?pid=newsarchive&sid=aJ5pO8_lc.Uo
Per Docket 930: The Protocol Order established March 13, 2009 as the date by which motions for summary judgment must be filed and set April 23, 2009 as the trial date for the Lead Cases.
On January 28, 2009, the Debtors filed the Bar Date Motion requesting that the Court establish 4:00 p.m. on April 6, 2009 as deadline by which all creditors must file a proof of claim.
As the Court is aware, dispositive motions must be filed by March 13, 2009 and trial date of April 23, 2009 has been established for the Lead cases.
DETEARING NOTE: Nothing is scheduled on the judges calendar for April 23rd: http://www.vaeb.uscourts.gov/cal/ri/pages/huencal.htm
Hopefully we will hear back tomorrow from the court on what this "April 7th LandAmerica (Summary Judgment - 08-3147)" is all about...could be one of the other minor issues or it could be something else.
More DD:
Voice Case Information System (VCIS):
800-326-5879
http://www.vaeb.uscourts.gov/home/rihome.html
Nothing new - they voluntarily filed for Ch 11 WITH ASSETS...
Case No. 08-35994 (KRH)
We have a call into the court - they will get back with us regarding the April 7th - "LandAmerica (Summary Judgment - 08-3147)"
Thanks...
This is why I stopped relying MFFAIS:
How current is the information about holdings?
The information report can be up to 1 year old. It is the latest reported by companies, but because of filing delays and length between filings the information is not current.
Most "old" holdings are from funds who closed, merged or changed names and no longer report their holdings.
Today's holdings of a Fund/Institution is definitely different then reported. Funds buy/sell stocks daily.
o http://www.mffais.com/contact.html
As far as I can tell, Old Republic is still a 9%+ owner of LandAmerica.
15,481,284 as of Jul 25, 2008 http://www.pinksheets.com/pink/quote/quote.jsp?symbol=lfgrq
$746,242,000 Total Shareholder Equity per 8-K form 19-Feb-09
$746,242,000 / 15,481,284 = $48.20286 PPS
Earnie says +5% = $50's PPS (add in $85M for Centennial Bank)
FF03 is in the $40's PPS
Detearing says -20% for who knows what... = $30's PPS
Chandler with 182,100 shares would have $9.1M and Old Republic, with 1,500,000 shares, would have $75M with Earnie's estimate - they should send him a box of cigars if he is right...
What Does Shareholders' Equity Mean?
A firm's total assets minus its total liabilities. Equivalently, it is share capital plus retained earnings minus treasury shares. Shareholders' equity represents the amount by which a company is financed through common and preferred shares.
Also known as "share capital", "net worth" or "stockholders' equity". Investopedia explains Shareholders' Equity
Shareholders' equity comes from two main sources. The first and original source is the money that was originally invested in the company, along with any additional investments made thereafter. The second comes from retained earnings which the company is able to accumulate over time through its operations. In most cases, the retained earnings portion is the largest component.
"Total Shareholder Equity: 15,471,000 / $746,242,000 = $48.23489109 PPS"
Your seemingly CONFUSING/MISLEADING quote: "If I am not mistaken, when they say total share holder equity, it does NOT mean the value of the price per share currently. It should mean how much Land America sold to investors during the course of the Business of a public corp."
Marayatoano, could you please provide your reference to the definition of Shareholders' equity? The following is what we could find on the internet and is consistent with our posts...
Shareholders' equity (or stockholders' equity, shareholders' funds, shareholders' capital employed) is this interest in remaining assets, spread among individual shareholders of common or preferred stock. (LFG has NO preferred stock!!)
http://en.wikipedia.org/wiki/Ownership_equity
What Does Shareholders' Equity Mean?
A firm's total assets minus its total liabilities. Equivalently, it is share capital plus retained earnings minus treasury shares. Shareholders' equity represents the amount by which a company is financed through common and preferred shares.
http://www.investopedia.com/terms/s/shareholdersequity.asp
Please let us, wikipedia and investopedia know if we are all wrong and you are right!!!
15,471,000 total shares
$746,242,000 Total Shareholder Equity per 8-K form 19-Feb-09
15,471,000 / $746,242,000 = $48.23489109 PPS
Earnie says +5% = $50's PPS (add in $85M for Centennial Bank)
FF03 is in the $40's PPS
Detearing says -20% for who knows what... = $30's PPS
Chandler with 182,100 shares would have $9.1M and Old Republic, with 1,500,000 shares, would have $75M with Earnie's estimate - they should send him a box of cigars if he is right...
Yes, LandAmerica has been given permission to help the customers; though the 1031 Exchange is still frozen. There have been many such cases, and the largest customer was taken care of last week and LandAmerica made $2M in the process. Things are looking good to us though the mire of Knight's manipulation of the stock price, which makes the stock more confusing than it needs to be.
This is the most complicated stock we have ever come across; however, with the $746,242,000 total shareholder equity (over $40pps) as reported for the fourth quarter of 2008, we obviously are holding long.
Though we may get less, we are anticipating that the Board members will perform their fiduciary duty and maximize shareholder's value.
I am still in the $30's and Earnie in the $50's. Some others we have been in contact with are in the $17 to $5 range.
We see the Judge's Court date April 7, 2009 Landamerica (Summary Judgment -08-3147) Thanks Coleman for the sharp eye on the judge's calendar...
We don't know if this will be the big day or not, but per wikipedia, "Summary Judgment" is a legal term which means that a court has made a determination (a judgment) without a full trial. Such a judgment may be issued as to the merits of an entire case, or of specific issues in that case.
http://en.wikipedia.org/wiki/Summary_judgment
With "proof of claims" due the day before, this appears to be a reservation in the judge's calendar for a day to possibly get this thing resolved and out of his courtroom. If everything goes as it has been going, with all decisions in our favor IMO, we would not be surpised to have some good news. This could be a day of celebration...nothing in the dockets; but we will keep an eye out...
Could you please attach the link of where you got that?
Nothing comes up on the Dockets...
I would say a little less - $1M was spent on the attorneys for January...this is not that much in the whole scheme of things...
Some of our major positive points in this stock:
Low O/S
Assets appear to be much greater than the debts
$746M Shareholder's Equity
LFG hired high powered attorneys and forensic company - why would they spend so much money if they had more debts than assets?
Only two of the companies are in Ch. 11
All decisions by the judge appear to be in favor of LFG
Some big companies have bought shares in December of 08 and some big companies have increased their holdings since December of 08
Some of our major negative points in this stock:
Knight is manipulating the stock price possibly in an illegal manner; though we currently see no harm in this in the long run
The governemental entities have until June 24th to file a complaint with the court - this may drag on...
Don't know about some of the companies, e.g., Beech Fly, LLC
Knight is believed to be manipulating stocks for quite a while and has lost some $$$ for what we believe to be foul play through various legal cases and the SEC.
Knight is doing this on many stocks and we hope and believe that the SEC is currently investigating and gathering evidence against them.
We don't see that they can keep the stock down after this is out of the courts, as they will also cash in; however, it makes for a frustrating process seeing the price being manipulated.
I know of some that have complained to the SEC in writing and are working on cracking this thing. Hopefully, Knight will get another crack down by the SEC on LFGRQ manipulation - that is if the new administration has the resources and integrity to follow through...
We are not worried and are continuing to invest, as the price is down we are increasing our stake in LFGRQ.
FF03, could you please post this on the IHUB?
941 2/17/2009 Monthly Report of Debtor In Possession for the Period November 26, 2008 to December 31, 2008 filed by John H. Maddock III of McGuireWoods LLP on behalf of LandAmerica Financial Group, Inc.. (Maddock III, John) Debtor: LandAmerica Financial Group, Inc.
Total Shareholder Equity: $746,242
Knight Trading Fraud Information
http://www.knighttradingfraudinfocenter.com/information.php
Knight Trading Fraud InfoCenter is an Internet resource that offers you an opportunity to research securities fraud and your legal rights associated with brokerage fraud. Knight Trading Fraud InfoCenter does not offer legal advice or referrals.
FYI: The Securities and Exchange Commission today announced a sweeping expansion of its ongoing investigation into possible market manipulation in the securities of certain financial institutions. The expanded investigation will include obtaining statements under oath from market participants.
Undertaking sweeping enforcement measures against market manipulation, and aggressively combating fraud that has contributed to the subprime crisis and the loss of confidence in credit markets. More than 50 pending SEC investigations in the subprime area.
http://www.sec.gov/news/press/2008/2008-214.htm
The plaintiffs are seeking to recover compensatory damages
suffered due to Knight's alleged "wrongful and illegal conduct" and to enjoinTo direct, require, command, or admonish.
Enjoin connotes a degree of urgency, as when a court enjoins one party in a lawsuit by ordering the person to do, or refrain from doing, something to prevent permanent loss to the other party or parties. Knight from "engaging in future wrongful conduct."
The lawsuit alleges that the defendants "engaged in a pattern of deceptive trading practices to manipulate the price of Applied Digital stock for its substantial pecuniary Monetary; relating to money; financial; consisting of money or that which can be valued in money.
pecuniary adj. relating to money, as in "pecuniary loss. gain and to the detriment of Plaintiffs
http://www.thefreelibrary.com/Applied+Digital+Solutions+Files+Suit+Against+Knight+Trading+Group+and...-a087737644
Thanks - do you know what services are provided by Beech Fly, LLC?
We really like the updated information - THANKS FF03!!!; still looking real good to us. I did find the 2008 latest 13G on Old Republic and they appear to be still holding. They are a big shareholder and could possibly be a suitor for the remaining assets...
Name Shares Held Position Value Percentage of Total Holdings
since 2/28/09 % Owned of Shares Outstanding Turnover Rating
Old Republic...
1.5M $17,599,704 +26% 9.9% Low
http://www.123notary.com/forum/topic.asp?TOPIC_ID=3275
Perhaps someone could contact this person to find out more details?
Interesting post we found on the internet:
Posted - 01/15/2009 : 11:53:08 AM
--------------------------------------------------------------------------------
"I just got a signing from them. This is the first since all the bankruptcy info has been going around. It is actually One Stop that called me. She said Land America is becoming part of Fidelity and One Stop is trying to get investors to stay seperate."
Grumman: Is this the permission to sell the FNF stock per one of the dockets?
Well perhaps we can dial in better on the happenings now...ALL of today's motions appear to be going our way, as always...I also like granting permission to close out some more 1031 payments...
Along with the new forensic team LandAmerica hired Mr. Lingerfelt appears to have been hired to also assist in our defense.
Order Authorizing Application to Employ and Enter Into Agreement with David L. Lingerfelt to, Inter Alia, serve as Consultant to LandAmerica 1031 Exchange Services, Inc. Nunc Pro Tunc to January 21, 2009 (Related Doc # [831]) (Williams, Sharon)
David L. Lingerfelt
Trustee
Liberty Property Trust
Malvern , PA
Sector: FINANCIAL / REIT - Office
55 Years Old
David L. Lingerfelt, age 55, has served as a trustee of the Trust since May 1995. Mr. Lingerfelt is a Vice President and Commercial Counsel of LandAmerica Exchange Company. Prior to joining LandAmerica, Mr. Lingerfelt was an attorney in private practice specializing in commercial transactions. Mr. Lingerfelt has previously served as Director of Property Administration and Counsel for Best Products Co., Inc., and was a partner in the Virginia law firm of Coates & Davenport. Mr. Lingerfelt is currently the Director of the Reverse Exchange Division for LandAmerica 1031 Exchange Services.
Picked up a few more shares today...
Open at 0.055
A sell of 102 shares dropped it back down to 0.04
A buy of 10,000 brings it up to 0.054
AQR Capital Mgmt appears to have dropped from 7% down to 3%.
So you own more than they do...
Homework for those interested in LandAmerica Corporate Governance:
LandAmerica's governance policies reflect our commitment to operate in a manner consistent with our Guiding Principles. LandAmerica expects and requires that its directors, officers and employees observe the highest standards of integrity.
Corporate Governance Guidelines
Code of Business Conduct and Ethics
Code of Ethics for Senior Financial Officers
Audit Committee Charter
Corporate Governance Committee Charter
Executive Compensation Committee Charter
http://www.landam.com/Investor+Information/Investor+Relations.htm
Guidelines were established to protect shareholders - IMO.
Yes - got it...
746,242,000 Total Shareholder Equity
per 8-K form 19-Feb-09
Provides +$45 PPS
The forensic team should fine tune this amount...I would think that those preparing the 8K would side of the side of safety and reduce the total shareholder equity...as jail time for the leaders of the company is possible for errors...
Thanks Kristallweizen - I am still hoping for $30's pps, FF03 $40's, and Earnie in the $50's, but the Forensic team will hopefully get to the true value and maximize the value for the LandAmerica shareholders...
Thanks Grumman!!! I am out of my penalty corner for bashing a basher and ready to roll...Finally, we have a forensic team that perhaps can untangle and make sense of the financial situation for the Judge to understand...
Per Docket 1002, "Order Authorizing Application to Employ Alvarez and Marsal Dispute Analysis & Forensic Services, LLC and Alvarez & Marsal North America, LLC as Financial Advisors to the Official Committee of Unsecured Creditors of LandAmerica Financial Group, Inc. Nunc Pro Tunc as of December 3, 2008 (Related Doc # [829]) (Williams, Sharon)" http://chapter11.epiqsystems.com/docket/docketlist.aspx
For 25 years, Alvarez & Marsal has set the standard for working with organizations to solve complex problems, boost operating performance and maximize value for stakeholders.
As a leading, independent global professional services firm, we draw on a deep operational heritage and hands-on approach to deliver comprehensive performance improvement, turnaround management and business advisory services. Our clients range from global enterprises to middle market companies that are both publicly held or privately owned. Accountable for delivering results up and down the balance sheet, Alvarez & Marsal professionals work with large and mid-cap private equity firms, corporate management and boards of directors. A&M also applies its core revenue enhancement and cost management capabilities across industry sectors, with dedicated industry expertise in financial services, healthcare, real estate and the public sector. All Alvarez & Marsal professionals bring a bias toward action and results.
Whether partnering with management in an advisory capacity or serving in an interim management role, our team of seasoned professionals based in North America, Europe, the Middle East, Asia and Latin America focuses on producing results, driving change and affecting outcomes.
http://www.alvarezandmarsal.com/
I will be adding as well...perhaps not as much as 200,000 shares...
Box of Davidoff No. 1 for him, he says, please.
To Grumman:
http://xml.10kwizard.com/filing_raw.php?repo=tenk&ipage=6140466
9. Aggregate Amount Beneficially Owned by Each Reporting Person Debt securities that are convertible into 498,295 shares of common stock.
11. Percent of Class Represented by Amount in Row (9) 3.03 %
100% / 3.03% = 33.0033
33.0033 x 498,295 = 16,445,380 shares (Our estimated current shares based upon deductive reasoning.)
Grumman and FF03, and other interested investors:
Centennial Bank, aka, Diamond in the Rough: Total GAAP Net Worth at 12/31/08 - $88,649,000
http://www.centennialbank.com/centennial_rates.html
This is what we came up with thus far from a quick review using a word-search for "liabilities" and "assets" in the LandAmerica 10Q for the Quarterly Period Ended September 30, 2008.
http://phx.corporate-ir.net/phoenix.zhtml?c=75987&p=irol-SECText&TEXT=aHR0cDovL2NjYm4uMTBrd2l6YXJkLmNvbS94bWwvZmlsaW5nLnhtbD9yZXBvPXRlbmsmaXBhZ2U9NTk2NzIxMiZhdHRhY2g9T04mc1hCUkw9MQ%3d%3d
-70,600,000 non-interest bearing passbook deposit liabilities September 30, 2008 Page 70
$3,325,100,000 assets
-$2,839,800,000 debts
$88,649,000 Total GAAP Net Worth at 12/31/08
$282,000,000 Sale to FNF
-$335,500,000 auction rate securities page 10
-$10,000,000 1031 Exchange Loss
$439,849,000 Total
15,476,306 Number of Shares per LFG 10Q
$28.42 PPS (Once again, no cigar for Earnie!)
(This does not include the extra money if the 1031 Exchange all of the sudden became liquid.)
We do have some questions on $59,400,000 Intangible Assets page 32 and other investments on Page 69 which are not included in the above.
I have reviewed the strict regulations by LandAmerica - they are very strick and prohibit communications to relatives, etc.
They even want a three day waiting period after a public release of information by the company.
Enterprise Value (5-Jan-09)*: 45.79M = $3.17 PPS
Enterprise Value (17-Feb-09)*: 45.33M = $3.13 PPS
http://finance.yahoo.com/q/ks?s=LFGRQ.PK
* = Data derived from multiple sources or calculated by Yahoo! Finance;
Investopedia explains Enterprise Value - EV
Think of enterprise value as the theoretical takeover price. In the event of a buyout, an acquirer would have to take on the company's debt, but would pocket its cash. EV differs significantly from simple market capitalization in several ways, and many consider it to be a more accurate representation of a firm's value. The value of a firm's debt, for example, would need to be paid by the buyer when taking over a company, and thus EV provides a much more accurate takeover valuation because it includes debt in its value calculation.
No Cigars for Earnie if that is all we get!
FYI: that filing was from September 30, 2008.