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I might add, I think the company having preferred stock in the treasury would be a plus. It might be a selling feature as they market the shell. Preferred can be issued to executives, etc.
Of course, it's all irrelevant if they can't get their books and filings in order. It's a crap-shoot, but I've been gambling in it for a couple of years! HA
I don't think the 73000 preferred are an issue either... I said in my original post they were probably already converted. However, I totally disagree that the company has cancelled preferred stock. If that was the case, the Nevada corporate information would not still show the 50M. They only cancelled the "Designations". There is a difference. Each designation had different rules associated with them.
Marchi didn't create the preferred shares. The preferred shares were created way before he hijacked the company. I don't think the Nevada filings eliminated them either. The Nevada overview still shows 100M (common) and 50M (preferred). I think the Nevada filings have just been eliminating the 3 designations for those shares. I'm providing 3 links/quotes here to state my case! LOL
Here's a link to the Nevada overview.
http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=ace%252by9w0XSxcXPxi0mwQxw%253d%253d&nt7=0
If you look at the amendment to the Articles they did back in 1999... there were 50M preferred shares which were broke down into 3 designations (A, B and C). The old SEC filings did a pretty good job of tracking the preferred too (who they were issued and when the bulk of them were converted to common shares). One of the last filings showed they were down to 73,000 shares issued and who had them (see below). I'm guessing they have also been converted to common by now (they had one year to do so).
http://www.sec.gov/Archives/edgar/data/1087789/000108417801500020/aimh3-1c.txt
Hi Snipes, after you posted this, I got curious if Manu was resurrecting Medient in the UK again. I knew they had established "Medient Entertainment Limited" in the UK prior to bringing Medient to the states. So I googled and guess what I found...
On April 6, 2015, the UK government disqualified Manu from being a director or running a company in the UK for the next 10 yrs. Here's a link that gives the details as to why. I'm also posting a link as to what the disqualification means (I'm adding a key quote too).
https://www.insolvencydirect.bis.gov.uk/iesdatabase/viewdisqualdetail.asp?courtnumber=04594164
https://www.gov.uk/company-director-disqualification
Looks like Jake also attended NAB when he was in Vegas this week. He certainly didn't dress like a Chairman of a movie studio. lol Here's a link to an interview with him at NAB (it's on youtube).
Interview with Jake at NAB
Financials aren't due today
I don't know what you're talking about. The next 10q isn't due until May 15th (for quarter ending March 31st)... Nice try though..
The new trailer is probably to help market the movie to theaters, etc.
Yep, he said by the end of the year or 1st qtr 2016. So I'm figuring no earlier then March 2016! ROFL
ROFL!! It would really be nice to see him actually accomplish something (other than talking)! Did you listen to his latest interview? He mentioned "Yellow" might not be released until 1st qtr of 2016.. ugh.
I agree it has got confusing and it shouldn't be. That's why I'm angry with Jake.
Here's my understanding.
1. FONU issued 10,000,000 common shares to Medient Studios, Inc. as consideration for the lease purchase (the land). Those shares will be registered and then distributed to Medient shareholders as of the record date of February 10, 2015. MDNT has no rights to the land now.
2. FONU acquired the worldwide distribution rights for the movie Yellow. This is different then "owning" the movie. As the "Producer", MDNT is still owner of the movie. As the distributor, FONU will market the movie to theaters, VOD, etc. They will pay for all marketing costs. In return, they get 10% distribution fee and 20% return on all funds expended to get the movie out. This is no different then if MDNT had put the movie with another distributor. (see link at the bottom of this message to understand how the movie industry works.. there is a great pictorial that shows the down and up from Producer to customer and the money flow).
As MDNT realizes the funds from the distribution of the movie, it will use the funds to pay off the liabilities associated with the movie and MDNT. Any excess funds will then be distributed via a dividend to MDNT shareholders (the PR did not state a "shareholder record date".
http://entertainment.howstuffworks.com/movie-distribution.htm
They haven't announced a "date of holding" for the "Yellow" dividend. It's hard to say if buying now is a bad idea.. it all depends on if "Yellow" can make a profit after all is said and done. It's like putting money in a slot machine and hoping it pays off.
Tesla, I've updated the I/O distribution based on yesterday's 8K. It looks like they issued an additional 2.7M shares that haven't been accounted for (since my 2/25 post). That makes a total of 4.6M issued shares unaccounted for.
2,703,924 Post R/S (As of 12/31 per 10Q)
10,000,000 To MDNT (8K) (unregistered)
2,515,960 Note Conversion (Subsequent event in 10Q)
4,300,000 Conversion Hameed (8K) (unregistered)
7,083,333 Marshall (8K) (unregistered)
1,250,000 Mann (8K) (unregistered)
166,666,667 Eagle Productions (8K) (unregistered)
194,519,884 Total shares accounted for in reports
199,105,768 I/O as of 3/3 per 8K
4,585,884 Difference between reports and 3/3 I/O
Hi Snipes,
There's no way of knowing how many FONU shares we will get, because we don't know what the I/O was as of 2/10. We know there were 2.9B as of 1/6 (per TA), but then the TA was gagged. Jake gagging the TA, makes me wonder if he issued shares to convert the rest of the notes before 2/10. In the September 10Q, there were still $2.7M convertible notes. We know 90K of that was picked up by FONU (Hameed note), but it doesn't appear any of the other notes were converted 4th quarter (the I/O didn't change from last 10Q and 1/6 TA info. I seriously doubt that Jake would screw his note holders. The question is.. did he go ahead and convert them or does he think he can pay off the notes with "Yellow" profits.
I'm figuring worst case, the 10M FONU shares will be divided between 5B common and 50M Preferred... which would equate to 1980 FONU shares per million MDNT shares.
That's why I'm ticked off, it's not about taking a loss (I knew this was risky), it's about the lack of transparency. If he folds up shop before releasing final financials, we are in the dark with not only the FONU distribution, but what debt was left that "Yellow" profits has to pay before anything goes to us. He knows what the I/O was as of 2/10, so why the hell doesn't he just tell us what the FONU distribution would be per share.
So... Who gets "Yellow" and "Storage" once MDNT is wound up? FONU has NOT purchased those assets. I wish I could say I was surprised by today's 8k, but I'm not... My gut told me they wouldn't file anymore reports... Which could leave us in tthe dark on the final share count (TA is gagged again), convertible notes, debt and "Yellow" revenues. It's going to be hard to tell just how bad the MDNT shareholders are getting screwed.
I wish I could get excited about FONU, but the fact Jake hasn't bothered to address MDNT shareholders tells me he isn't worth my support... I might actually become his worst enemy before all is said and done.
I also did some calculations yesterday. By my calculation, 2.7M FONU shares had been issued and not accounted for in the 10Q or 8Ks. Most of the issued shares are unregistered, so as of yesterday, the FONU float was around 8M. Here's what I came up with:
2,703,924 Post R/S (As of 12/31 per 10Q)
10,000,000 To MDNT (8K) (unregistered)
2,515,960 Note Conversion (Subsequent event in 10Q)
4,300,000 Conversion Hameed (8K) (unregistered)
7,083,333 Marshall (8K) (unregistered)
1,250,000 Mann (8K) (unregistered)
27,853,217 Total shares accounted for in reports
30,592,214 I/O as of 2/25 per 8K
2,738,997 Difference between reports and current I/O
Hi Doc,
I too wondered if the 10K would take care of that. That's assuming they plan on continuing filing with the SEC. Jake didn't file anything for these deals with FONU and they were "Material" events. I think reports should have been filed by now... I don't think the FONU filings cover the 4 day requirement, but I could be wrong about that.
I hear what you're saying about the FONU shares, but my fear is Jake will dilute them into oblivion before we get our shares. Although I'm cautiously optimistic about everything, I'm pretty pissed off about Jake's lack of communication/respect directly to the MDNT shareholders. I'm sure in his mind, these deals should make the MDNT shareholders happy, but the outcome remains to be seen.. too many unanswered questions.
Hi dc dude,
I'm happy to see positive developments for the MDNT shareholders. I will get more excited if and when they actually announce the plans for the release of "Yellow". If the distribution is done right, it could help us get well on our shares.
Have you read the "Lease Purchase and Assignment Agreement" (link below) between FONU and MDNT? I would be curious of your thoughts on it. One thing that stuck out to me, was the following statement under "Termination". I'm wondering if FONU will hold off on registering the FONU shares (that go to us) until they get GAAP financials?
Thanks for the dd snipes. That comic book store is actually FONU's legacy business and probably the only revenue stream they currently have (everything else appears to still be in development). I found it humorous that one of the FONU shareholders thinks you made your visit up to get cheap FONU shares! LOL
This was from FONU's last 10K.
Solmer, from the legal dictionary:
Manu has to appear in court because he didn't follow the judges order to pay the Medient attorneys for the TRO hearing (which he lost). Our attorneys filed a motion for why he shouldn't be held in contempt of court, so now he has to appear before the judge to show cause.
So.. is FONU paying for our baseball diamond? Remember when Jake said the property would have this for public use? LOL
http://variety.com/2014/film/news/penny-marshall-directing-female-baseball-hall-of-famer-1201376965/
Oh! I think there was a connection to all three of the "Studioplex City" corporations. Medient filed for a trademark on "Studioplex City". David Fritz, our entertainment attorney and Koppelman's son-in-law filed for the trademark back in June (before the corporations were set up in Georgia). As a matter of fact, he just published that trademark for opposition in November. Here's a link to the trademark filing (notice it shows Medient as owner) and a link to the information posted for opposition in November (still shows Medient as owner). If nobody opposes it, we own the trademark. Frankly, I'm not so sure the preferred shares FONU is paying shouldn't become an asset of Medient. LOL I think there's going to be a lot more to this story...
http://trademarks.justia.com/863/23/studioplex-86323647.html
http://www.trademarkia.com/map/studioplex-city-86323647.htm
STUDIOPLEX CITY is a service created by Medient Studios, Inc. in 131 Southern Boulevard , Savannah, GA, 31405. The STUDIOPLEX CITY is a service related to Production and distribution of independent motion pictures. The STUDIOPLEX CITY service has not yet been made publicly available yet in the United States. The STUDIOPLEX CITY is in the category of Education and Entertainment Services .
Get in contact with the owner, Medient Studios, Inc. of this STUDIOPLEX CITY, or visit them at their place of business in the map. Write a review about the service with this STUDIOPLEX CITY.
Or, contact the owner Medient Studios, Inc. of the STUDIOPLEX CITY trademark by filing a request to communicate with the Legal Correspondent for licensing, use, and/or questions related to STUDIOPLEX CITY. The correspondent of the STUDIOPLEX CITY is DAVID P. FRITZ of BOYARSKI FRITZ LLP, 1330 AVENUE OF THE AMERICAS STE 1800, NEW YORK, NY 10019-5482 .
Word Mark: STUDIOPLEX CITY
Status/ Status Date:
PUBLISHED FOR OPPOSITION
11/4/2014
Serial Number:
86323647
Filing Date:
6/29/2014
Registration Number:
NOT AVAILABLE
Registration Date:
NOT AVAILABLE
Goods and Services:
Production and distribution of independent motion pictures
Mark Description:
NOT AVAILABLE
Type Of Mark:
Service Mark
Published For Opposition Date:
11/4/2014
Last Applicant/Owner:
Medient Studios, Inc.
131 Southern Boulevard , Savannah, GA, 31405
Mark Drawing Code:
Standard Character Mark
Register Type:
Principal
Design Search:
(NO DATA)
Solmer, I feel pretty confident that today's FONU PR did not include acquiring Moon River's assets (land and Yellow). I have no idea why the FONU shareholders are pumping that (well, I guess I do know! LOL).
The PR clearly stated they were acquiring "Studioplex City LLC" which is a different corporation than "Moon River". There were actually three "Studioplex City" corporations formed in Georgia on the same day in July. FONU has acquired one of them. I've read the actual filings with GA and they don't say a dang thing.. didn't even list officers. From reading the FONU PR, it appears the corporation they bought was set up to produce Penny Marshall's movies. It's pretty common for a studio to set up separate corporations for each movie. It helps protect studios if any lawsuits are filed against a production. Notice a LLC was set up for "Left Behind Kids". Here's the three corporations filed:
https://cgov.sos.state.ga.us/Home.aspx/ProcessRequest
Name Control Number Effective Date Status ModelType Locale Qualifier
Studioplex City Crews LLC 14065351 7/07/2014 Active/Compliance Limited Liability Company Domestic None
Studioplex City LLC 14065353 7/07/2014 Active/Compliance Limited Liability Company Domestic None
Studioplex City Rentals LLC 14065357 7/07/2014 Active/Compliance Limited Liability Company Domestic None
I hate to burst your bubble, but Moon River Studios is not what you bought. Moon River is a Nevada corporation (look at the SEC filing you posted). You bought "Studioplex City LLC" which is a Georgia corporation. As a Moon River shareholder, I do find it interesting, because Moon River (Medient) owns the trademark for "Studioplex City".
From page 22 of the 11/18 Commissioner's Meeting agenda (link at bottom of post)... notice what I bolded. :)
COMMISSIONER’S MEETING DATE: 11/18/14
DATE: 11/7/14
TO: County Commissioners
THRU: Toss Allen, County Administrator
FROM: Adam Kobek, Director of Community Relations
ISSUE: Consideration to Approve a Location Agreement with LBK Film
Production LLC, for the use of the Treutlen Building located at 403 Pine Street, Springfield, from Nov. 19 to Nov. 25.
BACKGROUND: LBK, in partnership with Moon River Studio’s
approached the County on the availability of utilizing the Treutlen Building for the filming of one or two scenes that take place in a sheriff’s office.
The movie is an adaptation of the “Left Behind” Novel series.
FACTS AND FINDINGS:
1. The location agreement contemplates the use of the facility from 11/19 to 11/25. Site design will take place on the 19th and filming will take place on the 24th or 25th.
2. LBK will compensate the county for utilities, and 1.5 hours of employee time to open and close the facility, for a total of $100.
3. LBK would like to remove the partition wall in the hallway, and possibly paint one office. The paint color will need to be approved by the County representative and will be left in a condition suitable for the offices continued use.
4. It is anticipated that all filming will be completed in one day, possibly
less.
5. The Treutlen Building is used largely for storage, Family Connection
maintains one office on a part time basis, and Family Connection has no problems with the filming schedule.
ALTERNATIVES:
1. The Board may elect to approve this location agreement
2. The Board may elect not to approve this location agreement
FUNDING: N/A – LBK will compensate the County for use of the facility
RECOMMENDATION: Staff recommends alternative 1 – the filming and set design should have almost zero impact to the County.
http://www.google.com/url?sa=t&rct=j&q=&esrc=s&source=web&cd=5&ved=0CDoQFjAE&url=http%3A%2F%2Fwww.effinghamcounty.org%2FPortals%2F67%2FCommissioners%2FAgenda%2F2014%2FMeeting%2520Documents%2F11182014combinedred_web.pdf&ei=BIiHVK7aBYKZNta6gNAE&usg=AFQjCNGlbPn4Qy8u7XM9j_yIV6WO0zDoXw&bvm=bv.81449611,d.eXY
I had an order for 1M filled today at .0001. I've had the order in with e-trade for about 2 weeks.
I would seriously like to know if and how we are affiliated with the "Left Behind" movie. These series of books have a huge following. A "Left Behind" movie from this series was released in theaters in October. The critics chewed it up, but the audience has showed up. The movie has made $19.7M since it was released (in theaters only). It doesn't come out on VDO until late Dec.
Here's a little DD on the movie currently filming in Savannah and Effingham County. I haven't really found too much hype on it yet and it's not on IMDB yet. I've been finding stuff through people's twitter and facebook accounts (people in the movie and working on it). Be sure to check out the links at the bottom of this post!
Name: "Left Behind - Next Generation: Vanished"
Executive Producer - Randy LaHaye (grandson of one of the "Left Behind" authors)
Director: Larry McLean
Some of the actors:
Here's a link to a pic of the kids in the woods during filming.
http://instagram.com/p/wXNwsSnJBp
Amber Montana - http://www.imdb.com/name/nm2740462/?ref_=nv_sr_1
Dylan Sprayberry - http://www.imdb.com/name/nm2876098/
Mason Dye - http://www.imdb.com/name/nm5323995/?ref_=fn_al_nm_1
Keely Wilson - http://www.imdb.com/name/nm6467734/?ref_=fn_al_nm_1
Jackson Hurst - http://www.imdb.com/name/nm1938755/
Twitter page for movie: https://twitter.com/search?q=Amber%20Montana&src=typd
The kids have posted several pics from filming. A lot of the pics are in the woods, so I'm wondering if they're filming on Moon River property. Here's a link to some of the pics (and their twitter accounts). I also posted a facebook page of someone who is working on the movie. She has posted several pictures from the set that's around water. Is it the water on the Moon River property? It kind of looks like the water background from one of the interviews with Jake on the property.
https://twitter.com/KeelyFWilson/status/541974248005595136/photo/1
My movie dad is bad to the bone. This dude rocks. pic.twitter.com/Vd8njxAYmh
— Amber Frank (@ItsAmberFrank) December 8, 2014
I'm sorry I haven't been answering all my PMs. I'm fine and I am still holding all my MDNT. I've been out of pocket the last few weeks and was unable to do any DD. I'm just patiently waiting, but I'm really irritated at Jake's continued silence.
Thanks for this post! I wonder if LBK is "Left Behind Kids"? This article states it was filming in Effingham!
http://savannahnow.com/exchange/2014-11-21/production-left-behind-kids-begin-filming-savannah
Yes, I mentioned the A/R a few days ago. I've been wondering if that's where they got some of the money to hold them over. "Universal Pictures Visual Programming Limited" is part of Universal Pictures UK (mother company is Comcast). I can't help but think if David Fritz started legal communication, they would come to a settlement. It's not like dealing with a broke company!
Universal UK advertised the crap out of the movie. Just look at some of the pictures on this UK facebook page. They had huge posters on the side of buildings, covered telephone booths, etc. They also had contests regarding the movie. They made money on "Storage 24" and they need to pay us our share! LOL
https://www.facebook.com/storage24uk
I haven't read any articles which talked about MDNT cash, but I haven't read all the articles either! I usually just go by the SEC filings, which wasn't all that great at June month end. With that said, it's been a while since we've had a filing, so it's a remote possibility they've been able to collect some of the money due them from Universal Pictures UK (through their litigation efforts). We will know soon enough, the next 10Q is due mid November.
Moon River is no longer in default with Nevada!
http://nvsos.gov/SOSEntitySearch/CorpDetails.aspx?lx8nvq=5oQjpZ77QeRF9IT8H2KNcA%253d%253d&nt7=0