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>>3. Now the NOL will stay because it is not cancelled by the COD.<<
Not quite. It is not cancelled, but is to be reduced.
>>Correct!! The word is "carry over" It can be carried over in 20 year span. "Future income"<<
Correct, except you just conveniently omit some choice words (again) that precede your statement. The "carry over" you mentioned is to be reduced if COD income is excluded.
Below is the second paragraph that I quoted. Note: "Attribute reduction forces the debtor to trade the current exclusion of income for future tax deductions." In other words, if a debtor excludes COD income, then it must reduce tax attributes, starting with NOL.
Attribute Reduction. If a debtor excludes COD income under either the bankruptcy or insolvency exception, then the attribute reduction rules are triggered. Id. § 108(b). Attribute reduction forces the debtor to trade the current exclusion of income for future tax deductions. The debtor will be required to reduce tax attributes, in the following order:
net operating loss carryovers,
tax credit carryovers,
capital loss carryovers,
tax basis in assets,
passive loss carryovers, and
foreign tax credit carryovers.
Let's be honest. After what I posted from credible sources (IRS and American Bar Association), if someone (e.g. 2good) still refuses to accept what "exclusion" means and doesn't mean, I must say that he is just trying to deceive people.
Look closely the text below that I posted earlier. The very first paragraph under the heading "exclusions" starts with:
In short, IRC § 108(a)(1)(A) provides that if a taxpayer's debts are discharged in bankruptcy, then the resulting COD income is fully excluded.
Then in the same paragraph, skipping only one sentence, it states:
Such bankruptcy debtor, however, will be required to undergo "attribute reduction," as discussed below.
...
You tell me if 2good simply forgot to read the whole paragraph (don't think so), or did he conveniently omit some critical sentences.
----------------------------------------------------
Quoted text
Bankruptcy and Insolvency Exclusions
Bankruptcy. The bankruptcy exclusion is probably the broadest exclusion for COD income. In short, IRC § 108(a)(1)(A) provides that if a taxpayer's debts are discharged in bankruptcy, then the resulting COD income is fully excluded. This rule applies whether the discharge occurs under Chapter 7, 11, 12, or 13 of the Bankruptcy Code. Such bankruptcy debtor, however, will be required to undergo "attribute reduction," as discussed below.
Attribute Reduction. If a debtor excludes COD income under either the bankruptcy or insolvency exception, then the attribute reduction rules are triggered. Id. § 108(b). Attribute reduction forces the debtor to trade the current exclusion of income for future tax deductions. The debtor will be required to reduce tax attributes, in the following order:
Lehman Abs Aon Cap
Industry Sector: Medical Instruments & Supplies
The text bellow is copied from the Web site of the American Bar Association.
The Tax Effects of Debt Cancellation—A Primer for Non-Tax Lawyers
Exclusions and Deferrals of COD Income
If a COD event occurs and the amount of the discharged debt is known, then the next step is to turn to the various exclusions or deferrals that are available. These appear generally in IRC § 108.
Bankruptcy and Insolvency Exclusions
Bankruptcy. The bankruptcy exclusion is probably the broadest exclusion for COD income. In short, IRC § 108(a)(1)(A) provides that if a taxpayer's debts are discharged in bankruptcy, then the resulting COD income is fully excluded. This rule applies whether the discharge occurs under Chapter 7, 11, 12, or 13 of the Bankruptcy Code. Such bankruptcy debtor, however, will be required to undergo "attribute reduction," as discussed below.
Attribute Reduction. If a debtor excludes COD income under either the bankruptcy or insolvency exception, then the attribute reduction rules are triggered. Id. § 108(b). Attribute reduction forces the debtor to trade the current exclusion of income for future tax deductions. The debtor will be required to reduce tax attributes, in the following order:
net operating loss carryovers,
tax credit carryovers,
capital loss carryovers,
tax basis in assets,
passive loss carryovers, and
foreign tax credit carryovers.
All it takes is a simple googling to decide who is right about COD and NOL. Well, I just did that. Conclusion: htm is right, 2good is wrong.
From IRS Tax Map 2013, Publication 908
None of the debt canceled in a bankruptcy case is included in the debtor's gross income in the year it was canceled. Instead, certain losses, credits, and basis of property must be reduced by the amount of excluded income (but not below zero). These losses, credits, and basis in property are called tax attributes and are discussed under Reduction of Tax Attributes, later.
If a debtor excludes canceled debt from income because it is canceled in a bankruptcy case or during insolvency, he or she must use the excluded amount to reduce certain "tax attributes." Tax attributes include the basis of certain assets and the losses and credits listed later. By reducing the tax attributes, the tax on the canceled debt is partially postponed instead of being entirely forgiven. This prevents an excessive tax benefit from the debt cancellation.
Order of reduction.(p26)
Generally, use the amount of canceled debt to reduce the tax attributes in the order listed below.
Net operating loss.(p26)
Reduce any NOL for the tax year in which the debt cancellation takes place, and any NOL carryover to that tax year.
General business credit carryovers.(p26)
Minimum tax credit.(p26)
Capital losses.(p26)
Basis.(p26)
Passive activity loss and credit carryovers.(p26)
Foreign tax credit.(p26)
You are kidding, right? Bush 41, Bush 43 and John Kerry all belong to that same secret society.
Bush went to Yale College, not Law School.
>>Educate yourself<<
No need. I don't write something unless I have already done some research.
>>I personally do not have, nor will I ever have, a fiduciary relationship with anyone.<<
Have you ever been employed? Have you ever been married? Do you have children? If the answer is yes to any of the questions, then you did have fiduciary duties to someone.
It only says that there will be limits as to how NOLs can be used, if a change of ownership does occur. It doesn't say that they will become worthless.
Below is the main point in the PPT you pointed to:
Section 382 Basics:
• Limits a “loss corporation”
• That undergoes an “ownership change”
• During a 3-year “testing period”
• From utilizing “pre-change losses”
• Against “post-change” income
Where does it say that NOLs have no value?
NOLs belong to the INC. The LLC only bought assets, not the company.
Mr. P, Are you Mr. K's distressed equity pal? What did I do to put people down? Mr. K said at one point (before he degraded into poking fun at people's mistakes) that he was here to save foolish people from making foolish investment. I suggested that he should go to Vegas, where he would save more people from wasting more (much more) money, without doing any hard work such as following bankruptcy cases of obscure companies and spending valuable time reading and analyzing court documents. You don't agree with that? How many people do you think read this message board? My guess would be a dozen or two. In comparison, millions of people visit Vegas every year. Don't you think he would be more successful carrying out his mission over there? State your opinion instead of calling people names!
Think about it , Mr. K. You work hard following the bankruptcy case of an obscure company, reading countless court documents, etc. How many lost souls do you intend to save? Why not just go to Vegas, where you can save many many more people just by talking common sense, no need to even mention stock market.
I still think you should go to Las Vegas. You will save more people there, a lot more.
Forget about me, Mr. K! I may lose a few hundred dollars, but you seem to be losing your mental health.
Mr. K, so you changed from being a Good Samaritan to someone enjoying poking fun at people's mistakes now (actually you are the one making mistakes, from what I read)? How sad! You better go see a psychologist now.
"Clearly no one gives a crap about the stock."
Then why are you here?
8M is only 1% of OS shares. Have you even seen 8M being offered on any day? BTW Confucius also said that you can sell anything if the price is right.
Again, I ask you: who is dumping the shares? Have you looked at the volume?
Who is dumping? Can't even buy any meaningful amount. Your hedge fund pals must be holding most of the shares.
I am in advanced courses. You should study M&A 101.
The INC has NOL, which is quite valuable. You should spend some time studying M&A, NOL, etc. ROFLMAO won't get you anything.
"now he's got the company..."
No, the LLC only bought assets, not the company. They can make a tender offer for my shares though, if they really want the company.
We must be very close to the finale. How does a sub-sub-penny stock deserve a lengthy dissertation from someone who probably claims to own no shares, and is here to save innocent investors from losing their hard-earned money. WOW indeed! BTW I consider myself a speculator, and my "investment" amounts to only a few hundred dollars. Mr. Good Samaritan should go to Las Vegas and do their preaching there.
Are you trying to evade the question? Who owns the NOLs? The LLC only purchased assets, not the company. To do that they need our shares. BTW I am late into the game, and am still trying to get some shares. Why would I dump them?
"Skinny Nutritional has not released financial results since its second quarter of 2012 when it reported a net loss of $3.43 million on net sales of $2.59 million for the first six months of the year."
$3.43 million net loss just for the first half of 2012. Adding the amounts both before and after the time period mentioned, the total could be tens of million of dollars. For every $10 M, the shell is worth about $2.5M or more.
NOL belong to LLC? How far would you go to deceive people?
I forgot to mention the NOL. That alone is probably worth the original purchase price.
There are many advantages for the LLC to become a public trading co (e.g. fund raising capabilities). Which do you think is the easier way? A costly and lengthy IPO, or reverse triangular merger with the INC?
Many LLCs buy public shells to bypass lengthy and costly IPO process. Yes, we may get peanuts under that scenario. But peanuts are not the same as worthless.
LOL Two kindred spirits talking to each other?
"My thoughts to me" is one thing, asking people to:
"Keep expectations low, if expecting anything at all. Imho, My thoughts were 5 bucks a share, no divis etc. After all you cant make a silk purse from a pigs ear..."
is another.
People person? No, soft basher is more like it.
Congratulations to you, Mr. Toogoodfella! You just earned the #2 spot on my ignore list.
So I canceled my standing order @ .0004 yesterday, after getting only 5,000 shares on Friday, and 3,000 shares yesterday. Someone was able to buy 965,000 shares today, probably for @ .0004 (I don't have L2). Isn't this manipulation?
Makemoneymonay is right again! I got 26,750 shares, but no more. To your comment: $160 is not going to hurt me. Some people lose much more than that in Vegas, on top of airfare and hotel fees.
Those 300K shares may be all I can get. I put in another order for 400K right after the fill. Now they want .0006:(
You are right. What a pleasant surprise! GLTA