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I was talking about KADR bottom. Looks like a reverse triangular merger is in the works.
bottom?
This benefits Jana and Vicis too... check out this paragraph in the article above...
"(b) Recapitalizations. Under certain circumstances, if a corporate debtor issues new debt or stock in exchange for its outstanding debt, the exchange may qualify as a tax-free recapitalization. If the exchange is a recapitalization, then the holder does not recognize gain or loss in connection with the exchange, other than gain attributable to accrued interest."
The shares transferring to the new company and even Jana and Vicis getting more shares could be given to them tax free while they still might be able to keep some or all of the loss to deduct on their taxes from the cancellation of debt. Winner Winner Chicken Dinner for All Parties!!!
this is why AHII was set up... to save 11.2 million in taxes
our shares just transfer into the AHII when they to the reverse triangular merger
Tax Considerations for Cancellation for debt 8 second(s) ago I will try to make this simple bc these transactions can get complicated:
1) If Jana or Vicis cancel any of the debt for KADR, KADR would have to recognize that as income. Therefore, lets say they cancelled all the debt, that is 33 million added to KADR taxable income. 33 million x .35 (corp tax rate) = 11.2 in taxes if done in the shell of KADR.
2) Exception: Insolvency
Under the insolvency exception (which exists here bc assets exceed liabilities by 32 million), 32 million of the cancelled debt would be excluded from income and the remaining $1 million would be recognized as ordinary income.
Therefore, by doing a reverse triangular merger, when KADR common shares merge with the new entity, only 1 million of all the KADR debt transferred to the new company will have to be included as ordinary income as opposed to 32 million if they left it as KADR.
Since the 8-k states that it is unlikely jana and vicis are getting paid I am assuming that jana and vicis are cancelling all the debt bc they know they stock will be worth a lot more than their outstanding notes.
http://www.dlapiper.com/tax-considerations-in-debt-restructurings/
couple more days
nobody has a secured interest in our common stock!
Justin think about it! this has got the classic american private equity greed written all over it!
middendorf would have never put his face up on linkdein recently. people would be calling for this guys head. people are going to be banging on those corporate glass doors all next week
I am telling you I have read these agreements Matt middendof has done and he is slick. just saying...
just here me out here. what if the KADR is not done.. what if this is part of the plan to force jana and vicis to work together to come up with a new plan. KADR has 193 million outstanding all to themselves and it is still in the best interest of jana and vicis to do something other than be left with nothing. This would explain what happened, why no one at corp is answering anything, what if there is more? Before going ape shiz nit on me for this theory what better option is there? and why would the BOD agree to dump services other wise? They didnt need shareholder approval because it is not the outstanding stock that is gone its the capital stock. There is still 193 million shares in KADR! what if a private healthcare company wants to do a reverse merger and vicis and jana think this is better than the services segment of KADR? what if someone is acquiring all or even more of these shares for a reason? It would explain it all
then this statement is a lie if old ceo is coming in to new company...
"Registrant and its directors, officers, subsidiaries and affiliates have no ownership interest in AHI and have no business relationships or agreements with AHI other than with respect to the transactions described herein."
so it would be 20 to 40% over the stock price which should wind being more of a value in the company eventually around 20 to 30 cents. jmo
it continues to trade until the tender offer is made I am pretty sure and we should get a fair shake since jana and vicis are shareholders as well.
Looks like KADR going private! http://www.facebook.com/pages/Arcadia-Home-Care-Staffing/203903774225
http://www.facebook.com/pages/Arcadia-Home-Care-Staffing/203903774225
KADR going private looks like
this is great news ... jana and vicis must know that we are going to get a nice premium that is why they stayed in
http://www.investopedia.com/articles/stocks/08/public-companies-privatize-go-private.asp
Arcadia resources going private ... announced on their facebook page. way undervalued
KADR just annonced on Facebook going private... way undervalued with 100million in rev
HUGE NEWS KADR GOING PRIVATE! http://www.facebook.com/pages/Arcadia-Home-Care-Staffing/203903774225
HUGE NEWS KADR GOING PRIVATE! http://www.facebook.com/pages/Arcadia-Home-Care-Staffing/203903774225
Here it is! http://ih.advfn.com/p.php?pid=squote&symbol=CLHI
they also called themselvves holding!!!!
sorry once the new CLST registers with the SEC it will begin trading again on the open market. but that is what will happpen with KADR. we will get to keep our shares. My brokerage confirmed that they have done a reverse merger. Not sure why it is not reflected on the open market yet but i will believe my brokerage. call yours yourself and ask about CLST bc they are doing the exact same thing as KADR
they also went all the way down to .006
http://investorshub.advfn.com/boards/board.aspx?board_id=7542
look at some of the posts. CLST sorry. they went from a penny to .14 cents so far trying to find a more updated quote for everyone
I ALSO VERIFIED TODAY WITH MY BROKERAGE THAT VICIS HAS BEEN MANIPULATING THE PRICE BY BUYING AND SELLING TO THEMSELVES. THE PERSON I SPOKE WITH TOOK A VERY KEEN INTEREST AND WE CHATTED ABOUT THE WHOLE SITUATION IN GREAT DETAIL FOR ALMOST 2 HOURS. ALL I CAN SAY IS THAT SHE WAS VERY POSITIVE BC OF THE FACT THAT WE TRADED TODAY AND THE CLSA FIND. ALSO COMPANIES THAT HAVE WORTHLESS STOCK ISSUE ALL OF THEIR SHARES OUTSTANDING IN MOST CASES. WE ARE JUST FIND IMO.
IN ORDER FOR OUR SHARES TO BE WORTHLESS THEY HAVE TO BE IN BK AND THEN WE WOULD GET A Q ON THE END TO SYMBOLIZE WE ARE A BK COMPANY. GUESS WHAT!? THE FACT THAT WE TRADED TODAY AFTER AN 8K THAT CAME OUT AT 6AM SHOWS THAT WE ARE NOT IN BK AND THAT OUR SHARES LIVE ON. CLSA IS PROOF THAT THIS NEW ENTITY CAN SHELTER US AWAY FROM ALL THE UNSECURED DEBT AND WE CAN KEEP OUR SHARES!
http://finance.yahoo.com/news/celsia-technologies-inc-announces-change-182855931.html
BAM! GUESS WHAT!? A COMPANY JUST DID THIS LAST WEEK! ALL THAT HAPPENED WAS A NEW COMPANY WAS FORMED, ALL SHAREHOLDERS KEPT THEIR SHARES IN THE NEW CORP AND THEY DID A REVERSE SPLIT AND BOOM THAT WAS IT... THEY ARE SURVIVING AND EVERYONE IS KEEPING THEIR SHARES! SUXS FOR THOSE WHO SOLD TODAY!
yeah it means the bank owns it. so to translate this enttity now owns the stock
think about it. this arcadia holdings II is only a week old
bc the new company owns our shares now as collateral from arcadia resources
THIS IS A TYPICAL REBRANDING STRATEGY SOME COMPANIES USE. KADR AND ARCADIA RESOURCES HAS SO MUCH NEGATIVITY THAT SURROUNDS IT THAT EVEN IF THEY ANNOUNCED A REFI THEIR PPS COULD SUFFER BASED ON NEGATIVE VIBES OF THE COMPANY.
NOW WITH A NEW NAME AND PROLLY A NEW TICKER SYMBOL IT WILL BE A "FRESH" COMPANY WHICH SHOULD EXPLODE THIS THING!
look at the wording carefully in this one...
"In light of the foregoing, and as previously disclosed in the Company's Quarterly Reports on Form 10-Q filed November 14, 2011 and February 21, 2012, and the Company's Current Reports on Form 8-K dated April 5, 2012 and April 20, 2012, Registrant believes that its common shares outstanding have no value and strongly discourages investors from trading in Registrant's common stock."
It says "Registrant's common stock" bc the arcadia resources has no value in their shares. howver the newly formed ARCADIA HOLDINGS II will have lots of value!
when the common stock still belong to arcadia resources they were able to say the stock is worthless
The one million dollars makes it a legitimate business transaction and therefore all parties can do this! It also helps that all the unsecured creditors hold stock haha
GOT IT!!!!!!!!!!
SEE THIS!
https://delecorp.delaware.gov/tin/GINameSearch.jsp
WE GOT BOUGHT BY A COMPANY THAT REGISTERED A WEEK AGO! BASICALLY WHAT THEY DID WAS GOT SOMEONE TO FORM A NEW CORP IN A NEW STATE (RESOURCES WAS IN NEVADA AND HOLDINGS IS REGISTERED IN DELAWARE). THEN COMERICA SOLD THAT CORP THE INTEREST IN OUR STOCK! KADR USED THE SALE OF THE NC PROPERTIES AS A WAY TO CREATE A LEGITIMATE BUSINESS TRANSACTION WITH WHICH THE NEW CORP BOUGHT SOME OF THE COMERICA DEBT (LKE A LIEN ON A HOME) WHICH ENABLED COMERICA TO TRASNFER THE SECURITY INTEREST OF KADR STOCK TO THIS NEW CORP LEAVING THE 33 MILL IN UNSECURED DEBT BEHIND!
SO WE WILL NOW BE STOCKHOLDERS OF ARCADIA HOLDINGS II WHICH WILL HAVE ALL THE NEW SERVICE MARKS AND RIGHTS THAT WERE JUST CREATED ON OUR WEBSITE OVER THE PAST FEW MONTHS!
IT ALL MAKES SENSE! VICIS AND JANA WILL BE HANSOMELY REWARDED WITH STOCK IN THE NEW CORP IN ADDITION TO THE STOCK THEY ALREADY OWN! WE WILL PROLLY GET A NEW SYMBOL BUT OUR STOCK WILL JUST TRANSFER OVER TO THE NEW CORP. JANA AND VICIS AGREED BC THE BOTTOM LINE IN THE NEW CORP WILL LOOK SO MUCH BETTER SENDING THE STOCK PRICE THROUGH THE ROOF!!!!
NEW CONNECTION!!!!!!
https://www.google.com/search?ix=acb&sourceid=chrome&ie=UTF-8&q=Charles+GoodallVP%2C+SXC+Health+Solutions
Charles Goodell is now a VP as of December at SXC Health Solutions! Does this help explain the massive hiring?! Could we be getting these service contracts!!!???? If so one word .... wow
by the way i tried buying today and was unable to get filled.... happen to anyone else?
none taken. I will be here through thick and thin