imis...(put something here)
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That post referred to the 2017 bonus. Exactly what financial goals were met in 2017? No operating revenue, no product manufactured or shipped, exactly what criteria was that bonus based on. I did not see any reference to the 2016 bonus in that post you commented on regarding 2016 financial targets. The filing says it is $92K prorated, which means it would have been $162K if he had been there all of 2017,
Yeah it takes a lot of guts to ask for a $92K bonus for 2017. At this point those requests should be decided by the liquidator, but they are trying to get it in front of the judge, as they know they stand a better chance with the judge. As near as I can figure it, one $300K payment is built into the CIC plan if he stays on after the CIC but leaves within 12 months. The other is in his employment contract. I don't know what if anything can be done about things in an employment contract or the CIC agreement. However, at the very least the independent fiduciary should be the one evaluating those payments.
It is the same thing he is doing with the Zapata dispute, trying to get it moved to the venue most favorable to him. That was supposed to be discussed today. Yesterday's filing needs time for objections, and the hearing is supposed to be on Aug 28 so as you say, doubt it came up today.
It is a nice departing package he worked out for himself, that's for sure!
There's $600K worth of severance payments which he wouldn't be getting now if the company continued operating. The way this judge has been acting I don't see him not granting everything Liscouski is asking for, but hope I am wrong about that.
Liscouski is doing better this way than if the company continued operating.
It seems Zapata is going after Liscouski directly for the money. Although right now his legal fees are being paid for, I guess if he loses in court (which I am sure he will) he should be made to pay back the legal fees.
???? The plan had two options: continue keeping the company in operation or dissolve the company. If the plan was voted against, neither of those two options would apply. It was pretty clear on the ballot. Not sure what would have happened if the plan was voted against, it would have been foolish to do so anyway as it probably would have involved more legal fees to settle what would happen next.
Also the plan had nothing at all to do with Vivos!!
Excellent. Well we know what Liscouski's next gig is: defendant in the Zapata lawsuit! Will indeed be interesting to monitor his LinkedIn profile!
Same here, no way I trust management to run any future company, in the future I would not invest in a company any of them are associated with.
Agreed. In any case I don't see how anywhere near 2/3 of the shares are going to be voted for anything other than liquidation. Bob Liscouski has caused a large percentage of shareholders not to trust him due to his actions to date. The timeframe for him to look for a new business venture is quite long, he's already had plenty of time, and I wouldn't trust him to run it well even if he found something that looked interesting. All he'd do is give himself large bonuses for "successes" that don't help the shareholders.
That's right, the equity committee and DMRJ have not been able to come to an agreement on the order. They each are putting forth a version of it, and there's a markup that shows the areas the two disagree: http://www.kccllc.net/imxacquisition/document/1612238170209000000000001
It still appears to be in dispute. Exhibit A is the proposed order from the equity committee, Exhibit B is the proposed order from DMRJ. Sounds like the judge will rule today at 1 PM the exact order. DMRJ is trying to strike the fraud action from it, and only allow the committee 7 out of the 12 actions. Seems kind of bold for DMRJ to try and get another action denied standing, despite what the judge ruled.
I was wondering the same thing, as somewhat high volume in the last half hour also.
I am also wondering what the next steps are.
I don't understand the judge's comment about the racketeering charge either.
I remember reading in some other court filing that "fraudulent conveyance" - if there is some money recovered from that, for some legal reason it only can go to creditors and not common shareholders. So the judge ruled that since the creditors are already getting their money back, there's no reason to pursue that charge. I don't know about this logic, seems like if money was recovered from that, it could be used to pay the creditors and that would leave more money left for the common shareholders.
The judge seemed to primarily be focused on not jeopardizing the money being paid out to creditors. This is in line with his previous comment about common shareholders being lucky they are getting anything back.
I am curious to see what happens next, now that they have standing on the other charges.
This appears to be a pretty good clue - from his bio one of his specialties is:
Securities Litigation – defends corporate clients and their directors and officers, broker-dealer firms and registered investment advisers and their associated registered persons, mutual funds and hedge funds in SEC and FINRA matters, securities class actions, shareholder derivative lawsuits and FINRA arbitration claims.
Also: Mr. Herr joined Holland & Knight in 2000, after serving for more than five years as the chief trial counsel for the regional office of the SEC in Miami, Florida, where he was responsible for its litigation in eight states and two territories. At the SEC, Mr. Herr handled many significant and complex SEC cases, including several of first impression (listed below).
One of the complaints the equity committee lodged was insider trading and SEC violations. It seems like DMRJ/Montsat may be gearing up for a fight.
From page 26:
Between August 11, 2016 and August 23, 2016, DMRJ converted $7,000,000 of principal into 7,000 Series H Convertible Preferred Stock shares, of which DMRJ assigned 4,401.54 shares of Series H Convertible Preferred Stock to Platinum Partners Value Arbitrage Fund LP and distributed 1,467.18 shares to ED&F Man Capital Markets Limited and 1,131.28 shares to Prime Capital (Bermuda) Limited.
See page 3 of https://www.sec.gov/Archives/edgar/data/1068874/000106887416000139/imsc160930_10q.htm which shows 7000 shares of Series H preferred stock worth $7 million. Those would get paid first before common stock. So subtract $7 million from whatever is left after everything else is paid and before common stock shareholders are paid.
Don't forget there's $7 million of preferred stock out there owned by DJRJ according the the last 10-Q.
I agree, it probably does mean the motion to gain standing is going to be granted.
That looks like it is just granting the motion to file some of the items the equity committee's motion to gain standing, under seal. That is not the same as granting the motion to gain standing. The motion to file under seal probably needed to be deal with first, before the one to gain standing.
That's right, a whole bunch of interest that had accumulated since the start of Chapter 11 just went away. Also the equity committee's lawyers have agreed to pursue any claims on contingency basis, which helps the concern of the costs if the case goes forward. However, already the interest accrual from October 2016 to now has been wiped out, so that's already a "win" in returning more money.
I think $1.3 billion was the exaggerated value of the fund that Platinum claimed. The investors in the fund should only be entitled to the money put into it, not the fake returns of 17% annually that Platinum was claiming. Most likely far less than $1.3 billion was invested in the fund.
I would think the money always goes first to the estate (the company) - so wouldn't really be up to the judge to dictate if it went directly to the shareholders. Then it would be up to the company (and hopefully they would allow a shareholder vote) whether the proceeds went into the company or the company distributed them to the shareholders. I didn't think the judge could dictate that the money went directly to the shareholders. After all, the equity committee is asking for standing to pursue claims on behalf of the company, and alleging the company suffered due to the action of Platinum/DMRJ/Montsat.
It was in the sale agreement with L3 that upon the sale closing they had to change their name from Implant Sciences to the new name. So they were required to do that and that does not necessarily mean that the company will go forward.
Platinum says the case law is in their favor that IMSC got $1 off the loan balance for every $1 of debt they converted to equity and claim it to be a fair trade, and that any profit they made selling the stock above the conversion price does not matter. So they claim to have the law on their side that profits made on selling the stock above the conversion price do not need to be applied to the loan balance as long as IMSC got the value of the debt converted taken off the loan.
DMRJ objection to equity committee motion at http://www.kccllc.net/imxacquisition/document/1612238170118000000000005 is interesting reading...
It looks like the EC is focusing their resources on going after Platinum/DMRJ/Montsat and not at this time challenging anything the company did that didn't involve the debt. Of course we know Platinum was involved with the Zapata mess. It also is interesting the numbers for the Zapata deal seemed to line up with the amount of the L3 sale.
I agree it seems management was happy for any deal that would pay off the debt, and didn't care if there was any left over for shareholders.
The series H shares were listed in the latest 10-Q and were more of the debt that eventually converts to common at 8 cents a share. They first convert to Series H at $1 per share so there 7000 Series H shares. Then those get converted to common stock at 8 cents a share. What is strange about those Series H shares is they assigned some of them to other entities such as some Pennsylvania Health Insurance - apparently one of the large investors in the Platinum Arbitrage Fund that is owed a lot of money.
Your timeline of when the extortion took place makes sense and would explain how they prevented getting better financing.
It looks like the cost basis for the loans is around $51K. Also they made millions extra in stock conversions at 8 cents and selling above $1. There is a $5 million loan where at times they were charging 2.5 percent a month which is a violation of Massachusetts usury law. The law says the loan can be deemed invalid and the lender not repaid. The equity committee says all those stock trades were taking advantage of insider info before it became public. They were not registered as insiders and sold stock anytime they wanted, all in violation of SEC rules. If so all those profits on the trades are illegal.
I agree, $86K was NOT the amount that came from Platinum, it is somewhere around $51K but a little hard to calculate.
I don't think anyone is going to be interested in any plans for the company to continue as Secure Point Technologies. No one trusts Liscouski and Turmelle. They did have to change the name per the sales agreement with L3, but if Liscouski or Turmelle think anyone wants to turn that into a real company they can forget it. Liscouski got an extra $300K for remaining with IMSC - it said something about his sacrificing increased earning potential by agreeing to stay and not go to L3!
I agree, that is very irresponsible to post that and I never saw anyone else post that here as is claimed - it is an absolute piece of fiction, for what purpose I don't know. Anyone who follows the court website knows that is not true.
Next important court date is January 20, the equity committee has a motion to lower PP/DMRJ/Montsat's interest rate until they turn over the rest of discovery and a motion to gain standing to prosecute claims against PP/DMRJ/Montsat. The interest rate issue is because PP/DMRJ/Montsat have failed to turn over discovery and PP's criminal indictments are the reason given for that. January 20 is a very key date.
Same here. The judge should at least drop the interest rate per the equity committee's request because PP failed to turn over discovery (and says it does not know when it can), and grant the equity committee standing to pursue claims against PP. If that happens on Jan 20 it will be a good sign. Before Jan 20 expect we'll see PP's objection, more interesting will be if the company files anything since the equity committee wants permission to do what the company refused to do (pursue claims against Platinum).
IMSC never really pursued the drug detection market, it is interesting that capability has been added to the H150. Looks like the old H150, I thought they would have been able to make it smaller.
Does it really detect drugs now? Maybe L3 made a mistake, the brochure doesn't mention drug detection, just the web page.
Did other potential bidders know the B220 HT had ECAC approval? If not, and L3 and IMSC conspired to hide this information so the company's valuation would be lower that would be a big problem. Liscouski should be deposed again to find out what he knows about the B220 HT. They always PR any approval they got except this one on a new product. When they solicited bids for the bankruptcy auction was the B220 HT and its approval mentioned? None of this changes anything now as the sale is done, but it is another sign of dishonesty.
It would be fitting if that happens and backfires on L3 in some way. It would at least not look good if any of their newly acquired senior employees become accused of any criminal activity. Would be interesting to see how L3 reacts to that.
That's right. As long as there is some money reduced from the debt the lawyers' fees will be well worth it.
Welcome back buffalo! Still owe PP/DMRJ/Montsat $64M plus $7M in preferred stock, why give any of that back to them?
They were required to change their name on the closing date of the sale, and the new names were mentioned in the sales doc when the sale got approved on December 16. Do not think they have any plan, what can they really do with the small amount of money left? They are assuming all of the debt gets paid back, which if the equity committee is successful won't happen. I do not believe anything in that statement, especially the part about them providing optionality for the shareholders.
The brochure at http://storage.pardot.com/16582/109940/B220_HT_FACTSHEET_Desktop_Explosives_Drugs_Trace_Detector_Jan17.pdf says EU Standard 3 Approved. When was that? Just one more thing they kept from us.
Deschenes is not CFO, he went to L3:
In connection with the closing of the Transaction, on January 6, 2017, each of Dr. William J. McGann, Darryl Jones, Roger Deschenes, Todd Silvestri and Brenda L. Baron resigned from their positions as executive officers and employees of the Company and any of its subsidiaries, as applicable, and Dr. William J. McGann resigned from his position as a member of the board of directors of each Seller.
More important though, now that L3 took over, introducing the B220-HT: http://www.sds.l-3com.com/etd/B220-HT-desktop-ETD.htm - nice they had this ready to go and waited to after L3 sale to show it!!