My read is it's already been socialized with the creditors. Hence the extensions. Now this is just the finalization of the negotiations.

Obviously the Judge and trustee approved the plan.

Now it goes to a vote, which I'm sure will pass as it's already been socialized with the parties.

They may dismiss because all but one of the creditors have agreed to the re-structuring but one or two who are being a pain in the ass. Could be the Kramer's not wanting to agree as crooked lenders will do.

I wholly agree, however, potential future activities shouldn't hold up the routine filings for this period of time.

That's a great point PB, TALK as of now has very little to do with UMS as the deal didn't actually ever close.

People shouldn't be mad at this prayer for judgment from a company that has nothing to do with TALK, but be furious that the company has zero reason it hasn't filed anything in almost a year.

Been away for while, still hold my 10. We coming back to life here?

What the hell was that sell???

Seems like an unending supply of 1's

It's what it seems. The good news seems as though dilution may not be as bad as some may make it seem. They didn't pay the note, but they also didn't convert.

New lawsuit against TALK, 20 Jan 2017, anyone reviewed it?

This is what the filed in a 02 Feb 2016 8K;

What am I missing here?

On January 29, 2016 (“Closing Date”), the Company closed (“Closing”) on the Exchange under the Purchase Agreement pursuant to which the Company acquired 100,000 shares of common stock of UMS held by Mr. Lee, representing all of the issued and outstanding capital stock of UMS, in exchange for issuing 106,250 shares of Preferred Stock of the Company to Mr. Lee and/or his affiliates, convertible into 10,625,000,000 shares of Common Stock of the Company (where each share of Preferred Stock is convertible into 100,000 shares of Common Stock).

Upon Closing of the Exchange, UMS became a wholly owned subsidiary of the Company and the Company’s pro-forma shares of Common stock and Preferred Stock issued and outstanding after giving effect to the Exchange was 1,875,000,000 shares of Common Stock and 106,250 shares of Preferred Stock, convertible into 10,625,000,000 shares of Common Stock of the Company (representing approximately representing 85% of the Company’s fully diluted Common Stock as of the Closing Date), prior to giving effect to dilution of the issued and outstanding shares of Common Stock by the shares of Common Stock underlying the Prospective Levy Options, Prospective Mesa Partner Warrant and Prospective Andora Holdings Warrant

I just read your citation. I didn't see the intention of merger.

I see they said they haven't actually merged. Even though on 29 January 2016 they announced that the stock transfers had occurred and the deal was closed. There was no intention etc. It was announced as closed and completed.

What happened between then and now. I hold a heavy position here and believe, or rather believed there was some validity to this company, but now I read they filed what appear to be fraudulent documents with the SEC and it now comes out they didn't actually close any deal.

Just catching up here;

Am I to understand that iTalk didn't actually acquire UMS?

I'm not alleging that anyone violated any law, nor breached a fiduciary duty.

I'm saying its crystal clear that UMS LLC and all its assets will be transferred to another company that none of us here are invested in. Which means, TALK loses all revenue produced by UMS LLC and its 33 store locations. TALK will have zero ownership IF the plan is approved.

I'm extremely confused as to why some here refuse to acknowledge that fact...

There are many possibilities about how and what Dea's new company may do with UMS LLC. However, we have zero proof nor communication from the TALK about how or if there is a plan. So all smart money has to go on is the court filings.

You agree if the re-organization plan gets approved, iTalk will no longer own nor have an equity interest in UMS LLC correct?

That may be why he established the corporation in Wyoming?

Has anyone gotten a response from the iTalk leadership? I've sent 6 emails over 4 days and received 0 responses.

Able are you delusional, UMS LLC's current shares are being cancelled and either issued to Dea's new company or sold to another entity at auction.

It CLEARLY states that in the plan.

Fair point PB, we don't know if they have the money to put a bid in on UMS LLC. So why haven't they filed their financials?

Only IF the class 11 doesn't approve the plan, and IF they don't cram the plan.

The point I'm making Able is TALK is losing UMS LLC as an asset regardless of who buys it.

Who cares, TALK still loses it as an asset. Yes, TALK could purchase it at the pseudo auction, however TALK doesn't have the capital to bid on the LLC.

Thanks Wilma, I took a clean look at this last night and looking at it again. It still seems like a terrible deal for investors of TALK.

There is a lot of conjecture about Mr. Dea's intentions, however, the only thing we have in confirmed, official and legal writing is that TALK will lose ownership of UMS LLC and the 29 stores under it.

Why Wyoming??? That's one thing that doesn't make sense to me...

My opinion is TALK still remains the parent to UMS CORP, however we as TALK investors lose all equity interest in UMS LLC as it will be transferred to Mr. Dea and his newly established company.

We do have very clear insight into TALKs future. UMS LLC will not be part of it.

I've been here since it was no bid and still hold 0001's even from the spike earlier this year. I have/had faith until this most recent event.

I agree, a plan or a scam is at play here...

If TALK was current with their filings, I would be inclined to say a plan...

As the company has been silent since June. I would tend to lean toward scam.

It doesn't sit right with me that an officer of a publically traded company approves selling the most profitable part of that company to himself.

I'm asking for someone to explain to me how our investment in iTalk benefits from losing a HUGE asset like UMS LLC and the revenue it brings in.

As I said before, as soon as this plan is approved all the iTalk investors lose a huge revenue stream, and our CFO gains it for himself after approving selling it to himself for pennies on the dollar.

I ask again for verifiable evidence to the contrary.

I understand that, but again, UMS LLC will no longer be part of TALK as soon as this plan is approved.

Wilma that sounds all very plausible and may indeed be the answer. However, it still hasn't addressed, how do I make money from my TALK investment then? When it comes down to it, Dea owns the only profitable portion of our TALK investment.

If this plan is approved, we shareholders LOSE A HUGE ASSET that we've all invested in. That is what they are doing, liquidating an asset that we are invested in to another company, regardless of who owns it TALK doesn't benefit.

I don't know any of these company personnel, all I have to go off of is the publically available credible information. The CFO of a company we all are invested in agreed to sell the biggest asset of his company to himself...that doesn't seem right.

I would like to agree, honestly though Wilma, TALK hasn't filed anything since June. Nothing is preventing them from doing so.

Now we have this deposition of Lee coming to involve a holding company which I'm concerned with.

On top of that, TALK is going to lose any equity interest in UMS LLC which is the only branch of this company making any verifiable money.

Any suggestion that Dea is bringing it "home" is completely ludicrous. TALK could've easily raised the same 100K that Dea did to complete this transaction. Which raises an interesting question, where did Dea get the 100K to buy out UMS LLC. Also, why would the TALK CFO buy the only viable asset from his company? That seems like a genuine conflict of interest and just a bad business practice from a company officer.

If I'm misunderstanding any of this please let me know, until then I'm going to do what I believe is best for my position.

I definitely agree. I'm not saying this is a scam, nor am I saying they are doing something devious.

I will say that its very very clear that the equity interest in UMS LLC will no longer be under TALK.

I'm hoping they are doing is in the best interest of TALK shareholders.

Well the debt wasn't "wiped out" its being restructured. My point is and is supported by the court filings, if the plan is approved UMS Corp will no longer own UMS LLC. Telecom Acquisition Partners, INC will own 100% of UMS LLC. TALK will no longer have an equity stake in the LLC. That is black and white in the filings and not up for interpretation.

The only out that is there is IF the class 11 reject the plan, UMS LLC control will be cup for bid under certain circumstances.

UMS Corp still loses all equity interest of UMS LLC

Who cares what they are using the money for, UMS LLC equity interest is changing hands upon approval of this plan.

Where do you see that Able, I'm not bashing here, I hold 30 mil and I'm trying to decide what to do. It appears to me from the court filings which is the only credible information that is available that UMS Corp will no longer have ownership of UMS LLC which means TALK also no longer has a stake in the company.

Where do you see that, the 33 stores fall under the LLC not the Corp, nothing in this re-organization calls for stores to fall under either UMS Corp nor iTalk. As a matter of fact it says quite the opposite.

To clarify my point Able...

UMS Corp still loses all their shares of UMS LLC...

UMS LLC will be owned by another company wholly upon approval of this plan. That's very clear in this paragraph.

This mean that TALK will get no equity from UMS LLC's business....

That is absolutely not correct. The money gained from the ownership change will be used for administrative expenses. However the fact still remains all shares of the LLC will be cancelled and new shares will be issued to Dea's new company giving him 100% ownership of the LLC and the revenue stream.

TALK loses equity in UMS LLC?

Just catching up on recent events.

So I understand what I just read in the disclosure statement.

As of now, iTalk owns UMS Corp which owns 100% of UMS LLC. The re-organization plan calls for;

"...prepetition shares will be canceled. New stock in the Reorganized Debtor shall be issued (“Post Petition Shares”) to Telecom Acquisition Partners, Inc., a Wyoming Corporation in exchange for a cash infusion in the amount of $100,000.00..."

So, iTalk will no longer have an interest in UMS LLC nor the revenue it generates, which as it would seem is the only thing TALK had going for it.

That is my understanding...

Thoughts?

Court hearing to be held on 25 January regarding the reorganization plan.

Looks like a lot of resistance at 6