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Here's the text:
BARRY SCHAEVITZ, ESQ (BS-3405)
JACOB MEDINGER & FINNEGAN, LLP
Local Counsel for Defendants Universal
Express, Inc., Richard A. Altomare and
Chris G. Gunderson
1270 Avenue of the Americas, 31st Floor
New York, NY 10020
(212) 332-7773 (telephone)
(212) 332-7239 (facsimile)
and
ARTHUR W. TIFFORD, ESQ.
TIFFORD AND TIFFORD, P.A.
Lead Counsel for Defendants Universal
Express, Inc., Richard A. Altomare and
Chris G. Gunderson
1385 N.W. 15th Street
Miami, FL 33125
(305) 545-7822 (telephone)
(305) 325-1825 (facsimile)
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
CASE NO. 04-CV-02322-GEL
U.S. SECURITIES AND EXCHANGE COMMISSION,
Plaintiff,
v.
UNIVERSAL EXPRESS, INC., etc., et al.,
Defendants.
_______________________________________________/
MOTION OF DEFENDANTS UNIVERSAL EXPRESS, INC.,
RICHARD A. ALTOMARE AND CHRIS G. GUNDERSON
FOR PARTIAL SUMMARY JUDGMENT OF DISMISSAL AND
SUPPORTING MEMORANDUM OF LAW
(ELECTRONICALLY FILED)
2
Defendants Universal Express, Inc. (“Universal” or “USXP”),
Richard A. Altomare (“Altomare”) and Chris G. Gunderson
(“Gunderson”), by their undersigned attorneys and pursuant to
Rule 56, Federal Rules of Civil Procedure, respectfully move for
the entry of an order in the above styled civil action awarding
them a partial summary judgment of dismissal. As demonstrated in
the following memorandum of law, there exist no genuine issues
of material fact and, as a matter of law, Universal, Altomare
and Gunderson are entitled to the dismissal of the Complaint’s
First Claim For Relief, which alleges violations of §§ 5(a) and
5(c) of the Securities Act of 1933, 15 U.S.C. §§ 77e(a)1 and
1 Section 5(a) of the Securities Act of 1933, 15 U.S.C. §
77e(a), is entitled “Sale or delivery after sale of unregistered
securities” and provides:
Unless a registration statement is in effect as to a
security, it shall be unlawful for any person,
directly or indirectly--
(1) to make use of any means or instruments
of transportation or communication in
interstate commerce or of the mails to sell
such security through the use or medium of
any prospectus or otherwise; or
(2) to carry or cause to be carried through
the mails or in interstate commerce, by any
means or instruments of transportation, any
such security for the purpose of sale or for
delivery after sale.
3
77e(c).2
MEMORANDUM OF LAW
I THE FACTUAL SETTING; STATEMENT OF UNDISPUTED FACTS.
As their statement of undisputed facts the movants
incorporate by reference the factual setting below, the facts
set forth in the below memorandum of law and the declaration of
Chris G. Gunderson and its exhibits.
Universal was organized in the State of Delaware on January
16, 1986. It merged into Packaging Plus Services, Inc. (“PPS”),
a Nevada corporation, pursuant to a merger agreement entered
into on April 2, 1986, and filed in the State of Nevada on June
2, 1986. The Nevada corporation, which survived the merger and
changed its domicile to the State of Delaware, was a dormant
2 Section 5(c) of the Securities Act of 1933, 15 U.S.C. §
77e(c), is entitled “Necessity of filing registration statement”
and provides:
It shall be unlawful for any person, directly or
indirectly, to make use of any means or instruments of
transportation or communication in interstate commerce
or of the mails to offer to sell or offer to buy
through the use or medium of any prospectus or
otherwise any security, unless a registration
statement has been filed as to such security, or while
the registration statement is the subject of a refusal
order or stop order or (prior to the effective date of
the registration statement) any public proceeding or
examination under section 77h of this title.
4
public company organized on April 8, 1983, by Mr. Jerry
Beagelman as Silver-Gold Reclamation, Ltd.
On December 19, 1991, PPS filed for reorganization under
Chapter 11, Bankruptcy Code, in the U.S. Bankruptcy Court,
Eastern District of New York (“the Bankruptcy Court”). In re:
Packaging Plus Services, Inc., Debtor, Case No. 191-18486-260
(Hon. Conrad B. Duberstein, U.S. Bankruptcy Judge). Thereafter,
pursuant to an order of the Bankruptcy Court, Mr. Beagelman and
members of his family were removed from all offices and
directorships of PPS and Altomare was installed as its President
and Chief Executive Officer, which positions he continues to
hold.
The Bankruptcy Court, on February 18, 1994, in Case No.
191-18486-260, confirmed PPS’s Plan of Reorganization (“the
Chapter 11 Plan”). Thereafter PPS changed its name to Universal
Express, Inc., and Gunderson was appointed as its General
Counsel, which position he has held to this date.
II THE STATUTORY FRAMEWORK
Section 1123, Bankruptcy Code, 11 U.S.C. §1123, provides in
pertinent part:
(a) Notwithstanding any otherwise applicable nonbankruptcy
law, a plan shall
* * *
5
(5) provide adequate means for the plan’s implementation
such as
* * *
(j) issuance of securities of the debtor…for cash, for
property, for existing securities, or in exchange for
claims or interests, or for
any other appropriate purpose;…(emphasis added)
Section 1125, Bankruptcy Code, 11 U.S.C. § 1125, is
entitled “Post petition disclosure and solicitation” and in
pertinent part provides:
(e) A person that solicits acceptance or rejection of
a plan, in good faith and in compliance with the
applicable provisions of this title, or that
participates, in good faith and in compliance with the
applicable provisions of this title, in the offer,
issuance, sale, or purchase of a security, offered or
sold under the plan, of the debtor, of an affiliate
participating in a joint plan with the debtor, or of a
newly organized successor to the debtor under the
plan, is not liable, on account of such solicitation
or participation, for violation of any applicable law,
rule, or regulation governing solicitation of
acceptance or rejection of a plan or the offer,
issuance, sale, or purchase of securities.
Section 1145, Bankruptcy Code, 11 U.S.C. § 1145, is
entitled “Exemption from Securities Laws” and in pertinent part
provides:
(a) Except with respect to an entity that is an
underwriter as defined in subsection (b) of this
section, section 5 of the Securities Act of 1933 and
any State or local law requiring registration for
offer or sale of a security or registration or
licensing of an issuer of, underwriter of, or broker
6
or dealer in, a security do not apply to--
(1) the offer or sale under a plan of a
security of the debtor, of an affiliate
participating in a joint plan with the
debtor, or of a successor to the debtor
under the plan--
(A) in exchange for a claim
against, an interest in, or a
claim for an administrative
expense in the case concerning,
the debtor or such affiliate; or
(B) principally in such exchange
and partly for cash or property;
(2) the offer of a security through any
warrant, option, right to subscribe, or
conversion privilege that was sold in the
manner specified in paragraph (1) of this
subsection, or the sale of a security upon
the exercise of such a warrant, option,
right, or privilege;
(3) the offer or sale, other than under a
plan, of a security of an issuer other than
the debtor or an affiliate, if--
(A) such security was owned by
the debtor on the date of the
filing of the petition;
(B) the issuer of such security
is--
(I) required to file
reports under section 13
or 15(d) of the
Securities Exchange Act
of 1934; and
(ii) in compliance with
the disclosure and
7
reporting provision of
such applicable section;
and
(C) such offer or sale is of
securities that do not exceed--
(I) during the two-year
period immediately
following the date of
the filing of the
petition, four percent
of the securities of
such class outstanding
on such date; and
(ii) during any 180-day
period following such
two-year period, one
percent of the
securities outstanding
at the beginning of such
180-day period; or
(4) a transaction by a stockbroker in a
security that is executed after a
transaction of a kind specified in paragraph
(1) or (2) of this subsection in such
security and before the expiration of 40
days after the first date on which such
security was bona fide offered to the public
by the issuer or by or through an
underwriter, if such stockbroker provides,
at the time of or before such transaction by
such stockbroker, a disclosure statement
approved under section 1125 of this title,
and, if the court orders, information
supplementing such disclosure statement.
III THE PLAN’S EXHIBIT “I”
Exhibit “I” to the Chapter 11 Plan was a document entitled
“1994 Stock Option Plan”, also regularly referred to by
8
Universal as the “Stock Incentive Plan”, which in pertinent part
provided:
This Plan shall be known as the “1994 Stock Option
Plan”, (the “Plan”). The purpose of this Plan is to
provide a method to give incentive to those persons or
entities who, in the sole and absolute discretion of
the Board of Directors of Packaging Plus Services,
Inc., a Delaware corporation (“the Company”), are
responsible for the management, growth, and/or
protection of the Company’s business and who are
making and can continue to make substantial
contributions to the success of the Company’s business
including, but not limited to, present and future
officers, directors, employees, consultants,
franchisees and professional advisors of the Company
or any future Parent or Subsidiary.
It is anticipated that the Plan will encourage them to
acquire capital stock ownership in the Company, thus
giving them a, or increasing their, proprietary
interest in the Company, providing them with greater
incentive and encouraging their continuance in the
service, and promoting the interests, of the Company
and all of its stockholders...
* * * * * * * * *
The shares to be issued upon exercise of options which
are granted pursuant to this Plan shall be made
available, at the discretion of the Board of
Directors, either from the authorized but unissued
shares of Common Stock or from shares of Common Stock
which are reacquired by the Company, including shares
which are purchased in the open market.
There will be reserved for use upon the exercise of
options which may be granted pursuant to this Plan an
aggregate of 1,250,000 shares of Common Stock.
* * * * * * * * *
However,
9
If the number of outstanding shares of Common Stock of
the Company shall be changed by reason of any
recapitalization, stock split, or stock dividend, the
aggregate number and kind of shares for which options
may thereafter be granted under this Plan and the
number of shares subject to options theretofore
granted under and the price per share payable upon
exercise of such options shall be adjusted as
determined by the Plan Administrators, in their sole
and absolute discretion, so as to reflect such change;
provided, however, that no such adjustment shall be
made by reason of the issuance of additional shares of
the Company for services, property or money regardless
of whether the Company received adequate
consideration.
* * * * * * * * *
And,
Unless sooner terminated, this Plan shall terminate on
the tenth (10th) anniversary date of the earlier of the
date upon which this Plan is adopted or the date upon
which this Plan is approved by the stockholders of the
Company; provided, however, that all options which are
granted under this plan shall continue in full force
and effect until terminated in accordance with the
terms and conditions of the options and this Plan.
This Plan will be submitted to the stockholders of the
Company for approval by the holders of a majority of
the outstanding shares of Common Stock of the Company.
IV THE CONFIRMED CHAPTER 11 PLAN
Paragraph VI.F of the confirmed Chapter 11 Plan provided:
The protection afforded by Bankruptcy Code section
1125 with regard to the solicitation of acceptances or
rejections of the Plan and with regard to the offer,
issuance, sale, or purchase of the Post petition
Senior Secured Notes and the New Common Stock and New
Warrants issued and distributed to the holders of
Claims and Administrative Claims or in connection with
the Plan and the Confirmation Order, shall apply to
10
the full extent provided by law. The entry of the
Confirmation Order shall constitute the determination
by the Bankruptcy Court that Reorganized PPS, PPS, and
each of their respective officers, directors,
partners, employees, members or agents, and each
Professional Person, attorney, accountant, or other
professional employed by any of them, shall have acted
in good faith and in compliance with the applicable
provisions of the Bankruptcy Code pursuant to
Bankruptcy Code section 1125 and the federal
securities laws. In addition, the exemption from the
requirements of section 5 of the Securities Act and
any state or local law requiring registration for the
offer or sale of a security provided for in Bankruptcy
Code section 1145 shall apply to the New Common Stock,
the New Warrants, and the Warrants Shares to be issued
under the Plan in exchange for any Claim against or
interest in PPS. Entry of the Confirmation Order
shall also constitute an order of the Bankruptcy Court
that the Debtor has, by virtue of its public filings,
complied with the reporting requirements of the
Securities Act of 1934 through the Effective Date.
Upon Confirmation, however, as a publicly held
corporation the Debtor remains subject to Securities
and Exchange Commission reporting requirements and
subsequent to Confirmation of the Plan and the
Reorganized PPS intends to comply with all periodic
reporting requirements including Section 12(g) of the
Securities Exchange Act of 1934.
V THE GUNDERSON DECLARATION
The Gunderson Declaration, the contents of which are
incorporated herein by reference (“the Gunderson declaration”).
The Gunderson declaration establishes that the shares of
Universal’s common stock referred to in the Complaint in this
civil action were issued in accordance with and pursuant to
Exhibit “I” of the confirmed Chapter 11 Plan.
11
VI ARGUMENT
Because the shares of Universal’s common stock referred to
in the Complaint in this civil action were issued in accordance
with and pursuant to Exhibit “I” of the confirmed Chapter 11
Plan, under §§ 1125(e) and 1145(a) of the Bankruptcy Code,
supra, they were exempt from the registration requirements of §§
5(a) and 5(c) of the Securities Act of 1933, 15 U.S.C. §§ 77e(a)
and 77e(c), supra. Consequently, Universal, Altomare and
Gunderson are entitled to a partial summary judgment dismissing
the Complaint’s First Claim For Relief.
VII CONCLUSION
The motion of Universal, Altomare and Gunderson for partial
summary judgment of dismissal should be granted and the First
Claim For Relief should be dismissed.
Respectfully submitted,
TIFFORD & TIFFORD, P.A.
Lead counsel for Universal,
Altomare and Gunderson
1385 N.W. 15th Street
Miami, FL 33125
(305) 545-7822
FAX: (305) 325-1825
BY /S/
ARTHUR W. TIFFORD
(NY ID- 011481)
CERTIFICATE OF SERVICE
12
I hereby certify that on August 18, 2006, I electronically
filed the foregoing with the Clerk of the Court by using the
CM/ECF System, which will send notice of electronic filing to
the following:
Julie K. Lutz, Esq.
Attorney for Plaintiff
U.S. Securities and Exchange Commission
Central Regional Office
1801 California Street, Suite 4800
Denver, CO 80202-2648
Robert B. Blackburn, Esq.
Attorney for Plaintiff
U.S. Securities and Exchange Commission
233 Broadway, 11th Floor
New York, NY 10279
Marvin Pickholz, Esq.
Jason Pickholz, Esq.
Akerman Senterfitt LLP
335 Madison Avenue
Suite 2600
New York, NY 10017
John B. Harris, Esq.
Stillman & Friedman
425 Park Avenue
New York, NY 10022
Harry H. Wise, III, Esq.
770 Lexington Avenue, 6th Floor
New York, NY 10021
John A. Hutchings, Esq.
Dill Dill Carr Stonebraker & Hutchings, P.C.
455 Sherman Street, Suite 300
Denver, CO 80203
lifegear: You can access the court filing that RA made in which his bk argument is made:
1. Go to http://www.duediligencenet.com/.
2. Click Analysis in the left column.
3. Click Universal Express about halfway down the page
4. Scroll down to the Item 127 link to the document that includes the BK defense that was filed in response to the SEC's summary judgement request.
P.S. I'll try to post the text of that PDF in my next post, but I'm not sure how much text can be posted at once here.
virginian: I don't think the appeals court ever orders that a case be reheard by a jury, but the end result of that court overturning any part of the summary judgement would most likely result in a jury trial for that part of the judgement.
However, it is important to note that the summary judgement covers a multiple number of judgements, and is not a single item. It would be incredibly difficult for RA to get even a majority of the judgement overturned unless the judge is totally incompetent.
There's a long way to go still on the appeal. As far as I can see, a notice of appeal is all that RA has filed yet. From the date of that notice, he has 45 days to actually file the appeal, and another 30 days if he misses that deadline.
What you guys need to worry about more than that is the last two SEC motions. If you can get past those, which will be decided long before the appeals ever starts, then you can worry about how RA is going to get a successful appeals court outcome.
virginian: If the appeals court grants an appeal, the appeal is heard by the court's judges and not by a jury.
If the appeals court overturns the summary judgement, that does not mean that USXP is exhonerated, but under that circumstance, and only under that circumstance, the case would go back to the lower court where it most likely would go to a jury trial.
lifegear: For the purposes of my answer, let's assume that somehow RA, Gunderson, and USXP somehow come up with the full amount. If they do, somewhat over 9M of the USPX penalties and some of the RA and Gunderson penalties (though I don't know how much), is earmarked to go to shareholders.
That said, how much of that will actually make it to shareholders is a big question, and it would all be earmarked to go to shareholders who owned the shares during the period of time covered by the SEC suit. Nobody who bought any shares after the SEC filed suit would be covered for any losses on those shares.
Interesting. Looks like the SEC contempt charges are going to be ignored by the penny players, at least this AM.
A poster named tyronedoesra provided a link to a complete set of the contempt documents, including exhibits, that he identifies as courtesy of someone named scion.
All the docs are there for anyone who wants to read them and view the exhibits.
http://shorl.com/jidylubepreno
Just a test to make sure this board is still live (unlike the company)...
virginian: I'm not quite sure how to respond to your post except to say thanks. We may not agree on USXP's prospects (particularly with RA in charge), but I believe you are honest in your opinions, and willing to listen to opposing views, if well presented.
Can't ask any more from an "opponent" than that.
Good luck - You're going to need it on this one.
virginian: Well, it is very clear that the person who wrote that intro really, really, really doesn't like USXP, that is true. And you are right - I probably should have waited until I could read the report and judge how accurate his portrayal is, so I do appologize for that: Pointing out the report at this time, considering the SEC contempt motion, and the info it contains, that is hanging over you guys right now was akin to kicking you when your down.
I don't mind kicking RA when he's down, but I should have thought longer about the affect of what I was doing.
CoolD: Unfortunately, your link to that USXP report got lost in the onslaught of SEC contempt filing posts.
The other problem, is you have to sign up (free, and consists of providing an e-mail address) and wait a day or two to have them verify your registration, so I've yet to read the 9-page report.
I will though.
callthebank: "The part I like is where the SEC want them to drop the suite against them and post it on the web site that it has been dismissed..."
Nowhere does the SEC state they want USXP to drop the suit against them. USXP lost that suit, and it lost its appeal of that suit, yet RA continues to state that the case is ongoing. It isn't. The SEC wants RA to stop misleading investors by continuing to make that claim.
"These statements are misleading, because Universal Express and Altomare fail to disclose that the Company’s suit against the Commission was dismissed on March 30, 2005 [see Exhibit 6], which decision was affirmed by the Eleventh Circuit Court of Appeals on April 18, 2006."
virginian: No. He has been barred from ever serving as an officer or director of any publicly traded company. The 5.00 applies to his being barred from being involved in working as an agent that sells shares for companies that trade under 5.00 per share.
knowlesmsncom: Regarding the missing third charge. Here's an account of the original charges taken from the criminal docket:
KNOWINGLY AND WILLFULLY, AND WITH INTENT TO DEFRAUD, DIRECTLY AND INDIRECTLY, IN CONNECTION WITH THE PURCHASE AND SALE OF CYBERKEY SOLUTIONS INC. STOCK, DID THE FOLLOWING: (1) EMPLOYED A SCHEME TO DEFRAUD; (2) MADE UNTRUE STATEMENTS OF MATERIAL FACT AND OMITTED TO STATE MATERIAL FACTS NECESSARY TO MAKE THE STATEMENTS MADE, IN LIGHT OF THE CIRCUMSTANCES UNDER WHICH THEY WERE MADE, NOT MISLEADING; AND (3) ENGAGED IN ACTS, PRACTICES AND COURSES OF BUSINESS THAT OPERATED AS A FRAUD AND DECEIT, ALL IN VIOLATION OF TITLE 15:78j(b), 78ff
It looks like the criminal indictment rolled two of the original charges into a single charge (for example, 1 and 3 are, afterall, directly related to each other).
http://www.sec.gov/litigation/litreleases/2007/lr20171.htm
No charge has disappeared as far as I can see. The indictment seems to cover all of the same ground as the original charges.
Has anyone reported that CyberKey's products are no longer listed with GSA. Go to the following site and search for CyberKey. The 6 products that come up have nothing to do with Cyberkey corp.
https://www.gsaadvantage.gov/advgsa/advantage/main/start_page.do
CyberKey's products are no longer listed with GSA. Go to the following site and search for CyberKey. The 6 products that come up have nothing to do with Cyberkey corp.
https://www.gsaadvantage.gov
And this part, is also juicy:
"The two-count indictment charges Plant with orchestrating a fraud scheme in which he personally made in excess of one million dollars selling Cyberkey shares at inflated prices while lying to the public about Cyberkey's business prospects and management."
Apparantly he wasn't doing all this for the good of the company.
I particularly like this part:
"4) Plant's false representations that the failure of the company to realize revenues from the DHS contract was the result of both improper accounting practices used by a company officer, and a third-party's actions to circumvent CyberKey as the middleman of the DHS purchase order, when as Plant knew, the lack of revenues from the DHS purchase order resulted because there was no such purchase order with DHS."
I guess the the prosecutor hasn't read what's-her-name's "confession"...
For those of you who have believed Jim would not get indicted, oops...
Grand Jury Criminally Indicts Cyberkey CEO for Stock Fraud and Cover-Up
U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 20171 / June 29, 2007
SEC v. Cyberkey Solutions, Inc. and James E. Plant, Civ. Action No. 07 1084 (CMR) (E.D. Pa, filed March 20, 2007); Crim no. 07-375
Grand Jury Criminally Indicts Cyberkey CEO for Stock Fraud and Cover-Up
The Securities and Exchange Commission ("SEC") today announced that a Pennsylvania federal grand jury criminally indicted James E. Plant, the CEO of CyberKey Solutions, Inc. ("CyberKey"), on charges of securities fraud and lying to the SEC during its probe of a scheme Plant orchestrated to pump up the price of Cyberkey's shares. Plant is alleged to have given false testimony to the Commission about Cyberkey's purported business dealings with the U.S. Department of Homeland Security ("DHS"), the receipt of payments under a DHS contract, and a purported business relationship with an intermediary company.
The two-count indictment charges Plant with orchestrating a fraud scheme in which he personally made in excess of one million dollars selling Cyberkey shares at inflated prices while lying to the public about Cyberkey's business prospects and management.
According to the indictment, Plant was responsible for disseminating, in an effort artificially to inflate the price of Cyberkey's shares, numerous false and misleading press releases between December 8, 2005 and March 15, 2007. These press releases contained materially false and misleading statements concerning 1) a fictitious $24.5 million purchase order that CyberKey supposedly received from DHS, when as Plant knew, that DHS purchase order did not exist; 2) revenues and profits that CyberKey had supposedly realized from the fictitious DHS purchase order, when as Plant knew, CyberKey did not receive, and did not expect to receive, any revenues or profits from the fictitious DHS purchase order; 3) Plant's false representations that Cyberkey's financial statements were in the process of being audited and would be released in the near future, when as Plant knew, CyberKey did not expect to release audited financial statements in that time period; and/or 4) Plant's false representations that the failure of the company to realize revenues from the DHS contract was the result of both improper accounting practices used by a company officer, and a third-party's actions to circumvent CyberKey as the middleman of the DHS purchase order, when as Plant knew, the lack of revenues from the DHS purchase order resulted because there was no such purchase order with DHS.
The Commission's civil fraud complaint against Cyberkey and Plant covering the scheme, filed on March 20, 2007, further alleged that CyberKey had no business relationship at all, either directly or indirectly, with DHS, and generated no revenues whatsoever from any such relationship.
Today's criminal indictment charges Plant with securities fraud, in violation of 15 U.S.C. §§ 78j(b), 78ff; and making a false statement to the Commission, in violation of 18 U.S.C. § 1001.
Plant was arrested on March 13, 2007, in St. George, Utah, by agents of the FBI's Philadelphia Economic Crimes Squad and the United States Postal Inspection Service on charges of securities fraud and aiding and abetting securities fraud. One week later, the Commission filed its civil case against Cyberkey and Plant for engaging in an ongoing unregistered offering of Cyberkey shares while promoting the bogus DHS purchase order.
For more information, see Litigation Release No. 20049
http://www.sec.gov/litigation/litreleases/2007/lr20171.htm
virginian: They settled before going before a judge on the charges. RA could have done that as well. Don't think it would have saved his ability to serve as an officer or director of any publicly traded company, but it certainly could have saved USXP and him a serious amount of cash.
The company in question paid out more than it made doing what it did, but it does seem like the people got away with murder though.
freefallindz: Actually, the end of June is the end of the fiscal year (q4) for USXP. So, there will be no financials until the end of September to middle of October (with 15 day extension).
Quite awhile to wait still...
A sale at .0002, a new all time low...
Wow... I had seriously been thinking of buying back my position at .01, but went to lunch.
Now I think I'll look at buying 1000000 at .005 instead.
Looks like whoever it was that was buying all those shares at .03 wasn't too smart afterall.
Man these guys really don't give a rats*** about their shareholders.
The SEC's receivership filing made the business section of the NY Times:
http://www.nytimes.com/2007/06/23/business/23sec.html?_r=1&oref=slogin
If the link doesn't work, go to nytimes.com, select the business section and search for Universal Express.
callthebank: Then how will they be able to sell them, as your original post implied?
callthebank: So, are you seriously suggesting that a company can own millions of dollars worth of aircraft and not report it as assets in their SEC filings?
Wow.
callthebank: Planes?? You're kidding, right? Have you read the company's SEC filings? The last 10Q reported 11,963,171 of which 700,448 is a loan to RA, 906,000 a loan to his wife, 2,378,276 in Goodwill (a truly worthless asset), and a BS entry of 650,000 for a customer list.
RA owns no planes. Whatever his deal is with Universal Jet, it includes no assets at best being some kind of limited partnership.
Please, prove me wrong: Point me to any information in any SEC filing that indicates USXP owns any part of any company that owns any aircraft.
There was another piece of news in the SEC case from the 21st that seems not to have been reported as yet, and it is possibly good news for RA et al.
The SEC made a motion to dismiss the remaining charges against RA, USXP, and Gunderson. The Partial Summary Judgement only covered some of the charges that were originally made by the SEC (hence, the 'Partial' adjective). The dismisal (without prejudice, which means they can be refiled by the SEC at a later date should they chose), covers the charges not dealt with by the Partial Summary Judgement.
So, the fight over a trial for those charges is apparently over (and it was a trial for the additional charges that was in question, not any trial covering the charges for which RA et al have already been found guilty), and Tifford can focus his efforts on the appeal process. The legal expenses should go way down now.
So, no more charges, no trial, and everything focuses on the appeal. However, should RA somehow win his appeal, all bets would be off. The charges covered by the summary judgement would be readdressed - probably in a jury trial.
Of course, all of you know how much of a chance I believe RA has of winning an appeal...
lifegear: Per moneyTV interview, LE has moved 31M pieces of luggage - what does he charge, .25 each?
Per moneyTV interview, USXP has hundreds of employees.
Per moneyTV USXP has 10's of millions in revenues.
Per moneyTV, RA has a "relationship they continue to develp with the Jackson family."
Per moneyTV, there are wonderful stories about USXP in Saudi papers.
Per moneyTV, the middle east funding will be real soon as well.
How much of this stuff do you actually believe (you already know how much I believe)?
freefallindz: MoneyTV is a paid service. You pay, they'll ask the questions you want them to ask, and they'll never challenge any answer or statement.
janice shell: I don't see how the judge will deny the receivership request.
RA damned himself on this by not changing the information about the postal association membership, one of the things the judge jumped all over, but more importantly, by not filing an 8-K for the summary judgement ruling. By not doing that, RA clearly showed that he has no intention of keeping investors apprised of the situation.
Not to mention all of the other points the SEC raised. But the failure to file an 8-K dooms him.
lifegear: It hasn't been delayed. It's been uncollectable because the three guys it was against are all dead-ass broke. Not a single penny has been found in 6 years that can be collected from these guys.
Three guys, and their two company's were sued. The verdicts were awarded against these three guys, by default, and only against these three guys. The companys are long gone. There is nobody else that can be required to pay a single penny.
fishman444: I'm aware of that story, but SammyTheBull said something to the affect of "I believe the NY Times article called Cyberkey's products 'snake oil.'
I don't see where that info is coming from.
The MJ suit settlement was agreed to by RA and MJ. The agreement was signed, sealed and delivered to the judge so that the TRO against the auction could be lifted.
There are no grounds for any appeal. RA apparently has filed some actions in NJ and NY courts in an attempt to try to get the stuff back. All that happened is the NV judge charged USXP in contempt, with a trial on that charge scheduled for the 16th of July.
lifegear: There are copyright issues, possible issues regarding performance rights. And there is always the question as to why they were never released (are they junk?).
If it was just MJ on the tapes, and RA can get around whatever legal issues there might be, maybe something could come of it. But the Jackson 5 are history - If you look at the auction results, a lot of Jackson 5 stuff got no bids, and others got minimum bids, even gold records got almost nothing.
I personally don't think he'll be able to do anything with them, but that is IMNSVHO...
lifegear: There are copyright issues, possible issues regarding performance rights. And there is always the question as to why they were never released (are they junk?).
If it was just MJ on the tapes, and RA can get around whatever legal issues there might be, maybe something could come of it. But the Jackson 5 are history - If you look at the auction results, a lot of Jackson 5 stuff got no bids, and others got minimum bids, even gold records got almost nothing.
I personally don't think he'll be able to do anything with them, but that is IMNSVHO...
SammyTheBull: What NY Times article? TIA...
lifegear: Understand that I seriously doubt that those tapes will prove to have any real value. That said, it does not look like MJ or Janet want them back.
MJ and Janet also don't appear to care about any of the costumes, or other stage stuff. MJ selected awards and personal notebooks for his settlement items. As for Janet, although I have yet to see any concrete evidence that she was part of the settlement, circumstantial evidence indicates she was as there were a couple of her personal items (notebook and bank records) that were clearly held out of the auction.
lifegear: The judge has already ruled that the settlement is valid and will be enforced, so, yes.
But I have no idea what Janet's suit is going to do to the whole thing.