A.C.Simmonds and Sons Inc. (fka ACSX)

[dmax2013]

Here is some REAL interesting and Recent (Nov 18, 2014....5 days prior to this post), totally MATERIAL publicly available info on the Simmonds ACSX et al empire from the Duff & Phelps website, and Edgar (Think Goudas Foods). Looks like they are in some potential BIG TIME TROUBLE, with the recovery from the situation by ACSX presently unknown. In their most recent 10-Q, there is a de-consolidation of Goudas, and reference to a 55M lawsuit by Menkes (landlord of the 349,000 ft2 building that ACSX rented for Goudas. ACSX guaranteed a 15 year lease obligation of behalf of Goudas).

To paraphrase the lawsuit statement of claim from Nov 12, 2014.

1) It is alleged that Goudas invoiced related ACSX companies for something (services, etc.????), thereby allegedly artificially increasing the value of Goudas accounts receivable accounts.

2) RBC (Goudas Bank) supposedly advanced 4M CAD and 6.4M USD to Goudas based on the implied inflated "value" of these inter company receivables.

3) Goudas then allegedly loaned to, or paid (disbursed) on behalf of, these ACSX related companies, almost 8M from Goudas RBC credit facility, without there apparently being any real tangible net benefit to Goudas.

On Nov 12th, the receiver, on behalf of Goudas, filed a lawsuit in Ontario court that details all of the involved ACSX or Simmonds related private companies, the amount of these inter company receivables, when (date) these invoices were rendered, and the loan amounts that were made. ACSX has (20) days (Dec 1, 2014) to file a notice of defense. It is the intention of the receiver by way of this lawsuit to recover all of these amounts to satisfy the secured creditor(s), RBC, BDC, and RevCan (source deductions). It should also be noted that there is almost 7.5M of unsecured creditors (suppliers to Goudas) listed as well.

Here are the links to the publicly available documents that detail some really interesting facts about the inter workings of the relationship between ACSX, Simmonds private companies, Goudas, and all of these ACSX inter related companies.

First Receiver report - Sept. 15, 2014:

http://www.duffandphelps.com/intl/en-ca/Pages/RestructuringCases.aspx?caseId=1016&fileGuid=5027e504-9e6f-4b50-90bf-2e5df954abfb

Statement of the Receiver - Sept 26th, 2014:

http://www.duffandphelps.com/intl/en-ca/Pages/RestructuringCases.aspx?caseId=1016&fileGuid=feba4a65-7520-4276-ae74-52b0e6418982

Lawsuit statement of claim - Filed Nov 12, 2014:

http://www.duffandphelps.com/intl/en-ca/Pages/RestructuringCases.aspx?caseId=1016&fileGuid=09585d5c-ba79-4647-8c9b-0b8d446c7642

Notice of lawsuit on Edgar:

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=10314586

10-Q Quarterly report on Edgar (Period ending Sept. 30):

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=10317673

I guess we will need to wait and see what John Simmonds has to say for himself, his actions, and what the future holds for ACSX shareholders. I would hold off doing anything with this potential "stinker" until a full accounting of the facts has been rendered, and the state of the union is better understood. Looks like RBC (through the court appointed receiver Duff & Phelps) has attached to (named in the lawsuit) virtually ALL of the ACSX empire (public and private). Hopefully Simmonds doesn't play the role of NERO here and does forthwith file a detailed notice of defense to this potential damning legal action.....violin music anyone!