NeoMedia Technologies, Inc (NEOM)

[clawmann]

Jonsie:

Item 1.01 of Reg S-K requires disclosure of material definitive agreements entered into by a company not
in the ordinary course of business, including business combination agreements and other agreements that relate to extraordinary corporate transactions.

Therefore, it is arguable that item 1.01 does not require the specific disclosure of a licensing agreement between Neomedia (as licensor) and a licensee, as any such agreement could be characterized as an agreement entered into in the ordinary course of Neom's business (given that a principal objective of its business is now the licensing of its IP).

Note: the fact that an agreement is "material" does not mean that it must be disclosed if that agreement was made in the ordinary course of business.

My point is this: no firm conclusion about the existence or non-existence of a licensing agreemet can be drawn simply from the absence of a specific disclosure of a licensing agreement in the SEC filings. Therefore, if no such agreemeent is disclosed, I would look at the financials for evidence of licensing revenues.