NeoMedia Technologies, Inc (NEOM)

[jonesieatl]

NEOM didn't 'turn' anything 'down' ...

... as that entire amended deal was structured the way YAGI wanted it to be structured. NEOM had no say in it, just like they haven't had any say in anything related to their finances ever since they let YAGI get their hooks in so deep.

"On April 6, 2009, the Company and the Buyer entered into an Amendment Agreement (the “Amendment”) whereby the SPA was amended in order to reduce the value of the third secured convertible Debenture (as discussed above) from $4,000,000 to $1,100,000"

Okay, the amount of money to fund the company was reduced by nearly 75%.

"and whereby such Third Closing (as defined in the Amendment) would be broken down into two (2) separate closings, the first to occur on April 6, 2009 pursuant to which the Buyer shall purchase a secured convertible Debenture in the principal amount of $550,000, and the second to occur on May 1, 2009 pursuant to which the Buyer shall have the option (in its sole discretion) to purchase a secured convertible Debenture in the principal amount of $550,000."

With everything being done at the BUYER'S discretion being the operative and overriding theme here. As always.

And what did NEOM get for shareholders? (yeah, those pesky shareholders, the bane of otcbb penny stock companies who wish they could somehow get a direct pipeline into the public's pockets without having to go to quite so much 'trouble' lol).

"Furthermore, the Amendment reduces the amount of funds that shall be deposited into escrow in accordance with the terms of the Amendment,"

Yeah well thank goodness, since the $4MM dropped to $1.1MM it stands to reason those management monies NEOM is always having to put into escrow from the proceeds of these loans should drop as well. Duh. Did they drop nearly 75%? LOL.

"modifies certain terms with respect to the reservation of shares and use of proceeds"

Hmmm, think maybe YAGI further cemented it's say-so as to the use of proceeds? Maybe, just maybe.

"and the Buyer waived any event of default that may have occurred as a result of any breach by the Company of those provisions relating to the reservation of shares and use of proceeds under the SPA."

Wow, so that's what NEOM 'got'? YAGI said no worries on defaults right now because we can't think of a better way to keep making money than to keep you a public company with buyers out there buying the shares we dump on their heads by the dump truck load. The only reason to default ya would be when we do get a buyer and we want to wipe out every shareholder besides ourselves. Say thank you for our waiver NEOM.

And what ELSE did the company give YAGI in return for YAGI cutting their funding by nearly 75%? Well, they at least TRIED to give YAGI carte blanche with regards to any sort of recourse NEOM might have had against YAGI for what are most likely numerous transgressions if not outright criminal acts. It remains to be seen whether NEOM management can really let YAGI off the hook for all of their shenanigans.

"Lastly, the Company provided to the Buyer a release from all causes of action, suits, debts claims and demands whatsoever known or unknown, at law, in equity or otherwise, which the Company ever had, now has or thereafter may have on or prior to April 6, 2009, and any claims for reasonable attorneys’ fees, penalties, liquidated damages, and indemnification for losses, liabilities and expenses, in consideration for the Buyer’s accommodations made in the Amendment."

So, wow, NEOManagement gave away what little was left of the farm in return for less money and YAGI saying we won't default you ... right now, anyway.

Negative or positive? Positive for YAGI, negative for everyone else except Iain and whoever else is left drawing a nice salary and whatever other perquisites they can siphon off.

Where in there does it say NEOM 'turned down' anything? Nowhere. It only says YAGI pulled the strings and NEOM danced like they always do before they sign on the dotted line with the pen YAGI hands them.

re: " longterm NEOM backers have a different view of life. Our investment in NEOM was worth one-tenth of one cent". Since you brought that up I think it's fair to say after reading thousands of posts from those 'backers' that they bought shares way higher than .001 and may have averaged down but it would be nearly impossible to say that many or even any somehow managed to get their cost basis down to nearly the lowest price NEOM traded at in the last few years. If some did that's great, but to say most 'longterm'ers managed that is quite a stretch. It conveniently leaves out all of those years of buying at higher, albeit ever-dropping, prices.

jonesie