Replies to post #115624 on DD Support Board and Research Team

[samsamsamiam]

SPCL/Pixel Holdings Inc/Pixelmags/Vert Capital

I received an email from Jon at Shutterstock - and he said:

"This new pixel holdings has nothing to do with me
Jon Oringer, Founder/CEO
Shutterstock."


also he cc'ed a rep and she said :

"Thank you for your email. The Pixel Holdings / PixelMags entities you reference are not affiliated with Jon or Shutterstock and we are addressing this directly with the involved parties. If you have any additional questions or concerns, please feel free to contact me directly."


I had wondered after the 8k filing addressing the outrageous claims of revenues on the internet if the numbers and deal with Shutterstock came from was IHUB alone.

But if you take a look at Vert Capital history of deals it might explain why they are taking this thing into a pinky delinquent stock. Seems fitting to me.

Sec filings show one attempt with s-1 that is up to 18 amendments now.
https://searchwww.sec.gov/EDGARFSClient/jsp/EDGAR_MainAccess.jsp?search_text=%22vert%20capital%22&isAdv=false

And if you look at their Crunchbase history none of the acquisitions look to be real winners.
They are also considered "turnover specialist" who buy distressed companies in hopes of flip them out.

And it is certainly noteworthy that both founders of Pixelmags and the President have left the company for other jobs. Certainly something that wouldn't be done if it were a future to the moon winner. More like they unloaded it to move onto better things.

https://www.crunchbase.com/organization/pixelmags
Overview
Update
Total Equity Funding
Undisclosed Amount in 1 Round from 1 Investor
Most Recent Funding
Venture on February 9, 2015 / Undisclosed Amount
Headquarters:
Los Angeles, California
Description:
PixelMags, a content distribution platform, offers digital magazines, newspapers and catalogs for the iPhone, iPad, Android and Blackberry.
Founders:
Mark Stubbs, Ryan Marquis
Categories:
Digital Media, Hardware, Software, News
Website:
http://www.pixel-mags.com

----
Ryan Marquis - co-founder of Pixelmag - now at Plastc
https://www.crunchbase.com/person/ryan-marquis

Mark Stubbs - co-founder of Pixelmag - now at Plastc
https://www.crunchbase.com/person/mark-stubbs#/entity

Kim Haskell - past president of Pixelmags - now at Phelps
https://phelpsagency.com/newsroom/releases/15-10-21.aspx
======





https://www.crunchbase.com/person/adam-levin

https://www.crunchbase.com/organization/vert-capital#/entity
Tristen Lazareff
Vice President of Business Affairs

Adam Levin
Managing Director

Michael Pope
Managing Director



Investments (5)
Date
Invested In
Round
Partner(s)
Apr, 2015
Scriba
undisclosed amount / Venture
—
Feb, 2015
PixelMags
undisclosed amount / Venture
—
Dec, 2014
BigDoor
undisclosed amount / Venture
—
Oct, 2014
Hotelreservations.com
undisclosed amount / Venture
—
May, 2013
Logical Choice Technologies
$5M / Venture (Lead)

Here is a list of articles over the past few years that certainly tell a story of how unsuccessful they have been.

https://www.cnet.com/news/remember-bebo-yeah-thats-why-the-founder-is-killing-the-site/

Levin, who is based in Los Angeles, has invested in varied media and other businesses. Bebo, launched in 2005, was purchased by AOL for more than $850 million in 2008 in what later was described as “one of the worst deals ever made in the dotcom era.” AOL sold Bebo in 2010 to Levin’s Criterion Capital Partners for $10 million. Levin was quoted at the time as saying “the young, highly active user base, revenue history, presence in countries throughout the world and solid technical infrastructure make it an attractive media platform.” Under Levin’s management, the site suffered from technical difficulties and filed for bankruptcy. In May Levin sold it back to its founders for $1 million.

https://gigaom.com/2012/04/24/beboownersued/

https://gigaom.com/2012/10/12/the-strange-tale-of-bebo-ceo-adam-levins-secret-german-play/

http://www.wehoville.com/2013/11/12/adam-levin-investor-troubled-digital-businesses-emerges-possible-buyer-gay-frontiers-media/

http://mfeldstein.com/rsmart-to-asahi-to-scriba-what-is-happening-to-major-sakai-partner/

https://techcrunch.com/2014/08/19/no-more-words-from-tunewiki-as-vert-capital-pulls-the-plug-on-its-music-lyric-app/


the recent deals appear to be from VERT Capital but the past deals involve their other company Criterion Capital.

https://www.crunchbase.com/organization/criterion-capital-partners#/entity

Overview
Update
Investments
1 Investment in 1 Company
Exits
No Exits Found in Crunchbase
Headquarters:
San Francisco, California
Categories:
Financial Services, Finance, Venture Capital
Description:
Criterion Capital Partners is a merchant bank that invests capital and resources into micro and small cap businesses across the world.
Website:
http://www.criterioncp.com

Acquisitions (1)
Update
Date
Acquired
Amount
Jun 17, 2010
Bebo
Unknown


======
So no I don't think it is some rogue hijacking - merely a coincidence they chose the name Pixel Holding Inc in Delaware.
But what was unfortunate is IHUBBERS chose to post and sticky false claims about it being the same company as the one acquired by Shutterstock.

LOL at least their wasn't some "supervaluation" post associated with it!

Given the tone in the 8K - I certainly would think whoever put out the false claim should remove it immediately. along with the other outrageous claims of revenue.



https://www.sec.gov/Archives/edgar/data/1411730/000149315216015595/form8-k.htm

Item 8.01 Other Events
 
The Company is currently delinquent in its filings under the Securities Exchange Act of 1934, and, to date, has been unable to file unaudited financial statements of the Company or its Pixel subsidiary in 2016. The Company’s management in working with outside auditors to audit the financial statements of Pixel for 2014 and 2015 and intends to file Form 10-Q Quarterly Reports for the Company and its Pixel subsidiary as soon as is practicable.
 
The Company also notes that there have been recent publications and other postings on the Internet by third parties alleging that Pixel has significant revenues, with figures as much as over $70 million mentioned. Such publication also speculates that the value of Solaris’ common stock could be significantly greater than its current trading price.
 
None of these postings or publications have been authorized or approved by the Company, any member of its current or prior management or any representative of the Company. In fact, the speculated revenues of Pixel are materially misleading and are significantly in excess of current levels of sales revenues. Investors are urged to ignore any such reports, publications or postings and should rely only upon public reports filed by the Company with the SEC under the Securities Exchange Act of 1934.

[shajandr]

"If Pixel was registered in Delaware in 2015, why does the recent 8-K mention audited fins for 2014 and 2015?"

One possibility is that many corporations being their existence incorporated in other states and when they tee up for an IPO or merger into a public entity, they reincorporate in Delaware. Butt this is mostly for legit companies.

So the 2014 audit may be from Pizel's corporate existence in another state before reincorporation in DE. It's pretty common.

[Catalyst_5474]

PixelMags was formed in 2009. Pixel Holdings was formed in 2015. I believe Pixel Holdings was used to absorb PixelMags.