Copy and paste CACE-18-000934 into the Case Number field.
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Click on the CACE-18-000934 hyperlink on that page.
Click on the 1/12/2018 complaint document icon (25 pages).
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Makes for fun reading. ;-)
I particularly laughed at this part:
Besides being funny it makes it pretty clear that TCA didn't even need IHSI to close the acquisition of Cresent.
And if TCA didn't even need IHSI's signature to close the acquisition, how can one reasonably believe IHSI has any claim to Cresent?
Hint- y'can't.
There's lots of other stuff in there that shows not even IHSI believes it has a claim to Cresent.
They (Devon, et al) were foolish enough to sign the closing document based on an email that assured Devon he had nothing to worry about regarding the credit line.
Silly rabbit. Read what you're signing. Never rely on assurances outside a contract.
There's lots more (Kirkland's involvement is suspicious, mis-spelling's may be intentional, etc.), but I've already spent too much time on this nonsense.
Although I enjoyed reading their claims... funny stuff!
Bottom line. They have no claim, nay, they don't even MAKE any claim that they are entitled to ownership of Cresent.
They claim they were misled, and TCA committed fraud, etc:
So let's put that puppy to bed- that IHSI has any claim to ownership or even control of Cresent, for what that company might even be worth (or not).
Lots more detail in the case, but read it yourself, and draw your own conclusions.
My opinion, IHSI stupidly signed a contract (specifically for the LOC) whose terms they later realized were onerous, plus they didn't even get any control over Cresent.
There's no court cure for stupid.
Hope this helps those invested here, both financially and (it seems), emotionally.
Agree, wholeheartedly with this: "on paper" is all that matters in the world of contract law.... within the four corners of the contract and all... " (*SEE NOTE BELOW).
But not completely with this: "I believe you meant it the other way around, i.e., "TCA "on paper" owns the controlling rights to Cresent."
By one paper, (and we have had this conversation before...it's way to early to dig up the old posts), however, by "on paper," specifically, Dewey Gabriel isn't reporting to TCA's leadership. Devon and Phil are still calling the shots, and as I've said before, leading the company both tactically and strategically.
That assessment is further backed up, by IHSI's attorney's statement in this past week's 8-K filing, "The Registrant [IHSI] believes it owns and controls Cresent but in light of litigation and lack of cooperation from TCA on related issues, the Registrant ability to complete financial statement audits and consolidations for accounting purposes is stymied."
RE: "But wouldn't it be more helpful to just review the whole court case, i.e., IHSI's claim against TCA?" I see no further reason to rehash this court case again, and again, and again...
*NOTE:
I have my own beliefs, based on the actions by TCA (or in this case, their non-actions), and the very fact they are outwardly avoiding this case, from the outset, trying to stall for time. Why? Through all my research on TCA's background, who and what they are involved in, as well as they treatment of prior clientele, and the somewhat shady way they do business (as expressed in the case involving both them and IHSI).
In a nutshell, TCA owns and operates a hedge fund, that focuses on short-term lending to companies in need of cash. In many similar cases, TCA has leant these other OTC companies the same $500K upfront, with a LOC of $5M and THEY ALL seem to end up in court. It's been awhile since I googled and thumbed through the list of companies, but there's a handful of similar cases.
My feeling is, TCA has put themselves in a pickle by avoiding the court, avoiding law enforcement, as well as putting IHSI in jeapordy and creating damages to IHSI by not fulfilling their end of the $5M credit line.
The above statement takes me back to the court case, and IMO...this is how I believe it will play out. IHSI will regain full control of Cresent. The $500K owed to TCA will either be repaid by IHSI, waived in fines and damages caused to IHSI or IHSI receives a settlement above the $500K.
So why would TCA stall for time? Let's peel back the onion, and think about it. As I said, this LOC is tied to "the performance" of a hedge fund. 2018 is almost over. TCA's stalling allows them to claim Cresent's revenue, making the performance of their fund significantly better than without it. If they were to face the lawsuit today, there's a very good chance TCA would lose, based on all their shenanigans. So why not hide out, ride it out, and play the fool after the new CY 19, report profits for 2018, then take the losses in 2019, when the market is in free-fall, along with most other hedge funds, ETFs, etc.? That's why I believe TCA is stalling, ducking and covering, and running in silent mode, and why I believe they'll resurface in 2019, to resolve this and put it behind them. So after all is said and done, TCA will have to do a restatement of their financials for 2018, but by then, their clients will gloss over, as the markets will likely already be "in the red" and IHSI will do a restatement of their financials and "reclaim" the revenue for 2017 and 2018 for Cresent. Just my 2 cents. The most logical assessment on why a supposed professional organization like TCA would purposely hide from legal action AND tying this together with how hedge funds and the market work in concert with.
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