Replies to post #263701 on NeoMedia Technologies, Inc (NEOM)

[AlfonszyD]

Rainmaker: this question as to the possibility of the Doc having a behind the door deal in the works with either YA or NEOM is highly unlikely, given it would open him up to an SEC violation and a very very winnable lawsuit from NEOM shareholders. I posted this a few days ago, this is only one example...but it's actual case law and there is clearly a judges interpretation of 13d filing requirements. Because of his original filing of ownership, he could not be working with either party at this point, unless he first files an amended 13d. The court clearly ruled that as soon as your "intent" changes you must file...not after you've had negotiating and a plan in place. Doesn't mean he can't refile and won't....but at this point not likely.

I'm sure his counsel would make him aware of this. Can't see the Doc who is trying to change healthcare and will at some point need the go ahead from the govt, leaving himself open to such a blatant securities law violation...those congressman LOVE being on TV, particulary to drag a billionaire in for a hearing. All this risk of conspiring to save a few million...when his plan is about billions or trillions of dollars. Not worth it.



"My understanding based upon past litigation of 13d filing disputes is he is allowed to file the original as "investment purpose only". But then would be required to file an amended 13d if his intent changes(ie takeover).

A Deleware court ruled in 2010 that if the original 13d filing isn't amended, then it is a violation if it is for the purpose of a takeover, but you are allowed to change original intent. Just has to be reported. So let's hope for not only an amendment with higher % ownership but also change of intent.

"The Vice Chancellor's position is consistent both with Regulation 13D and the SEC's long-held guidance that even where a Schedule 13D catalogues a long list of potential options in Item 4, the purpose section, the filing must be amended to disclose accurately once an intention changes[color=red][/color]"

Delaware Court Holds Misleading Schedule 13D
May Give Rise to Damages Claim Under State Law

http://www.davispolk.com/files/Publication/759b3338-b3bd-42cd-bad5-5d414f223950/Presentation/PublicationAttachment/03905a88-b24a-47cc-a48f-6092ae0e7f6b/011310_delaware.html";

[hub2011]

From what I have seen from previous discussion. YA own`s the patents as collateral for the loans they issued to NEOM. However, as part of their ongoing business, NEOM can license that patents, but not sell them as they are pledged to YA due to the debt. Best way (cheapest) for the Dr to get the patents, is buy the NEOM debt from YA, as NEOM will not have enough cash from operations to pay off the July maturity.

[Sunnybank]

If the Doc want to do us and the world a true service, he should wipe out the YA debt and YA Global Investments. They're scum, IMO. Bad DD on my part... I found this out after I bought in. No knock on $NEOM. It's dilution that YA creates that is the concern. They are the lowest of the low as PIPE funds go. JMO.