Forget about the disclosure in the 10k for a minute ...
Who thought that the PR on Thursday was great? Who thought that, hey nice, we have a solid but small institunional holder of approx. 10% ... We are heading in the right direction, adding credibility, etc ... Right?
Who thought yesterday 8k was "the end of the world" ... Thinking that LLEN management were screwing shareholders all over the place with this PR on Thursday when the next day ... We were reading about what we all thought was a conventional lawsuit, etc.
Now, close your eyes, and breathe for a minute before doing the following actions;
1) go on Ironridge Global website and read about their LIFE program (read once, twice and even 3 times),
2) then, one need to investigate or speak with a representative of Ironridge to better understand the legal aspect concerning how they need to close those kinda deal (lawsuit, court settlements are what steps in the process?),
3) afterwards, after adding 1+ 2 together, ask yourself the following questions;
i) Is this simply a financing alternatives?
ii) Is this a real lawsuit and does it really fit the definition of a subsequent event?
And finally, we might all realize that a good night sleep is often the best thing ...
Also, we might all realize the timing of the news was probably the best timing ... In order not to over react!
I think the bottom line here is that they managed to knock $5 million off their liabilities in exchange for a couple million shares. I guess Ironbridge can do what they want, but historically they've never sold short, ever, and hold what they acquire, forever. It appears that they think they've acquired a couple million shares on the cheap and will hold it forever making them a tremendous profit down the road. That's how they operate, always have and always will, or at least that's how they've operated up until this point in time. All this talk of them shorting or buying puts would be the first time they've ever done it, if you're to believe their prospectus. The couple million shares is dilutive, but not to any great extent, and when you take into account their increased production, revenues and earnings, it's basically a blip. The other factor is that it may have been easier to do it this way because of currency considerations. They can't convert their cash on hand in China, plus they want to keep as much as possible for acquisitions. Shares are their international currency, so this is the best solution available. I'm not clear on the details of the lawsuit, the timing, etc., but this appears to be a recent event and they wanted to get it out of the way as quickly as possible as easily as possible. Creating a few more shares accomplished that. Might even be a scenario where Ironbridge would add to their holdings in the future. We shall see....
Hi, information below are from sec website. so after reading form ironridge website, then sec exemption from the sales of securities. It all makes sense now. To put it simple, LLEN did comply with the rules.
Section 3(a)(10)1 of the Securities Act2 is an exemption from Securities Act registration for offers and sales of securities in specified exchange transactions.3 Before the issuer can rely on the exemption, the following conditions must be met.4
The securities must be issued in exchange for securities, claims, or property interests; they can not be offered for cash.5
A court or authorized governmental entity6 must approve the fairness of the terms and conditions of the exchange.
The reviewing court or authorized governmental entity must:
find, before approving the transaction, that the terms and conditions of the exchange are fair to those to whom securities will be issued;7 and
be advised before the hearing that the issuer will rely on the Section 3(a)(10) exemption based on the court's or authorized governmental entity's approval of the transaction.
The court or authorized governmental entity must hold a hearing before approving the fairness of the terms and conditions of the transaction.
A governmental entity must be expressly authorized by law to hold the hearing, although it is not necessary that the law require the hearing.
The fairness hearing must be open to everyone to whom securities would be issued in the proposed exchange.
Adequate notice must be given to all those persons.
There cannot be any improper impediments to the appearance by those persons at the hearing.
White: You may have won the brass ring in all this...What crossed my mind was how quickly the 'lawsuit' was settled...Wasn't the filing on or around July 2? In an LA court?? Any contested lawsuit would take months if not years. I think what you are saying is, 'Isn't it possible that the court appearance was a formality as the final step in a process?' Am I reading you correctly? Sharpei
That's exactly what I was thinking. But for all of our sake's, and LLEN's , they need to address why they were in a court in the first place.....even if to say that it was just part of the procedure