First Crown Research

In a competitive auction on October 30th between three bidders (including Radians) Brighton Best International came out on top scooping up Ironclad Performance Wear's assets for $25.25M.  As of the September MOR, Ironclad had 9.2M in total liabilities leaving equity shareholders substantially in the money, even factoring in future legal and wind down expenses.

Ironclad Performance Wear Corporation is a company that filed for bankruptcy on September 8th in the Central District of California, San Fernando Valley Division.  During this bankruptcy Ironclad will continue to its operations while pursuing a 363 sale for substantially all its assets. In order to carry on with its operations, Ironclad got DIP financing from Radians Wareham Holding Inc. which consists of an initial 1m to draw on followed by an additional 1m for purchases additional inventory. Concurrently along with the DIP financing, Radians also entered into a Stalking Horse Purchase Agreement in which Radians plans to purchase substantially all of Ironclad's assets for $20m, subject to a reduction to $15m and assumption of certain liabilities. According to CEO Geoff Greulich's First Day Declaration, the "purchaser will be paying a cash purchase price of either $15 million or $20 million depending upon the occurrence of an event which is sensitive and is the subject...

Nuverra Environmental Solutions, Inc. (Nuverra) provides environmental solutions to customers focused on the development and production of oil and natural gas from shale formations. The Company's environmental solutions include delivery, collection, treatment, recycling, disposal of water, wastewater, waste fluids, hydrocarbons, and restricted solids that are part of the drilling, completion, and production of shale oil and natural gas. Nuverra filed Chp 11 on May 1st with a pre-pack associated with its Restructuring Support Agreement between the Company and holders of 100% of the existing term loan debt, and approximately 86% of the Company's 2021 Notes (Supporting Noteholders).   Nuverra's prepetition debt structure consisted of a $24.6m ABL Facility (unimpaired), a $80m Term Loan, 2021 Noteholders, and 2018 Noteholders. Voting for the plan commenced on April 28th and ends May 26th with the Supporting Noteholders in favor of the plan. Holders of the 2018 also...

A lot has happened since I wrote about Paybox (OTC:PBOX) going private back in December. On March 1st they announced they terminated the larger of two agreements with IBM which accounted for about 35% of their revenue.  In response to this development, the stock price crashed from ~ $.55 to around $.30 and their CFO resigned. As of a recent filing they've also adjusted the terms of their proposed reverse stock split in order to reflect the termination of one of their IBM agreements.  Instead of the initial offer of cashing out holders of record with less than 1,000 shares for $.80, they are now cashing out holders with fewer than 200 shares at a price of $.40. Essentially there is no money to be made from buying 199 shares and cashing them out, however let's see where the stock price of the company goes now that everyone that was in it for the cash out realizes that they own way too many shares that aren't worth close to $.80. I have no position in the company, howeve...

I wrote this up Tuesday night and I don't recommend purchase of the shares now but I suppose it's still worth sharing. Walker Innovation Inc is a nano cap company that trades OTC. They just filed their 10-K and showed an increase in cash to $10.285m and an unrealized gain of $7.6m. The increase in cash was in relation to "exercise and sale of 3.75m shares associated with its warrant to acquire shares of the Upside Commerce Group, a new business travel service founded and launched by Jay Walker". The unrealized gain was in relation to the fair investment value of the remaining warrants in Upside. Here is an article on Upside:  Priceline Founder Raises 50m for New Travel Venture That's right, Jay Walker founded Priceline, so he is fairly competent in the travel space. Total Liabilities equaled roughly 991k and operating income was profitable at 405k for the quarter. Effective February 3rd, Jonathan Ellenthal has stepped down as CEO and is working full ...

Back on January 9th it was announced that Mylan was to purchase all of the assets of ProPhase Labs plus assumed liabilities subject to shareholder approval. Last night it was disclosed in the PRE 14A that the proceeds from the sale of the assets would be approximately $41.3 million.  This is AFTER a $2.1 million tax liability to the state and $2.2 million of transaction related costs including accounting and legal fees and expenses, and the repayment of the Secured Promissory Notes. In addition the company is keeping it's cash and accounts receivable which combined equal $4.2m. So we basically have $45.5m sitting in an "not quite" shell company that last traded for $31.97m. The CEO has stated he's against a special dividend because it's not prudent from for taxes which is good thinking from a capital management perspective.  In fact there may be a possibility of a tender offer (he went so far as to admit it's a possibility and he said he wouldn't...

Yet again we have another idea for the very small investor.  Lime Energy is doing a very similar thing as PBOX and cashing out its shareholders on record who hold less than either 300, 500, or 1,000 (depending on how the vote goes)  at a price of $2.49 . They're a little bit farther along in the process than PBOX is and have a date for the meeting, January 31st at 9:00am. The two main parties of this company are Bison Capital who own 30.1% of the outstanding shares and Mr. Capps who owns 29.7%, respectively.  They easily decide the vote AND they would vote for in favor of the reverse/forward split because the company saves $825k-1M by going private (ie not having to file reports with the SEC). The question is will they vote to cash out those who own less than 300, 500, or 1,000? According to the proxy as of December 20th there were about 900 shareholders of record. 467 stockholders held only a single share, and 650 stockholders held less than 10 shares. From a c...

Violin Memory filed their monthly operating report December 29th with updated actual and projected figures.  Here they are: Next hearing is January 17th at 10am with objections due by 1/10/17. Meeting of the creditors is also 1/17 at 2pm. Bonds last traded for .08 on the dollar