The details for the buyout of Chem RX [OTC CHRXQ] by PharMercia [NYSE PMC] could be released at closing bell today!
Two nice buys at the ask sent this stock back up 180% to .07 on very low volume.
Their are four major questions on everyone's mind today;
1. How much of the debt that Chem RX has is PharMercia going to assume?
2. How much Free Cash, after the debt will their be?
3. Will this money be used to pay back the shares?
4. What happens to the common shares?
Chem Rx Corporation signs "Stalking Horse' Agreement
SEE DD and Articles here!
Thursday, November 4, 2010
BizAuctions, Inc. Experiencing Strong Sales
Press Release Source: BizAuctions, Inc. On Thursday November 4, 2010, 7:30 am EDT
SAN DIEGO, Nov. 4, 2010 /PRNewswire/ -- BizAuctions, Inc. (Pink Sheets:BZCN.pk - News), a prime provider of commercial eBay and Amazon liquidation services for excess inventories, overstocks, and returns, announced today that October sales for the Outlet Store have increased significantly over September. Delmar Janovec, BizAuctions' CEO, comments, "Our Outlet-Retail store continues to make great progress with October sales of approximately $37,212.00. This was an increase of approximately $11,252 or 43% over September sales for the Outlet Store, and a number that we are pleased with since the Outlet Store only opened in mid-August of this year. BizAuctions customers base is continuing to grow rapidly due to the assortment of name brand merchandise that we offer in clothing, household items such as refrigerators, washers and dryers, vacuums, rug shampooers, coffee pots, linens and bedding items, and name brand electronics such as Sony, Toshiba, Panasonic, Vizio, Sharp, and Samsung - all at prices significantly below retail. Our customers appreciate the variety of merchandise available, whether it is brand new or slightly used that is still in new-like condition, and at affordable prices. With the progress we have experienced since the opening of the Outlet-Retail store, and the approaching Holiday season, the months of November and December should see significant gains in sales." (For photos of our current Outlet Store, please view the attached link at, http://www.bizauctions.com/outlet/ )
"BizAuctions opened its 1st retail store on May 29, 2009 in the Chula Vista Center in Chula Vista, CA, next to Macy's, an anchor store, and PacSun retail stores, under the name of "Lucky 7's" in order to sell its name brand higher-end clothing such as Polo, Ralph Loren, Buffalo and Lucky jeans, Ed Hardy shirts, PING sports apparel, and other name brands that bring higher retail prices at Lucky 7's versus its customary eBay and Amazon business platforms, noted CEO, Janovec."
BizAuctions' clients have included some of the Nation's leading retail names at the forefront of their industries. With a long-term strategy to provide eBay liquidation services to Fortune 1000 enterprises, BizAuctions is a clear and lucrative solution for most any business to liquidate excess inventory on eBay and Amazon platforms.
More information is available at www.BizAuctions.com. Investors and media can receive a free investor kit for BizAuctions, Inc. by contacting Investor Relations at investors@BizAuctions.com or (800) 961-3275 begin_of_the_skype_highlighting (800) 961-3275 end_of_the_skype_highlighting. A virtual tour of BizAuctions' facilities and flash video presentation can be viewed at http://www.bizauctions.com/
ABOUT BIZAUCTIONS – ADDRESSING THE $60 BILLION PROBLEM
BizAuctions, Inc. (Pink Sheets:BZCN.pk - News) is a prime provider of eBay and Amazon commercial liquidation services for excess inventory, overstock items, and returns. Our clients have included some of the Nation's leading retail names at the forefront of their industries.
BizAuctions addresses the $60 billion excess inventory problem for clients by sending trucks to pick up pallets of excess inventory, selling the inventory on eBay and Amazon, and collecting payment.
We provide our clients with a new sales channel to generate additional revenue on excess inventory, while at the same time freeing up their valuable storage and retail space.
With a long-term strategy to provide eBay and Amazon liquidation services to Fortune 1000 enterprises, BizAuctions is a clear and lucrative solution for most any business to liquidate its excess inventory.
The Company encourages the public to read the above information in conjunction with its year-end statement for December 31, 2009, and the quarterly statements filed in calendar year 2010, and 2009, at www.PinkSheets.com.
The information contained in this press release may include forward-looking statements. Forward-looking statements usually contain the words "may," "could," "possibly," "feel," "estimate," "anticipate," "believe," "expect," or similar expressions that involve risks and uncertainties. These risks and uncertainties include the Company's uncertain profitability, need for significant capital, uncertainty concerning market acceptance of its services, competition, limited service facilities, dependence on technological developments and protection of its intellectual property. The Company's actual results could differ materially from those discussed herein.
PharMerica Corporation Earnings Conference Call (Q3 2010)
PharMerica Corporation operates as an institutional pharmacy services company in the United States. It offers services to healthcare facilities and provides management pharmacy services to hospitals. The company purchases, repackages, and dispenses prescription and non-prescription pharmaceuticals in accordance with physician orders and delivers such medication to healthcare facilities for administration to individual patients and residents. PharMerica Corporation also provides pharmacy products and services to residents and patients in skilled nursing facilities, assisted living facilities, hospitals, and other long-term alternative care settings. In addition, it offers consultant pharmacist services for customers to comply with the federal and state regulations applicable to nursing homes. Further, the company offers various ancillary services, such as infusion therapy products and services; and hospital pharmacy management services, including hospital pharmacy operations, regulatory and financial management services, and clinical pharmacy programs to various hospitals. As of December 31, 2009, it operated 98 institutional pharmacies in 41 states and provided pharmacy management services to 86 hospitals. The company is headquartered in Louisville, Kentucky. PharMerica Corporation (NYSE: PMC) operates independently of Kindred Healthcare Inc. and Amerisourcebergen Corp. as of August 1, 2007.
Thursday, October 21, 2010
Shareholder Alleges Collusion in Blockbuster Bankruptcy
A Blockbuster shareholder has filed a complaint with the court handling Blockbuster Inc.’s bankruptcy alleging CEO Jim Keyes and investor Carl Icahn conspired prior to the filing to manipulate the outcome and enrich key stakeholders.
Dallas-based Blockbuster filed a pre-packaged Chapter 11 filing Sept. 23, citing debts exceeding $1.4 billion.
Shareholder Jasbir Sandhu Oct. 12 filed the complaint with U.S. Bankruptcy Court in the Southern District of New York, claiming Keyes and Icahn worked together to thwart recapitalization efforts and increase Icahn’s return on investment by dragging the price of the bond (debt) lower.
Icahn, who once held a board seat and over time quietly divested his ownership stake in Blockbuster prior to the filing, successfully converted his remaining shares into bonds. He is considered to have played a key role in pushing through major tenants of the filing.
Sandhu, who claims to have more than 200 signed petitions in support of the complaint, alleges Keyes purposely kept Blockbuster Express kiosks operations, Blockbuster Canada and other foreign assets from the bankruptcy in order to lower the company’s portfolio value. The investor said shareholder equity should have included all Blockbuster properties.
“Selling a few international assets would have avoided Chapter 11, but Keyes followed the path that was more favorable to Carl Icahn,” Sandhu wrote in the complaint.
He is calling for a formal inquiry by the Securities and Exchange Commission.
The complaint, though separate, is based on similar concerns raised by a group called Blockbustershareholders.com, which claims 26% of the company’s common shareholders and has vowed legal action against the Blockbuster, according to Sandhu.
“Our objective is to get full disclosure from Blockbuster about the recapitalization efforts and Carl Icahn's influence,” Sandhu wrote in an e-mail.
He supports his claims in part by referencing an interview Keyes did with TheWrap.com, in which Keyes called Icahn a “good friend,” and said the maverick investor could be “even more helpful on the outside [of Blockbuster].”
Sandhu believes the repercussions individuals face filing bankruptcy (flagged credit rating) should also apply to corporations that file for Chapter 11. He said it is too easy for debt-laden companies to file for bankruptcy and wipe the slate clean, with little impact on key executives.
“I do not see Keyes moving out of Blockbuster,” Sandhu said, alluding to media reports the CEO would leave the company when it emerges from bankruptcy. “Worst-case scenario: I see a damage control initiative by Blockbuster [that] would … move Keyes to another Icahn influenced company.”
Analyst Michael Pachter with Wedbush Securities in Los Angeles, who has covered Blockbuster for years, said Sandhu’s allegations are without merit.
“It’s sour grapes,” Pachter said. “Neither of them is a bad guy. It’s a lame allegation.”
Dallas-based Blockbuster filed a pre-packaged Chapter 11 filing Sept. 23, citing debts exceeding $1.4 billion.
Shareholder Jasbir Sandhu Oct. 12 filed the complaint with U.S. Bankruptcy Court in the Southern District of New York, claiming Keyes and Icahn worked together to thwart recapitalization efforts and increase Icahn’s return on investment by dragging the price of the bond (debt) lower.
Icahn, who once held a board seat and over time quietly divested his ownership stake in Blockbuster prior to the filing, successfully converted his remaining shares into bonds. He is considered to have played a key role in pushing through major tenants of the filing.
Sandhu, who claims to have more than 200 signed petitions in support of the complaint, alleges Keyes purposely kept Blockbuster Express kiosks operations, Blockbuster Canada and other foreign assets from the bankruptcy in order to lower the company’s portfolio value. The investor said shareholder equity should have included all Blockbuster properties.
“Selling a few international assets would have avoided Chapter 11, but Keyes followed the path that was more favorable to Carl Icahn,” Sandhu wrote in the complaint.
He is calling for a formal inquiry by the Securities and Exchange Commission.
The complaint, though separate, is based on similar concerns raised by a group called Blockbustershareholders.com, which claims 26% of the company’s common shareholders and has vowed legal action against the Blockbuster, according to Sandhu.
“Our objective is to get full disclosure from Blockbuster about the recapitalization efforts and Carl Icahn's influence,” Sandhu wrote in an e-mail.
He supports his claims in part by referencing an interview Keyes did with TheWrap.com, in which Keyes called Icahn a “good friend,” and said the maverick investor could be “even more helpful on the outside [of Blockbuster].”
Sandhu believes the repercussions individuals face filing bankruptcy (flagged credit rating) should also apply to corporations that file for Chapter 11. He said it is too easy for debt-laden companies to file for bankruptcy and wipe the slate clean, with little impact on key executives.
“I do not see Keyes moving out of Blockbuster,” Sandhu said, alluding to media reports the CEO would leave the company when it emerges from bankruptcy. “Worst-case scenario: I see a damage control initiative by Blockbuster [that] would … move Keyes to another Icahn influenced company.”
Analyst Michael Pachter with Wedbush Securities in Los Angeles, who has covered Blockbuster for years, said Sandhu’s allegations are without merit.
“It’s sour grapes,” Pachter said. “Neither of them is a bad guy. It’s a lame allegation.”
Blockbuster Seeks Funds for CEO Search
Blockbuster Inc. has asked a bankruptcy court to approve funding to retain an executive search firm for the hiring of a new CEO, according to a filing.
The move would appear to underscore efforts by Blockbuster’s senior debt holders to replace Jim Keyes, who has been CEO of the venerable packaged media rental brand since 2007.
Keyes previously was CEO of 7-Eleven.
Dallas-based Blockbuster, in the Oct. 19 filing with United States Bankruptcy Court for the Southern District of New York, formally requested $400,000 as a one-time fee for services of Korn/Ferry International.
According to the filing, a perspective CEO candidate would have to receive approval of senior lenders, with the final hiring decision made by a “supermajority of sponsoring note holders,” which includes former board member Carl Icahn.
Blockbuster filed a pre-packaged Chapter 11 bankruptcy filing Sept. 23, listing more than $1.4 billion in liabilities.
The court will hold a session on the funding request Nov. 10.
The move would appear to underscore efforts by Blockbuster’s senior debt holders to replace Jim Keyes, who has been CEO of the venerable packaged media rental brand since 2007.
Keyes previously was CEO of 7-Eleven.
Dallas-based Blockbuster, in the Oct. 19 filing with United States Bankruptcy Court for the Southern District of New York, formally requested $400,000 as a one-time fee for services of Korn/Ferry International.
According to the filing, a perspective CEO candidate would have to receive approval of senior lenders, with the final hiring decision made by a “supermajority of sponsoring note holders,” which includes former board member Carl Icahn.
Blockbuster filed a pre-packaged Chapter 11 bankruptcy filing Sept. 23, listing more than $1.4 billion in liabilities.
The court will hold a session on the funding request Nov. 10.
Wednesday, October 20, 2010
Blockbuster Shareholders Make Fraud Claims
NEW YORK (TheStreet) -- Is there security fraud and manipulation in Blockbuster's( bankruptcy filing? Shareholders seem to think so. BLOAQ.PK)
Shareholder Jasbir Sandhu filed a complaint with the U.S. Bankruptcy Court in the Southern District of New York earlier in the month, claiming that CEO Jim Keyes and billionaire investor Carl Icahn worked together to stymie recapitalization efforts in order to increase the return on investment for Icahn and other stakeholders.
Icahn stepped down from the board of directors back in January, citing Institutional Shareholder Services guidelines regarding how many directorships he can hold. He also sold off nearly 80% of his stake in the company.
Days prior to Blockbuster's Chapter 11 filing, it was reported that Icahn purchased $100 million in the company's debt.
Sandhu, who is being backed up by 200 other shareholders who signed a petition, is claiming Keyes purposely kept Blockbuster Express kiosks operations, Blockbuster Canada and other international assets from the bankruptcy in order to downplay the company's portfolio value. The investor said shareholder equity should have included all Blockbuster properties.
"Jim Keyes continued to create a bankruptcy fear to support Icahn's plan," Sandhu wrote in the filing. "Carl Icahn, on the other hand, continued to reduce his shareholder position to drag the prices of the bond down. Jim Keyes and Carl Icahn may have already known the exact date and outcome of Chapter 11 filing."
Other allegations include Keyes and Icahn playing a role in failing the reverse split and class conversion measures that ultimately pushed Blockbuster's stock to be delisted from the New York Stock Exchange.
Sandhu cites an article from TheWrap.com, where Keyes was quoted as saying Icahn "remains a good friend" and "could be even more helpful on the outside."
Sandhu is calling for an SEC investigation.
28-Sep-2010 PMC SEC filed 8K agreement to buyout CHRXQ plus debt
28-Sep-2010
Entry into a Material Definitive Agreement, Financial Statements and Exhibits
Item 1.01. Entry into a Material Definitive Agreement. On September 26, 2010, PharMerica Corporation (the "Company"), entered into an Asset Purchase Agreement (the "Agreement") with Chem Rx Corporation and certain of its wholly-owned subsidiaries (collectively, the "Seller"), under which the Company has agreed to purchase substantially all of the assets and selected vendor contracts of the Seller (collectively the "Assets"), subject to the terms and conditions contained in the Agreement.
The Seller has filed voluntary petitions for Chapter 11 bankruptcy protection in the Delaware District of the United States Bankruptcy Court (the "Bankruptcy Court"). It is intended that the acquisition of the Assets would be accomplished through the sale, transfer, and assignment of the Assets by the Seller to the Company in a sale undertaken pursuant to Section 363 of the United States Bankruptcy Code (the "Bankruptcy Code"). The Company is seeking to be designated as the "stalking horse" in the bankruptcy proceedings. The acquisition is subject to the approval of the Bankruptcy Court and the Seller not receiving a higher offer from a third-party through a Court-approved auction process.
Under the terms of the Agreement, the Company has agreed, absent any higher or otherwise better bid, to acquire the Assets from the Seller for $70,600,000 in cash plus the assumption of specified liabilities related to the Assets. The Company has deposited $3,530,000 into escrow which will be credited to the purchase price on the completion of the acquisition of the Assets. If the Agreement is terminated, the deposit will be returned to the Company unless the Company defaults under the Agreement, in which event the deposit will be retained by the Seller without limitation of other remedies available to Seller under the Agreement. If the Bankruptcy Court approves the Agreement and the Agreement is later terminated for certain reasons, including because the Seller enters into a competing transaction, the Seller may be required to pay the Company a termination fee equal to $1,412,000.
The Agreement contains customary representations and warranties of the parties. The asset purchase transaction is expected to close during the fourth quarter of 2010, subject to a number of customary conditions, which, among others, include the entry of the Bidding Procedures Order and the Sale Order by the Bankruptcy Court, antitrust and other customary regulatory approvals, the performance by each party of its obligations under the Agreement, and the material accuracy of each party's representations.
The foregoing description of the Agreement is qualified in its entirety by reference to the full text of the Agreement, which will be filed as an exhibit to the Company's quarterly report on Form 10-Q for the quarter ending on September 30, 2010.
Item 9.01 Financial Statements and Exhibits. (d) Exhibits.
Exhibit No. Description
99.1 Press Release of the Company, dated September 27, 2010
Entry into a Material Definitive Agreement, Financial Statements and Exhibits
Item 1.01. Entry into a Material Definitive Agreement. On September 26, 2010, PharMerica Corporation (the "Company"), entered into an Asset Purchase Agreement (the "Agreement") with Chem Rx Corporation and certain of its wholly-owned subsidiaries (collectively, the "Seller"), under which the Company has agreed to purchase substantially all of the assets and selected vendor contracts of the Seller (collectively the "Assets"), subject to the terms and conditions contained in the Agreement.
The Seller has filed voluntary petitions for Chapter 11 bankruptcy protection in the Delaware District of the United States Bankruptcy Court (the "Bankruptcy Court"). It is intended that the acquisition of the Assets would be accomplished through the sale, transfer, and assignment of the Assets by the Seller to the Company in a sale undertaken pursuant to Section 363 of the United States Bankruptcy Code (the "Bankruptcy Code"). The Company is seeking to be designated as the "stalking horse" in the bankruptcy proceedings. The acquisition is subject to the approval of the Bankruptcy Court and the Seller not receiving a higher offer from a third-party through a Court-approved auction process.
Under the terms of the Agreement, the Company has agreed, absent any higher or otherwise better bid, to acquire the Assets from the Seller for $70,600,000 in cash plus the assumption of specified liabilities related to the Assets. The Company has deposited $3,530,000 into escrow which will be credited to the purchase price on the completion of the acquisition of the Assets. If the Agreement is terminated, the deposit will be returned to the Company unless the Company defaults under the Agreement, in which event the deposit will be retained by the Seller without limitation of other remedies available to Seller under the Agreement. If the Bankruptcy Court approves the Agreement and the Agreement is later terminated for certain reasons, including because the Seller enters into a competing transaction, the Seller may be required to pay the Company a termination fee equal to $1,412,000.
The Agreement contains customary representations and warranties of the parties. The asset purchase transaction is expected to close during the fourth quarter of 2010, subject to a number of customary conditions, which, among others, include the entry of the Bidding Procedures Order and the Sale Order by the Bankruptcy Court, antitrust and other customary regulatory approvals, the performance by each party of its obligations under the Agreement, and the material accuracy of each party's representations.
The foregoing description of the Agreement is qualified in its entirety by reference to the full text of the Agreement, which will be filed as an exhibit to the Company's quarterly report on Form 10-Q for the quarter ending on September 30, 2010.
Item 9.01 Financial Statements and Exhibits. (d) Exhibits.
Exhibit No. Description
99.1 Press Release of the Company, dated September 27, 2010
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