This document is a motion filed with the United States Bankruptcy Court for the Southern District of New York by Atari, Inc. and its affiliates seeking authorization to pay certain prepetition claims of critical vendors, including game developers and one game licensor, that are essential to the debtors' ongoing operations. Specifically, the debtors request authority to pay $233,300 in claims owed to four foreign or small game development companies for work on games that are major revenue sources, as well as to maintain an important licensing agreement for the RollerCoaster Tycoon franchise. The motion argues that nonpayment of these claims could cause irreparable harm to the debtors' business operations and value.
Review of the global game market 2011 and forecast of 2012Jack Lee
The document reviews the global online game market in 2011 and forecasts changes in 2012 for the Korean market. It discusses the size and growth of the global market in 2011, with gaming software sales reaching $74 billion, up 10.4% from 2010. It also reviews key regional markets like the US, China, and Korea, noting that mobile gaming will become more important globally by 2015. Finally, it forecasts changes expected in the Korean online game market in 2012.
Activision Blizzard is the largest video game publisher and developer. It was formed in 2008 by the merger of Activision and Blizzard. In 2013, Activision accounted for 67% of revenue and Blizzard 26%. Activision focuses on console and mobile games like Call of Duty and Skylanders, while Blizzard focuses on online PC games like World of Warcraft, StarCraft, and Diablo. The company has a dominant position in the industry but also carries significant debt from its buyout from Vivendi.
The seed round deck of New Legends Studios, a gaming startup.
This includes slides from the reading deck as well as the extra slides part for the presentation deck we used during Q3/Q4 2014. Hopefully, this will help someone out there. If you want the PowerPoint version just ping me on twitter (@civaxo).
You can read the related post over here: http://civax.net/2015/06/new-legends-seed-deck/
This document is Micron Technology's Form 10-Q filing for the quarterly period ended December 2, 1999. It includes Micron's consolidated balance sheets, statements of operations, statements of cash flows, and notes to the financial statements. For the quarter, Micron reported net sales of $1.58 billion, net income of $341.3 million, and earnings per share of $1.27. Cash and equivalents increased to $441.6 million from $294.6 million at the end of the previous quarter.
This document is Micron Technology Inc.'s Form 10-Q filing for the quarterly period ended June 1, 2000. It includes Micron's consolidated balance sheets, statements of operations, cash flows, and notes to the financial statements. The filing shows that for the quarter ended June 1, 2000, Micron's net sales were $1.789 billion and net income was $274.9 million. For the nine months ended June 1, 2000, net sales were $4.766 billion and net income was $777.5 million. The balance sheet indicates total assets of $8.211 billion as of June 1, 2000, including $383.2 million of cash and equivalents.
This document is Lincoln National Corporation's Form 10-K annual report filed with the SEC for the fiscal year ending December 31, 2001. It provides an overview of Lincoln National's business operations and financial results. Specifically, it summarizes that Lincoln National operates in four business segments: annuities, life insurance, investment management, and Lincoln UK. It also discusses acquisitions and divestitures including the sale of its reinsurance business to Swiss Re in 2001. The report includes consolidated financial statements and notes as required for the company's annual SEC filing.
York County, Virginia General District Court Filing Traffic CourtChuck Thompson
http://www.gloucestercounty-va.com Posted for a story posted on the linked website dated April 22nd, 2015. Shows how the court ignored the rules of the court and railroaded a person who was fraudulently charged in our opinion.
This document is a complaint filed by the Securities and Exchange Commission (SEC) against John McAfee and Jimmy Watson alleging securities law violations related to their promotion of initial coin offerings (ICOs) on Twitter. Specifically, the SEC alleges that from 2017-2018:
1) McAfee promoted at least seven ICOs on Twitter without disclosing that he was paid over $23 million by the issuers to do so. When asked, he lied about being paid for the promotions.
2) McAfee falsely claimed to be an investor in and advisor to some of the ICO projects, when in reality his tweets were paid promotions disguised as impartial advice.
3) After his paid promotions
Review of the global game market 2011 and forecast of 2012Jack Lee
The document reviews the global online game market in 2011 and forecasts changes in 2012 for the Korean market. It discusses the size and growth of the global market in 2011, with gaming software sales reaching $74 billion, up 10.4% from 2010. It also reviews key regional markets like the US, China, and Korea, noting that mobile gaming will become more important globally by 2015. Finally, it forecasts changes expected in the Korean online game market in 2012.
Activision Blizzard is the largest video game publisher and developer. It was formed in 2008 by the merger of Activision and Blizzard. In 2013, Activision accounted for 67% of revenue and Blizzard 26%. Activision focuses on console and mobile games like Call of Duty and Skylanders, while Blizzard focuses on online PC games like World of Warcraft, StarCraft, and Diablo. The company has a dominant position in the industry but also carries significant debt from its buyout from Vivendi.
The seed round deck of New Legends Studios, a gaming startup.
This includes slides from the reading deck as well as the extra slides part for the presentation deck we used during Q3/Q4 2014. Hopefully, this will help someone out there. If you want the PowerPoint version just ping me on twitter (@civaxo).
You can read the related post over here: http://civax.net/2015/06/new-legends-seed-deck/
This document is Micron Technology's Form 10-Q filing for the quarterly period ended December 2, 1999. It includes Micron's consolidated balance sheets, statements of operations, statements of cash flows, and notes to the financial statements. For the quarter, Micron reported net sales of $1.58 billion, net income of $341.3 million, and earnings per share of $1.27. Cash and equivalents increased to $441.6 million from $294.6 million at the end of the previous quarter.
This document is Micron Technology Inc.'s Form 10-Q filing for the quarterly period ended June 1, 2000. It includes Micron's consolidated balance sheets, statements of operations, cash flows, and notes to the financial statements. The filing shows that for the quarter ended June 1, 2000, Micron's net sales were $1.789 billion and net income was $274.9 million. For the nine months ended June 1, 2000, net sales were $4.766 billion and net income was $777.5 million. The balance sheet indicates total assets of $8.211 billion as of June 1, 2000, including $383.2 million of cash and equivalents.
This document is Lincoln National Corporation's Form 10-K annual report filed with the SEC for the fiscal year ending December 31, 2001. It provides an overview of Lincoln National's business operations and financial results. Specifically, it summarizes that Lincoln National operates in four business segments: annuities, life insurance, investment management, and Lincoln UK. It also discusses acquisitions and divestitures including the sale of its reinsurance business to Swiss Re in 2001. The report includes consolidated financial statements and notes as required for the company's annual SEC filing.
York County, Virginia General District Court Filing Traffic CourtChuck Thompson
http://www.gloucestercounty-va.com Posted for a story posted on the linked website dated April 22nd, 2015. Shows how the court ignored the rules of the court and railroaded a person who was fraudulently charged in our opinion.
This document is a complaint filed by the Securities and Exchange Commission (SEC) against John McAfee and Jimmy Watson alleging securities law violations related to their promotion of initial coin offerings (ICOs) on Twitter. Specifically, the SEC alleges that from 2017-2018:
1) McAfee promoted at least seven ICOs on Twitter without disclosing that he was paid over $23 million by the issuers to do so. When asked, he lied about being paid for the promotions.
2) McAfee falsely claimed to be an investor in and advisor to some of the ICO projects, when in reality his tweets were paid promotions disguised as impartial advice.
3) After his paid promotions
This document is an affidavit from Mark Weinsten in support of LodgeNet Interactive Corporation filing for Chapter 11 bankruptcy and the relief sought in various first day motions. It provides background on LodgeNet's financial difficulties and proposed restructuring, including a $60 million investment from Colony Capital in exchange for 100% ownership of reorganized LodgeNet under a prepackaged Chapter 11 plan that has already received creditor support. The affidavit also summarizes various motions seeking court approval of procedures to allow LodgeNet to continue operating in bankruptcy with minimal disruption.
Marvel Gaming LLC has proposed a $407.4 million casino resort in Sumner County. The proposal includes a 16-story hotel with 300 rooms and suites, a 75,000 square foot casino with 2,000 slots and 50 tables. Marvel would contribute $142.6 million in equity, representing 35% of the project cost. While the management team has experience in Las Vegas, they lack experience in Midwest gaming markets. The proposal relies on debt financing that exceeds industry norms, which could be risky given the current economic environment.
TicketCoin was established in 2019 to develop blockchain-based casino platforms. It has over 50 employees with experience in blockchain, gaming, and casinos. TicketCoin raised $25 million in an initial coin offering. It aims to address problems in the online gaming industry like doubts over fairness, lack of fast payouts, and high barriers to entry for new casinos. TicketCoin's platform uses blockchain technology to provide provably fair games, instant payouts from smart contracts, and lower costs for new casinos to launch without traditional licensing requirements.
This document is an amended plan of reorganization filed in the United States Bankruptcy Court for LodgeNet Interactive Corporation and its affiliates, who are debtors in Chapter 11 bankruptcy cases. The plan proposes reorganizing the debtors' capital structure and financial obligations under Chapter 11 of the Bankruptcy Code. It defines key terms used in the plan and establishes classes of claims and interests to determine how prepetition obligations will be treated under the plan.
Riot Blockchain, Inc. changed its name and business focus in October 2017 to become a strategic investor and operator in the blockchain ecosystem. A class action lawsuit was filed alleging that during this period, Riot lacked a meaningful business plan for its cryptocurrency business and misled investors by capitalizing on public interest in cryptocurrencies to artificially inflate its stock price. When a report revealed Riot had minimal cryptocurrency investments and numerous issues in its SEC filings, Riot's stock price dropped significantly, damaging investors.
Chorus One provides infrastructure services for Proof-of-Stake networks. We enable token holders to securely earn interest on their cryptoassets and to shape the evolution of the decentralized networks they are invested in.
This report is the by-product of an in-depth analysis that Chorus One carried out in the process of evaluating whether to run a validator node on the Loom Network. This process included interviews with key team members and research on all publicly available information on the Loom Network. It covers important aspects such as the Loom Network's value proposition, technology, strategy, token economics, and potential risk factors. The report dives deep into the opportunity of crypto and gaming, which is Loom's focus market. The goal of this report is to provide the reader with an encompassing view of the Loom Network, how Loom fits into the gaming and blockchain ecosystem, and the staking opportunity associated with the LOOM token.
mckesson Annual Report as Filed on Form 10-K - 680K 2000finance2
This document is McKesson HBOC's annual report on Form 10-K filed with the SEC for the fiscal year ended March 31, 2000. It provides information on McKesson HBOC's business operations, acquisitions, dispositions, legal proceedings, executive officers, financial data, and other disclosures required by the SEC. Specifically, in recent years McKesson HBOC has focused on its core healthcare businesses through strategic acquisitions in supply chain management, healthcare information technology, and e-health, while divesting its non-healthcare operations.
Here are the key points from the attorneys' discussion:
- Biscotti owns a patent covering video-calling solutions that it alleges Microsoft's Xbox One infringes.
- Microsoft filed multiple petitions for inter partes review with the Patent Trial and Appeal Board seeking to invalidate many of Biscotti's patent claims.
- The PTAB has now ruled in three separate decisions that Microsoft failed to prove any of Biscotti's patent claims were invalid. This is significant because the statistics show that in the vast majority of IPR cases, some patent claims are invalidated.
- By losing the IPR proceedings, Microsoft is now precluded from raising invalidity arguments in the district court case that it raised or could have
Roger Woods and Joy Clemente jocelyn woods AZonedivinemind
Roger Woods and Joy Clemente jocelyn woods jocelyn clemente jocelyn deal cruz urban crib design llc lio cåollection llc charnel dela cruz etc are con artists. they prey on people by creating false hope about creating large amounts of capital to fund and "fix credit" and by taking money from you and off of your credit cards.
Using an old fashioned bank Scam, They have successfully stolen numerous dollars from people, with no current capability to repay by claiming that they can fix other peoples credit and then raise more money into their names eventually investing the money in a variety of vague and risky investments.
The document proposes a new gaming console called Project X that includes a built-in projector for portable gaming. It would bring a new level of mobility to gaming. The summary outlines key specs of the proposed console, including its CPU, graphics capabilities, memory, storage and input/output ports. It also discusses common challenges faced by the video game industry, such as meeting public company growth demands with two year development cycles for new games. It proposes a marketing and launch strategy for Project X that includes market research, developing a project plan, establishing manufacturing and distribution, and implementing marketing programs.
This document is a business plan for Binion's Horseshoe Hotel & Casino to launch an online casino and poker room. It outlines objectives to establish a full-service internet casino, enhance the existing land-based operations, provide investment returns, and generate increasing annual revenues and profits. The plan details the management team, marketing strategy, and keys to success as building trust and providing excellent customer service. The overall goal is to position Binion's to go public or be acquired as the online gambling industry continues to rapidly grow.
This document is a class action complaint filed against Dynamic Ledger Solutions, Inc., Tezos Stiftung, Kathleen Breitman, and Arthur Breitman for violating federal securities laws by conducting an unregistered securities offering of Tezos tokens. The complaint alleges that the defendants raised over $232 million worth of bitcoin and ethereum from investors in 2017 without registering the offering with the SEC, and that the contributed funds have since increased in value to over $600 million. The plaintiffs seek rescission of the transactions and recovery of their investments plus appreciation in value.
This document is Netflix's annual report (Form 10-K) for the fiscal year ending December 31, 2009. It includes information on Netflix's business operations, financial results, risk factors, leadership, auditor information, and other legally required disclosures. Specifically, in 2009 Netflix added over 2.8 million new subscribers, saw revenue increase 22% to $1.7 billion and net income increase 40% to $115.9 million, and continued expanding its streaming offerings and device partnerships. The report provides an overview of Netflix's business and disclosures on its financial performance and risk factors.
Owens & Minor Inc. is the leading distributor of medical and surgical supplies in the US. It distributes over 130,000 products from nearly 1,000 suppliers to around 4,000 customers, primarily hospitals. It generates over 95% of its revenue from distribution. In addition to distribution, it provides inventory management, consulting, and outsourcing services to help customers reduce costs and improve efficiency. Key customers include hospital networks and group purchasing organizations that negotiate on behalf of their members. Sales to the two largest groups, Novation and Broadlane, accounted for 62% of Owens & Minor's 2004 revenue.
Serious Games for Marketing: Learnings from Corporate and Amateur Efforts in ...Tyler Pace
Second Life is a 3D immersive virtual world built primarily with user-generated content and a thriving in-world economy where this content, from virtual houses to exotic virtual fashions, is bought and sold. In recent years, corporate developers have created branded locations within Second Life. In this study, we compared the content of 20 of Second Life’s top builds—10 corporate and 10 user-created—to discover how the next generation
of builds can be improved.
MasterSnacks Cryptocurrency: Legal Issues in Cryptocurrency and BlockchainCitrin Cooperman
If your business is involved in cryptocurrency or Blockchain, it is in your best interest to understand the legal implications that may come along with transacting in digital assets. In this session, Jeff Neuburger, partner at Proskauer Rose and head of its Blockchain Practice, to covered the following topics and more:
- Categorization of cryptocurrencies as securities and resulting implications
- Types of licenses necessary to be involved in a cryptocurrency business
- Non-fungible tokens and associated legal issues
- Smart contracts
This document is a class action complaint filed against Valve Corporation regarding illegal online gambling related to the video game Counter-Strike: Global Offensive (CS:GO). The complaint alleges that Valve knowingly allowed, supported and profited from illegal gambling by permitting players to bet virtual items called "Skins" on esports matches through third party gambling websites, even though many players were minors. The complaint asserts that Valve's actions violated RICO statutes by facilitating an illegal gambling operation. The plaintiff, a Connecticut resident who gambled and lost money on CS:GO Skins, is seeking to represent a class of players who were allegedly harmed by Valve's actions.
Software Modeling of Contracts in Games and Finance, Part 1: 2018-01-10Jay Coskey
This document provides an overview and outline of modeling contracts in games and finance using software and machine learning. It discusses understanding contracts and their required traits, as well as contract languages like Solidity used for "smart contracts" on the Ethereum blockchain. Game contracts and assigning utility values to game states are also covered. The goal is to explore approaches for autonomous contract negotiation in games using machine learning.
Acusação da SEC para a Pirâmide Financeira Wings NetworkGonçalo Silva
This document is a complaint filed by the Securities and Exchange Commission against Tropikgadget FZE, Tropikgadget Unipessoal LDA, and 15 individuals. The SEC alleges that the defendants operated a fraudulent Ponzi and pyramid scheme through a multi-level marketing company called Wings Network. While representing that Wings Network sold digital and mobile products, the SEC claims it primarily used money from new investors to pay earlier investors with little revenue from actual product sales. The SEC is seeking emergency relief including asset freezes and injunctions to halt the alleged ongoing violations and preserve assets for defrauded investors.
Cryptocurrency, ICO, & Blockchain Law in 2018 with Joe Daniels of McCarter & ...Kevin Siskar
This document summarizes information about blockchain tokens and initial coin offerings (ICOs) and discusses associated legal and regulatory issues from the perspective of McCarter & English LLP, a law firm that represents startups, venture capital firms, and investment banks. It provides an overview of the firm's blockchain and emerging companies practice, describes different types of blockchain tokens, explains what an ICO is and how much money has been raised through ICOs, discusses when tokens may be considered securities under US law and regulatory responses from the SEC, and outlines current best practices for token offerings.
The document discusses the history and development of a new technology called blockchain. Blockchain was originally developed for the digital currency Bitcoin as a way to record transactions in a secure, decentralized manner without the need for a central authority. It has since grown in popularity and found applications beyond digital currencies, with many now exploring how the technology could be used to support areas like banking, supply chain management, and digital identity verification.
Flat Out Crazy, LLC filed a voluntary Chapter 11 bankruptcy petition on January 25, 2013 in the Southern District of New York. The petition provides basic information about the debtor, including its legal name and address, tax identification number, and the chapter of bankruptcy under which relief is sought. It also discloses that on the same date, three affiliated entities including the debtor filed Chapter 11 petitions in the same court, and the debtors intend to request joint administration of the cases.
This document is an affidavit from Mark Weinsten in support of LodgeNet Interactive Corporation filing for Chapter 11 bankruptcy and the relief sought in various first day motions. It provides background on LodgeNet's financial difficulties and proposed restructuring, including a $60 million investment from Colony Capital in exchange for 100% ownership of reorganized LodgeNet under a prepackaged Chapter 11 plan that has already received creditor support. The affidavit also summarizes various motions seeking court approval of procedures to allow LodgeNet to continue operating in bankruptcy with minimal disruption.
Marvel Gaming LLC has proposed a $407.4 million casino resort in Sumner County. The proposal includes a 16-story hotel with 300 rooms and suites, a 75,000 square foot casino with 2,000 slots and 50 tables. Marvel would contribute $142.6 million in equity, representing 35% of the project cost. While the management team has experience in Las Vegas, they lack experience in Midwest gaming markets. The proposal relies on debt financing that exceeds industry norms, which could be risky given the current economic environment.
TicketCoin was established in 2019 to develop blockchain-based casino platforms. It has over 50 employees with experience in blockchain, gaming, and casinos. TicketCoin raised $25 million in an initial coin offering. It aims to address problems in the online gaming industry like doubts over fairness, lack of fast payouts, and high barriers to entry for new casinos. TicketCoin's platform uses blockchain technology to provide provably fair games, instant payouts from smart contracts, and lower costs for new casinos to launch without traditional licensing requirements.
This document is an amended plan of reorganization filed in the United States Bankruptcy Court for LodgeNet Interactive Corporation and its affiliates, who are debtors in Chapter 11 bankruptcy cases. The plan proposes reorganizing the debtors' capital structure and financial obligations under Chapter 11 of the Bankruptcy Code. It defines key terms used in the plan and establishes classes of claims and interests to determine how prepetition obligations will be treated under the plan.
Riot Blockchain, Inc. changed its name and business focus in October 2017 to become a strategic investor and operator in the blockchain ecosystem. A class action lawsuit was filed alleging that during this period, Riot lacked a meaningful business plan for its cryptocurrency business and misled investors by capitalizing on public interest in cryptocurrencies to artificially inflate its stock price. When a report revealed Riot had minimal cryptocurrency investments and numerous issues in its SEC filings, Riot's stock price dropped significantly, damaging investors.
Chorus One provides infrastructure services for Proof-of-Stake networks. We enable token holders to securely earn interest on their cryptoassets and to shape the evolution of the decentralized networks they are invested in.
This report is the by-product of an in-depth analysis that Chorus One carried out in the process of evaluating whether to run a validator node on the Loom Network. This process included interviews with key team members and research on all publicly available information on the Loom Network. It covers important aspects such as the Loom Network's value proposition, technology, strategy, token economics, and potential risk factors. The report dives deep into the opportunity of crypto and gaming, which is Loom's focus market. The goal of this report is to provide the reader with an encompassing view of the Loom Network, how Loom fits into the gaming and blockchain ecosystem, and the staking opportunity associated with the LOOM token.
mckesson Annual Report as Filed on Form 10-K - 680K 2000finance2
This document is McKesson HBOC's annual report on Form 10-K filed with the SEC for the fiscal year ended March 31, 2000. It provides information on McKesson HBOC's business operations, acquisitions, dispositions, legal proceedings, executive officers, financial data, and other disclosures required by the SEC. Specifically, in recent years McKesson HBOC has focused on its core healthcare businesses through strategic acquisitions in supply chain management, healthcare information technology, and e-health, while divesting its non-healthcare operations.
Here are the key points from the attorneys' discussion:
- Biscotti owns a patent covering video-calling solutions that it alleges Microsoft's Xbox One infringes.
- Microsoft filed multiple petitions for inter partes review with the Patent Trial and Appeal Board seeking to invalidate many of Biscotti's patent claims.
- The PTAB has now ruled in three separate decisions that Microsoft failed to prove any of Biscotti's patent claims were invalid. This is significant because the statistics show that in the vast majority of IPR cases, some patent claims are invalidated.
- By losing the IPR proceedings, Microsoft is now precluded from raising invalidity arguments in the district court case that it raised or could have
Roger Woods and Joy Clemente jocelyn woods AZonedivinemind
Roger Woods and Joy Clemente jocelyn woods jocelyn clemente jocelyn deal cruz urban crib design llc lio cåollection llc charnel dela cruz etc are con artists. they prey on people by creating false hope about creating large amounts of capital to fund and "fix credit" and by taking money from you and off of your credit cards.
Using an old fashioned bank Scam, They have successfully stolen numerous dollars from people, with no current capability to repay by claiming that they can fix other peoples credit and then raise more money into their names eventually investing the money in a variety of vague and risky investments.
The document proposes a new gaming console called Project X that includes a built-in projector for portable gaming. It would bring a new level of mobility to gaming. The summary outlines key specs of the proposed console, including its CPU, graphics capabilities, memory, storage and input/output ports. It also discusses common challenges faced by the video game industry, such as meeting public company growth demands with two year development cycles for new games. It proposes a marketing and launch strategy for Project X that includes market research, developing a project plan, establishing manufacturing and distribution, and implementing marketing programs.
This document is a business plan for Binion's Horseshoe Hotel & Casino to launch an online casino and poker room. It outlines objectives to establish a full-service internet casino, enhance the existing land-based operations, provide investment returns, and generate increasing annual revenues and profits. The plan details the management team, marketing strategy, and keys to success as building trust and providing excellent customer service. The overall goal is to position Binion's to go public or be acquired as the online gambling industry continues to rapidly grow.
This document is a class action complaint filed against Dynamic Ledger Solutions, Inc., Tezos Stiftung, Kathleen Breitman, and Arthur Breitman for violating federal securities laws by conducting an unregistered securities offering of Tezos tokens. The complaint alleges that the defendants raised over $232 million worth of bitcoin and ethereum from investors in 2017 without registering the offering with the SEC, and that the contributed funds have since increased in value to over $600 million. The plaintiffs seek rescission of the transactions and recovery of their investments plus appreciation in value.
This document is Netflix's annual report (Form 10-K) for the fiscal year ending December 31, 2009. It includes information on Netflix's business operations, financial results, risk factors, leadership, auditor information, and other legally required disclosures. Specifically, in 2009 Netflix added over 2.8 million new subscribers, saw revenue increase 22% to $1.7 billion and net income increase 40% to $115.9 million, and continued expanding its streaming offerings and device partnerships. The report provides an overview of Netflix's business and disclosures on its financial performance and risk factors.
Owens & Minor Inc. is the leading distributor of medical and surgical supplies in the US. It distributes over 130,000 products from nearly 1,000 suppliers to around 4,000 customers, primarily hospitals. It generates over 95% of its revenue from distribution. In addition to distribution, it provides inventory management, consulting, and outsourcing services to help customers reduce costs and improve efficiency. Key customers include hospital networks and group purchasing organizations that negotiate on behalf of their members. Sales to the two largest groups, Novation and Broadlane, accounted for 62% of Owens & Minor's 2004 revenue.
Serious Games for Marketing: Learnings from Corporate and Amateur Efforts in ...Tyler Pace
Second Life is a 3D immersive virtual world built primarily with user-generated content and a thriving in-world economy where this content, from virtual houses to exotic virtual fashions, is bought and sold. In recent years, corporate developers have created branded locations within Second Life. In this study, we compared the content of 20 of Second Life’s top builds—10 corporate and 10 user-created—to discover how the next generation
of builds can be improved.
MasterSnacks Cryptocurrency: Legal Issues in Cryptocurrency and BlockchainCitrin Cooperman
If your business is involved in cryptocurrency or Blockchain, it is in your best interest to understand the legal implications that may come along with transacting in digital assets. In this session, Jeff Neuburger, partner at Proskauer Rose and head of its Blockchain Practice, to covered the following topics and more:
- Categorization of cryptocurrencies as securities and resulting implications
- Types of licenses necessary to be involved in a cryptocurrency business
- Non-fungible tokens and associated legal issues
- Smart contracts
This document is a class action complaint filed against Valve Corporation regarding illegal online gambling related to the video game Counter-Strike: Global Offensive (CS:GO). The complaint alleges that Valve knowingly allowed, supported and profited from illegal gambling by permitting players to bet virtual items called "Skins" on esports matches through third party gambling websites, even though many players were minors. The complaint asserts that Valve's actions violated RICO statutes by facilitating an illegal gambling operation. The plaintiff, a Connecticut resident who gambled and lost money on CS:GO Skins, is seeking to represent a class of players who were allegedly harmed by Valve's actions.
Software Modeling of Contracts in Games and Finance, Part 1: 2018-01-10Jay Coskey
This document provides an overview and outline of modeling contracts in games and finance using software and machine learning. It discusses understanding contracts and their required traits, as well as contract languages like Solidity used for "smart contracts" on the Ethereum blockchain. Game contracts and assigning utility values to game states are also covered. The goal is to explore approaches for autonomous contract negotiation in games using machine learning.
Acusação da SEC para a Pirâmide Financeira Wings NetworkGonçalo Silva
This document is a complaint filed by the Securities and Exchange Commission against Tropikgadget FZE, Tropikgadget Unipessoal LDA, and 15 individuals. The SEC alleges that the defendants operated a fraudulent Ponzi and pyramid scheme through a multi-level marketing company called Wings Network. While representing that Wings Network sold digital and mobile products, the SEC claims it primarily used money from new investors to pay earlier investors with little revenue from actual product sales. The SEC is seeking emergency relief including asset freezes and injunctions to halt the alleged ongoing violations and preserve assets for defrauded investors.
Cryptocurrency, ICO, & Blockchain Law in 2018 with Joe Daniels of McCarter & ...Kevin Siskar
This document summarizes information about blockchain tokens and initial coin offerings (ICOs) and discusses associated legal and regulatory issues from the perspective of McCarter & English LLP, a law firm that represents startups, venture capital firms, and investment banks. It provides an overview of the firm's blockchain and emerging companies practice, describes different types of blockchain tokens, explains what an ICO is and how much money has been raised through ICOs, discusses when tokens may be considered securities under US law and regulatory responses from the SEC, and outlines current best practices for token offerings.
The document discusses the history and development of a new technology called blockchain. Blockchain was originally developed for the digital currency Bitcoin as a way to record transactions in a secure, decentralized manner without the need for a central authority. It has since grown in popularity and found applications beyond digital currencies, with many now exploring how the technology could be used to support areas like banking, supply chain management, and digital identity verification.
Flat Out Crazy, LLC filed a voluntary Chapter 11 bankruptcy petition on January 25, 2013 in the Southern District of New York. The petition provides basic information about the debtor, including its legal name and address, tax identification number, and the chapter of bankruptcy under which relief is sought. It also discloses that on the same date, three affiliated entities including the debtor filed Chapter 11 petitions in the same court, and the debtors intend to request joint administration of the cases.
This document is a motion filed in bankruptcy court by Flat Out Crazy, LLC and affiliated debtors seeking authorization to pay prepetition employee wages, salaries, benefits and related obligations. The debtors operate Asian restaurants and stir fry restaurants employing around 1,185 employees. The motion argues that paying prepetition employee obligations is essential to maintaining employee morale and productivity during the bankruptcy process to prevent disruption of business operations and pursue a successful reorganization.
LodgeNet Interactive Corporation, a corporation based in Sioux Falls, South Dakota, filed for Chapter 11 bankruptcy protection on January 27, 2013. LodgeNet provides interactive television services and listed its estimated assets as between $100,001 and $500,000 and estimated liabilities as between $100,001 and $500,000. The petition included basic information about the company and the bankruptcy filing.
This document is a disclosure statement regarding LodgeNet Interactive Corporation's plan of reorganization under Chapter 11 bankruptcy. Key points:
1) LodgeNet intends to file for Chapter 11 bankruptcy in order to implement a restructuring plan agreed upon with major lenders and investor Colony Capital.
2) The plan involves Colony Capital investing $60 million for new ownership of LodgeNet, and lenders converting debt into exit financing loans and equity.
3) If approved, the plan aims to pay all creditors in full and allow LodgeNet to continue operations with new ownership and reduced debt. A hearing will be held to seek final approval of the plan from the bankruptcy court.
This document is an affidavit filed in support of Flat Out Crazy LLC and its affiliated debtors filing for Chapter 11 bankruptcy. It provides background information on the debtors' business operations as two Asian-inspired restaurant chains with 26 locations. It describes the debtors' capital structure including senior secured debt of $5.9 million and equipment financing. The debtors have experienced losses in recent years due to economic conditions and unsuccessful expansion, putting strain on their cash flow and relationships with creditors.
Atari, Inc. filed for Chapter 11 bankruptcy protection in New York. Atari is a video game company incorporated in Delaware with its principal place of business in New York City. Atari estimates that it has assets of $50-100 million and liabilities of $100-500 million. Atari intends to reorganize its business and debts under Chapter 11 bankruptcy.
This document is a voluntary bankruptcy petition filed by Lyon Workspace Products, L.L.C. in the Northern District of Illinois. The petition provides basic information about the debtor such as addresses, tax identification numbers, the nature of debts as primarily business debts, and estimated assets and liabilities. It also lists no prior bankruptcy cases filed by the debtor or its affiliates in the last 8 years.
This document is a motion filed in bankruptcy court by Lyon Workspace Products, L.L.C. and related entities seeking authorization to pay prepetition employee wage and benefit obligations. Specifically, the debtors are requesting permission to pay approximately $130,000 in accrued but unpaid wages, $200,000 in accrued but unpaid sales commissions, $300,000 in accrued vacation time, $12,000 in unreimbursed expenses, and $400,000 in upcoming health insurance claims. The debtors also want to continue deducting amounts from employee paychecks for items such as taxes, insurance premiums, and 401(k) contributions and to honor these obligations going forward.
This document is a bench ruling from a bankruptcy judge on a motion to compel arbitration related to a debtor's cash collateral motion. The judge analyzes applicable case law and determines that:
1) Whether a debtor has authority to use cash collateral is fundamentally a bankruptcy issue, not a contractual dispute.
2) The parties did not agree to arbitrate issues relating to a debtor's rights under the Bankruptcy Code, as those rights were created by Congress and differ from pre-bankruptcy contractual rights.
3) Therefore, the motion to compel arbitration of the debtor's cash collateral motion is denied, as use of cash collateral is a core bankruptcy issue not subject to the arbitration agreement.
The document lists the potential witnesses and exhibits that the debtor intends to present at a hearing scheduled for July 16, 2012 regarding a motion to transfer venue of the bankruptcy case. The two potential witnesses listed are Daniel L. Fitchett, Jr. and Harold Bordwin. The document then lists 17 potential exhibits, which include declarations, documents filed with the court, notices, orders from other court cases, and other documents relevant to the venue transfer motion.
The Official Committee of Unsecured Creditors appointed in the chapter 11 bankruptcy case of Cordillera Golf Club, LLC filed an application to retain the law firm of Saul Ewing LLP as its co-counsel. Saul Ewing would represent the Committee's interests regarding all matters related to the Debtor's chapter 11 case, along with the Committee's lead counsel Munsch Hardt Kopf & Harr, P.C. The application provides background on the bankruptcy case, the Committee, and Saul Ewing's qualifications. It also discloses Saul Ewing's hourly billing rates and reimbursement policies.
This document is a notice filed in the United States Bankruptcy Court for the District of Delaware regarding a hearing on motions seeking to transfer venue of a bankruptcy case. It lists potential witnesses and exhibits that may be presented by the Official Committee of Unsecured Creditors at the hearing, including the CEO of the debtor, various objectors, proposed lenders, and exhibits such as pleadings and documents filed in the bankruptcy case. The notice reserves the right to supplement the witness and exhibit lists before the hearing.
The Official Committee of Unsecured Creditors (the "Committee") in the chapter 11 bankruptcy case of Cordillera Golf Club, LLC (the "Debtor") filed an application seeking approval to retain the law firm Munsch Hardt Kopf & Harr, PC ("Munsch Hardt") as counsel. The Committee selected Munsch Hardt due to its experience in bankruptcy cases and matters relevant to the case such as real estate and hospitality. Munsch Hardt will represent the Committee and provide legal advice regarding the Debtor and case administration. The application provides notice of the request for approval of Munsch Hardt's employment and discloses certain prior relationships between Munsch Hardt and potential
The Official Committee of Unsecured Creditors appointed in the Cordillera Golf Club bankruptcy case filed an application to retain Saul Ewing LLP as its co-counsel. Saul Ewing would serve alongside the Committee's lead counsel, Munsch Hardt Kopf & Harr, P.C. The application provides background on the bankruptcy filing and Committee formation. It also describes the services Saul Ewing would provide, including advising the Committee, investigating claims and transactions, and representing the Committee's interests in the case. The application attaches Saul Ewing's billing rates and a declaration by Mark Minuti attesting that the firm does not hold interests adverse to the estate.
The Official Committee of Unsecured Creditors for Cordillera Golf Club, LLC filed an application to employ the law firm Munsch Hardt Kopf & Harr, PC as counsel. This notice states that the application is being withdrawn. It was signed by Mark Minuti of Saul Ewing LLP, proposed counsel for the Official Committee of Unsecured Creditors.
The Official Committee of Unsecured Creditors filed an application seeking approval to retain Munsch Hardt Kopf & Harr, PC as its legal counsel. Munsch Hardt has extensive experience representing committees and debtors in bankruptcy cases. If approved, Munsch Hardt would provide legal services to assist the Committee in exercising its duties, including investigating the debtor's financial affairs and negotiating a plan of reorganization. Munsch Hardt's hourly rates for attorneys working on the case range from $200 to $685 per hour.
The Official Committee of Unsecured Creditors appointed in Cordillera Golf Club, LLC's Chapter 11 bankruptcy case filed an application seeking court approval to retain Munsch Hardt Kopf & Harr, PC as its legal counsel. The Committee selected Munsch Hardt due to the firm's experience in bankruptcy matters and issues relevant to the case. The application requests approval of Munsch Hardt's hourly rates and reimbursement of expenses, and asserts that the firm is qualified and disinterested to represent the Committee. Notice of the application will be provided to parties in the bankruptcy case. A hearing on the application is scheduled for July 27, 2012.
The Official Committee of Unsecured Creditors for Cordillera Golf Club, LLC filed an application to employ the law firm Munsch Hardt Kopf & Harr, PC as counsel. This notice states that the application is being withdrawn. It was signed by Mark Minuti of Saul Ewing LLP, proposed counsel for the Official Committee of Unsecured Creditors.
The Official Committee of Unsecured Creditors appointed in Cordillera Golf Club, LLC's Chapter 11 bankruptcy case filed an application seeking approval to retain Munsch Hardt Kopf & Harr, PC as its counsel. The Committee selected Munsch Hardt due to the firm's experience in bankruptcy matters and hospitality/real estate issues relevant to the case. The application requests approval of Munsch Hardt's hourly rates and reimbursement of expenses, and asserts that the firm is disinterested and does not hold interests adverse to the Committee. Notice of the application will be provided to parties in interest. A hearing on the application is scheduled for July 27, 2012.
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1. Peter S. Partee, Sr.
Michael P. Richman
Andrew Kamensky
Richard P. Norton
Robert A. Rich
HUNTON & WILLIAMS LLP
200 Park Avenue, 53rd Floor
New York, New York 10166-0136
(212) 309-1000
Proposed Attorneys for Debtors and Debtors-in-Possession
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
)
In re: ) Chapter 11
)
ATARI, INC., et al., ) Case No. 13-10176 (___)
)
Debtors.1 ) Joint Administration Requested
)
MOTION OF THE DEBTORS AND
DEBTORS-IN-POSSESSION FOR ENTRY OF AN ORDER
(I) AUTHORIZING, BUT NOT DIRECTING, PAYMENT OF
CERTAIN PREPETITION CLAIMS OF CRITICAL VENDORS; AND
(II) AUTHORIZING AND DIRECTING FINANCIAL INSTITUTIONS
TO HONOR AND PROCESS RELATED CHECKS AND TRANSFERS
TO THE HONORABLE
UNITED STATES BANKRUPTCY JUDGE:
The debtors and debtors-in-possession in the above-captioned cases (collectively, the
“Debtors”), by and through their proposed undersigned counsel, hereby move (the “Motion”) for
the entry of an order, substantially in the form attached hereto as Exhibit A (the “Proposed
Order”), (i) authorizing, but not directing, the Debtors to pay prepetition claims of certain critical
game developers, one game licensor, and other third parties who provide services essential to the
Debtors’ operations; and (ii) authorizing and directing banks and financial institutions at which
the Debtors maintain disbursement and other accounts, to receive, honor, process, and pay, to the
1
The other Debtors are Atari Interactive, Inc., Humongous, Inc., and California U.S. Holdings, Inc.
2. extent of funds on deposit, any and all checks or electronic fund transfers in respect of the relief
requested herein. In support of the Motion, the Debtors submit the Declaration of Robert A.
Mattes (I) In Support of Chapter 11 Petitions and First Day Motions and (II) Pursuant To Local
Bankruptcy Rule 1007-2 (the “First Day Declaration”). In further support of the Motion, the
Debtors respectfully represent as follows:
I. Background
A. General Background
1. On January 21, 2013 (the “Petition Date”), each of the Debtors filed a voluntary
petition for relief under chapter 11 of Title 11 of the United States Code, §§ 101-1532 (as
amended, the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern
District of New York (the “Court”). The Debtors continue to operate their businesses and
manage their properties as debtors-in-possession pursuant to sections 1107(a) and 1108 of the
Bankruptcy Code. The Debtors have, pursuant to a separate motion, moved the Court for entry
of an order authorizing joint administration of these chapter 11 cases.
2. No request for the appointment of a trustee or an examiner has been made in these
cases and no statutory committees have been appointed or designated.
3. A description of the Debtors’ businesses, the reasons for filing these chapter 11
cases and the relief sought from this Court to allow for a smooth transition into operations under
chapter 11 is set forth in the First Day Declaration, which is being filed contemporaneously with
this Motion.
B. The Debtors’ Critical Vendors
i. The Developers
4. As explained in the First Day Declaration, a significant portion of the Debtors’
business is the development and distribution of games for use online and for video game
2
3. consoles. The Debtors cannot provide, through their own resources, all of the essential services
and tools necessary to develop a game. Rather, the Debtors rely on outside service providers and
vendors throughout the development process. For example, the Debtors regularly utilize external
game developers who ultimately are responsible for designing and building a game. A game
developer assumes a unique role in the development process and, therefore, it becomes
extremely difficult, if not impossible, to replace such developer without critically damaging the
viability of the respective title.
5. Game developers provide services under contracts with the Debtors.
Nevertheless, the Debtors anticipate that some of the developers will not perform under those
contracts if the Debtors are unable to pay immediately the prepetition amounts owing under
those contracts. A number of the developers are foreign and may not recognize the effect of the
automatic stay. Other developers are small and cannot withstand the effect of non-payment. The
developers likely will redirect their resources to developing games for the Debtors’ competitors
or other parties in the event of nonpayment or, in the case of the smaller developers, could cease
to exist. Thus, prepetition payments already made by the Debtors to these developers in
connection with unfinished games in various stages of development will have been wasted.
6. While the Debtors believe that almost all of their developers provide invaluable
services, the Debtors seek authority to pay the prepetition amounts owed only to those certain
foreign and/or small developers (the “Developers”) for which, in the Debtors’ business
judgment, nonpayment presents a substantial risk of immediate and irreparable harm to the
Debtors’ business. Specifically, the Debtors request authority to pay, in their discretion, the
following prepetition claims held by Developers (collectively, the “Developer Claims”), subject
to the Conditions to Payment (as defined below):
3
4. Developer Prepetition Claim Description of
Developer
Code Mystics Inc. $25,300 Foreign
Escalation Studios Inc. $66,000 Small
GSkinner.com Inc. $99,000 Foreign
Uab On5 $43,000 Foreign
Total $233,300.00
7. The Debtors believe that most, if not all, of the Developer Claims arise under
agreements that, if executory, the Debtors intend to assume during these cases. Additionally, the
games that the Developers are working on are the most significant games in development and are
therefore believed to create the most value for the Debtors. Specifically:
(i) Code Mystics develops “Atari’s Greatest Hits” for mobile devices, which
has generated over $3.5 million dollars of revenue, and currently is
generating approximately $50,000 to $100,000 per month in revenue for
the Debtors. On-going work must be provided in order to maintain and
improve the quality of Atari’s Greatest Hits and preserve the revenue
stream.
(ii) Escalation Studios develops “Atari Casino” which is scheduled to be
released in a few months. Atari Casino is a genre of games that represents
one of the most significant upcoming revenue opportunities in the
Debtors’ portfolio. For perspective, as of January 19, 2013, three of the
top 15 revenue producing games on the iPad were casino-type games.
(iii) Gkinner.com developed the “Atari Online Arcade” for the Debtors in
connection with a significant partnership with Microsoft. Gskinner.com
utilized HTML5 in which Atari classic titles were reimagined for Internet
Explorer 10. The Atari Online Arcade was a critical success and is also
part of the Atari.com website. The application, which is also available for
4
5. mobile devices, has generated significant traffic. Going forward,
Gskinner.com would be the right partner to help the Debtors maintain and
grow this platform which has the potential to bring the Debtors significant
revenues. Gskinner.com also has tremendous potential for making games
as the preeminent HTML5 and flash developer in the industry.
(iv) Uab On5 is creating the Debtors’ next launch of the RollerCoaster Tycoon
franchise, which is also scheduled to be released in the next few months.
RollerCoaster Tycoon is one of the best-selling franchises in PC gaming
history, selling over 14 million units worldwide and generating over $220
million in North American sales alone. The Debtors anticipate significant
revenue from the release based on its historical success.
ii. The Licensor
8. The Debtors develop and sell certain games licensed to them by third parties who
originally designed and developed those games. One of the most valuable games in the Debtors’
portfolio, RollerCoaster Tycoon, is licensed to the Debtors by a foreign licensor, Chris Sawyer
(the “Licensor”), under a license agreement (the “RCT License Agreement”) which, if executory,
the Debtors intend to assume and cure as part of an asset sale or reorganization process. As of
the Petition Date, the Debtors owe the Licensor $250,000 (the “Licensor Claim”). As explained
in more detail below, because the postpetition cooperation of the Licensor is critical to the
Debtors’ business, the Debtors request authority to pay the Licensor Claim, subject to the
Conditions to Payment.
iii. Other Vendors
9. The Debtors also work with certain other vendors that are essential to maintaining
the going concern value of the Debtors (the “Other Vendors”; together with the Developers and
5
6. the Licensor, the “Critical Vendors”). Specifically, the Debtors request authority to pay, in their
discretion, the following claims held by Other Vendors (collectively, the “Other Vendor
Claims”; together with the Developer Claims and the Licensor Claim, the “Critical Vendor
Claims”), subject to the Conditions to Payment:
Other Vendor Prepetition Claim Description
American Express $40,013 Corporate Expenses
Cinram Group, LLC /Ditan $44,920 Warehouse Lien
Distribution LLC
Total $84,933.00
As explained in detail below, payments to the Other Vendors will have no effect on creditor
recovery.
10. In sum, the Debtors seek authorization to pay up to $568,233 in Critical Vendor
Claims, which constitutes approximately 9.5% of the Debtors’ overall trade debt.
C. Conditions to Payment of Critical Vendor Claims.
11. The Debtors propose to pay, in their sole discretion, the Critical Vendor Claims of
each Critical Vendor that agrees, to the Debtors’ satisfaction, to continue to provide services to
the Debtors on the normal trade terms, practices, and programs that were most favorable to the
Debtors in effect prior to the Petition Date (the “Customary Trade Terms”), or on other such
favorable terms as are acceptable to the Debtors.
12. If a Critical Vendor refuses to continue to provide services to the Debtors on the
Customary Trade Terms or on such favorable terms as are acceptable to the Debtors, then the
Debtors may, in their sole discretion and without further order of the Court, exercise the
following rights: (i) declare the payment of the Critical Vendor Claim a voidable postpetition
transfer under section 549(a) of the Bankruptcy Code that the Debtors may seek to avoid and
recover; and (ii) return the parties to their original positions (i.e., immediately prior to the entry
of the order approving the relief sought herein) by reinstating the Critical Vendor Claim and
6
7. demanding the immediate return of the Debtors’ payment of the Critical Vendor Claims (to the
extent that the amounts exceed post-petition amounts owed by the Debtors without giving effect
to setoff, recoupment, adjustments, etc.) (collectively, the “Conditions to Payment”).
II. Jurisdiction, Venue and Predicates for Relief Requested
13. The Court has jurisdiction over this Motion pursuant to 28 U.S.C. § 1334 and the
Amended Standing Order of Reference M-431, dated January 31, 2012 (Preska, C.J.). Venue in
this Court is proper pursuant to 28 U.S.C. §§ 1408 and 1409. This matter is a core proceeding
within the meaning of 28 U.S.C. § 157(b)(2).
14. The predicates for the relief requested herein are sections 105(a), 363, 1107(a)
and 1108 of the Bankruptcy Code and Rule 6003 of the Federal Rules of Bankruptcy Procedure
(the “Bankruptcy Rules”).
III. Relief Requested
15. By this Motion, the Debtors seek entry of an order, substantially in the form of the
Proposed Order, (i) authorizing, but not directing, the Debtors to pay all or a portion of the
Critical Vendor Claims subject to the Conditions to Payment, and (ii) authorizing and directing
banks and other financial institutions to honor and process related checks and transfers.
IV. Basis for Relief Requested
A. Ample Authority Exists to Support Paying the Critical Vendor Claims.
16. Courts in this district generally acknowledge that it is appropriate to authorize the
payment of prepetition obligations where necessary to protect and preserve the estate, including
an operating business’s going-concern value. In re Ionosphere Clubs, Inc., 98 B.R. 174, 175
(Bankr. S.D.N.Y. 1989) (authority to pay prepetition wages); Armstrong World Indus., Inc. v.
James A. Phillips, Inc., (In re James A. Phillips, Inc.), 29 B.R. 391, 398 (S.D.N.Y.
1983) (authority to pay prepetition claims of suppliers); see also In re CoServ, L.L.C., 273 B.R.
7
8. 487, 497 (Bankr. N.D. Tex. 2002). In so doing, courts rely on several legal theories rooted in
sections 105(a) , 363(b), 1107(a) and 1108 of the Bankruptcy Code.
17. Pursuant to sections 1107(a) and 1108 of the Bankruptcy Code, debtors-in-
possession are fiduciaries holding the bankruptcy estate and operating the business for the
benefit of creditors and, if the value justifies, equity owners. CoServ, 273 B.R. at 497.
Consistent with such fiduciary duties, courts have authorized payment of prepetition obligations
under section 363(b) of the Bankruptcy Code where a sound business purpose exists for doing
so. See Ionosphere Clubs, 98 B.R. at 175 (section 363(b) gives the court “broad flexibility” to
authorize a debtor to expend funds outside the ordinary course so long as the debtor articulates a
business justification therefor). Indeed, at least one court has noted that there are instances when
a debtor’s fiduciary duty can “only be fulfilled by the preplan satisfaction of a prepetition claim.”
CoServ, 273 B.R. at 497 (on such occasions “it is only logical that the bankruptcy court be able
to use section 105(a) of the Code to authorize satisfaction of the prepetition claim in aid of
preservation or enhancement of the estate.”). Id.
18. Section 105(a) of the Bankruptcy Code, which codifies the inherent equitable
powers of the bankruptcy court (commonly referred as the “necessity of payment” rule or the
“doctrine of necessity”), empowers the court to “issue any order, process, or judgment that is
necessary or appropriate to carry out the provisions of this title.” 11 U.S.C. § 105(a). Long-
standing precedent in this district has established that the doctrine of necessity stands for the
proposition that a bankruptcy court may allow payment outside of a plan of reorganization on
account of a prepetition obligations where such payment is critical to the reorganization process.
See, e.g., In re C.A.F. Bindery, Inc., 199 B.R. 828, 835 (Bankr. S.D.N.Y. 1996); In re Fin. News
Network Inc., 134 B.R. 732, 735-36 (Bankr. S.D.N.Y. 1991); Ionosphere Clubs, 98 B.R. at 177
8
9. (authorizing payment of prepetition debt necessary to facilitate a debtor’s rehabilitation is not a
novel concept).
19. Allowing a debtor to honor a prepetition obligation pursuant to all or some of the
above-referenced provisions is especially appropriate where, as here, doing so is consistent with
the “two recognized policies” of chapter 11 of the Bankruptcy Code — preserving going
concerns and maximizing property available to satisfy creditors. See Bank of Am. Nat’l Trust &
Savs. Assoc. v. 203 N. LaSalle St. P’Ship, 526 U.S. 434, 453 (1999). Indeed, reflecting the
recognition that payment of prepetition claims of essential critical trade creditors is, in fact, both
critical to a debtor’s ability to preserve going-concerns and maximize creditor recovery—thereby
increasing prospects for a successful reorganization — courts in this district routinely grant relief
consistent to that which the Debtors are seeking herein. See, e.g., In re Sbarro, Inc., Case No.
11-11527 (Bankr. S.D.N.Y. May 4, 2011) (authorizing payment of up to $5.2 million in critical
vendor claims on a final basis, approximately 46% of the debtors’ total trade debt); In re The
Great Atl. & Pac. Tea Co., Case No. 10-24549, (Bankr. S.D.N.Y. Jan. 12, 2011) (authorizing
payment of up to $62 million in critical vendor claims on a final basis, approximately 29% of the
debtors’ total trade debt); In re Uno Rest. Holdings Corp., Case No. 10-10209 (Bankr. S.D.N.Y.
Jan. 10, 2010) (authorizing payment of certain critical vendor claims on an interim basis); In re
Citadel Broadcasting Corp., Case No. 09-17442 (Bankr. S.D.N.Y. Feb. 3, 2010) (authorizing
payment of up to $10 million in critical service provider claims on a final basis); In re The
Reader’s Digest Ass’n, Case No. 09-23529 (Bankr. S.D.N.Y. Sept. 17, 2009) (authorizing
payment of up to $25 million in critical vendor claims on a final basis, approximately 27% of the
debtors’ total trade debt); In re Metaldyne Corporation, Case No. 09-13412 (Bankr. S.D.N.Y.
May 29 & Jun. 22, 2009) (authorizing payment of up to $5.4 million in critical vendor claims on
9
10. an interim basis and $7.1 million on a final basis); In re Lyondell Chem. Co., Case No. 09-10023
(Bankr. S.D.N.Y. Jan. 23, 2009) (authorizing payment of up to $30 million in critical vendor
claims on a final basis).
B. Payment of the Critical Vendor Claims Benefits These Estates.
20. The relief requested herein is appropriate and warranted under each of the above-
described standards as to all of the Critical Vendors.
21. The Developers represent the very core of the Debtors’ business – game
development. If the relief sought in this Motion is not granted, there is a significant risk that the
Developers will devote their resources to other games, such as games for the Debtors’
competitors. Once a particular game is removed from a Developer’s schedule, there is often a
long delay before it can return to schedule for development. Moreover, many of the Developers
are small and/or foreign. The foreign entities are likely to disregard the effect of the automatic
stay, and enforcement of contractual obligations against those entities would be difficult if not
impossible. The smaller Developers cannot withstand the effect of non-payment. Even if they
could, many likely will stop work on the Debtors’ titles until the contracts are assumed and
cured, and it would cost the Debtors more to try to enforce the obligation to perform post-
petition than the amount at issue.
22. The Developer Claims represent amounts owed in connection with games in
various stages of development. Prepetition payments made to the Developers during initial
development stages will have been wasted if the process is not completed. Moreover, the
Developers’ work is critical for key revenue-producing games, and a break in their development
speed is likely to cause immediate and irreparable harm that would jeopardize the Debtors’
ability to reorganize or sell their business as a going concern. Finally, in the case of
Gskinner.com, the foremost developer in an area of potential growth for the Debtors, the Debtors
10
11. fear that failure to pay the prepetition amounts owed will cause Gskinner.com to end its working
relationship with the Debtors, leaving the Debtors without the proper partner necessary or
desired for future products.
23. Likewise, the cooperation of the Licensor is essential to the Debtors’ business.
The Debtors develop and sell games under the title RollerCoaster Tycoon, one of the crown
jewels of the Debtors’ portfolio, pursuant to a license granted by the Licensor. Under the RCT
License Agreement, the Debtors are required to seek approval from the Licensor on every game
milestone, design document, and other materials developed and exploited by the Debtors in
connection with RollerCoaster Tycoon games. Thus, the Licensor plays an active role in the
development of these games and could slow the development process by withholding various
required consents. The Licensor is foreign and enforcement of the RCT License Agreement is
anticipated to be difficult. Moreover, the Debtors believe that even while living up to the letter
of the RCT License Agreement, the Licensor could devote less time and resources to the
Debtors, slowing down the development process to the detriment of the Debtors. Therefore, the
Debtors’ relationship with the Licensor is of particular importance and it is the Debtors’ business
judgment that the continuation of a positive relationship with the Licensor, a relationship that can
only be maintained through payment of the Licensor Claim, is essential to their continued
operations.
24. The Other Vendors provide essential services as well. The successful operation
of the Debtors’ business requires them to utilize the credit card services of American Express.
For instance, some service providers will only accept payment from the Debtors by credit card.
In just one example, a current vendor provides needed server hosting but will only do so if the
Debtors pay by credit card. Importantly, in the Debtors’ case, the American Express account is
in the name of one particular employee. This employee shall remain liable if the amounts remain
11
12. unpaid. As explained in the First Day Declaration and in the Debtors’ motion to approve
employee wages and other relief filed contemporaneously herewith, it is critical that the Debtors
be permitted to reimburse and continue reimbursement of employees for corporate expenses,
which would require reimbursing any employee held liable for corporate expenses owed to
American Express.
25. Payment of the Other Vendor Claims owed to Cinram Group, LLC (“Cinram”) is
equally as critical. Cinram warehouses all of the Debtors’ retail inventory and distributes the
games to the Debtors’ retail customers. Prior to the Petition Date, Cinram represented to the
Debtors that it would hold all of the inventory until the Debtors paid amounts owed. The
Debtors anticipate that, absent payment of its prepetition claim, Cinram will assert a
warehouseman’s lien over the Debtors’ inventory and may refuse to release the inventory while
it seeks to enforce such a lien. The book value of the inventory currently held by Cinram is
approximately $811,000. The Debtors need to monetize their inventory to fund these
reorganization efforts.
26. In sum, each of the Critical Vendors is truly “critical” to the Debtors business and
authorization to pay the Critical Vendor Claims is essential to the Debtors’ restructuring efforts.
C. Paying Certain Critical Vendor Claims Will Not Affect Creditor Recovery.
27. The relief requested herein will not affect the recovery of creditors in these
chapter 11 cases. The Licensor Claim and the vast majority of the Developer Claims arise under
contracts that, if executory, the Debtors intend to assume and cure as part of either a plan of
reorganization or sale of assets as a going concern. Thus, payment of those claims now is a
matter only of timing, not whether or what to pay on account of the claims.
28. Similarly, payments on account of the Other Vendor Claims will not affect
creditor recovery. As explained above, an employee would be liable for unpaid prepetition
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13. amounts owed to American Express that are on account of corporate expenses. If the Court
approves the Debtors’ motion to authorize payments of prepetition wage claims, filed
contemporaneously herewith, the Debtors would reimburse the designated cardholder for any
amounts that he or she was required to pay American Express on account of corporate expenses.
The second Other Vendor, Cinram, holds a secured claim on account of any warehouse lien on
the Debtors’ inventory, which must be paid in full as part of a successful restructuring of the
Debtors.
D. Cause Exists to Authorize the Debtors’ Financial
Institutions to Honor Checks and Electronic Fund Transfers.
29. Debtors have sufficient funds to pay the amounts described herein in the ordinary
course of business by virtue of expected cash flows from ongoing business operations and
anticipated access to debtor-in-possession financing. Also, under the Debtors’ existing cash
management system, the Debtors can readily identify checks or wire transfer requests as relating
to an authorized payment on account of the Critical Vendor Claims. Accordingly, the Debtors
believe that checks or wire transfer requests, other than those relating to authorized payments,
will not be honored inadvertently and that this Court should authorize all applicable financial
institutions, when requested by the Debtors, to receive, process, honor and pay any and all
checks or wire transfer requests in respect of the relief requested herein, solely to the extent the
Debtors have sufficient funds standing to their credit with such financial institution, and such
financial institution may rely on the representations of such Debtors as to which checks are
issued and authorized and which transfers are authorized to be paid in accordance with the
Motion without any duty of further inquiry and without liability for following the Debtors’
instructions.
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14. E. Requirements of Bankruptcy Rule 6003 Are Satisfied.
30. This Court may authorize the Debtors to satisfy the Critical Vendor Claims under
Bankruptcy Rule 6003 because such relief is necessary to avoid immediate and irreparable harm.
Immediate and irreparable harm exists where the absence of relief would impair a debtor’s
ability to reorganize or threaten the debtor’s future as a going concern. See In re Ames Dep’t
Stores, Inc., 115 B.R. 34, 36 n.2 (Bankr. S.D.N.Y. 1990) (discussing the elements of “immediate
and irreparable harm” in relation to Bankruptcy Rule 4001(c)(2)).
31. As described above and in the First Day Declaration, the continuity and viability
of the Debtors’ business operations relies heavily on the uninterrupted development and
distribution process for the Debtors valuable game titles. The failure of any Critical Vendor to
render services to the Debtors would have immediate and detrimental consequences to their
business and would decrease value to the detriment and prejudice of all of the Debtors’
stakeholders. Moreover, it is the Debtors’ business judgment that continuation of their positive
relationship with the Critical Vendors is essential to their continued operations and greatly
increases the likelihood of a successful reorganization. Accordingly, the Debtors respectfully
submit that the relief requested herein is necessary to avoid immediate and irreparable harm and,
therefore, Bankruptcy Rule 6003 is satisfied.
V. Notice
32. Notice of this Motion has been provided to: (i) the Office of the United States
Trustee for the Southern District of New York; (ii) counsel to the Debtors’ proposed DIP lender;
(iii) the creditors holding the thirty (30) largest unsecured claims against the Debtors’ estates on
a consolidated basis, as identified in the Debtors’ chapter 11 petitions; (iv) the Internal Revenue
Service; (v) the New York State Attorney General; and (vi) all parties that have filed a notice of
appearance or have requested service in these chapter 11 cases. In light of the nature of the relief
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15. requested herein and the potential harm to the Debtors’ estates if the relief requested herein is not
granted, the Debtors respectfully submit that no other or further notice need be provided.
VI. No Prior Request
33. No prior motion for the relief requested herein has been made to this or any other
court.
WHEREFORE, the Debtors respectfully request that the Court: (i) enter an order,
substantially in the form of the Proposed Order attached hereto as Exhibit A, granting the relief
requested herein; (ii) grant such other and further relief to the Debtors as the Court may deem
just and proper.
Dated: New York, New York
January 21, 2013 Respectfully submitted,
/s/ Peter S. Partee, Sr.
Peter S. Partee, Sr.
Michael P. Richman
Andrew Kamensky
Richard P. Norton
Robert A. Rich
HUNTON & WILLIAMS LLP
200 Park Avenue, 53rd Floor
New York, New York 10166-0136
(212) 309-1000
Proposed Counsel for the Debtors
and Debtors-in-Possession
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