Answerstaguar "On the question of pledging HLD Assets as collateral to the benefit of the insiders do you have a plan for how the BCSC or other regulator might find out about all this?"
Yes. I suggest any investor who may be concerned about non-compliance of the BC Partnership Act in regards to the unauthorized pledging of our land, should send a complaint email to the BCSC. I sent my complaint on Thursday.
inquiries@bcsc.bc.ca
"So HLDlongtime have you got your shovel handy. What if Lanyard was one of Blackburn's financing sources. Do you think there might be a way (and an incentive in the instance the offer is accepted) to rearrange the Falls financing to provide some "clear title" HLD contract lots that could then be offered for profitable sale right away?"
You are correct in that suspicion tagaur. Page 9 of the Offer To Purchase states: "As a condition of Closing, the Vendors’ contractual rights over the lots at “The Falls” Golf and Country Club must be converted into fee simple ownership of certain lots."
I think that means some lots will be "unlocked" to clear ownership, and availble to sell immediately.
Page 19 "the contractual agreements and interests in the lands and improvements at “The Falls” Golf and Country Club must have been converted into fee simple legal title registered in the name of the General Partner and/or HLD Equishare or registered in the name of one of the Vendors as bare trustee, who holds such fee simple legal title in trust for the General Partner and/or HLD Equishare;"
I have to ask, why can DiGiT and HLD now arrange to clean up and convert much of The Falls into fee simple legal title for Acquireco, but not for us investors?
Here is a condition of the vendors (thats us), prior to closing
Page 20
(d) Acquireco must have issued one-third of its issued and outstanding common share capital to Michael Thornton or to a company controlled by him.
I find it interesting that one of HLD investors condition's to the Offer is that Michael Thornton gets 33.3% of Acquireco and HLD's assets. If the Offer claims HLD is worth $14 million, then this implies a $4.66 million payday for Michael Thornton upon successful closing. How can Michael Thornton be allowed to hold info meetings face-to-face with investors, if he stands to receive almost $5 million from the vote? The condition says nothing about Thornton having to pay for his third of Acquireco.
Here is an interesting detail from Sedi.ca. Michael Levine resigned from his positions at DiGiT, to start Acquireco. However, Michael Levine is STILL a director of HLD. Isn't it a conflict of interest for the same person to be a principal of the Acquiring company and the target company? If you want to see it, go to Sedi.ca, and type in Michael Levine's name.
View insider profile
Individual information Family name Levine
Given names (in full) Michael Robert
Municipality (city, town, etc.) Toronto
Province, territory or state Ontario
Country Canada
Issuer information
Issuer number 00021439
Issuer name HLD Land Development Limited Partnership
Insider's relationship to issuer Director of Issuer
Date the insider became an insider of this issuer 2005-01-01
Opening balance date
Date the insider ceased being an insider of this issuer
VestiGator.....
Look at the last 2 pages of the proxy. Look at the Scope Of Review.
Point 9. Appraisal reports fo 8179 Nixon Road (The Falls) dated January 7,2003.
Point 10. Appraisal reports for 8361 Nixon Road, dated January 7, 2003.
Point 11. Appraisal reports for Silver Spray, dated Aug. 14, 2004.
Point 12. Appraisal reports for 21061, 21100, and 21157-83rd Ave. (Langley) dated December 30, 2002.
Point 13. Appraisal reports for 3329 Coy Avenue, Coquitlam, dated, August 19, 2003.
I don't see any points claiming current market evaluations or appraisals were used by CapWest.
I do see the Appendix 3, Fairness Opinion, from CapWest, on the second last page of the proxy. When I read the last line of Page 1 of CapWest's Fairness opinion, I don't know if I should laugh or cry.
"CapWest has not been engaged to prepare a formal evaluation of HLD's units, and therefore does not express an opinion as to the fair market value of the HLD units."
CapWest can never be sued for the "work" they did for HLD, because of that line. DiGiT paid CapWest $50,000 of our dollars to have NOT been engaged to prepare a formal evaluation of HLD's units, and therefore does NOT express an opinion as to the fair market value of the HLD units.
If CapWest has NOT prepared a formal evaluation of HLD's units, then how can we accept the $1.02 per unit as fair?
Keep asking for more answers VestiGator. Every time I dig to answer them, I find new reasons to VOTE NO.