Re: Statement re MMP ownership (SEC document).. page 12
in response to
by
posted on
Nov 01, 2014 01:11AM
First let me ask the question again ... If PTSC thought they owned all the patents (at least Moore's appeared as uncontested in the filing) in 1999, when did they first find out that Moore also disclaimed PTSC's (Falk Sr) claim of Moore's patent rights ??? When was this first disclosed to Shareholders ?
So, in the end, both Fish and Moore claimed that Falk Sr did not own the patent rights of either of them. As a result, we ultimately made another payoff with Fish for his patent rights (what we hold now), and we were forced into creating a JV with TPL to license as one entity; and never took claim to Moore's patent rights afterall.
From the filing on page 12
"We did not develop the basic ShBoom technology. We acquired the rights
in this technology through a series of agreements from two co- inventors. We
have been, and may again be, subject to claims from such prior parties related
to the technology. Such parties may also attempt to exploit the technology
independently of our rights to do so. One of the co-inventors of this technology
has filed a lawsuit against another prior owner and us. (Fish vs Moore, Fish V PTSC) He is seeking, among other things, a return of the technology. This lawsuit is further discussed in
this prospectus under "Litigation". The asset purchase agreement and plan of
reorganization between Patriot, nanoTronics Corporation and Helmut Falk was the
agreement under which we acquired the basic ShBoom technology. The agreement
also contained a number of warranties and indemnities related to the ownership
of the technology and other matters. We believe nanoTronics Corporation has been liquidated and, due to Mr. Falk's death in July 1995, our ability to obtain
satisfaction for any future claims as a result of a breach of the agreement may
be limited."
The Bolded underline line portion of the paragraph, I believe gives credence to the suspicions in my most recent post. The statement references Warrantees and indemnities Falk Sr gave PTSC regarding the Patents rights he sold to PTSC.
In otherwords, PTSC is saying that should we not infact own all the patents, Falk Sr would have breached those Warrantees he gave us, but there is no recourse against Falk Sr because he is dead and NanoTronics has no assets.
I would like to see the entire Asset Purchase Agreement between Falk Sr and PTSC for the patents, because most Warrantee Agreements I have seen would bind the guarantor's estate and heirs too.
I believe Falk Sr's heirs received a portion (or all) of the 10,000,000 shares that Falk Sr. got from the original transaction; back when PTSC had less than 40 Mil shares outstanding.
Corrections welcome