New CEO, Board of Directors and Sale of Class A and Class AA shares
SAN DIEGO - June 14, 2019 - PRLog -- "We are excited to announce that IFLM has new management and a new Board of Directors has been appointed," says the new CEO Theo Hanson. "Former CEO Jeff Ritchie was helpful and transparent in my team's multi month long due diligence and review of the liabilities and assets of the corporation. In its course of business, IFLM incurred significant debt and faced what appears to have been insurmountable challenges. IFLM has had no revenue, no salaries nor any other significant activity over the last two years. The company fell behind in its reporting. The company is being restructured and a new business plan is in place.
100% of Class A and Class AA shares have been properly transferred to Theo Hanson. These represent the complete voting block. The Purchase Agreement began in March with a close date of June 7th, 2019. This close was made difficult by a series of surprising and suspicious trades on or about May 29th, 2019. On June 3rd, 2019 our team made contact with an individual, and his attorneys, who appears to be at the source of the trades. Those are common share stocks that currently do not have any voting rights. If they were attempting to gain control of the company, the more appropriate strategy might have been to contact the CEO and owner of the controlling block of shares and attempted to negotiate a purchase.
Regardless, I shared my concerns with them on June 3rd, 2019 of the perils of their scheme or strategy and suggested they explore canceling those supposed trades and that we would be open to a productive and transparent conversation. Despite having an agreement to confidentiality and the resulting disclosure of some of the sensitive details of the pending close, this individual appears to have instead elected to make spurious public claims, purchase more stock, appears to have filed forms stating facts that ignore Class A and Class AA share structure, and seems to be interested in running some kind of PR campaign via social media. We have given this individual the opportunity to make right. As of this afternoon he and his legal team have declined to offer any solution.
No one on our team has traded any common stock. No one on our team had any knowledge of this individual prior to June 3rd, 2019. And that individual is in no way associated or involved in the restructuring of the company. His actions appear to have moved the OTC status of IFLM from a 'Stop Sign' to a 'Caveat Emptor'. Certain sensitive information was made known to that party on June 3rd, 2019 that leaves any subsequent share purchases as potentially problematic. We believe that his actions were an unnecessary and a costly setback that has likely caused harm to the company and shareholders. While we applaud his youthful enthusiasm, we are surprised to witness the bravado. We are investigating the trade activity, public announcements and resulting impact to short term share value. We will forward our report to both OTC and DTC in an effort to protect shareholders.
We hope that people will heed the OTC warnings and understand that the lure of significant short term gains should have been tempered by the clear facts that were there at the time. IFLM was a company that clearly was not actively generating revenue or able to meet its obligations and a modest amount of due diligence would have revealed that a control block of shares was likely the more appropriate target for an acquistion.
We believe that hard work, integrity and transparency will bring this company back to health. We are in this for the long haul. We have experience and industry position to continue creating worthwhile film content. Recent actions of others have temporarily limited our options and affected previous strategies to create significant shareholder value. An adjusted plan is developed and approved. We are not changing the name or the purpose of the company and look forward to legitimate shareholders being enthusiastic and satisfied.
We will provide future announcements as we work to resolve the OTC and DTC issues and address outstanding debts. We pray that the actions of one will not force the company into bankruptcy.
Inordinate desires for Power, Ego and Greed have a long history of destruction. These drivers are diametrically opposed to our teams corporate culture. We believe that real value comes from consistent and reliable actions, creating value for others, and managing the inefficiencies often associated with free market businesses. We hope that shareholders find these characteristics, values, and actions to be cause for celebration. We will do our level best to move the company towards profitability."
"I am looking forward to seeing what the new CEO Theo Hanson and his team can accomplish with IFLM," states Former CEO Jeff Ritchie. "We originally registered the company and were fortunate to move towards success in some ambitious projects. However, market changes and unexpected challenges left us struggling and eventually we filed a dissolution. We redomiciled the corporation to Wyoming in an effort to reduce annual registration costs."
"It is important to note that no one has received salaries in the last two years. I have not, and to the best of my knowledge, nor have any of the managers or founders liquidated any shares in the recent trading activity. The unusually high trading activity in the last week of May came as a surprise and prompted me to issue a press release stating that IFLM had no part in recent trading activity or promotions.
I wish Mr. Hanson the best of luck," he continued. "I hope he can enhance shareholder value. I would also like to thank every investor and shareholder over the years for their support".
CEO Independent Film Corp