BLOG/FILING: "Peliculas Fantastico", Subsidiary, Financing, TCA Dissolution
HHSE has 2 news items 6/26/14
BLOG: Spanish-Label "Peliculas Fantastico" Sales Forecasts Adjusted Up
Hannover House (HHSE) Investor Relations Blog
Thursday, June 26, 2014
Strong Retail Response to Spanish DVD Label From Hannover House
Dear HHSE Friends & Shareholders - the launch of a Spanish-language video label from Hannover House has been well received by Walmart, Best Buy and Redbox, indicating that the sales forecasts for this product line will need to be adjusted upwards. Originally planned as the "Peliculas Ole'" brand - the new name for the label is now "Peliculas Fantastico" due to trademark and title clearance issues.
First key releases will be the limited theatrical titles "ASALTO AL CINE" and "BORRAR DE LA MEMORIA" with direct-to-video titles comprising multipacks and additional releases. Plan is for two releases per month from this Spanish-language video label, which Hannover House feels is complementary - and not competitive with - the other titles being released by HHSE and affiliate label suppliers for Medallion Releasing.
http://hannoverhousemovies.blogspot.com/2014/...h-dvd.html
ITEM 1 - MINUTES OF THE BOARD OF DIRECTORS MEETING OF JUNE 26, 2014
A special meeting of the Company's Board of Directors was held at 10:00 am on Thursday, June 26, 2014 at the Company's principal headquarters in Springdale, AR. The following minutes cover agenda items discussed, and where noted, acted upon by the Board of Directors.
1). APPROVAL OF SUBSIDIARY OR AFFILIATE ENTITY FOR MULTI-STUDIO VENTURE -
In response to issues and suggestions presented by affiliate label suppliers to the company’s “multi-studio distribution venture” under Medallion Releasing, the board considered the benefits of forming a separate, corporate entity, ostensibly, Medallion Releasing, Inc. The primary purpose of the separate corporate entity is enable the unaffiliated, third-party studio supplier labels to maintain their existing security interests in their own sales receivables, without conflicting with existing security interests in Hannover House assets or existing security interests held in the receivables of these third party suppliers. Accordingly, the board approved the formation of Medallion Releasing, Inc., and agreed to work with counsel in structuring the stock ownership in a manner which enables HHSE to continue to enjoy the benefits of the revenues and applicable commissions due to HHSE, without compromising the various security interests and financing issues impacting the partner suppliers.
2). APPROVAL OF “DISTRIBUTOR’S ERRORS & OMISSIONS” POLICY AND NAMED BENEFICIARIES –
In order to protect HHSE and customers of HHSE and Medallion, the Board discussed the need for a blanket “Distributor’s Errors and Omissions” policy in order to protect the company and customers against third party claims of rights and licensing disputes. The board reviewed a proposal from Frankel & Associates for a policy offering up to $5-mm in coverage per title distributed by or through HHSE and Medallion, which coverage can extend to third party titles (conditioned upon the indemnification criteria and the proper copyright clearances for each covered title). The Board approved the purchase of the E&O policy and the additionally named and covered customers of Walmart Stores, Inc.; Best Buy, Inc.; Anderson Merchandisers, Inc.; Target Brands, Inc.; Netflix, Inc.; Starz Entertainment, LLC; Showtime Networks, Inc.; and Costco Wholesale Corporation; the Board reserved the right to name additionally covered customers to the policy as may be needed or requested.
3). DRUID FINANCIAL OPPORTUNITY –
The Board reviewed a financing proposal from Druid Financial that would result in the creation of bankable “letters of credit” as collateral enhancement for the benefit of major productions that HHSE might wish to acquire or produce. Due to the complexity of the venture, the Board voted to defer action until further review from outside counsel could occur.
4). DISSOLUTION OF TCA VENTURE –
The Board approved the terms of the dissolution plan for full and expeditious retirement of the credit line venture from TCA Global Master Fund. The publicly disclosed details of the dissolution and payment agreement will be subject to mutual approval of the parties, and shall be disclosed under a separate Form 8 filing. The collateral shares issued to TCA in May of 2013 (10-million shares) will be returned to HHSE Treasury stock upon satisfaction of the dissolution and payment agreement.
As there were no further issues requiring action by the Board of Directors, the Meeting was adjourned at 10:30 am, Central Standard Time.
https://www.otciq.com/otciq/ajax/showFinancia...?id=122930
.
HHSE has 2 news items 6/26/14
BLOG: Spanish-Label "Peliculas Fantastico" Sales Forecasts Adjusted Up
Hannover House (HHSE) Investor Relations Blog
Thursday, June 26, 2014
Strong Retail Response to Spanish DVD Label From Hannover House
Dear HHSE Friends & Shareholders - the launch of a Spanish-language video label from Hannover House has been well received by Walmart, Best Buy and Redbox, indicating that the sales forecasts for this product line will need to be adjusted upwards. Originally planned as the "Peliculas Ole'" brand - the new name for the label is now "Peliculas Fantastico" due to trademark and title clearance issues.
First key releases will be the limited theatrical titles "ASALTO AL CINE" and "BORRAR DE LA MEMORIA" with direct-to-video titles comprising multipacks and additional releases. Plan is for two releases per month from this Spanish-language video label, which Hannover House feels is complementary - and not competitive with - the other titles being released by HHSE and affiliate label suppliers for Medallion Releasing.
http://hannoverhousemovies.blogspot.com/2014/...h-dvd.html
ITEM 1 - MINUTES OF THE BOARD OF DIRECTORS MEETING OF JUNE 26, 2014
A special meeting of the Company's Board of Directors was held at 10:00 am on Thursday, June 26, 2014 at the Company's principal headquarters in Springdale, AR. The following minutes cover agenda items discussed, and where noted, acted upon by the Board of Directors.
1). APPROVAL OF SUBSIDIARY OR AFFILIATE ENTITY FOR MULTI-STUDIO VENTURE -
In response to issues and suggestions presented by affiliate label suppliers to the company’s “multi-studio distribution venture” under Medallion Releasing, the board considered the benefits of forming a separate, corporate entity, ostensibly, Medallion Releasing, Inc. The primary purpose of the separate corporate entity is enable the unaffiliated, third-party studio supplier labels to maintain their existing security interests in their own sales receivables, without conflicting with existing security interests in Hannover House assets or existing security interests held in the receivables of these third party suppliers. Accordingly, the board approved the formation of Medallion Releasing, Inc., and agreed to work with counsel in structuring the stock ownership in a manner which enables HHSE to continue to enjoy the benefits of the revenues and applicable commissions due to HHSE, without compromising the various security interests and financing issues impacting the partner suppliers.
2). APPROVAL OF “DISTRIBUTOR’S ERRORS & OMISSIONS” POLICY AND NAMED BENEFICIARIES –
In order to protect HHSE and customers of HHSE and Medallion, the Board discussed the need for a blanket “Distributor’s Errors and Omissions” policy in order to protect the company and customers against third party claims of rights and licensing disputes. The board reviewed a proposal from Frankel & Associates for a policy offering up to $5-mm in coverage per title distributed by or through HHSE and Medallion, which coverage can extend to third party titles (conditioned upon the indemnification criteria and the proper copyright clearances for each covered title). The Board approved the purchase of the E&O policy and the additionally named and covered customers of Walmart Stores, Inc.; Best Buy, Inc.; Anderson Merchandisers, Inc.; Target Brands, Inc.; Netflix, Inc.; Starz Entertainment, LLC; Showtime Networks, Inc.; and Costco Wholesale Corporation; the Board reserved the right to name additionally covered customers to the policy as may be needed or requested.
3). DRUID FINANCIAL OPPORTUNITY –
The Board reviewed a financing proposal from Druid Financial that would result in the creation of bankable “letters of credit” as collateral enhancement for the benefit of major productions that HHSE might wish to acquire or produce. Due to the complexity of the venture, the Board voted to defer action until further review from outside counsel could occur.
4). DISSOLUTION OF TCA VENTURE –
The Board approved the terms of the dissolution plan for full and expeditious retirement of the credit line venture from TCA Global Master Fund. The publicly disclosed details of the dissolution and payment agreement will be subject to mutual approval of the parties, and shall be disclosed under a separate Form 8 filing. The collateral shares issued to TCA in May of 2013 (10-million shares) will be returned to HHSE Treasury stock upon satisfaction of the dissolution and payment agreement.
As there were no further issues requiring action by the Board of Directors, the Meeting was adjourned at 10:30 am, Central Standard Time.
https://www.otciq.com/otciq/ajax/showFinancia...?id=122930
.
