The CGL situation p3 Options

[JM Hardy]

It ultimately doesn't matter. A book in the hand is worth two in layout, and so those should be priorities. Even you agree that the money is owed, so there's nothing much else to say. Pay the money, sell the books. If there are legalities complicating them, settle quickly, even if you have to sacrifice payment of books in the planning stages. That's just common business sense.

But to bring things back to a question you can answer: are the choice of projects to be paid decided by you, or are they made by someone else? You don't have to name names; I just want a look into the duties of a line developer.

We are working to settle and legal issues as quickly as possible. However, I hope you recognize that simply saying "We'd like to settle this legal issue quickly" does not immediately make it go away.

I can have some input into payments, but I do not have all the necessary information--things like a current list of outstanding ICAs, cash on hand, etc. So many decisions are made by the people that have that information.

Jason H.

[Kid Chameleon]

My NDA is so draconian because I signed it with my middle name Lofwyr.

[Adam]

Maybe I missed this somewhere: Has Posthuman Studios made any official announcements as to how these events will affect their relationship with CGL? Adam is co-owner of Posthuman Studios, right?

We (Posthuman Studios and IMR) are in the process of severing our relationship and Posthuman Studios is working on publishing Eclipse Phase ourselves or with another partner.

[augmentin]

@kzt. That is unfortunate. Thanks for the info. Assuming a hypothetical $1M US for license+existing debts+working capital, we'd need $2,000 per share in order to limit it to 500 shareholders. Are there 500 SR fans with $2,000 to invest and faith in the profitability of the franchise? Probably not. The filing costs of an IPO are relatively low (any SR attorneys and accountants out there to help with that side?), but are 10,000 SR fans going to create eTrade accounts and buy up SR stock? Probably not. Worse, we'd need an underwriter willing to guarantee the purchase of any unsold stocks. If someone had such deep pockets and faith in the future success of the SR franchise, he/she would probably just purchase the license his/herself. Most concerning of all, is that none of the core group has voiced interest.

In short, this idea is dying on the vine. Without any information as to the amount of capital required for the license or interest from the core group, there's not much point in discussing this further. I still believe this is a workable concept, but perhaps this is not the correct time.

Thanks for the additional info, kzt.

@ Current & Former CGL/WhizKids/FanPro/FASA employees and contractors do to help? As a schizophrenic, argumentative, obsessed, poorly adjusted, worried, rabid fan base, what can we do to help ensure the continuation of the Shadowrun we love?

[Kid Chameleon]

@ Current & Former CGL/WhizKids/FanPro/FASA employees and contractors do to help? As a schizophrenic, argumentative, obsessed, poorly adjusted, worried, rabid fan base, what can we do to help ensure the continuation of the Shadowrun we love?

Play the game and try to bring in new players. No matter what happens on the business side of things, a greater fan base will be a benefit to the game in the future.

[Sengir]

All from http://www.cthulhutech.com/2010/04/05/the-...-wildfire-pt-i/

Looks like things are worse than we thought.

Damn, sounds like they are starting to pawn the family silver (IMG:style_emoticons/default/frown.gif)

[MindandPen]

RE: Draconian NDAs comment.

[- SNIP -]

Now THAT is draconian. @=)

The Government requirements, including the NDA as a part of the application process, for classified access specifies criminal penalties. The level of access can require rooms with no electronic emissions, multiple levels of physical security, polygraphs, etc.

-M&P

[tete]

@kzt: Admittedly, I've never run an national corporation, but my understanding is that they are subject to federals laws and the laws of the state of incorporation. They are not subject to lawsuits in all 50 states. (They are liable in all 50 states, but unless a PDF comes embedded with a virus or someone suffers a fatal paper cut, I imagine the cost of liability insurance to be rather low. For reference, I pay less than $800/yr for $3M in liability insurance.) Also, I am suggesting a privately held corporation, which would be responsible to the IRS but not the SEC.

Companies are liable in other states if they have a physical presence in that state. What is a physical presence? Well thats hard to say, you have Microsoft on one hand who handles licensing out of Nevada rather than Washington State so they can avoid a couple of million dollars a year in taxes. Washington State has tried to get them to pay up a few times and so far Microsoft lawyers have been able to negotiate or win court cases. On the other hand when I was at a small company with a lawyer power of one, we had to pay California tax for having one salesman living there. So really the liability runs in relation to your lawyers... Generally speaking I think freelancers are probably 1099 contractors and therefore would not count toward physical presence. Full time W-2 employees might. So you may be liable in states where fulltime employees live in a worst case scenario.

The Government requirements, including the NDA as a part of the application process, for classified access specifies criminal penalties. The level of access can require rooms with no electronic emissions, multiple levels of physical security, polygraphs, etc.

-M&P

I love the sign I once saw at a job site. Employees know your rights! Your employer can not force you to take a polygraph... unless its the government.

[Stahlseele]

What's a Polygraph?

[Grinder]

Ein Lügendetektor.

[Stahlseele]

Aaaaah . . .

[X-Kalibur]

Ein Lügendetektor.

What'd I tell you about making up animals?

[Stahlseele]

What'd I tell you about making up animals?

OK, i loled ^^

[Patrick Goodman]

Play the game and try to bring in new players. No matter what happens on the business side of things, a greater fan base will be a benefit to the game in the future.

QFT.

[MindandPen]

What'd I tell you about making up animals?

Given some of the questions they ask you on a lifestyle polygraph (lie detector), that is disturbing in so many ways.

[Prime Mover]

It's official Posthuman,Wildfire and Catalyst parting ways. As if we needed more bad omens.

Press Release

[SecGuard]

Frak me that was a lot of reading.

With CGL giving back some licenses it was too be said that things aren't looking good.

[X-Kalibur]

Given some of the questions they ask you on a lifestyle polygraph (lie detector), that is disturbing in so many ways.

I'd be strangely curious to know what sorts of questions they do ask, actually. But only because I love storing potentially useless knowledge for safe keeping in my noggin.

[Dwight]

All from http://www.cthulhutech.com/2010/04/05/the-...-wildfire-pt-i/

Looks like things are worse than we thought.

Huh, Wildfire getting at least a sizable portion of their debt owed is worse? I was just hoping that Wildfire and Eclipse wouldn't get dragged down via a dissolving CGL left owing them a bunch of money. Or you expected CGL to continue to do business with Wildfire and Eclipse?

EDIT: Another positive is this is CGL clearing more of their debt. The business can't have a chance to move forward till this stuff gets resolved. So, taken by itself, it is hard to discern this as good or bad. *shrug*

[Wandering One]

Well then let me address myself directly to the rumor mill. Hey there rumor mill! What's up? Been a busy few weeks for you hasn't it? You must be exhausted!

[SNIP for length]

Jason H.

BWAHAHAHAHAAH, That was funny. Overkill, but amusing. Apparently I was the only one.

It's harder than it seems to do a shareholder structure. I talked to Greg and several people involved with this while he was trying to set it up as a corporation. A "closely held corporation" is generally limited to at most 500 shareholders. Above 100 you have to register with the federal government. Apparently you generally have to register your security with each state you intend to sell it in, in addition to the federal government. This isn't a huge issue if you are a large private company going public, but it's a HUGE issue if you are a tiny company trying to raise money via lots of tiny investors, as you apparently normally need a lawyer licensed in the state to prepare those kinds of docs.

& to augmentin: It's actually not that bad for sales, and the two cases from earlier are extremes (Microsoft and the random salesguy), but it's why middlemen are so powerful still and there's only a few national powerhouses for *physical* presence. Most RPG properties would need a license in one state, whatever state they incorporated in, usually, and then they'd sell to people with presence in those states (read, local gaming store), who would have licenses there. Internet sales again are subject to the state of origination, as long as you follow the taxing laws of the target state (for example, selling a computer to an address in CA requires you add on the recycling fee tax, but you don't need a CA license to sell to someone there). It's a boggling twist of rules but you get it after a while.

As to opening an IPO and dealing with the SEC (well, to the extent a publically traded one is), I think you're nuts, augmentin, it's just not worth it. You just won't have the interest to generate a real IPO launch worth discussing. You're better off completely privately held and to do stock sales. You *can* privately sell stocks without being publically traded with some effort, and you'd want to hold off on IPO's until you needed additional external capital and had a solid business requirement behind it.

KZT: I'm curious where the information you got regarding # of people at 500 changing any rules regarding a corporation. At *1* shareholder, you're registered with the federal government, Federal Tax ID and all, at least if your corporate agent in your state of incorporation is doing his job, it is. What other registrations do you have in mind regarding 100 ppl +?

[urgru]

Spinning the inventory off to WildFire and Posthuman reduces Catalyst's outstanding obligations, eliminates the need to lay cash out to print the CthuluTech and Eclipse Phase core books, and gives those games a chance to find a new publisher posthaste.

Obviously not an ideal situation for anyone, but it's not necessarily a bad omen. If the inventory transfer frees up cash to pay freelancers, which in turn frees up books to sell and generate cash . . . it may be making the best of this very bad situation. Or it may be really bad. As ever, we won't actually know until May's license re-up.

I'll be sending positive thoughts Adam Jury's way today. Hopefully Eclipse Phase will find a happy new home.

[Adam]

I'll be sending positive thoughts Adam Jury's way today. Hopefully Eclipse Phase will find a happy new home.

Thanks! We're working on it! (Between all my new clients and finding a new home or making a new home for Eclipse Phase ... I'm busy ...)

[otakusensei]

Huh, Wildfire getting at least a sizable portion of their debt owed is worse? I was just hoping that Wildfire and Eclipse wouldn't get dragged down via a dissolving CGL left owing them a bunch of money. Or you expected CGL to continue to do business with Wildfire and Eclipse?

In all fairness this thread hadn't mentioned those properties much. Add to that the company line being toted, that mommy and daddy still love us and nothing is going to change. Well, I figured I should be subtle instead of say something like "Suck it bitches, more evidence that CGL is going down!". I'm just as glad as you that Wildfire and Posthuman aren't going to suffer the same fate that I expect CGL will.

[otakusensei]

If the inventory transfer frees up cash to pay freelancers, which in turn frees up books to sell and generate cash . . . it may be making the best of this very bad situation. Or it may be really bad. As ever, we won't actually know until May's license re-up.

My understanding was that the inventory is being released instead of payment. Someone correct me if I'm wrong.

[tete]

I'd be strangely curious to know what sorts of questions they do ask, actually. But only because I love storing potentially useless knowledge for safe keeping in my noggin.

I'm not sure on how much I'm allowed to say nor when the gag lifts... I will say that I have heard stories about how disturbingly high the number of people who answer yes to some questions.
I think you can add the rest together based on the following...

animals

lifestyle