Archive for September, 2010

Update to the Bidding Process – Procedures for the sale of certain assets of Applied Spine Technologies, Inc.

Further to Gerbsman Partners e-mail of September 22, 2010 and September 14, 2010 regarding the sale of certain assets of Applied Spine Technologies, Inc., I attach the draft legal documents and wire transfer information that we will be requesting of bidders for certain assets of Applied Spine Technologies, Inc. All parties bidding on the assets are encouraged, to the greatest extent possible, to conform the terms of their bids to the terms and form of the attached agreements.  Any and all of the assets of Applied Spine Technologies, Inc. will be sold on an “as is, where is” basis.  I would also encourage all interested parties to have their counsel speak with Merton Gollaher, Esq., counsel to Applied Spine Technologies, Inc.

For additional information please contact Merton Gollaher, Esq., of Wiggin and Dana LLP counsel to Applied Spine Technologies, Inc. He can be reached at 203 498 4362  and/or at mgollaher@wiggin.com

Following an initial round of due diligence, interested parties will be invited to participate with a sealed bid, for the acquisition of the Applied Spine Assets. Sealed bids must be submitted so that the bid is actually received by Gerbsman Partners no later than Friday, October 15, 2010 at 3:00 p.m. Eastern Standard Time (the “Bid Deadline”) at Applied Spine’s office, located at 30 Cold Spring Road, Rocky Hill, CT 60607.  Please also email – steve@gerbsmanpartners.com – with any bid.

For your convenience, I have restated the description of the Updated Bidding Process.

The key dates and terms include:

The Bidding Process for Interested Buyers

Interested and qualified parties will be expected to sign a nondisclosure agreement (attached hereto as Exhibit A) to have access to key members of the management and intellectual capital teams and the due diligence “war room” documentation (the “Due Diligence Access”). Each interested party, as a consequence of the Due Diligence Access granted to it, shall be deemed to acknowledge and represent (i) that it is bound by the bidding procedures described herein; (ii) that it has an opportunity to inspect and examine the Applied Spine Technologies Assets and to review all pertinent documents and information with respect thereto; (iii) that it is not relying upon any written or oral statements, representations, or warranties of Gerbsman Partners, or their respective staff, agents, or attorneys; and (iv) all such documents and reports have been provided solely for the convenience of the interested party, and Gerbsman Partners (and their respective, staff, agents, or attorneys) do not make any representations as to the accuracy or completeness of the same.

Following an initial round of due diligence, interested parties will be invited to participate with a sealed bid, for the acquisition of the Applied Spine Technologies Assets. Sealed bids must be submitted so that it is actually received by Gerbsman Partners no later than Friday, October 15, 2010 at 3:00 p.m. Eastern Standard Time (the “Bid Deadline”) at Applied Spine Technologies’ office, located at 30 Cold Spring Rd, Rocky Hill, CT 06067.  Please also email  <mailto:steve@gerbsmanpartners.com> with any bid.

Bids should identify those assets being tendered for in a specific and identifiable way.  In particular, please identify separately certain equipment or other fixed assets.  The attached Applied Spine fixed asset list may not be complete and bidders interested in the Applied Spine equipment must submit a separate bid for such assets.

Any person or other entity making a bid must be prepared to provide independent confirmation that they possess the financial resources to complete the purchase. All bids must be accompanied by a refundable deposit check in the amount of $100,000 (payable to Applied Spine Technologies, Inc.).  The deposit should be wired to Applied Spine’s attorneys Wiggin and Dana LLP.  The winning bidder will be notified within 3 business days of the Bid Deadline. Unsuccessful bidders will have their deposit returned to them within 3 business days of notification that they are the unsuccessful bidder.

Applied Spine Technologies reserves the right to, in its sole discretion, accept or reject any bid, or withdraw any or all of the assets from sale.  Interested parties should understand that it is expected that the highest and best bid submitted will be chosen as the winning bidder and bidders may not have the opportunity to improve their bids after submission.

Applied Spine Technologies will require the successful bidder to close within a 7 day period. Any or all of the assets of Applied Spine Technologies will be sold on an “as is, where is” basis, with no representation or warranties whatsoever.

All sales, transfer, and recording taxes, stamp taxes, or similar taxes, if any, relating to the sale of the Applied Spine Technologies Assets shall be the sole responsibility of the successful bidder and shall be paid to Applied Spine Technologies at the closing of each transaction.

For additional information, please see below and/or contact:

Steven R. Gerbsman
(415) 456-0628

Dennis Sholl
(415) 457-9596

Kenneth Hardesty
(408) 591-7528

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Article from SF Gate.

“AOL Inc. bolstered its strategy to reinvent itself as a major source of online content Tuesday by buying San Francisco’s TechCrunch Inc., which operates a popular and influential network of technology news blogs.

Financial terms of the deal were not disclosed, but Bloomberg News, citing two sources who were familiar with the terms, said AOL agreed to pay $25 million.

TechCrunch founder and co-editor Michael Arrington, a lawyer who has become an influential technology writer, agreed to remain with the company for at least three years as his company joins an AOL stable that includes the popular consumer electronics blog Engadget.

AOL Chief Executive Officer Tim Armstrong joined Arrington onstage during the second day of TechCrunch’s Disrupt conference at the San Francisco Design Center to publicly announce the deal Tuesday.

“I flew out here because the company I’m most interested in is TechCrunch,” Armstrong said in a tongue-in-cheek exchange with Arrington. “I’d love it if you let me partner TechCrunch with AOL to see if we can build a very substantial company together.”

“Yes is the answer,” Arrington replied before he and other TechCrunch executives signed the acquisition papers as the audience watched.

TechCrunch becomes part of AOL’s overall strategy to recover from its failed corporate marriage to Time Warner by reinventing itself as a major source of online news, information and entertainment and to make that content available on all Web-connected devices.

AOL already includes online sites and services such as FanHouse, Joystiq, Switched, MapQuest and Moviefone. The New York firm cut another deal earlier Tuesday to buy video distribution services 5min Media, which has a library of 200,000 fashion, cooking and fitness videos.

Seeking future brands

AOL also is investing in a network of hyperlocal news sites through its Patch Media subsidiary, which already covers about 150 communities. Last week, AOL launched Patch U, a network of partnerships between Patch publications and leading journalism departments at universities including Stanford, UC Berkeley, University of Southern California, Northwestern and Missouri.

“There is one thing that remains constant across all of the major platforms on the Web, and that’s content,” Armstrong said last week at a business conference sponsored by Goldman Sachs & Co. “So our specific strategy for content is to invest in the future brands for the digital space for mobile, for the Internet, for the plasma screen, and you’re going to see us continue to make more moves down that pathway.”

Many consumers may still think of AOL as being America Online, the company that rose to prominence selling dial-up access to the Internet. America Online eventually merged with media conglomerate Time Warner but spun off in December.

“Today’s news has kind of reminded people that AOL is actually not dead and buried,” said Eric Talley, co-director of the Berkeley Center for Law, Business and the Economy.

Database of investors

The acquisition of TechCrunch, which has about 40 employees, contractors and contributors, “is not a gigantic deal,” but it does give AOL a well-known brand within the tech community, Talley said. AOL also gains the potentially valuable CrunchBase online database of company and investor information.

“That data could be the source of all types of future services that AOL is interested in getting into,” Talley said.

TechCrunch becomes part of the AOL Technology Network with Engadget, which according to online measurement service comScore was the top tech blog in August with about 7.3 million unique visitors.”

Read more here

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Article from GigaOm.

“The American market for virtual goods will grow 31 percent to $2.1 billion in 2011, according to a new report from Inside Network. A huge driver of recent growth has been the social games sector, which “came out of nowhere” as co-author Charles Hudson put it. He said that virtual goods sold in social games are set to already account for 40 to 50 percent of the market, or at least $840 million in 2011, and that Facebook is responsible for “pretty much all of social.”

Many social game makers such the biggies – Zynga, CrowdStar, Playfish and Playdom – are transitioning to using Facebook’s Credits payments system, from which Facebook takes a 30 percent cut of all sales. Taking that rough math further, that means the social network stands to rake in $252 million in revenue from Facebook Credits for U.S. games next year. Facebook also has a second revenue stream from games from developers buying advertising on its site.

Hudson said that even with Facebook’s newly introduced tithing policy, game developers stand to benefit. As Facebook Credits are adopted, “The lift to conversion and monetization should offset the 30 percent,” he said.

What’s interesting about that market is that fewer than 5 percent of social game players ever buy anything, however, they account for the vast majority of the revenue from these free games. Virtual goods were worth $1.6 billion in the U.S. during 2010 and $1.1 billion in 2009, according to Inside Network. Hudson said that the Asian market for virtual goods is likely two-to-three times bigger.”

Read the full article here.

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Article from Seeking Alpha.

“It barely matters who Hewlett-Packard (HPQ) finds to replace Marc Hurd as CEO.

This stock is cheap on almost every measure, and should rally along with the rest of tech when his predecessor is named.
Which, by the way, could be very soon.

By now you know the story of Hurd… who left in August amid a sexual scandal.

The stock took a drubbing on his departure, down about 18 percent to the August trough. As a result, the stock is mired in questions, and has completely missed the 9.5 percent tech rally in September.
And it now trades at an ultra-low 8 times forward earnings, versus 9 times for rival Dell (DELL), and about 11 times for IBM (IBM). At this point, H-P can gain 20 percent if it can simply get to the mean PE of its two peers.
And H-P has one of the lowest StarMine intrinsic value multiples of all stocks in North America. Stocks trading at similar intrinsic value discounts in a 10-year backtest had a three-month return of 14 percent.
There’s no denying that Hurd’s exodus was a blow. He spearheaded five years of tough cost cuts at H-P that didn’t happen under his predecessors. But at this point, the fat on this one-time Silicon Valley sow is gone. So whoever takes over should have a fairly easy time making the EPS numbers.
The real challenge for the incoming CEO is growth. H-P took some early steps to address that problem in the past few weeks, with two announced deals that should bring in high-margin revenue in the future.
There’s some griping that H-P paid too much for ArcSight and 3Par. But most of that comes from IBM CEO Sam Palmisano, who is publicly reveling in H-P’s recent misery.
Let’s dispel some of the Street’s other big concerns about H-P. One is that the company is somehow rudderless. That’s hardly the case. H-P has always had some of the best lieutenants in the business, dating back to the Lew Platt regime. Don’t be surprised if an internal CEO is named.
The company will benefit if it now finds an innovation leader to take the helm – one that can help finish off the progress Hurd made in emerging markets.
Another is that H-P could make a bad CEO choice. That’s possible. But no one will know that for at least a year. What’ s more likely is HP shows great EPS numbers for the first few quarters under a new regime.
A broader worry for all of tech hardware is a consumer spending slump. It’s true, anecdotal signs are that back-to-school hasn’t been great. But the comparison period a year ago was a total barnburner. It’s hard to expect anything different.
Instead, the Street should be looking at the strengthening refresh cycle on the corporate side. Companies are replacing aging computers and servers because they no longer have a choice. That should benefit H-P all the players heading into next year.

H-P’s stock chart is not pretty. But there’s strong volume-at-price support around $37.50. At roughly $39.50, that means there’s a 1-to-3 risk reward ratio on a bet this stock closes this gap, and gets to $45.50.”

Read the full article here.

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Article from GigaOm.

“Forget the AngelGate controversy and shift your attention to the big-money world of cloud computing and infrastructure startups. While the clashing egos clang in the Silicon Valley echo chamber, massive amounts of money have started to flow into cloud companies at nosebleed valuations, and things are only just getting started.

Here are some of the recent deals and some exclusive details on forthcoming rounds and valuations of some of the better-known cloud and big data focused companies:

  • StorSimple, a Santa Clara, Calif.-based storage company making hybrid storage systems, recently raised $13 million in Series B funding. The company, which has yet to bring in a dollar in sales, is being valued at $50 million.
  • RightScale recently raised $25 million in Series C funding from Tenya Capital, DAG Ventures, Benchmark Capital, Index Ventures and Presidio Ventures at a reported valuation of $100-$125 million. Another source suggests that RightScale’s valuation is even higher.
  • Eucalyptus, a company headed by ex-MySQL CEO Marten Mickos, is said to be valued in excess of $100 million, and raised $20 million in new funding from New Enterprise Associates, Benchmark Capital and BV Capital.

On the big data front:

  • Aster Data recently snagged $30 million in new funding from the likes of Sequoia Capital and a new undisclosed investor. Rumored valuation: somewhere between $85 and $120 million.
  • I’ve heard rumors that Cloudera, the Hadoop-based big data company and one of the all-stars of big data movement, is looking to raise a fresh round of funding and is being valued in excess of $100 million.

My sources tell me a handful of cloud companies are likely to raise a ton of money in the coming weeks. So now you must be wondering what’s going on. There are two forces at work:

From a macro standpoint, the investment industry’s thinking about cloud-based investments has evolved. At our Structure 2010 conference, folks like VMware CEO Paul Maritz talked about the 10-year shift in the IT infrastructure. Early cloud doubters such as Oracle’s Larry Ellison are coming around and rethinking the opportunities being offered by the cloud. The venture capital community is sensing an opportunity and pumping dollars into the sector. But when you zero in, you can see that late-stage investors are willingly investing in companies that already have backing from the cream of the crop venture capital firms, such as Sequoia Capital, Benchmark Capital and Index Ventures.”

Read the full article here.

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