The Boston Diaries

The ongoing saga of a programmer who doesn't live in Boston, nor does he even like Boston, but yet named his weblog/journal “The Boston Diaries.”

Go figure.

Thursday, July 20, 2006

Of limited interest

John Molino and Patricia Warren formed an Arizona internet company, the Free Yellow Pages Corporation, in 1997. Relations soured between them. Molino negotiated to buy out Warren's interest. Without reaching a final agreement with Warren, Molino moved the assets of the company to Florida. There, he incorporated a similar company, FreeYellow.com, Inc. He transferred the assets of the Free Yellow Pages Corporation to FreeYellow.com, without paying any compensation to Warren or the original company. Warren had a strong claim to a 50 percent beneficial ownership interest in FreeYellow.com and its assets because it was essentially the same business as the Free Yellow Pages Corporation. Nevertheless, when Go2Net sought to acquire FreeYellow.com in 1999, Molino represented that he was the sole owner. …

Go2Net and Molino finalized the merger agreement near the end of October 1999. About two months later, Warren contacted Go2Net and informed them that she was a 50 percent shareholder of FreeYellow.com's predecessor corporation. She demanded that Go2Net cease using FreeYellow.com's property until resolution of the matter. It is unclear whether, and how, Warren's demands against Molino and Go2Net were ultimately resolved. Go2Net's immediate reaction to Warren's claim was to negotiate with Molino over the course of nine months for the protection of a larger escrow account, while at the same time advising Molino that Go2Net was 'prepared to pursue all rights and remedies available to it.' The negotiations seemed promising at first but ultimately failed in September 2000, when Molino informed Go2Net that he did not intend to enter into an escrow agreement. Molino demanded $16 million from Go2Net. Go2Net did not complete the registration of Molino's Go2Net stock, and Molino was not able to sell it.

Go2net, Inc., Res./Cross-App. v. Freeyellow.com, Inc., App/Cross-Res.

Unless the name “John Molino” means anything to you, don't bother reading this. On the other hand, if it does (and I know a few of my readers will be interested in this), then this will make for some facinating reading.

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