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Saturday, December 20, 2014

Ahh... the Politics of Posting...

Good afternoon HHSE Friends & Shareholders - We hope that you're enjoying your holidays / pre-holidays and taking time off for the enjoyment of life.  For Fred Shefte and Eric Parkinson, time off is not an option at the moment - and both have been working throughout the day on a variety of issues of urgency.  Here's a quick summary for those who care:

1).  MEDALLION STUDIO PARTNERS PRESS RELEASE - On Thursday, HHSE prepared and submitted to three (3) new studio partners what we thought was a kick-ass announcement of new suppliers and product for the multi-studio venture.  The plan was to release this news on Friday (yesterday). To our surprise, all three suppliers requested individual announcements (as they did not want to be "lumped-in" with other suppliers).  We agreed, as each of these label affiliations represents a minimum of $2-mm in annualized video revenues (and potentially much more).  So, we have agreed to put out individual news releases for GREEN APPLE FILMS, FEVER DREAMS and GDC ENTERTAINMENT on Monday, Tuesday and Wednesday of next week.  Yes, it's politics, but understandable. The politics goes a step further as "certain titles" from each supplier need priority listing in the releases, and other titles need to be withheld entirely (as their higher-profile statures merit a free-standing announcement).  Ahh...well if what we're doing was easy to do, ostensibly, others would be doing it.

2).  CREDIT LINE - Over the next six months, HHSE (and affiliated labels) have a total of 32 new release items hitting the market.  The upfront costs for marketing, infrastructure, replication and freight require that the Company obtain new financing.

Funds have to be spent NOW for February and March releases that won't turn into matured collections until May and June.  Typically, a direct-to-video movie (such as "GABRIELLE" as an example), requires that HHSE spend about $10,000 upfront in marketing, and about $.80 per DVD for manufacturing and Freight. If initial shipments are 30,000 units (as forecast for "GABRIELLE"), then the total of upfront, out-of-pocket costs for HHSE is about $34,000.  However, those 30,000 units average out at about $6.30 each / wholesale.  So the gross revenues of $189,000 represent a 5.5X-to-1 R.O.I., excluding third party participants (which are not payable until after revenues are collected).  Multiply this upfront cash expenditure by 20 or more HHSE titles, then add in some theatrical and book releasing costs, and it becomes clear that while our MUCH bigger boat can haul a lot more cargo, this bigger boat's going to need a bigger fuel supply.

In respect of how unpopular stock issuances - O/S increases  have been with everyone (except for the caged monkeys), the Company is instead consummating a receivables-backed credit facility.  In order to proceed, the Company had to first free-up liens that were impacting our eligibility (as well as to address cash demands from the same impatient creditors whose liens were impeding the new credit line).  That is why the Company did a "debt conversion" with JSJ Investments on December 9.  It was painful - and highly unpopular with shareholders (except for the caged monkeys).  If there had been another way to remove the liens, HHSE management would have done it.  In any event...

...the credit line represents a "material development" that counsel said must be disclosed in the Form 10 Registration.  While the Company will have the opportunity to make minor corrections in the registration statement for up to 60-days (such as correcting the number of employees, for example, or updating release dates), material activities such as a primary operating credit facility cannot be considered "after-thoughts" to address later.

Timing wise, the closure of the credit line is waiting on one document that Shefte and Parkinson expect to submit Monday morning (a revision of the Company's 2013 Income Tax Return - with activities and revenues from the affiliated corporations split apart from the filing for the pubco, Hannover House, Inc.).  The new language, disclosures and details about the credit line issuer and venture are already drafted and incorporated into the Form 10 document.  It is HHSE's goal to submit the Form 10 to MacReportMedia on Tuesday, with the plan of S.E.C. Edgar publication on 12-24-2014, as a great Holiday gift to all (except for the caged monkeys).  

3).   DARK AWAKENING - For those of you that are not followers of the Hannover House FaceBook page, a teaser announcement was released last night about director Dean C. Jone's epic thriller, "DARK AWAKENING."  HHSE will release this film on March 27, 2015 - two weeks after Paramount's "PARANORMAL ACTIVITY" sequel, and three weeks before Universal's "UNFRIENDED" - a "sweet spot" with no theatrical competition in the horror-thriller genre.  It's a very well-made horror-thriller, from the Executive Producer of "THE RING" and starring Lance Henriksen ("Terminator", "Aliens", "Millennium"). Director Dean C. Jones is best known for his award winning visual and make-up effects on sci-fi and horror classics, including "X-MEN", "STAR TREK" and "PIRATES OF THE CARIBBEAN."

When looking at the "seminal moments" in the history of up-and-coming indie studios, the successful release of a major HORROR film into theatres has always opened the door.  The release of "BLAIR WITCH PROJECT" moved Artisan Entertainment into the spotlight (and facilitated the merger with Lionsgate).  The release of "SAW" pushed Lionsgate from indie-to-watch into a "major independent" (and now, without question, a major studio).  New Line Cinema went from a two-man operation run out of Bob Shaye's garage, to a top-power status after the release of "A NIGHTMARE ON ELM STREET."

Will "DARK AWAKENING" mark an impressive step-up for HHSE in terms of Box Office Revenues, consumer credibility and industry stature?  It certainly has all the right elements...

There's much more to share, but time is at a premium at the moment.  Have a great weekend.


Thursday, December 18, 2014

Thursday Update

Good Morning - It would be an understatement to say that these are insanely busy days for HHSE.

We wanted to immediately address a shareholder concern - posted from an IHUB link this morning.

The IRS filed a levy against the former California corporation (Truman Press, Inc., dba Hannover House) for "unpaid 941 payroll estimates."  Essentially, when the company reincorporated Truman Press, Inc., in Arkansas in 2008, the California entity was abandoned.  However, this did not stop an IRS officer out there from "estimating" that payroll taxes "probably" were due, and proceeding with collections. 

We have since learned that notices were sent to the former P.O. box in California - and not forwarded to Arkansas.  So we had no prior knowledge that an arbitrary assessment had been made (and not contested) and that this has gone into collections.  We were informed that the IRS levy was filed last week in Arkansas after they researched where our business has been operating.  We have provided the IRS with proof that there were NO payroll taxes due under that entity (we use a payroll service under the FED EIN number for the Arkansas corporation).  The levy is being removed by the IRS and the release of Levy is being provided to Hannover House.

The amount being sought under the levy was based on an arbitrary assessment, not on an actual, unpaid obligation.  The total amount was $6,308 (pretty insignificant, but still distracting and annoying to have to remove).

The "naysayer" who gleefully posted the news of the Levy, neglected to list the insignificant amount of the levy.  How surprising.  Apparently, they follow the philosophy of "don't let facts get in the way of a false perception." Regardless, when the Release of Levy letters are provided to HHSE, we will post one of them here to evidence that what we have said above is fully accurate and truthful. 

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While it's tempting to watch Don Quioxte spend valuable time searching for Windmills to slay, for the sake of shareholder's who have actually DONE something productive with their lives, here's the IRS notices in this matter.  The Release of Levy letter is "in process" and will be filed once we receive it.




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FURTHER Update! Friday, Dec. 19 - For those of you who don't read corporate filings (or even our blogs), but instead rely upon the Monkey Feces that several like to post on the IHUB board, here's a quick recap of our corporate structure:

1).  Truman Press, Inc., dba "Hannover House" was a California Corporation registered in 1993.  The Federal Employer ID number is 95-445-1494.

2).  Hannover House, Inc., is a Wyoming Corporation, a successor to Target Development Inc., et al, registered in 1999.  The Federal Employer ID number is 91-1906973.

3).  The recently filed IRS Levy that Chicken Little seems insanely concerned with was filed in CALIFORNIA against the CALIFORNIA entity, Truman Press, Inc., d/b/a Hannover House, EIN 95-445-1494.  This is CLEARLY visible in the documents posted above. This California Levy against "Hannover House" (without the "Inc.") was recently filed in Arkansas.

4).  The IRS Levy is NOT against the public company, Hannover House, INC., EIN 91-1906973. 

5).  Truman Press, Inc., d/b/a Hannover House is a wholly owned corporation of Hannover House, Inc.  It has been maintained as an operating entity (but reincorporated into Arkansas) because some of the older film license agreements were made with that entity.  However, Truman Press, Inc. does not have a bank account and does not have employees.

6).  The "$0 Balance" letter posted yesterday DOES refer to the IRS Levy against Truman Press, Inc., which was filed for the periods of 3/31/2013 along with two quarters in 2014.  The point of posting the $0 balance letter as of 12/31/2013 was to show that even the IRS system had acknowledged that there was no balance due - and that LATER, an estimated amount was retroactively assessed.

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The reference to "Monkey Feces" relates to the story of the crowd of zoo donors who were watching the caged monkeys freaking out about whatever imagined issues were distressing to them.  One of the monkeys threw its feces though the bars and onto the nicely dressed crowd. This is what inspired the popular saying that "it's not wise to stand close to caged monkeys." 

Not wanting to accept the reality of the new era for HHSE, apparently some caged monkeys are starting to fling their crap. All our legitimate shareholders - those that have done something positive with their lives, and actually created a business or something of value - you are advised to ignore the little monkeys who live in Mom's basement and spend all day on stock chat boards... pretending that they're smart humans, but in reality, they're just stupid little monkeys that cannot read Corporate Filings or Federal Employer ID numbers.  Stand back, and don't let the crap soil your nice suits.













Wednesday, December 17, 2014

HHSE - Q1 & April / May, 2015 - New Release Title Information

HHSE Management has been advised to post the names of certain Q1 and April / May (2015) releases prior to their disclosure via the publication of the Form 10 Registration Statement.  The home video / V.O.D. titles listed below are already into formal "pre-order solicitation" with key retailers and wholesalers, and as such, may require shareholder disclosure.  Some of these titles will receive a separate, free-standing announcement or press release.

Company has already received substantial preorders and placement commitments for most of the home video / V.O.D. titles below, including orders from new accounts that had rarely (if ever) carried Hannover House titles (including Family Video Movies, Target and SAMS Clubs).  The volume of new titles from all supplier labels (including Hannover House) is significant and has required that some of the release dates be shuffled into months with less direct competition (so that each of our releases do not "cannibalize" away from the sales impact of other "similar genre" releases planned for that same release window).  There is a particular concentration of "Urban" appeal titles in April due to key account promotions.

Some of the "outside label" titles have had limited, prior release (e.g., Christian specialty stores), but will be seeing mass merchant placement for the first time through Hannover House (specifically, new release positioning into Walmart, Target, Best Buy, SAMS).  Exact "on sale dates" at retailers are always subject to shelf-space availabilities for independent releases not considered to be "street-date-sensitive."  Hannover House cannot guarantee that each title will be placed "on sale" at the major accounts during the precise street date or release month.  Retailer movement of titles and specific on-sale street dates fall within the ordinary course of business for this industry and the major mass merchants; minor street date adjustments impact all studios and video suppliers of titles considered to not be "street-date-sensitive."  Titles slated for release during Q1, as well as titles scheduled for street dates in April, are all expected to ship and be recognized as revenues during Q1, 2015.

Q1 THEATRICAL TITLES *:

The Weather Station - HHSE - (Russian Thriller) - Limited (key markets)
The Algerian - HHSE -(Action-Thriller) - Top 25 Markets
Valley Inn - HHSE -(Romantic Comedy) - Top 25 Markets
MARCH NATIONAL TITLE -HHSE - PENDING SEPARATE ANNOUNCEMENT

* Note:  Producers have still not delivered a textless (captionless) master for Borrar de la Memoria, and the existing  captions provided do not conform to USA theatrical subtitle formats.  This title cannot be scheduled for theatrical release until these delivery issues are resolved. 


HOME VIDEO / V.O.D. NEW RELEASES:
(23 DVDs + 3 BluRays)

Jan. - Valley of the Witch - HHSE (Sci-Fi / Horror)
Jan. - Possession: The Ingloda Within - HHSE (Sci-Fi / Horror)

Feb. - On Any Sunday: The Next Chapter - HHSE/RMBH (Motorsports / Documentary)
Feb. - American Justice - HHSE/PM (Action-Adventure)
Feb. - Asalto Al Cine - HHSE (Action-Adventure / Spanish)
Feb. - The Cinema Hold Up - HHSE (English version of "Asalto Al Cine")

Mar. - Sunshine  - HHSE (Action-Adventure / Urban Appeal)
Mar. - Pappa Cap: Urban Six Pack - HHSE(Multipack Urban Appeal Collection)
Mar. - Midnight Horror Show  - HHSE (Horror / Thriller)
Mar. - Bobby Dogs  - HHSE (Drama)
Mar. - Reach - HHSE (Drama) 

Apr. - Salvation - HHSE (Action / Thriller)
Apr. - Gabrielle  - HHSE (Horror / Thriller)
Apr. - Vengeance II - GA (Action-Adventure / Urban Appeal)
Apr. - Of Sentimental Value - GA (Action-Adventure / Urban Appeal)
Apr. - The Congregation - GA(Urban / Christian)
Apr. - Grim - HHSE (Action-Adventure / Urban Appeal)
Apr. - Next Up - HHSE (Urban / Comedy)

May - Dinosaurs of the Jurassic- HHSE (Kids / Educational / Documentary)
May - The Weather Station - HHSE (Russian Thriller)
May - Flesh for the Beast - FD (Sci-Fi / Horror TV Series Set)
May - Kite Liberator - FD (Anime)
May - Doonby - GA (Drama / Christian)





HHSE Acquired New Release Titles - planned for release dates after the May, 2015 include:  Video Releases of ALGERIAN and VALLEY INN, plus FRANKENSTEIN, THE HONEYMOON, BURIED ALIVE, BORRAR DE LA MEMORIA, BONOBOS, THE LION PRINCE, ALL-AMERICAN COWBOY, and the "MAJOR MARCH NATIONAL THEATRICAL TITLE" (pending announcement) and all current theatrical productions.  Company will also work to schedule in ten additional new releases as summer submissions from affiliated supplier studios (including Fever Dreams, Green Apple and GDC).

Tuesday, December 16, 2014

Amazon.com - LENNON BERMUDA featured push promotion

As previously disclosed, Amazon.com agreed to a special promotional push for the wonderful audio CD release of  "LENNON BERMUDA."  The promotional window was originally scheduled for Dec. 12 to Dec. 20 as a last minute holiday gift.  The shipment to Amazon of CDs was the largest in HHSE's history!  However, the Amazon ASIN number for the promotion did not match the actual ASIN for the HHSE item: Label: Hannover House / ASIN: B00E3EM1YM.  There's three other LENNON BERMUDA (Import) items with different ASIN (Amazon) numbers. This resulted in the promotion being moved to Dec. 26 - January 6.  So the sell angle will be re-themed to fit their "Ring in the New Year" campaign which primarily targets Amazon.com gift card recipients.  The HHSE Amazon Rep thinks this is better for the item as it's a less-competitive window against the major label products.

http://www.amazon.com/Lennon-Bermuda-John/dp/B00E3EM1YM/ref=sr_1_1?ie=UTF8&qid=1418742034&sr=8-1&keywords=Lennon+Bermuda

HHSE will post some of the "sale suggestion" links and outbound promo pitches from this Amazon.com promotion as they go live, which should be on the morning of Dec. 26. FYI -  the sales revenues still book for December based on the timing of the shipment.

HOLIDAY GIFT!  The first ten requests will get a FREE Lennon Bermuda CD.  Just email your name and address to:  Regina@HannoverHouse.com

It's a GREAT Audio CD for parties, general listening, even walking or working out.   Everyone recognizes these classic Lennon tunes, and the cover variations (many in an upbeat "Reggae" style) are infectiously fun to hear.

Tuesday, Dec. 16 - Updates

Good morning HHSE Friends & Shareholders - as requested, here is a quick recap of activities from yesterday, and the schedule for today.

1).  FORM 10 REGISTRATION - If it were easy to do properly, it would have been filed days ago.  However, corporate counsel did not feel that some of the disclosures were clear beyond doubt, and that issues of ambiguity only fuel criticism.  HHSE did a final polish yesterday, and a few more tweaks are expected this morning.  The revised, revision of the third draft with proper formats may be posted to MacReportMedia today.  We realize that there is tremendous impatience (enthusiasm?) to get this filed, but we also realize that once it's posted to Edgar, the document cannot be corrected or modified in any way.  Having it done accurately, clearly and in a manner that will expedite approval of the registration is our goal.

2).  FORM 8 FILING - The Company made a separate Form 8 filing yesterday to MacReportMedia for release onto Edgar.  The time-frame is usually one business day.  The Form 8 describes some issues that counsel felt should be disclosed prior to the publication of the Form 10.  Shareholders are most likely going to be unhappy to learn that a debt conversion transaction - planned for January - was moved to mid-December for several crucial reasons:

a).  Company is in receipt of over $1.1-mm in video preorders for February titles.  Manufacturing and shipment of these requires access to capital in the form of purchase order financing, accounts receivable financing or factoring - none of which could be finalized until the National Bank of California matter was resolved. 

b).  Company needed to expedite a payment to Fantastic Films Intl., Inc. matter to avoid a default of the settlement agreement; with only a minimal amount of interest still due, allowing the settlement to default would have been detrimental.

In consideration for the payment of $108,000, JSJ Investments has received approx. 8.9-mm shares.  Now, HHSE can promptly conclude the bridge financing needed to get our orders into shipments.

3).  IS THE TRANSFER AGENT "GAGGED" - No.  As previously disclosed, HHSE is assisting with a current FBI investigation into "bashers" and "manipulators" of HHSE stock.  Those of you who have "level 2" visible on your trading platforms can easily see how one particular trader (an extremely vocal and arrogantly confident l I-HUB poster) has gleefully sabotaged the PPS by pursuing tiny "paint-down" trades (some ranging from 13 shares to 400 shares - i.e., $.13 cents to $4.00 in value), then quickly posting a blocking "wall" of 100,000+ shares at an ask that was much lower than the prior ask for the shares.  This is a form of stock manipulation often referred to as "boxing" and is used in "poop-and-scoop" schemes to attempt to wear-out the patience of legitimate shareholders in order to sell their stock cheaply to the criminal traders.  HHSE is very pleased to have the support of the FBI and the US Attorney's office in gathering the information to prosecute these known individuals and their accomplices.  One of the ways that we are helping "track" those seeking non-public information and gather evidence is to save every email from incoming "shareholders" (even the anonymous emails) - and add these to a back-traceable IP log Another way is that we are asking all inquiries to the Transfer Agent to be made via email so that we have a record of those seeking non-public information.  These inquiries to the T.A. can also be matched these against the IP log from the otherwise anonymous posters. 

Whenever there are ANY changes to the Share Structure, HHSE will post these within one business day.  There's never any reason to contact the Transfer Agent, because such inquiries will NOT result in non-public information.

4).  NEW STUDIO LABELS - The Form 8 lists the first two "labels" that have joined forces with HHSE under the Tom Sims label venture.  Green Apple Films has an outstanding catalog (over 100 titles) of primarily Christian and Family films, with some "urban" titles as well.  The first release from Green Apple will be "DOONBY" - an outstanding thriller and inspiring drama.  Checkout the trailer at:  https://www.youtube.com/watch?v=m58pFZ6iJNg

Fever Dreams, Inc. is an affiliate of the $10-mm label "Media Blasters" and will be providing action films, martial arts, manga / anime and television programming on a monthly basis.  The initial slate of titles from both labels will be announced via a formal press release on Friday.

WILL UPDATE BY DAY'S END.








Wednesday, December 10, 2014

Late night for HHSE staffers...

UPDATE - 10pm Central Time  / Form 10 Marathon - Some of the Financial Tables and Exhibits on the HHSE Form 10 were in PDF format, which made the document look amazing - but we discovered today that PDF elements cannot be uploaded through MacReportMedia for Edgar submission. Accordingly, the problematic pages are being recreated into Word format and reincorporated in place of the PDF elements and documents.  The Library Summary is going to have to be significantly edited for expediency - down to just title, supplier and rights by media - as the PDF report (200+ titles) had detailed descriptions of synopses, cast, principal selling points, key art images and release histories.  This exhibit in its PDF form is eye-candy and a shame to be lost... but perhaps it can be posted soon to the HannoverHouse.com website or some other media other than the Form 10.  We hate to lose this visually impressive version of the Library report, but at this point for HHSE, the goal is to meet the Form 10 compliance requirements. No more, no less, and apparently, nothing in PDF format. The abbreviated version of the Library is now being re-created (in Word format) and should satisfy the disclosure requirement.

For those of you who have never filed a Form 10 Registration Statement, the inherent complexities are compounded when the business is NOT a start up (HHSE has been operating since 1993), when the absence of financial data for the "merger pubco entity" (Target Development Group, Inc.), mandated that the filing of a Form 10 be delayed until sufficient (auditable) pubco operating history was established, and when the CIK / S.E.C. Filer Number from the pubco entity have been restricted due to the Form 15 Termination filing.  None of the customary steps have been simple under the circumstances for Hannover House which are, yes, extremely unique - just like the value and opportunity with the company.  If HHSE were a brand-new start-up company with NO history, NO products, NO actual business and NO prior Termination filings, the Form 10 would have been a piece-of-cake to complete and file.

Quite possibly, some of the more vocal "habitual naysayers" will find any issues of delay, incompleteness, formatting or obstacles to be gleeful developments. The "bashers" won't acknowledge any of the Company's impressive successes, as the reality of Hannover's consistent and positive results conflicts with their agenda to artificially suppress the PPS (the basher stock manipulation efforts are discussed in detail in the Form 10 - along with the very welcomed support for HHSE from the FBI ). 

The road to completing the HHSE registration filing and market uplist has been long and challenging. Hannover House acknowledges that some shareholder criticism is valid, and significant impatience justifiable. As early as May, 2012, the Company technically COULD have initiated a Form 10 filing (as two years of auditable financials finally existed at that point in time). Earlier efforts to complete audits and to uplist could not be completed due to the missing and non-existent accounting support for TDGI prior to the HH merger. The management commitment for this project has always been there... but the priority for the task has not always prevailed over the day-to-day and quarter-by-quarter release activities and operational mandates.  Putting off the Herculean task of completing the Form 10 until "next week" or "next month" became easy to justify - with time-sensitive release schedules, filing deadlines and market commitments blazing with a more intense (and often mandatory) heat.

But we came through.  We took the time, allocated the staff and made the financial commitment to complete and submit a Form 10 Registration Filing - and to do so in a manner that conforms to helpful instructions provided to HHSE by the S.E.C. and Edgar staff.

While there will probably always be some decisions or activities of the Company that not all shareholders support, the focus of the past years' of vitriolic criticism and sophomoric attacks will need a new subject.  

For those of you who have supported HHSE these past four years, we thank you for your patience and hope that our current activities will enable the PPS to grow many-fold, in proportion to the true value of Hannover House.



Monday, December 8, 2014

Monday, Dec. 8 - Further Updates

Good Morning HHSE Friends & Shareholders - As per some email requests, here's additional information on a few of the upcoming "direct to video" releases that have not otherwise had a formal press announcement.

GABRIELLE stars Michael Madsen as a horror-writer whose current abomination manifests into a real-life terror.  The film will be released onto DVD, Blu-Ray and Video-On-Demand, with staggered dates (Walmart Canada in March, Walmart USA in April).

ASALTO AL CINE' / aka "THE CINEMA HOLD UP" will be released in two versions, one with fully SPANISH packaging and the other with fully ENGLISH packaging.  The film is in Spanish with English Subtitles.  Walmart USA Street Date is Feb. 10 - same date as the USA Walmart date for "AMERICAN JUSTICE" and "ON ANY SUNDAY: THE NEXT CHAPTER": - which will make for an impressive presence for Hannover House products!

GRIM is a gritty, urban-revenge thriller from director Matty Johnson.  USA Street date is May 5th, DVD and V.O.D.

Each of these are solid DTV releases for HHSE, which (based on orders already in-hand), appear positioned to generate significant, supplemental revenues to enhance the Company's Theatrical titles.