Syntax-Brillian Corporation
Encyclopedia
Syntax-Brillian Corporation was a corporation formed on November 30, 2005, by the merger of Syntax (seller of widescreen HDTV-ready LCD televisions) with Brillian Corporation (seller of Brillian brand televisions). The company sold HDTVs under the brand name of Ölevia and its stock was previously listed on the Nasdaq
NASDAQ
The NASDAQ Stock Market, also known as the NASDAQ, is an American stock exchange. "NASDAQ" originally stood for "National Association of Securities Dealers Automated Quotations". It is the second-largest stock exchange by market capitalization in the world, after the New York Stock Exchange. As of...

 Stock Market under the ticker symbol
Ticker symbol
A stock symbol or ticker symbol is a short abbreviation used to uniquely identify publicly traded shares of a particular stock on a particular stock market. A stock symbol may consist of letters, numbers or a combination of both. "Ticker symbol" refers to the symbols that were printed on the ticker...

 BRLC. It was based in Tempe, Arizona
Tempe, Arizona
Tempe is a city in Maricopa County, Arizona, USA, with the Census Bureau reporting a 2010 population of 161,719. The city is named after the Vale of Tempe in Greece. Tempe is located in the East Valley section of metropolitan Phoenix; it is bordered by Phoenix and Guadalupe on the west, Scottsdale...

. In 2009, it resolved a bankruptcy proceeding by selling all its assets to Emerson Radio Corp.
Emerson Radio
Emerson Radio Corporation was founded in 1948. It is one of the United States’ largest volume consumer electronics distributors and has a recognized trademark in continuous use since 1912...


Bankruptcy and delisting

On July 8, 2008, Syntax-Brillian filed for protection under Chapter 11 of the U.S. Bankruptcy Code
Chapter 11, Title 11, United States Code
Chapter 11 is a chapter of the United States Bankruptcy Code, which permits reorganization under the bankruptcy laws of the United States. Chapter 11 bankruptcy is available to every business, whether organized as a corporation or sole proprietorship, and to individuals, although it is most...

. On July 21, 2008 the company reported that its stock
Stock
The capital stock of a business entity represents the original capital paid into or invested in the business by its founders. It serves as a security for the creditors of a business since it cannot be withdrawn to the detriment of the creditors...

 was to be delisted from the Nasdaq
NASDAQ
The NASDAQ Stock Market, also known as the NASDAQ, is an American stock exchange. "NASDAQ" originally stood for "National Association of Securities Dealers Automated Quotations". It is the second-largest stock exchange by market capitalization in the world, after the New York Stock Exchange. As of...

 Stock Market due to listing violations and its filing for protection under Chapter 11. Syntax-Brillian sees no value for its common stock
Stock
The capital stock of a business entity represents the original capital paid into or invested in the business by its founders. It serves as a security for the creditors of a business since it cannot be withdrawn to the detriment of the creditors...

 after Chapter 11.

The company entered into an asset purchase agreement to sell all of its assets besides those of its Vivitar unit to newly created Olevia International Group, LLC, which is owned by TCV Group, provider of plastic injection molded parts for the Olevia branded widescreen HDTVs. In exchange for the purchased assets, Olevia International Group agreed to assume $60.0 million of Syntax-Brillian's secured debt. The proposed sale was anticipated to close by August 31, 2008. However, the transaction with TCV Group never closed. Instead, in May 2009, Emerson Radio Corp.
Emerson Radio
Emerson Radio Corporation was founded in 1948. It is one of the United States’ largest volume consumer electronics distributors and has a recognized trademark in continuous use since 1912...

 purchased the assets of Syntax-Brillian including the Olevia brand name.

Investigations, allegations of fraud, and lawsuits

The bankruptcy court appointed an examiner, James Feltman, who concluded in the fall of 2008 that "Syntax-Brillian was improperly managed to benefit Kolin, not shareholders." A federal bankruptcy fraud task force consisting of the Justice Department, the Internal Revenue Service, and the Postal Inspection Service began probing Syntax-Brillian for alleged fraud in early 2009. Concurrently, Olevia International Group, LLC allegedly defaulted on the agreement to purchase the assets of Syntax-Brillian. Four separate lawsuits were filed in the United States, "alleging that former executives of the company made false financial statements and that they knowingly participated in the fraudulent transfer of money to Taiwan Kolin Co., their Asian parts supplier."
One shareholder who participated as a pro se
Pro se legal representation in the United States
Pro se legal representation means advocating on one's own behalf before a court, rather than being represented by a lawyer. This may occur in any court proceeding, whether one is the defendant or plaintiff in civil cases, and when one is a defendant in criminal cases. Pro se is a Latin phrase...

 litigant in the bankruptcy proceedings wrote a book about the scandal entitled The Sheep and The Guardians: Diary of a SEC Sanctioned Swindle.

Vivitar

On November 21, 2006 the company acquired for $26 million in stock privately held
Privately held company
A privately held company or close corporation is a business company owned either by non-governmental organizations or by a relatively small number of shareholders or company members which does not offer or trade its company stock to the general public on the stock market exchanges, but rather the...

 Vivitar
Vivitar
Vivitar Corporation was a manufacturer, distributor and marketer of photographic and optical equipment originally based in Oxnard, California. Since 2008 the Vivitar name serves as Sakar International's photographic and optical equipment brand.-Products:...

 Corporation
, a seller of digital cameras and camcorders, which it operated as a wholly owned subsidiary
Subsidiary
A subsidiary company, subsidiary, or daughter company is a company that is completely or partly owned and wholly controlled by another company that owns more than half of the subsidiary's stock. The subsidiary can be a company, corporation, or limited liability company. In some cases it is a...

. Subsequent to its bankruptcy filing, the company sold the Vivitar brand name and intellectual property
Intellectual property
Intellectual property is a term referring to a number of distinct types of creations of the mind for which a set of exclusive rights are recognized—and the corresponding fields of law...

 to privately held Sakar International, Inc. The sale did not include Vivitar's equipment, facilities or accounts receivable
Accounts receivable
Accounts receivable also known as Debtors, is money owed to a business by its clients and shown on its Balance Sheet as an asset...

and terms were not disclosed. The deal to acquire Vivitar was subsequently named "Turnaround Atlas Awards' Special Situations M&A Deal of the Year".
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