#6 Quote:

re: Overdue filings of the Hyperion Entertainment financials There seem to be 2 postings from Amiga Documents that "might" speak to that topic: part 1 part 2 #6 Added a quick check of Belgian law: Quote: In Belgian law, failing to file annual accounts or consolidate annual accounts on time can lead to several consequences, including fines, potential director liability, and even involuntary winding-up. The National Bank of Belgium (NBB) can impose surcharges for late filing, and the damage suffered by third parties is presumed to result from this failure unless proven otherwise. Directors may also be held liable for damages resulting from the infringement of the articles of association and the Companies Code. Involuntary winding-up of a company can be ordered by the court at the request of any interested party or the public prosecutor if the company fails to file its annual accounts.

Possible sources of bankruptcy or dissolution for Hyperion that we know about.

1. Belgium court for not filing annual accounts
2. Belgium court for lack of payment of court appointed Hyperion administrator
3. Ben Herman BV for lack of Ben Herman legal fee payment?
4. Lack of payment for Hyperion legal fees after Ben was booted
5. Lack of payment to Trevor for joint ownership of AmigaOS 4 from sales of AmigaOS 4?

Hyperion was nearly insolvent due to debt before these newer potential sources of bankruptcy/dissolution. Despite the continued demonization of Amiga/Cloanto, Amiga/Cloanto are unlikely to be the nail in the coffin that ends Hyperion. Scapegoating and coercion will not fix their finances anymore than it did for Ben. Maybe they will get lucky like Ben multiple times and get another Trevor bailout but I would not count on it. Trevor may acquire more assets leaving them a worthless shell business after paying Trevor to use his assets and Trevor's sinking PPC AmigaNOne leaves no hope of increasing revenues. Selling assets is one of the few options Hyperion has left to survive but the AmigaOS carries litigation risk that only Trevor is likely to find acceptable. The other option would be to make a deal with Michele ending the litigation risk, selling AmigaOS related assets to pay debts and allowing THEA1200 which would enlarge the Hyperion Amiga game porting business but that would require making a deal with the devil according to Ben's brainwashing of Hyperion employees. Ben is the primary reason why Hyperion is in this situation and he would suffer the same fate if still in charge without selling more assets to Trevor who is the beneficiary of the alliance more than angel investor savior.

Last edited by matthey on 23-Apr-2025 at 07:38 PM.

@matthey

Quote:

Possible sources of bankruptcy or dissolution for Hyperion that we know about.

Correct me if I am wrong, but...

Bankruptcy and Dissolution are 2 entirely different outcomes that would each potentially involve a different set of parties. In other words, some parties might gain from one outcome but not the other?

#6

Added: for what it's worth generative AI says:
This about that

Last edited by number6 on 23-Apr-2025 at 08:31 PM.

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@#6
It looks like the Google AI did a pretty good job in this case. As far as I know, a dissolved business usually can not reorganize and continue like a bankrupt business has the option of doing. The idea of bankruptcy is to protect the business from creditors with bankruptcy laws which may not apply with dissolution. A forced dissolution may provide less protection. A business can do a voluntary liquidation and winding down which may be considered a form of voluntary dissolution.

https://www.investopedia.com/terms/v/voluntary-liquidation.asp

If the shareholder equity (the businesses net worth = total assets - total liabilities) is positive then bankruptcy is not needed to wind down a business. All assets are sold, liabilities and debts are payed and remaining funds are distributed to the shareholders. If the shareholder equity is negative then bankruptcy protection is often used to protect the business and shareholders from creditors. The business continues to exist but a bankruptcy administrator may be appointed to make sure bankruptcy procedures and laws are followed. A forced dissolution by the Belgium government would likely have less protection as it may be the government taking over the business, selling the assets, paying creditors and winding it down permanently. I am not a lawyer and do not know Belgium Law so I could be off but this is roughly what I expect.

@matthey

April 17, 2025

New doc posted at SPF Justice

#6

Added: Reference for how "kb" link read in March

Compare with current listing.

Last edited by number6 on 28-Apr-2025 at 02:51 PM.

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#6 Quote:

April 17, 2025 New doc posted at SPF Justice

Website update for 2025-04-17 removal of Bart DE MOOR as managing director of Hyperion? Do you see anything else?

Last edited by matthey on 28-Apr-2025 at 05:21 PM.

@matthey

Just a reminder. The Dutch translation to english of the doc is still "provisional administrator", not director.

Quote:

Do you see anything else?

Indeed I do, but it's a different entry and makes no sense to me based on what we know.

#6

Last edited by number6 on 28-Apr-2025 at 06:00 PM.

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@Matthey

Another "circumstantial" regarding Artes Law:

2023

Filing is here as usual

#6

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@thread

Hyperion Entertainment has filed their accounts for 2022:

Official source National Bank of Belgium

briefer version on Company Web

#6

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@thread

Hyperion Entertainment has filed their accounts for 2023:

Official source National Bank of Belgium

#6

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@number6

I'm assuming these numbers are in '000s of Euros...?

Fascinating... Ben kicked out and new management come in and so do the returns... see Ben? wasn't that hard to show the world you were running Hyperion into the ground while paying yourself a hefty lawyers fee...

Can't wait to see where this ends up - assuming a huge injection of cash from the benefactors in the current year

@dalek

Quote:

I'm assuming these numbers are in '000s of Euros...?

Why? That wouldn’t be “micro".

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@dalek

One thing to keep in mind about the filings, regardless of what you might think about their "accuracy"...

2024 is yet to appear and would reflect the rather "key" events of the prior year.

Think of each filing much like a posting that is merely a statement relevant for its own time.

#6

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#6 Quote:

Hyperion Entertainment has filed their accounts for 2022:

#6 Quote:

Hyperion Entertainment has filed their accounts for 2023:

The first and second hurdle of Hyperion survival have been successful. We are now getting an idea of Hyperion's financial situation.

Hyperion financials by year in Euros
indicator | 2023 | 2022 | 2021 | 2020 | 2019 | 2018 | 2017 | 2016 | 2015 | 2014
profit/loss -10,102 -4,049 5,520 -6,561 1,375 150,561 -44,197 -40,024 -39,212 -68,267
debt 238,417 229,811 242,591 290,219 370,992 579,829 588,033 596,390 599,218 588,062
equity 11,359 21,461 25,510 19,989 26,551 -373,794 -524,354 -480,158 -440,133 -400,921
gross-margin 30,659 50,361 45,578 43,526 45,160 199,098 -3,372 -2,675 17 -18,521

Hyperion was only profitable in 3 out of 10 years which were 2021, 2019 and 2018. The 68k AmigaOS 3.1.4 was released in 2018 and AmigaOS 3.2 was released in 2021. I believe the 68k AmigaOS 100% saved Hyperion from bankruptcy even though it is still near bankruptcy. Consider the debt to equity ratios.

debt/equity-ratio 20.99 10.71 9.51 14.52 13.97 -1.55 -1.12 -1.24 -1.36 -1.47

Microsoft (MSFT) has had a debt to equity ratio of mostly less than 2 in recent years. Apple (APPL) has a debt to equity ratio of mostly less than 5 in recent years. The Hyperion debt to equity of 20.99 is not only very high but the trend is bad and we have not seen 2024 results yet. From the trend, the equity is likely in danger of falling back into negative territory and the debt to equity ratio with it although the situation is not nearly as bad as 2017 before releasing the 68k AmigaOS saved Hyperion. How bad is a negative debt to equity ratio and how close was Hyperion to bankruptcy in 2017?

https://www.investopedia.com/terms/d/debtequityratio.asp Quote:

What Does a Negative D/E Ratio Signal? A company has negative shareholder equity if it has a negative D/E ratio. The company’s liabilities exceed its assets. This would be considered a sign of high risk in most cases and an incentive to seek bankruptcy protection.

Perhaps Hyperion has saturated the 68k AmigaOS market. Growing the AmigaOS market would likely increase AmigaOS sales again. Hyperion chose to try to coerce Retro Games Limited (RGL) into licensing the Hyperion 68k AmigaOS for all THEA1200 units rather than benefiting from AmigaOS upgrades for THEA1200 which looks like it backfired. RGL can just sit back and wait for Hyperion to go bankrupt. Hyperion could also benefit from a larger AmigaOS 4 market by supporting the new PPC Mirari board but they may not survive that long and their partners, A-EonKit, have reason to delay AmigaOS 4 support. A-EonKit also benefits from delaying or stopping THEA1200. A-EonKit needs to protect their products while Amiga Corporation/Cloanto and Hyperion would benefit from proliferating the Amiga. A-EonKit/Trevor has been the financial lifeline but he is sabotaging Hyperion. Amiga Corporation/Cloanto threaten to put Hyperion out of business not only with ongoing and growing legal costs but by Hyperion losing the 68k AmigaOS profits that saved Hyperion. The continued shenanigans, strategy and business partners of Ben Hermans are sinking the Hyperion ship again. Trevor had dirt on Ben Hermans that he could use to coerce/blackmail/control him which new Hyperion management does not have to worry about and could choose a better path for Hyperion than through the iceberg ahead.

There are some interesting additions toward the bottom of the most recent 2023 and 2022 accounting filings. "Uitstaande vorderingen op deze personen" translates to "Outstanding claims on these persons" and "Vervallen belastingschulden" translates to "Expired tax debts". These have totals.

accounting additions | 2023 | 2022
Outstanding claims on these persons 5,036 39,387
Expired tax debts 11,973 10,973

I am unsure about the first addition but perhaps money owed to the managing director but for the court appointed director or not? The second addition is clearer perhaps with interest added in the next year?

Edit: It is unlikely the increased "expired tax debts" would be interest as the increase is 1,000 Euros even although it could be a tax late payment penalty. The "Outstanding claims on these persons" seems to be a higher priority than paying tax debts. Not paying taxes here long enough results in properties being auctioned to the highest bidder yet paying the "outstanding claims on these persons" seem to be more important.

dalek Quote:

I'm assuming these numbers are in '000s of Euros...? Fascinating... Ben kicked out and new management come in and so do the returns... see Ben? wasn't that hard to show the world you were running Hyperion into the ground while paying yourself a hefty lawyers fee... Can't wait to see where this ends up - assuming a huge injection of cash from the benefactors in the current year

Yes, Euros should be the currency. The '.' digit grouping separator and ',' decimal separator are reversed in use in some countries which I believe to be the case in Belgium.

1,234.56 (US, Canada, UK, Australia, New Zealand, Japan, some other Asia and Africa?)
1.234,56 (Belgium, most of Europe and most non-English speaking countries?)

It appears the decimal portion of numbers are rounded to the nearest Euro so the ',' is not seen in the accounting documents.

Last edited by matthey on 24-May-2025 at 10:56 PM.

@matthey

Thank you for taking the time to construct this.

Actually your research helped Deepseek with a rather detailed analysis, keeping in mind that the more critical year(s) follow the data you had available.

#6

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@matthey

A bit easier to read.

@Rob
Nice. I considered using Google sheets (spreadsheets) which I have used before and I recall has a webpage embed option. It would also be possible to graph the data but it is mostly available already at the following website by scrolling down and clicking on "Grafiek".

https://www.companyweb.be/nl/0466380552/hyperion-entertainment

Unfortunately, the important 2023 results are not yet available and I added debt as an indicator so I could show debt to equity ratios. The 2018 introduction of the 68k AmigaOS is clearly a game changer and financial life saver for Hyperion in that graph too. There was no reason for Hyperion to continue to do business in 2014-2017 but Ben Hermans masterminded an ingenious or diabolical plan depending on if it is legal or not. The wording of the 2009 Amiga Inc v Hyperion VOF settlement agreement makes it sound like a 68k AmigaOS from Hyperion is possible as "AmigaOS 4". However, Hyperion used forbidden Amiga IP like "Amiga", "AmigaDOS", "Workbench", "Kickstart", etc. and there may have been an understanding that AmigaOS 4 was narrowly limited to PPC and AmigaOne hardware.

https://amigaworld.net/modules/newbb/viewtopic.php?topic_id=21040&forum=14&start=380&viewmode=flat&order=0#338223 Rogue Quote:

Bobsonsirjonny Quote: OS4 is said to be small and efficient enough. FWIW, we have it running on the IBM Arctic PDA, with a complete system booting from a 16 MB flashrom image including Workbench. I still have a video of it booting and being used. Yes it is small and efficient. However, and this is a big however, an X86 version will not happen in the foreseeable future. I don't feel like going over the reasons again, because I have done so for at least a million times (I think mentioning the word "license" should ring a bell).

At least some AmigaOS 4 devs in 2006 did not believe Hyperion had a sufficient license to port AmigaOS 4 to a PDA using another CPU architecture. This post is in a thread started by Carl Sassenrath (Carl-S), architect of the AmigaOS, on this forum about using the AmigaOS on x86 hardware. What the devs considered was contracted and what their contracts were limited to may be considered in determining the interpretation and understanding of the settlement agreement. The development labor contracts not allowing transfer of ownership to Amiga Inc could be viewed as an intention to defraud Amiga Inc from early in development and reason for nullification of the settlement agreement too. Later claims by Hyperion of not receiving payment, payment in time and milking Amiga Inc for more development money back up the likelihood that this was a con job by a con man from the beginning with no intention to deliver AmigaOS 4. It also supports later coercion of Amiga Inc in financial duress after Pentti Kouri's death to sign the settlement agreement with lawsuit funding by a not so angel investor to an also nearly insolvent Hyperion. Everything about Hyperion stinks of corruption and Ben Hermans is a con man that rarely if ever made a contract in good faith. A judge that can see the big picture should put a stop to all this corruption.

Last edited by matthey on 25-May-2025 at 12:54 PM.
Last edited by matthey on 25-May-2025 at 03:35 AM.

@matthey

The major weaknesses are with Gateway's Bill "marketing" McEwen and Hyperion's Ben "lawyer" Hermans.

Bill McEwen's PDA plans are with AmigaDE (AmigaOS 5) goal is to be a CPU abstraction middleware for various Windows CE CPU ISAs (SuperH, ARM, MIPS, X86) cloned handheld devices.

For the PPC AmigaOS 4.x project, Bill McEwen replaced Haage & Partner with Hyperion Entertainment. There was fallout between Bill McEwen's Amiga Inc. and Haage & Partner with the Amilthon episode after Bill McEwen announced "AmigaOS x86".

For the cloned handheld market's OS ecosystem, Google Android trumped Microsoft's Windows CE and Windows Mobile. Google Android's customized Java middleware has reduced the need for AmigaDE. Anti-Oracle group (Google, MS, Apple, Mozilla, W3C) created webassembly to displace Oracle's Java-related IP.

There was fallout with Bill McEwen's Amiga Inc. and Hyperion Entertainment. I'm aware of the payment and contract dispute. Regardless of Amiga Inc's potential win, Amiga Inc will not obtain AmigaOS 4.1 source code since Hyperion Entertainment's AmigaOS 4.1 is just a paper shell with core software licensed from 3rd parties.

Bill "marketing" McEwen is not a software engineer with project management abilities.

Ben "lawyer" Hermans was stacked with Hyperion Entertainment with excessive lawyer fees, which later exchanged for a large Hyperion Entertainment's share ownership exchange.

Cloanto has had Amiga Inc's AmigaOS 1.0 to Amiga 3.1 license for the emulation market since 1997. Cloanto applied updates for AmigaOS 3.1 as AmigaOS 3.X and has sold physical Kickstart 3.1 ROMs for C= Amiga hardware platforms. Cloanto has licensed Kickstart IP to 3rd parties such as TheA500mini.

Cloanto has an Amiga Forever self-boot DVD Linux+AmigaOS 3.X for X86 PC hardware instead of Haage & Partner's AmigaOS XL (QNX core) and Amilthon(Linux core).
Cloanto only has the right to maintain AmigaOS for the emulation scope e.g. 64-bit file system support.

Mike Battilana's Amiga Corporation has purchased Bill McEwen's Amiga Inc's remaining Amiga-related IP. Cloanto Corporation (US) has a software business (B2B) outside of the retro market. Amiga Corporation owns Commodore-Amiga Inc's Amiga IP, and Cloanto Corporation owns CBM's 8-bit ROMs. Cloanto has been partly funding WinUAE, including its runtime digital certificate for Windows X64.

ACER owns Commodore-related patents via the Gateway purchase.

Hyperion Entertainment's AmigaOS 4.x PowerPC contract has no rights to move towards ARM, X86, and RISC-V hardware. This is why A600GS has an AROS fork.

Individual Computers Jens Schönfeld GmbH owns P96 middleware.
A-EON Technology owns Warp3D middleware.

----------------
Before AmigaOS 3.1.4, I used Cloanto's physical Kickstart 3.X ROM and AmigaOS 3.X for my Amigas. I have purchased the AmigaOS 3.1.4 package when my A1200 has TF1260.

Last edited by Hammer on 27-May-2025 at 03:18 AM.

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@matthey

This may seem an odd question, but is Hyperion Entertainment still using CVBA in any/all of their media?

Quote:

No, the CVBA (Coöperatieve Vennootschap met Beperkte Aansprakelijkheid) company structure in Belgium no longer exists.

That's google generative AI, but confirmed by -any- search on the topic.

Just curious. Not a big deal.

#6

Added:
Quote:

Existing CVBA/SCRL companies were required to convert to a new company form by January 1, 2024.

Changed to a "BV" in December, 2024

Last edited by number6 on 30-May-2025 at 04:40 PM.
Last edited by number6 on 30-May-2025 at 03:26 PM.

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#6 Quote:

This may seem an odd question, but is Hyperion Entertainment still using CVBA in any/all of their media?

"CVBA" currently appears 5 times on the home page of https://www.hyperion-entertainment.com/.

#6 Quote:

Quote: No, the CVBA (Coöperatieve Vennootschap met Beperkte Aansprakelijkheid) company structure in Belgium no longer exists. That's google generative AI, but confirmed by -any- search on the topic. Just curious. Not a big deal.

AI lies. Don't trust it.

https://www.lexology.com/library/detail.aspx?g=37350d2c-bf0b-44d3-86e3-d7d4017f2053 Quote:

Limitation of company types in BCCA... In the BCCA, 7 main types of companies with legal personality will remain: the NV / SA, the BV / SRL (replacing the BVBA / SPRL), the cooperative company (CV / SC), the partnership (VOF / SNC), the limited partnership (CommV / SComm), the European Company (SE) and the European Cooperative Company (SCE) (although the latter two are mainly governed by European law). The BV / SRL is intended to become the ‘default company’ in Belgian corporate law. With respect to the cooperative company (CV / SC), it should be noted that many existing cooperative companies will have to be converted (into a BV / SRL), as the intention of the legislator is to limit the cooperative company to organisations with a truly cooperative spirit and functioning (click here for more information). Other company types currently used will be abolished, including the partnership limited by shares (Comm.VA / SCA) and the temporary partnership (tijdelijke handelsvennootschap / société momentanée). The flexibility offered in the remaining corporate types should however allow to incorporate the key features of these abolished company types in one or more of the remaining ones.

At least this site says a "cooperative company (CV / SC)" still exists but it sounds like the scope was limited requiring many CVs to convert to BVs.

#6 Quote:

Added: Quote: Existing CVBA/SCRL companies were required to convert to a new company form by January 1, 2024. Changed to a "BV" in December, 2024

I previously commented that Belgium court documents were referring to Hyperion Entertainment as a BV. There could be a valid reason why Hyperion still refers to themselves as a CV. They may have missed the deadline to convert so are unsure of their current designation (they are/were behind on accounting filings and tax payments so it is plausible). They could be challenging the redesignation from a CV to a BV for some unknown reason but I expect this is less likely. The change in Belgium law likely benefited Hyperion as there was likely more leniency during the transition to the new system and the capital requirement was abolished.

https://www.lexology.com/library/detail.aspx?g=37350d2c-bf0b-44d3-86e3-d7d4017f2053 Quote:

The BV/SRL as cornerstone of the new BCCA The modernisation of the BVBA/SPRL into the BV/SRL (based on the Dutch ‘Besloten Vennootschap’) is perceived as one of the cornerstones of the BCCA. The intention of the legislator is indeed to turn the BV/SRL into the ‘default’ company type for most investors and corporations. To this effect, the BV/SRL is structured as a company type offering a large amount of flexibility in terms of governance, funding and distribution of profits. Some examples of this modernisation and flexibility include: o The possibility for a BV/SRL to have only one shareholder (whether or not a legal entity). The sole shareholder-legal entity will not be jointly and severally liable for obligations and liabilities of the BV/SRL. o The abolishment of the (minimum) corporate capital requirements in the BV/SRL. o The corporate law implications hereof are vast and include, amongst others, entirely new rules on (a) dividend distributions (which will become possible at any time but will always be subject to a net asset test as well as a liquidity test) and (b) flexibility in the allocation of voting rights to shares (shares without voting rights, shares with multiple voting rights, …). o The possibility to list the shares of a BV/SRL. The transferability of the shares of a BV/SRL can be freely determined in the articles of association. A free transfer of shares will be possible. To learn more about the changes on the BV/SRL, click here.

Hyperion no longer needs to meet capital requirements to litigate. It is surprising Ben did not convert from a CV to a BV as early as possible.

@matthey

You should see what deepseek has to say about this....

#6

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