Well done EHG you learned

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releasing the league 20 days after PoE league been out you are learning how to get as much players as possible for your league starts now i can laugh at all the delusional people who kept saying they should ignore PoE and collide with each other and it wont affect numbers or some other stupid nonsense :joy:

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Did they learn anything? they still dont have season on a set timeline, anything they do, i wouldnt attribute to “learning” and more like “A broken clock is right twice a day”

until we have several seasons in a row on a set schedule that also dont conflict with poe, I wouldnt really get my hopes up.

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Where exactly has anything been learned?
Have we gotten a cohesive spacing between Cycles? No?
Have we gotten a polished product? No?

Say it again that they learned something when they actually show with sustained repetition that they’re improving substantially.
Once is a fluke, twice is a coincidence, thrice starts to form a weak pattern at least.

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starting to learning then atleast they didnt put cycle out 5 days before poe 1 or after

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Once is a fluke… :stuck_out_tongue:

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yikes, the hatred towards the devs of this game is really uncouth.
I am starting to think most of you are just jealous that EHG has succeeded in life.
Any one of you would be ecstatic if you owned a company worth 100 million.
barbaric and savage

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Yes, but tbf, nobody in EHG owns a $100m company, the owner is Krafton.

I don’t think that anything in this thread is particularly uncouth, barbaric or savage, a lot of people are “just” pissed off with EHG for a lot of different reasons (which I can’t be arsed to try & list here).

This is a very broad statement. EHG are/have certainly been successful professionally in some aspects (sale of EHG for $100m, creation of an arpg from scratch with no prior experience, amongst others), but you shouldn’t (IMO) be so rose-tinted/fan-boy-ish to think that the game is perfect, because it demonstrably isn’t & there are quite a lot of things that need to be fixed/improved that a lot of people here would have expected to be given where we are (post “launch” by several years).

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How so?

There is a difference between jelousness and righteousness.

Jelousness stems from the selfish desire to own what others have.
Righteousness stems from protective behaviour.

Both are often misinterpreted as the other.

I would argue the outrage is about them getting millions upon millions for creating a product which initially successful cost them all of their acquired funds and instead of closing they raked in money beyond reason.

The righteousness behind it is that people are unhappy with them getting rewarded for failing. This is not fair and isn’t allowed to happen.

Now we could say ‘but that’s all allowed!’ and yes, it is. Doesn’t mean it’s fair. It’s actually a systemic problem in most economies, that you can get rich through failure.
I’m against the ability of companies to sell themselves or their products to other companies (in terms of ownership of the product itself, so selling the plans and rights if it’s already in production). Instead I’m universally for a ‘you gotta declare bancrupty or closure’ and then those rights get auctioned off to a new owner. Funds inside the company get estimated and the results from the auction get 100% to the government. Then it’s similar to a leasing, ownership is only transferred over fully when the company turns a profit and portions of said profit are paid in a percentile manner to the government, up until the value of the company is paid off in full + some extra. And those funds created from there being solely used to allow upstarts of any kind to present their business models, and any viable model within the available budget gets their working environment provided to then having to pay it off as well.

Hence incompetence is weeded out and competence is raking it it rather then being filthy rich to allow starting in the first place or being hyped up socially which pushes you forward to then crash spectacularly being the primary ways to success.

Yep, I would. I can differ very well between ‘I would like that’ and ‘I don’t deserve that’ though.

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Lol yeah man imagine creating something from scratch, working for years to make it better you and your crew and then one day you feel like you want to cash in on it. HOW DAREEEEE THEY ahahah! You said you’re autistic bro, not stupid. What a dumb thing to say

“People shouldnt be allowed to sell what they own when they need money or finicial aid they should be forced to go bankrupt, not make a penny and die in the streets”

My god. KUDOS to you.

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Well, you know from which stances I say those things. So… let’s begin then, right? :wink:

The premise I made is ‘You cannot sell your product rights (not the product itself) to others as long as something is actively in a ongoing service contract, only the product itself’.
Now think about it. I’m not saying I’m right here, I’m saying ‘think about it’.

We got several issues in the ongoing industry. Monopolization. so called ‘shittifycation’ when you’re substantially monopolized so you’re the only provider which can be realistically taken. And we got a problem with ‘winning by failing’ as we’ve seen with EHG.
Did they make a profit? No? So they failed as a business, right? Not speaking of product quality or anything of the likes, just ‘the business itself’. That’s important.

Now back to my argumentation line where I state - and intentionally didn’t write a novel and left it open like a swiss cheese by the way, thanks for chiming in - ‘You are not allowed to sell your company itself’ is to be taken as the ‘business’ itself, hence your product. You cannot ‘give over’ the right to someone else as ‘rights’ come with ‘responsibility’ and this abdicates any responsibility. You’ve given away responsibility ‘I cannot be at fault anymore for this product failing’ but get paid for it.

So now I’ll introduce another concept on top of the ‘out of the left field’ sudden comment I made, as you might remember, I bring out ‘wild’ things as well, this is one such thing.

So, my statement was ‘If you’re already failing you shouldn’t get rewarded for doing so’ which doesn’t allow the sale of the product rights for a ongoing production, right? Now you’re also 100% right with ‘I created it and built the foundation, so I shouldn’t end up empty’. Which is an important aspect as well.

Now do you think getting 96 Million is a fair deal when you’re actively pushing your work towards bancrupty? The simple question here is: ‘Should someone be paid for clear-cut failure’. Business-side again.
I say ‘no’. But now it comes to the ‘alternatives’.
I only stated the one thing since I knew it’s a lacking one.

Add another position to it: ‘You cannot sell your product rights for a ongoing product… but you can step back from your product and allow someone else to take over the responsibility position.’
Now how could that potentially look like? Let’s say ‘You are the owner and creator of the product, that is supposed to have value’. One needs to be rewarded for the idea itself. And one needs to be rewarded for building up a structure.
So? Percentiles of profit. That’s the solution. Not ‘instant sudden cash beyond any metric which is reasonable’ but rather constant flux of value when it generates value.

As a concept we say the idea itself is worth 2% of the total product. You only had the thought yet and wrote the premise down. No business plan, no nothing. You give it away as you either don’t have the means or don’t want to take over the responsibility to realize it. No matter how big it gets… you get 2%, that’s your ‘share of participation’ in creating something.
Anything beyond can be set on revenue. You created 200 Million revenue during your ownership? Now that falls into the ‘total revenue during its existence’. Give it away and any revenue created by the new leader is now counted towards the efforts of that new leader of the product. They manage to make it to 50 million revenue point. So now total revenue is 250 million. So old owner gets 80% of the leftover 98%, new owner gets 20% of the leftover 98%.
Wanna part completely and give your rights and responsibilities away? Well, asset value sale, not ‘projected value’ sale. Also a lot fairer. The actual items your company owns, including code, which obviously comes at a steeply reduced rate since it’s primarily income from workers which was expenditure and not much ‘asset value’ itself.

Each of them a more fair result then sales on a projected metric which is based on pure gamba.

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Good. Because I’m inclined to think that you’re wrong, but your statement isn’t clear what it relates to, specifically whether it relates to the sale of EHG or the expansion, but neither of which relate to your statement (because for the former, they sold their company to a third party, not their service & even then that would be perfectly legal).

You can. Otherwise you might want to have a word with the mergers & acquisitions sector.

The business (EHG) is not the product (LE), ignoring the obvious part about EHG being sold which means that in that regard, EHG was the product, though that’s not what you’re referring to. But yes, selling your company, or part of it (aka, “spinning off”), is perfectly legal & legitimate.

There’s quite a lot here. You can “give over” your rights to someone else, that’s what the sale effected. But selling the company does not abdicate the responsibility of the original owners who were also employees. It does “abdicate responsibility” of any original owners who weren’t employees (eg, Tencent), since they are no longer the owners. However, the original owners still bear responsibility for what happened at the time they were owners (as far as I’m aware), possibly unless the Ts & Cs of the contract specify otherwise. :person_shrugging: Find a real lawyer & ask them.

I agree in principle, but sadly that’s often not how the world works, unfortunately.

Which directly contradicts the “no profit from failure” viewpoint.

They may not have gotten all of that. Tencent would have had their <25% stake acquired, I’d imagine that any prexisting loans (from owners definitely, from other sources possibly) would have been repaid & hopefully some of the $96m cash would have remained in EHG’s bank accounts ('cause they were running out of cash).

The purchase price would have been based on an analysis of expected value projected into the future (eg, discounted cash flow). “Instant sudden cash beyond any metric which is reasonable” wouldn’t have had anything to do with the valuation. Nobody who has $96m to buy something just plucks a number out of thing air. This shows that you have no idea (as previously stated) how things like this work. It’s not a short quick process (been there, done that).

That can be one way of doing it, especially if the value of the assets is more than the value of the company (buy it & strip it for parts).

It’s not.

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That’s exactly the basis of the argument.
The position I state is ‘You don’t remove or create value with this action, hence transfer of value shouldn’t happen for it’.
What you do is transfering property itself, but in the case of mergers and acquisitions it’s not based on the value of the actual good but on the ‘potential value’ it’ll create.

Legally obviously fine.
Fairness? I would argue it is non-existent there. Someone talking well can upsell it for that potential, someone speaking badly will get less for the same item. Not based on merit but based on ‘this will provide me things in the future which haven’t yet realized’.
It’s similar to stocks&bonds, which by the way fall under the same argumentation basis.

And here we already have an issue, don’t we?

So ‘EHG’, hence the ‘concept’ was sold. ‘EHG’ doesn’t do anything, they’re the concept in which the product is created.
So they could sell ‘LE’ since it’s the product… but selling ‘themselves’ is kinda an odd thing to do, isn’t it?
I would hence argue that ‘concepts’ like companies themselves shouldn’t be possible to be sold, they’re a structure led by a single or several individuals and in several countries even treated as ‘legal persons’. There’s a term for it which describes it as ‘corporate personhood’.

The issue is that they get the ‘best of two worlds’ without the respective downsides. They’re neither handled as a ‘good’ itself, but can be sold as as a good. And they’re also not responsible like a person, but they get the upsides of being treated similarly.

In this case hence as example (the selling of EHG) I would argue that it’s not rightful to sell ‘the company’ itself, it’s only rightfull to sell ‘the product’.
Hence where would value move? ‘EHG’ as a company now has those funds in their name, not the owners, and hence it has to be redistributed accordingly into the ownership of the respective individuals, which allows a vastly better distribution system for the incoming value.

Once more, I know it’s ‘legitimate’, which under this premise is a problem.

As for the explanation:
We have ‘EHG’ as the company which makes a statement, right? ‘We’ll provide xyz’. So far so good.
We have the ‘customers’ which are given the respective contract, stating ‘You’ll get xyz’. So far so good as well.

But now we have a situation which is ‘outside legal boundaries’ as legitimacy and fairness suddenly don’t overlap anymore, to be specific:

Since ‘EHG’ (which is counted as a corporate personhood) has given the ‘personal’ contract it means that when not ‘EHG’ but now ‘Krafton’ (another corporate pershonhood, hence another person) takes over and those initial things aren’t fulfilled (which in this case we can state is ‘a fully finished campaign’ for example as one of the points) then there should be (but isn’t) a proper evaluation for ‘is this contract fulfilled?’.
Since a customer should’ve the right to move out of the ongoing contract as the original ‘person’ (the corporate one in this case) doesn’t do it anymore but the reasoning for paying into the product often is ‘I want it done by this person’ we have now an argument of ‘Our contract is not possible to be fulfilled’.

Now this would lead to a breach of contract in that regard in several countries and hence allow the option to opt-out and get refunded.

So my argument is with that line of logic that with acquisition&mergers those 96 Million should first move from one ‘entity’ (the corporations) to another, which are both deemed legally as ‘people’, and hence those 96 Million then are the money which has to be used for any debts and refunds necessary which after a evaluation is deemed appropriate.

So now there’s a chunk of those 96 million gone, or all of it even potentially. And the remainder is then split towards the legal owners after disbanding the company. Or usable through the ‘entity’ of the company to create a new project.

The statement hence is that ‘owner’ and ‘corprate entity’ are to be treated as separate things without ever interfering, with a revenue created for the owners based on ownership percentile and the profits, not as a direct ownership of ‘the owners are the entity’ beyond disbanding it. ‘Ownership’ can be sold in this case to someone else, but the ‘entity’ itself is not able to be ‘owned’ as it counts as a ‘person’ legally.

This is simply not done currently and allows things like ‘our company has massive debt and we don’t need to take care of that at all as owners at any time’. It’s a legal loophole in that case which is seen as ‘normal’.

Hence the follow-up of ‘giving over rights’ to someone else is not possible either, as legally you cannot sell your personal rights after all, and a corprate entity is deemed a person, hence shouldn’t be allowed to either.
At best they can form a contractual obligation to do something, for which the value of that obligation would be paid.

Yep, which is why I’m making that point for the simple sake of argument of ‘How would it be possible to make this how it works?’ Which obviously will have more loopholes and mistakes then anything else. But how else to get to a possible conclusion unless doing a thought experiment?

That’s actually not realistically possible unless there’s personal debts from the owners towards the company though.
Because those 96 million are not company funds but private funds, and the company is not owned by those private individuals.
It was a 100% acquisition after all, I would agree this is reasonable possibility with a percentileof the shares in the hand of the former EHG holders, but it was sold fully.

Hence it would solely be a ‘gift’, and that has nothing to do with necessity, it’s goodwill and should never be expected to happen.

Yes, ‘unrealized value’ hence.
Which I say is a really awful practice in the first place in this thought experiment.

How not?
If we project a product to get ‘50 million in sales next year’ and a week later a competitor reveals the existence of a superior version of the same product then your ‘50 million’ projection is suddenly wrong.

Hence gamba. Actions based on potential outcome without any guarantees.

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But you did create value in the past (EHG was worth $0 before it was created, obviously), but now it has a value (it has assets, IP, customers, etc) & that is what the sale reflects, not the “creation of value (or otherwise)” since an arbitrary point that you want to pick to base your argument around. No, you could argue about the valuation of EHG at a point before things went a bit Pete Tong, & the change in valuation since then would reflect the creation or destruction of value in the intervening period. But that’s a whole different kettle of fish.

Yes, and that’s what happened here, the A in M&A. Even if EHG decided they wanted to sell off LE as a functional thing (servers, IP, code, etc) so that they could work on something else they’d still go through a valuation process based on the expected/planned performance because the new buyer is going to want to run LE at a profit.

Every single purchase is made based on an expected/potential future value.

Why do you think that has anything to do with anything? If a company is in dire straits & gets sold, you can bet your bottom Euro that it’ll be at a discount. Everything works like this. If I’m desperate to sell my house now, I’ll be more willing to accept a lower offer (priced for quick sale). This is how capitalism/economics work, which you know, being so knowledgeable about both of those subjects.

“We” don’t, no. I’m fine with being able to draw a line between a company & their product (or products), though if you’re trying to sell one but not the other then it’ll not be an easy thing to calculate if that is even possible.

Nope, welcome to M&A.

Again, no. EHG is a company with bank accounts, employees, audited accounts & assets (mostly likely intangible, but still). They are most definitely not a fluffy concept. They’ll have many tax IDs (1 per jurisdiction they operate or exist in, which is wherever they have employees).

And hence can be sold. Just because they’re referred to using similar language to people doesn’t mean that they can’t be sold.

Sadly, this is bollocks. They have responsibilities & downsides, you just aren’t aware because you’ve never (as far as I’m aware) worked for a corporate company or got involved in that side of things.

You do you, but no.

From the buyers to the sellers & possibly some remaining in the company.

No, objectively & demonstrably wrong. Please go back to your Accounting 101 & re-do it.

What situation would that be? You think the sale of EHG isn’t governed by US law?

It actually is. Depends on the contract for the sale. Which you’d know given your extensive knowledge & experience of contract/corporate law. And accounting.

Most probably are, some may not be (as I’ve said many time before), we on the outside aren’t going to know the fine details.

I have no idea where this came from but would surmise a fever dream, not reality.

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No, EHG is a game studio. They create games. That’s what was sold. It’s no different from having a clothes shop and selling that shop, even though the products are the clothes.

Why would this be a hard concept for you to understand?

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Yes, that’s true, hence why we need to differ between the value of ‘EHG’ and the value of ‘LE’.
All the customers paid for the product, not for the company, they paid solely into the contract of the company making said product. The IP also is the ‘product’ and the assets are mixed. A company building for example is not tied to the product itself, it can be anywhere, so that’s a separation. The workers assigned to the product doing upkeep and the likes are also part of the product, and it necessitates at times combined saled of ‘product and position’.
We gotta differentiate here between the product itself and the IP.

As for the IP we also once more get into the issue of ‘value’ which is often unrealized value. I’m universally against ‘selling’ IPs, they should always be in the possession of a company or individual.
This is another topic though, but I’ll shortly get into it that the creator of the IP should always be remunderated but never have a right to keep it hidden away. Obviously we need to differ between software (endlessly recreatable) and individual pieces (physical artwork as example). But for the base premise a general remuneration for using the IP but not ability to stop people from using any IP.
This has universally brought more negatives then positives with IP-holding solely so others cannot get access to create value out of them, technology and entertainment have the same issue, in entertainment it’s not as important… but for technology it’s disastrous.

So now we get into the actual ‘value’ aspect.
‘EHG’ hence the company has created goodwill, they are trusted in that aspect, that is their ‘personal value’. If you change the owners then that value is immediately gone, this is the major problem I want to argue about. Selling a name to keep perception upholding. That shouldn’t happen.
The product itself can be good but only good because a company does it. And a company can be good and increase the value of every product they get their hands on.
There is currently no proper separation in this field, which leads to problems regularly. A new leadership often causes massive loss of goodwill as people perceive ‘it’s the same’ while it’s actually not. There needs to be a baseline security to have aligning perception with outcomes.

So how much exactly is ‘EHG’ as a company valued in this respect versus ‘LE’ as the product? How many people follow ‘EHG’ for how they acted and not ‘LE’ for hard-cold quality of it?

Because fairness is a concept which is important.
If we look at any societal construct we have first ‘might makes right’, so whoever can enforce something does enforce something, merit has no meaning.
The what follows is general rulesets. Those are also not merit-based but allow several individuals (or companies) to exist in the same plane without it being a full-out war constantly.
And then follows already ‘fairness’ which is the adjustment of rules based on what provides the best results.
Above that several more concepts follow which improve the ones below but for the sake of the argument I’ll stop it at that point.

Capitalism is solely a fraction of the aspect of ‘fairness’, namely the individual one. It creates the ability to create more or less based on personal merit.
Capitalism doesn’t include societal fairness thought.
Both of them have to be brought into ‘universal fairness’ into a balance or it doesn’t work.

We could see Capitalism as the individual fairness aspect versus socialism as the societal fairness aspect. Both go absolutely awry when not in balance with the other.
Capitalism without social system lead to widespread misery which only prefers a few select individuals to feel good.
Socialism without a individual system leads also to widespread misery which has no means to allow any individual to be rewarded for merit, hence doing less until system collapse happens is the individual optimal way.

I know how it works, I state that you need to look beyond the individual systems to allow improvement of the overall state.

Well… ‘easy’ shouldn’t be a universal decider though. There’s measures to make it harder or easier to do. A proper framework can for sure make it ‘reasonable’.

No, they own those things. The money in their accounts and their assets.
They don’t own their employees. They just have contracts. They’re working for the company on a product.

So ‘EHG’ would still own their assets and accounts (Selling money or money is kinda odd, right? Also a major reason for the evaluation as there shouldn’t be free reign right away after a product is removed, first contractual obligations should be checked before access is granted, it affects multiple people after all). But the new company now has the option to offer taking over the contracts with the employees related to the product or make new ones. And the employees have the option to opt-out from their contracts or take the new ones, their choice. After all they don’t own them.

Yeah, but there’s the issue.
Who owns a company? That has no meaning in this concept because it’s solely ‘who owns this construct’.

For a merger in this case it goes the following:
If we got 3 people owning the company then ‘combining them’ (merging, no value being paid) means that the value of both companies are checked and their individual’s total percentile ownership. So now we get a new ‘entity’ based on both before where all the owners of both have a percentile of the newly created entity as total ownership. So if ‘Company 1’ has 2 owners with 50/50 share and a value of 1 million and ‘Company 2’ has 4 owners with a 25/25/25/25 share and is worth 2 million then the new company ‘Company 3’ hence would be a 6 person ownership with 13,3% each. That’s a flat-out merging process.

Acquisition on the other hand would be like this:
1 owner of ‘Company 1’ sells their 50% part. The owner (individual) buying it now owns 50% of the company. Simple as that. They can be part of ‘Company 2’ but only that individual has any decision rights but ‘Company 1’ and ‘Company 2’ still stay separate.

Obviously it’s not done this way, but my argument here is that it creates a hierarchy.
A individual is above a company and hence can acquire ownership of a company. A individual cannot acquire ownership over another individual.
The same rule hence should apply to a company. A company can acquire an IP, but they cannot acquire another company as they’re 2 separate individuals.

This way the problems related to it where it gets problematic wouldn’t exist, at the cost of limiting the action-range. Hence mergers need to be agreed upon by all the owners unanimously, but acquisition of IP’s only via majority. As for acquisition of companies themselves? That’s solely related to individual vs. individual sales then.

Which one exactly are you talking about here? For example in my country we have several major types.
Individual entity (no company related, the person does what the person does)
Business partnership (individuals have individual responsibility over it)
This have sub-types: GbR/GesbR, KG, OHG/OG, GmbH & Co. KG
And we got corporate entities (which are the problematic things world-wide as individual responsibility is not existing, the private capita is entirely safe with a corprate entity, owners have no risk related to the responsibility suddenly)
Again, sub-types: GmbH, UG, AG and FlexCapG/FlexCo respectively.

Which ones do you wanna talk about? The business partnerships are absolutely fine as individual responsibility upholds, but owners of a corporation only get the upsides for profits, no downsides for failure. Unless they actively break the law they are entirely risk-free outside of the capital invested. Which is not the case for a business partnership.

This obviously is not in any way ‘fair’. It’s the world-standard though. If you have your hand in it and even miniscule decision capacity by having ownership over something you need to carry the risks respective to your stakes in said ownership. And here we clearly don’t have that.

If a corporation fails through a mistake and it’s a ‘legal mistake’ like causing 50 million damage to customers… but the assets of the company only are 40 million in total then they customers are ‘out of 10 million’ despite having a right to them.
My statement hence in such a case is ‘If you own 1% of the company and there’s 1 million in damage then you’re personally responsible to pay 10000 as a individual’. Hence… stocks not only being an asset but also creating a informed risk. If you hold stocks at the time something happens, hence got a ownership hand in it… you’re personally responsible for it unless you’ve specifically spoken out against doing something which then caused that damage, hence your share being spread to everyone else owning at the same time accordingly.
This is my statement of how it should go. Obviously it isn’t the case.
And that’s what I mean with ‘responsibility’. You get all the upsides… but have no downsides.

Yeah, but a company now bought a company - same level of hierarchy of being treated as a ‘individual’ but it goes up a hierarchy level with what I explained above.
There is the issue, which is not allowed to happen in the thought example.

So… you wanna tell me a company account’s value is not in the ownership of the company? That you gotta explain. Unless I misread something.

‘Outside legal boundaries’ in this circumstance is any situation occuring which is neither not regulated at all or provides a ‘unfair’ outcome, hence one which doesn’t create a proper relation to reward/risk versus responsibility. I just don’t know the proper english term for it, used that one as a placeholder, sorry for that.

Yep, fair, depends if the contract takes over open debts as their own or the money is used to liquidate those debts.
That’s fair. But it’s not used for any resolution afterwards which relates back to the original owners. After all they took over the company and now are the new owners, hence it’s now their responsibility.
That’s the problem with any corporate entity. As soon as you’re not the owner anymore it’s extremely hard to ask for money which your actions caused the need to be paid as not everything is direct accounted debt, which is after all not always the case.
A refund decided half a year afterwards after evaluation now is in the hands of the new company. Legally all debts were paid but the causation was from former owners.

Really? ‘The company’ creates games? Not the individuals working for the company?
It’s solely a construct. A descriptor. It never does something, it’s just existing as a meta-struct to allow the holding of value for one or multiple individuals and have specific laws applied only to those structs.

And it’s entirely different from a clothing shop. Depending on a country you can personally own those clothes, personally own the asset of the building you’re selling from… or you can be a corporation and hold those assets.

Here we have a difference though suddenly.
If you as the individual which doesn’t even have a private company (just being allowed to sell it ‘as you’ without being a company in this example, such areas exist where this is allowed) then you sell the shop (the structure, and asset) and you sell the clothing (a good, an asset). You take off the lovely name ‘Gary’s grotesque garments’ from the shop but the new owner still own the shop and the clothes. He has everything what ‘makes’ the business.
Gary is still not owned though :stuck_out_tongue:

Comparatively now form the position of a corporate entity you sell ‘yourself’ to another individual on the same hierarchy.
That’s quite odd, isn’t it? I would argue at best time-based contracts for control of some measure should be the legal limit there hence for upkeeping the premise. Not ownership. ‘Gary’ can’t be owned by another on the same hierarchy basis (individual) so why can ‘EHG’ (corporate entity) be owned by another ‘individual’, hence ‘Krafton’ (Also corporate entity) on the same hierarchical level?

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You can say that about any company. Does Zara make clothes or do the employees make them? Does Apple make phones or do the employees make them. Does the coffee shop make coffee or do the employees make them?

The employees are part of the everything the company is and sells. Just because a company doesn’t make something physical doesn’t mean it can’t have value.

If Judd & Co., as the majority owners, sell the company, including the owners, then the new owner still has everything to do the same thing they were doing before. They rename EHG to something else and the company continues doing the same.

I honestly don’t know what’s so hard to grasp about it. You have a company that provides a product. That product can be physical (clothes), can be digital (games) or even just intelectual (advisory).
You’re the owner and you’re profiting (or not) from that company. You decide to sell to someone else so they’re the owner instead of you. Nothing else changes about the company. It still produces the same thing it produced before, except you don’t get a paycheck from it anymore, someone else does.

Let’s go even more meta and consider a private psychiatric clinic. I own the clinic. I don’t have offices because I operate online. I only have employees that perform online appointments.
So there is absolutely nothing “tangible” in this business. Nonetheless, I’m providing a service. Business is good. Am I not allowed to sell it? Is it morally wrong? Is it odd?

EHG didn’t sell itself. EHG’s owners sold their company. Judd isn’t the property of Krafton. EHG is. Judd is now an employee of Krafton (because he decided to stay).

A company is a product like any other. It can change ownership. Why is that hard to understand?

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Yes, but it is a datapoint in valuing the company.

Kinda, possibly not in the way I think you mean it though. The IP is related to the product (LE), but the IP is also separate from it. You could sell the IP to a third party, or license it for them to make their own stuff (like Disney does with Star Wars, Marvel & the like).

Depends which assets you’re talking about. A company has fixed assets (desks, pcs, machinery, etc), intangible assets (IP, licenses & the like, Goodwill (big G, not small g), though that’s a rabbithole you don’t want to go down) & the non-accounting view of assets like staff, customer goodwill, knowledge & skill.

No, unless your company is a consultancy or similar in that it hires out its employees to other companies & sells their (the employees) time, the employees are not the product. Unless they’re slaves (real indentured servitude, old fashioned slavery, not modern wage slaves).

Potentially, yes.

We do indeed.

That’s your choice. So you would be against releasing something into the public domain (bolded part)?

Yeah, that’s fair.

Little g goodwill, yes.

Not necessarily, it depends how heavy handed & intrusive the new owners are, how many of the original staff/leadership team stick around & whether there’s a “change in direction” in the company. It is entirely possible that nothing changes & the company carries on as before. Not guaranteed, certainly & possibly rare…

Yup.

Exactly, that is the unknowable $96m question. Everyone gets to have an opinion, but nobody knows.

It is, but, as I’m sure you are aware, life ain’t fair. Scarlet Johansen still hasn’t decided she wants to marry me. :person_shrugging:

Indeed.

Never said they did, but the employees are still assets to the company & the most important ones since they do all the work. The point I was trying to make was that a company isn’t a concept like schadenfreud or fairness, it is absolutely a thing that you can interact with, like gravity or soundwaves.

Most, but not all, yes.

I work for an FX company, so no.

Not under UK law, no, they’d be TUPE’d in & likely not under EU law either. US law does tend to treat employees more like things rather than people :person_shrugging:. I’ll try & remember to ask HR tomorrow morning.

Let me stop you there. Under IFRS, all “mergers” need to be acvounted for under acquisition accounting methodologies.

Did an individual buy part of EHG? Or did another company (Krafton) buy 100% of EHG? What you describe would be an investment in a company 1. Company 2 has nothing to do with it.

Obviously.

The word you’re looking for is “subsidiary”, they can be wholely owned (the case with EHG) or partially owned. I’ll let you do the research on the different accounting treatments.

You’ve never been married then :rofl:

No, a company can acquire anither company. I’ve had to do the accounting for a few of these (one for ~€0.5b.

No, just a majority, unless it’s a listed company, then there are other options.

No, it’s really not.

For the point I was trying to make it doesn’t actually matter, though my experience is more on the limited/publicly listed side.

Not in the UK, or the US. Any form of limited partnership the investors/owner’s risk is limited by definition.

For the owners, not for the company itself. I’m glad I read this section though as I thought you thought this was how it worked for a limited company. But you don’t, you just want to get rid of any form of liability limitation.

Yeah, but that has nothing to do with reality, so… that’s nice I guess?

The $96m that Krafton paid was to the original owners of EHG the company not to EHG itself. I think this is the sticking point. That cash didn’t go into EHG, well, some of it might & hopefully some of it did, but we don’t know. If you own a company & we agree that I’ll buy it frrom you for £1m, I give you £1m, since you own the company, I don’t give the company £1m (though we may have agreed that I’ll inject some cash into the company, that happens).

Ok, I’ll set your mind at ease then, EHG is a private company incorporated in Delaware & is thus governed by US law (such as it is), so the acquisition of it would have been in line with US law (again, such as it is).

Fair enough.

It could go either way, but again, there may be some language issues as to what you actually mean. If the contract said that Krafton would pay of all loans & debts (to third parties) then provide a line of credit to EHG to keep it running, that’s entirely possible & the price would reflect that. Stuff like that tends to be easily quantifiable since it’s money owed & can be easily valued for the price. If you’re selling me a company for £10m, but it has £1m of debt, I can take that debt on but I’ll be dropping the price.

Well, ackshually… No, not necessarily. If the contract of the sale says “this thing we did in the past has an unknown cost in the future”, the contract can absolutely delay compensation until that cost is defined. Maybe the company is being sued, the new owners would absolutely put a clause in the sale contract to deal with that.

Yup. The employees contracts will have terms that cover ownership of all creations made by the employee during their employment. 100%.

Descriptors don’t pay taxes.

It’s not. If the employees of the clothing shop were magicing those clothes out of thin air from the sweat of their typing fingers (like coding), then their contracts would state that the shop owns the clothes the employees make (& can thus sell them) in exchange for the employee getting a salary (or similar, maybe a % cut of the sale).

Because EHG is not a person, it is a thing. Just because some of the terminology used is similar, it’s not.

Judd is an employee of EHG. EHG is owned by Krafton.

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Yes, that’s my point.

It’s after all already the case. When you sell a company the employees are not ‘sold’, they just work on as usual as they still work for the same ‘individual’.

And I never said it doesn’t have value, but the value is solely derived from the accumulated assets inside as well as the brand-name. And the brand-name can be either the company name or the product IP. As mentioned, I’m in this example against the value of the ‘Company brand’ being allowed to be sold, solely the product value as the way it’s produced isn’t expected to change, but the individuals leading the company and hence make up the ‘corporate entity’ are different people, so it’s not the same. The core has been changed. Even in the case of EHG now the decision-makers are Krafton, not EHG. EHG is a front allowed to work as long as they adhere to what Krafton says, they are not a ‘free entity’ anymore.

Do they? You can buy LE and shut it down a week later. What stops you? Is it illegal? Imagining that the product is ‘finished’ which it isn’t currently… but in that case?
Wouldn’t be the first time either. There is nothing stopping you.

The same goes for the aquisition of companies as a whole, it doesn’t mean they have to keep doing what has been done. The owners can change everything as long as it adhered to pre-existing contracts, everything is fair game.
Not everything makes sense obviously… but they’re relatively free to do what they want.

That doesn’t change for the product side at all in this thought experiment.
It does though substantially for the company side.

As mentioned. A corporate entity is treated similarly to a individual. Hence the basis I’m making my argument form is ‘The entity is made up from individuals, those owning the entity’ which leads to ‘The entity is the individuals’ respectively at the percentile of ownership. Hence the individuals are percentile-based responsible for the entity and should also be fined privately for extreme negatives (like leftover debt after bancrupty filings, meaning it needs to be done respectively early to not damage others).
The risk is a different one between existing situation and the situation in the experiment here.

It also does a few more things.
Fixation of stock pricings based on actual values held, not projections. Hence sales being done for the means of liquidity or removal of responsibility (moving back from being a active position) meaning whatever you build up to that timeframe is yours, if at the moment you move out the company you own partially (or fully) is in a awful state you get nothing. And it’s not tied to official representation and making nice numbers but actual factual assets unhinged from projections of the future. That’s a stability measure which removes any option for creating a bubble in many fields which currently have bubbles ongoing.
Then we can also argue that it doesn’t allow removal of individual responsibility based on funds even into the future. As even dissolving a company would still hold the last owners responsible in percentile ownership after the dissolution where currently if it was a ‘legally valid’ damage caused nobody would need to pay a cent, just people being damaged.
And it also allows more direct resolutions of monetary issues, like contractual ones as the contract fulfillment needs to be validated at the moment of a sale. Currently individual owners are not responsible when through - for example a half-finished promised product in creation people pre-emptively paid for - isn’t finished but instead shut down. The owners still get their self-set payments at whatever height they decided, can keep the money and create another follow-up company which does the same, stringing failure upon failure without being privately forced to become responsible for the incurred losses of customers.

Specifically we can compare this in 2 areas. Let’s take my well-beloved carpenter example and the Early-Access game example here.
If a individual carpenter makes a contract with you and states ‘I’ll make you (hence not done yet) a wardrobe with 3 drawers and 4 compartments, as well as a glass sliding door for this price’ and then gives you one with ‘5 drawers and 2 compartments and a wooden sliding door for the same price’ then they’re in breach of contract. A individual carpenter has to pay back the full price paid. If they’re a business partnership of some form and that causes bancrupty they have to pay out of their private funds beyond the measures the company couldn’t provide. It is owed.
Now if a corporation does it and this job breaks them the corporation closes, all debts assets get evenly distributed to the debtors and because they simply couldn’t pay their workers anymore and hence just cannot reasonably finish the job they are not ‘responsible’ for the incurred loss… so you might only get 5%… 10%… 20% of the price back and have nothing to show for.
(Edit, forgot to add the part about the EA :p) In a EA-game it’s the same. You pay for something not yet finished. But quite often after paying into that the company goes under because they were not able to provide the product as promised. So now you as a customer are out of your money. And it follows no legal liability.
It doesn’t matter if the wardrobe costs 10000 and the game 10, it’s about the basic principle. If you sell 5 of those wardrobes you get 50000, and if you sell 5000 of those EA games you also get 50000. One is liable the other not though.
Is that fair?

That’s the corporation-trap, which I state is not acceptable in this process here, hence talking about a system enforcing it cannot happen and at least has to the utmost capability of the owner’s assets being sold off to be paid to repay any caused damages. Just not the case currently.

This is a prime example for the split between ‘product’ and ‘entity’.
You in this case own the psychiatric clinic, right? So you offer the service. No product existing without you.
Now if you sell your clinic you sell the assets respectively needed or wanted for a functioning clinic. You don’t sell ‘yourself’ here, which is the ‘product’ in this case.
If you leave and someone else comes in they have to build up their reputation from scratch. They’re new. They don’t have the people knowing the new person, hence no idea if they’re good/bad or anything else. You going means the ‘brand’ (you) is lost.

So in this case I’m stating you can sell the assets related to your business. You cannot sell ‘the business’. Neither you nor the new person being a psychiatrist can say ‘it’s going to be the same!’ since you’re not the other person… and the other person is not you.

We could make an argument about selling a special new protocol for treatments you personally set up, which would fall under ‘IP’, which also cannot be sold, only used at a fixed cost for using it in a process. Hence you as the IP-holder (which in the thought example you cannot abdicate, it’s inherently yours as you created it) will always get money for the usage of that IP until the rights for the IP vanish.
Same if you and another person own the clinic and the IP was created from both of you. Company goes under, assets sold off, IP is now owned percentile-wise between you and the other owner, and any revenue coming in is respectively split.

But you cannot sell ‘yourself’.

A corporate entity was sold to a corporate entity. Hence two entities on the same hierarchical level have suddenly a higher/lower hierarchical level.

If entities are treated as individuals then the rules for individuals have to uphold, which is that they can step into contracts with each other respective to limits but they cannot own each other.

That’s the ‘odd’ part.

Which is the evaluation of the individuals owning the company. So changing ownership demands re-evaluation. Which currently can be avoided by acquisition. Suddenly another person is responsible compared to the owners and hence the datapoint for value doesn’t exist anymore. They abdicate the responsibility as now someone else has it.

Much like Steam is Gabe Newell… but Gabe Newell is not Steam.
If Gabe decides to waltz in somewhere and say ‘no, we’ll do that differently now’ then it not only has to be done, but he’s also fully responsible for the outcomes. Nobody can deny that. He has 50,1% ownership and hence more decision power then everyone else together. What he says is done, no matter what others think. He carries the risks.
But now we have a state where EHG was sold for example. Does Judd now carry the responsibility for the product?
Is abdicating responsibility to be profited from, or is it a reduction of potential value? You’re now not carrying it anymore… the quesiton here is solely ‘should you be paid for reducing your burden?’ basically.
And the example solely tries to lean into that base-premise.

Yes, exactly, that’s the case.
Though I state for the example ‘neither entities nor ideas can be sold’. In terms of entities they can only change ownership between individuals, but they cannot change ownership between other entities that are not people, hence not individuals.
I’m also stating above (the expanded part) that IP’s cannot change ownership, as the idea is tied directly to the creating individual or entity. So you cannot sell it… but you have to allow ideas to be used in return for a reward to have come up for the idea. Hence in my experiment everyone can make a Pokemon clone… but Nintendo would need to be paid for every clone sold, until the IP becomes void.

So everyone can make a Star Wars book, movie, game… and if one is more prominent and well liked then the original then the creator gotta stomach that as the reward for thinking it up still comes in. If the original story is held in high regards then people will automatically only use the original product anyway and the full value is given.

It means the initial creator is always rewarded according to the success of the initial idea. Doesn’t allow situations where a fantastic idea is sold low and then the new owner makes billions. It enforces the actual creator makes at least millions because it is all based upon that.

Yes, the fixed ones are easy.
The intangible ones are the problems. IP’s and licenses are in the thought example a different monster, since no license but only credit is mandatory (and hence the IP creator gets remuneration) and Goodwill is attached to a entity which is not possible to be sold and in corporate terms can only change individual ownership (based on actual assets for value) we actually don’t have those included.
So you only base it on assets, the other parts are completely detached this way.
The only prices you can set are for tangible products and for direct services. No licensing, no buying of intangible things which have no direct value attached. You can offer more if someone doesn’t want to sell to entice that individual… but that’s once again solely goods and direct services. IPs are unrealized potential. Entities are unrealized potential with risk.
So for IPs you cannot buy them.
And entities come with inherent risk, which allows buying into the goodwill… which has a far less widespread effect as entities are tied to their owners more directly through the risk.

It leads to trust into individuals instead of constructs a lot more, making constructs for what they initially were invented for, namely as a means to allows recirculation of value with the east-indian trading-houses of different countries (first major one was in the netherlands). And some small ones before those which didn’t gain traction.

I would argue to a degree they are.
A software company which has great coders and hence a great product does break apart when you remove those coders for example. So their contracts are part of the value to a degree.
How much is just the question, that’s intangible again.

It would automatically be public domain, with no private domain in my example.

Yeah, but that is once again hinged on individuals. Hence if individuals create goodwill so can entities. And since you cannot sell individuals you shouldn’t be able to sell entities, as goodwill is individualistic value and not tangible value.

Yep, which in this thought experiment is majorly included :stuck_out_tongue: It’s a existing thing. It makes sense on first look. But it also creates a lot of senseless outcomes.
I’m making my thought experiments on a concept and then asking ‘well… since that’s the case, what would be the case if xyz? Does it suddenly remove those senseless outcomes?’

Yes, because in the example the entity to entity sale wouldn’t be possible.
So acquisition can only be individual acquiring portion of entity.

:joy:

Stay inside the restraints of the thought experiment I’m making, not the actual situation.
It’s a bit iffy with me jumping from one to another, might not always make it clear.

This one was to be seen inside the premise of the thought experiment, not reality.

Same for quite a few other quotes.
I know in reality they are not handled this way.
In the thought experiment on the premise of ‘entities can only be owned by individuals, not other entities’ and ‘IPs are inherently tied to the creator/s’ everything changes substantially after all.

Yeah, but most are not full-scale risk, right?
So you’re abdicating some risk, which is abdicating responsibility. As responsibility is taking over risk.

Kinda, yeah.

Yeah, exactly.
So 96 million went to the owners for buying the ownership. Not a cent ‘outside of resolving potential debt’ has necessarily gone into any EHG account. Right?
What I state is that in the thought experiment it should happen differently.
Namely that the 96 million aren’t used for the acquisition of the corporate entity but for the product. Including workers potentially, but we’ll leave that part out. Not the IP, not the entity… solely the product of ‘LE’.
So now EHG (entity) gets 96 million into their accounts.
There is a check if the contractual obligations EHG made with customers is fulfilled. If yes the full amount stays.
If no? Then it’s resolved with how much every individual customer is owed, they get paid out.
Is something left? Now EHG (As an entity) can either decide to do something new project-wise, either buying into a existing product, creating a new IP itself, or pay the capital out to the owners. In terms of the IP? They still earn revenue based on the income their IP creates, steadily. A sort of long-term fixed income as long as interest exists.
Is nothing left? Then the ‘entity’ of EHG gets dissolved, bancrupty. All potential leftover debt is evenly distributed to each respective owner individually based on percentile ownership.
The IP? Also split between owners accordingly. The big discussion point is solely if the IP itself is split between the owners at time of creation or time of disolving the entity. I would argue time of creation.
How to handle the debt? Private assets are sold for their value. And IP income is held back until the debt is resolved fully, as well as future assets being earned (don’t know the english term for holding back income from any earning down to a minimum for necessities).

That’s what I state is a ‘fair’ process in the thought experiment. And I’m solely trying to argue about the ‘fairness’ part, which parts wouldn’t be fair and which actually would be and why.
My arguments here base on responsibility and value-creation as a baseline. More responsibility necessitating more risk but more rewards while value-creation gives a general reward as the risk is already in the past by then.

Yeah, but for that case it has to be somewhat stated, it’s commonly not inherent, is it?

So for the sake of it we expect no open legal obligations, 30 years after a mistake from the former owners is found which now costs 50 million. Are the former owners at fault for having made that mistake and it just not coming to fruition until then or not?

That’s a interesting one for sure.

So the company creates the IP and the employees create the ‘product’ is what I hear basically :stuck_out_tongue:

Is it a ‘thing’? Then it needs to be treated as a thing legally.
But it’s a ‘corporate entity’ instead and has rights of a individual. Many interchangeable, some not.
That’s the issue, when exactly is it a thing and when a person legally? It’s not always fitting 100%, few laws fit 100% after all.
And if something doesn’t fit 100% of the time… is there an alternative which does? How does it look like?
That’s what those thought experiments of mine are commonly.

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Damn I hate timezones my bros! Y’all on here writing up a storm and I’m napping like an old man with arthritis.

Bro do you have their financials or are you just out right making shit up? Unless you can account for the personal transactions then again, dumb.

I mean back to my original point above where the lads proved your points wrong multiple times - you literally said in your over worded very well written post “people who create things from scratch should not be allowed to sell them. If they ever hit financial hardship they should be forced to become bankrupt and sell” - I mean, no ones ever taken out a mortage on a house or a personal debt consilidation loan to bail them out, right? Eff them, bankrupt them all. Everyone should be living on the street.

Judd and the small team who made this game from scratch into something playable and enjoyable for 100s of 1000s of people over the years kept pushing with whatever money they kept making with games sold and mtx to the point where they got bent over and railed a bit too hard. They could have shut down and then I would never have had the pleasure of seeing your very very depressing, negative daily posts and we wouldn’t be having this discussion. INSTEAD they sold what they made, their personal fkn property and have kept this game which I really do actually fkn like going. I am super grateful for that even if the game has changed and they need to sell classes and what not. I can still play after spending a whopping 30 dollars Australian (sarcasm) to do so and have not been forced to buy anything at this point, even if the time comes they want to have paid big content releases I will happily fork out. The roi on this 30 dollars has been INSANE.

You make something, you own it, you can fkn sell it. You sir (sorry for assuming your gender here but it sounded good) are very silly.

20

I’ve cleared up the meaning since then substantially if you follow the posts.

Hence:
The creation of an asset allows selling of said asset.
The creation of an IP doesn’t allow selling of the IP, but it provides a necessary reward for everyone using the IP in any monetary manner.
The ‘entity’ of a company needs to be treated in a similar way as a person since it legally is treated similary in many ways, hence the selling of an ‘entity’ to another ‘entity’ is not possible.
A ‘individual’ (person’) stands hierarchivally above that and hence is allowed to sell the parts owned personally - which is solely in value based on assets + more if the other side offers to pay more - but can only sell it to another ‘individual’ (person).

I get the premise there, I absolutely do.

Now let me produce a counter-premise:
I’m a carpenter. I decide to make a lot of interior decoration out of wood, the value being 100000 in material alone. Now I work my ass off, every day I put in 10 hours, sometimes more. I work for a year, steadily, I do it all the time.
By the end I scrapped most of the material, my work only produces a fraction of what I said I’ll provide.

How much am I now owed for that result?