Larry, about the AMCI/TMM merger MOU. For those who did not get a chance to see them I have copied two of the notes Tom Simpson posted about the deal (at least as it was then):
To: joseph pakin (3548 ) From: echo Jun 13 1997 8:12PM EST Reply #3549 of 3569
Hi all,
Sorry I didn't get back to you all sooner, I had a family thing I had to take care of.
The news,
AMCI and TMM have merged and the old team and direction will be reinstated. I will take the job of Chief operations officer effective immediately. All customers and product of AMCI will be TMM's.
Terms need final approval of the shareholders but we have a great deal that I think all will approve of .
AMCI book value with no goodwill or forward value estimated is 2.4-2.5 Million. AMCI will sell all assets to TMM for 2 Million dollars in the form of series A Preferred stock. This stock will be redeemable in 1 year as fully trading common Stock. Anytime in the first year TMM can buy out for Value plus 10 percent and offer a warrant at 20 % below market of one common Share for every convertible share. This is a hard sell for the AMCI people but I have Given my word to stay with and bring value back to TMM.
TMM will raise again.
T.S.
To: joseph pakin (3555 ) From: echo Jun 13 1997 10:19PM EST Reply #3556 of 3569
Joe,
The conversion price is at .05 cents, I had a hard time with this number with the AMCI people because is more than double market, but I got them to buy off.
The formula= Value of AMCI= 2 million price of TMM shares =.05 Cents. Preferred shares = 4 million Common shares= 40,000,000.
If the company grows, it will, TMM converts the Preferred stock to a loan at 10%. This keeps everybody long abd removes any short players in the group.
If the company fails, it won't, then it dosen't matter.
T.S. |