Comprehensive Reports on TSIG's CCI - Part I : Introduction
Dear Everyone,
Given the current state of affairs; that more and more new investors are expected to show up in this thread in search of info and support. I think the time is right for me to share my research in a wholistic and comprehensive manner.
This series of reports are aimed at new arrivals (since lots of it would be old news to most of you). Please bear with me through some repetitions as it would be of great benefit for the newcomers.
Lets begin:
I. Overview of TSIG (formerly Visitors Services International Corp and Dynasty Capital Corporation)
The Company has been pursuing opportunities in the travel and tourism market. This includes tour operators, airline overflow, and direct response travel related television advertising. The Company will also consider opportunities in the general teleservices market. It is now positioned to offer a unique combination of internet e-tail and teleservices to secure untapped and compete for existing internet e-commerce markets.
Brief Chronological History:
1) On 9/27/96, Visitors Services International reorganized and formed TSIG. VSI by virtue of the reorganization became a subsidiary of TSIG.
2) On 12/9/96 TSIG, through its VSI subsidiary, acquired 100% of the capital stock (SPA - stock purchasing agreement) of American International Travel Agency
3) On 12/23/96 TSIG, through VSI, acquired all the assets of (APA - asset purchasing agreement) Global Reservation Systems
4) On 1/21/97, TSIG, through VSI, acquired all the assets of International Reservations Services Limited
5) On 2/24/97, TSIG acquired all the assets of GuaranTEE Inc
6) On 10/3/97 TSIG disposed of substantially all of the assets of GTT following a sale by GTT (as seller) to Guarantee TimeAcquisitions, Inc., an unaffiliated third-party.
7) On 3/12/98, announced that it has signed a definitive agreement to acquire 100 percent of Santa Ana, California-based Compact Connection, Inc., a leading wholesaler of compact discs and cassette tapes. The transaction is valued at $15 million. Exact terms were not disclosed and closing of the acquisition is contingent on satisfactory completion of both an audit of Compact Connection's financial statements and TeleServices' due diligence review.
8) On 4/2/98, in modification to the earlier agreement with CCI, TSIG announced that, through a new formed subsidiary named Compact Connections Inc (CCI) of Delaware, it has completed the acquisition of the assets of Santa Ana, California-based Compact Connection, Inc. (CCI) in exchange of 6 million shares of TSIG's shares of common stock. The asset acquisition should be final pending some recissionary clauses involving the full disclosure of audited financial statement from the CCI (SA).
9) On 5/8/98, TSIG registered 12 million shares of common stocks for exercisable options according to the Teleservices Options Plan. Form S-8(5/8/98) : sec.gov
10) On 5/20/98 TSIG signed with Recovery Network For "TELECARE" Telephonic Counseling Service. ) TSIG will provide Recovery Network cable television viewers and Recovery Talk Radio listeners an opportunity to call and receive telephonic in-home counseling from a country-wide network of physicians. The deal provides Recovery Network with all the necessary hardware, software, and operator services to direct and traffic calls throughout the continental U.S. The service, entitled TeleCare(TM), is expected to launch in October 1998.
11) On 6/8/98, TSIG acquired 6% equity interest a privately-held company called Teleservices Holdings . In exchange for 1) TSIG's waiver of any interest it may have had in acquiring five companies which Holdings intends to acquire; and 2) TSIG's release of four persons from their obligations to Holdings under their respective employment and consulting contracts. Holdings also agreed to change its corporate name to a name dissimilar from "teleservices." The transaction was approved by the disinterested members of the Board of Directors of the TSIG. As a result of this transaction, certain individuals resigned from their positions with TSIG and its subsidiaries: Stephen G. McLean resigned as a director and as Chief Executive Officer; Raymond P. Wilson resigned as Chief Financial Officer; Robert C. Gust resigned as a consultant; and Kevin N. Blayne resigned as a consultant. These individuals will join Holdings as employees and will receive, in the aggregate, a minority equity interest in Holdings.
-- Alyce Cucurullo was named the Chief Operating Officer.
-- Catherine Krell is named Vice President Marketing Communications
-- Jeannie Lewin is named Vice President Sales and Richard Olson is
named Vice President Account Management/Customer Service.
-- Timothy Heidemann is named Director of Call Center Operations
12) On 6/16/98, TSIG signed agreement with Valley Media, Inc, MUZE Inc, and ENZO Audio Imaging.
Valley Media's "Sound Delivery" division is one of the largest direct-to-consumer fulfillment houses in the United States for CDs, cassettes, DVDs and videos. The two-year General Agreement with Sound Delivery provides Internet and Direct-to-Consumer fulfillment services to Compact Connection, Inc. that include guaranteed shipping of products within twenty-four to forty-eight hours of being ordered and virtually hourly updates of available inventory. Valley Media maintains a music inventory in excess of 250,000 titles.
TSIG has signed a one-year License Agreement with Muze, Inc. to use its "Muze for Music" database and its "Encyclopedia of Popular Music" for consumer content and marketing purposes. Muze for Music is one of the most complete and comprehensive graphical music databases available in today's market. The newly introduced Encyclopedia of Popular Music offers in-depth artist/label biography information and is one of a kind.
TSIG's one-year License Agreement with ENSO Audio Imaging will allow the CCI website to showcase audio music samples. ENSO's database includes continuous digitizing of new releases, as well as a multitude of digitized catalog titles. ENSO's database of audio samples supports the RealAudio Release 3.0 format.
13) On 6/25/98, TSIG registered 8 million shares of common stocks to bring the number of exercisable shares up to 20 million shares. Form S-8 (6/25/98) : sec.gov
14) On 7/9/98, TSIG modified the agreement with CCI (SA). Because of the delay in the audited financials, TSIG has signed a contingency 5-year licensing agreement so in the case the APA does not occur, TSIG will have the rights to use all the CCI's (SA) intellectual property, including the right and interest to sell music cds and video tapes, among other things, through pre-paid Musiccards. In consideration for the licensing agreement, TSIG will pay CCI (SA) 1% of the net income. If the audited financial becomes available in time and the parties deem it proper, TSIG will resume the asset acquisition and this licensing agreement will terminate.
15) CCI's default site, originally www.ccmusiccards.com , has been changed to www.compactconnections.com. On 7/12/98 the beta site became accessible to TSIG's beta testers. TSIG has not invited the public to the site.
In the following series of reports, I will discuss serveral concerns about the viability of TSIG.
Part II: Insider Selling - Is TSIG a scam? What's up with the 20
Million register shares?
Part III: Can TSIG deliver? Is TSIG a scam? Many former dealers
have came on the thread and claimed that TSIG will not
deliver cds. What are the facts?
Part IV: Miscellaneous but Relevant Info.
(..con't) |
